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20-073 Koff & Associates (K & A), Staffing and Organizational Assessment
Page 1 of 9 Professional/Consulting Contracts /Version: April 2020 PROFESSIONAL/CONSULTING SERVICES AGREEMENT 1.PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and (“Contractor”), a for , 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. Contractor further agrees to carry out its work in compliance with the City’s Shelter In Place and Social Distancing Requirements, attached here and incorporated as Exhibit A-A. 3.TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on and shall be completed by . 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 $ (“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. Koff & Associates ("K &A") California corporation located at 2835 Seventh Street, Berkeley, CA 94710 Staffing and Organizational Assessment December 31, 2020 April 22, 2020 December 31, 2020 $58,700 Staffing and Organizational Assessment Page 2 of 9 Professional/Consulting Contracts /Version: April 2020 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. City shall pay contractor for its fees and reimbursable expenses (if applicable) within 30 days following the date of receipt of each applicable invoice. If City contests or questions any invoice, it agrees to raise any questions with management of contractor within such 30-day period. 5.INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker’s compensation, or other benefits from the City. 5.2 Contractor’s Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed, registered, and/or certified to perform the Services as required by law and have procured a City Business License, if required by the Cupertino Municipal Code. 5.4 Subcontractors. Only Contractor’s employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools, Materials, and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of 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, 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. Staffing and Organizational Assessment Page 3 of 9 Professional/Consulting Contracts /Version: April 2020 6.PROPRIETARY/CONFIDENTIAL INFORMATION In performing this Agreement, Contractor may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City information provided by City to Contractor and use it only to perform this Agreement. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. 7.OWNERSHIP OF 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. 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-contractors prepared or created under this Agreement, to execute or implement any of the following: (a)The original Services for which Contractor was hired; (b)Completion of the original Services by others; (c)Subsequent additions to the original Services; and/or (d)Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides, except for one single-sided original. 8.RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed information of Contractor’s performance, benchmarks and deliverables, which must be available Staffing and Organizational Assessment Page 4 of 9 Professional/Consulting Contracts /Version: April 2020 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 by contractor during performance of the Services; (c)Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; (d)Unauthorized use or disclosure of City’s confidential and proprietary Information; (e)Claim of infringement or violation of a U.S. patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party. 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim. At City’s request, Contractor will assist City in the defense of a claim, dispute, or lawsuit arising out of this Agreement. Staffing and Organizational Assessment Page 5 of 9 Professional/Consulting Contracts /Version: April 2020 11.3 Contractor’s duties under this section are not limited to the Contract Price, workers’ compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee. 11.4. Contractor’s payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, a purchase order, or other transaction. 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. Staffing and Organizational Assessment Page 6 of 9 Professional/Consulting Contracts /Version: April 2020 13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement, in violation of California Government Code Section 1090 et seq. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of 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 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 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 Staffing and Organizational Assessment Kristina Alfaro, Director of Administrative Services, Catherine B (Katie) Kaneko, President Page 7 of 9 Professional/Consulting Contracts /Version: April 2020 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 Staffing and Organizational Assessment Page 8 of 9 Professional/Consulting Contracts /Version: April 2020 force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this Agreement to carry out its intent. 25.SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated, including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law, and Attorney Fees, shall survive the Agreement and remain in full force and effect. 26.NOTICES All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered or certified, or the next business day following electronic submission: To City of Cupertino Attention: Email: To Contractor: Attention: Email: 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. 10300 Torre Ave., Cupertino CA 95014 Kristina Alfaro, Director of Administrative Services Kristinaa@cupertino.org Koff & Associates 2835 Seventh Street, Berkeley, CA 94710 Katie Kaneko, President kkaneko@koffassociates.com Staffing and Organizational Assessment Page 9 of 9 Professional/Consulting Contracts /Version: April 2020 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CONTRACTOR By CITY OF CUPERTINO A Municipal Corporation By Name Title Date APPROVED AS TO FORM: HEATHER M. MINNER Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Name Date Title DATE: Tax I.D. No.: Katie Kaneko Katie Kaneko Jun 24, 2020 61-1493064 President Heather M. Minner Kristina Alfaro Kristina Alfaro Director of Administrative Services Jun 30, 2020 Jun 30, 2020 Revised: April 30, 2020 – Services Agreements 1 Exhibit A-A – SHELTER IN PLACE AND SOCIAL DISTANCING REQUIREMENTS A. Health Laws Acknowledged. It is acknowledged that Consultant’s/Contractor’s (“Contractor”) duty to comply with Laws, as defined in Section 13 of the Contract/Agreement (“Contract”), includes immediate compliance by Contractor and its subcontractors with the restrictions on travel and the Social Distancing Requirements set forth in the most recent health order issued by the County of Santa Clara Health Department in response to the COVID-19 pandemic, and any subsequent amendments or superseding orders thereto (the “Health Order”), and any other local, state, or federal laws that have been or may be enacted in response to the COVID-19 pandemic (collectively, “Health Laws”). B. Health Order Compliance. Contractor shall comply with any restrictions on travel and social distancing requirements in the Health Order when preforming work under this Contract. If a scope of work item, notice to proceed, or work order under this Contract specifies work that cannot be performed in compliance with the Health Order or other Health Laws, Contractor shall refrain from conducting the work and immediately inform the City. C. Individuals at High Risk of Severe Illness. Nothing in this Contract shall be interpreted to require any person at high risk of severe illness from COVID-19 to leave their residence to perform work under the Contract. Contractor will inform the City if other arrangements for the work must be made, and City will do so, with no penalty to Contractor, although Contractor will not be compensated for work performed by the City or third parties. Information from the Center for Disease Control (“CDC”) on “high risk” categories is available at the CDC's website at: https://www.cdc.gov/coronavirus/2019-ncov/specific-groups/people-at-higher-risk.html. D. Health Order Requirements and Best Practices. Contractor will immediately undertake all appropriate measures to ensure compliance with the Social Distancing Requirements in the Health Order by all individuals performing work under this Contract, including Contractor's or any subcontractor's workers, employees, representatives, vendors, or suppliers (collectively, "workers"), and shall maintain these measures for as long as required by the Health Order or other Health Laws. As long as required by the operative Health Order or other Health Laws, these measures shall include, but are not limited to, the following: 1. Meetings/Site Access. Use electronic alternatives to in person meetings, e.g., conference calls, video-conferencing, etc., to the greatest extent possible. Limit access to any project site or any work area to workers who are necessary to perform in-person work. Require non-essential personnel to work from home to the extent possible. Avoid all non-essential travel. 2. Distancing. Where workers perform in-person work at a project site or a work area, prohibit workers from being less than six feet apart, unless and only to the extent that would compromise worker safety or violate safety Laws for specific operations. Prohibit handshaking or any physical contact among workers, with the sole and limited exception Revised: April 30, 2020 – Services Agreements 2 of any physical contact required for worker safety or to comply with safety Laws. Prohibit workers from sharing a vehicle. E. Changed Requirements. It is understood and acknowledged that circumstances pertaining to the COVID-19 pandemic are evolving rapidly and that new local, state, or federal requirements may modify the requirements under this Exhibit. Contractor agrees to work cooperatively with the City to implement new or changed requirements as quickly as possible. F. Subcontracts. Contractor shall include the terms of this Exhibit in all subcontracts and require any agents, subcontractors, or subconsultants to comply with its provisions. 1229192.7 Submittal date: January 7, 2020 Proposal for Staffing and Organizational Assessment City of Cupertino Koff & Associates Celebrating 35 years 1984 – 2019 GEORG S. KRAMMER Chief Executive Officer 2835 Seventh Street Berkeley, CA 94710 www.KoffAssociates.com gkrammer@koffassociates.com Tel: 510.658.5633 Fax: 510.652.5633 EXHIBIT B 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com January 7, 2020 Ms. Leslie Dornell Human Resources Manager Administrative Services City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Dear Ms. Dornell: Thank you for the opportunity to respond to your request for proposal for a Proposal for a Staffing and Organizational Assessment for the City of Cupertino (“City”). Koff & Associates is an experienced public-sector Human Resources and Recruitment Services firm that has been conducting similar organizational assessments for cities, counties and special districts for 35 years. The firm has achieved a reputation for working successfully with management, employees, and union representatives. We believe in a high level of dialogue and input from employees and management and our proposal speaks to that level of effort. As President of the firm, Katie Kaneko would assume the role of Project Director and be responsible for the successful completion of project. We can be reached at our Berkeley address and the phone number listed on the cover page. Katie’ email is kkaneko@koffassociates.com and my email is gkrammer@koffassociates.com. We look forward to the opportunity to again provide professional assistance to the City of Cupertino with this important project. Sincerely yours, Georg S. Krammer Chief Executive Office Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com TABLE OF CONTENTS Qualifications of Firm 1 Key Personnel 2 Methodology, Scope of Work, Deliverables 8 Timeline 13 Cost Proposals 14 Signature Page Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 1 QUALIFICATIONS OF FIRM Koff & Associates (“K&A”) is a full-spectrum, public sector human resources consulting firm that was founded by Gail Koff in 1984, and has been assisting cities, counties, special districts, other public agencies, and non-profit organizations with their compensation and classification needs for over 35 years. We are a private California corporation, #2785458, and our legal name is Kaneko & Krammer Corp. dba Koff & Associates, Inc. Our headquarters are in Berkeley, CA, and we have satellite offices in Southern California, the Central Valley, and the Sacramento Region. We are a California State-certified Small Business Enterprise, and, locally through the County of Alameda, we are also a certified Local, Small Local, and Very Small Local Business Enterprise. We are familiar with the various public sector organizational structures, agency missions, operational and budgetary requirements, and staffing expectations. We have extensive experience working in both union and non-union environments (including service as the management representative in meet & confer and negotiation meetings), working with City Councils, Boards of Directors, Boards of Commissioners, Boards of Supervisors, County Commissions, Boards of Trustees, Merit Boards, and Joint Power Authorities. The firm’s areas of focus are organizational development/assessment studies; classification and compensation studies; performance management and incentive compensation programs; development of strategic management tools; policy/procedure development and employee handbooks; executive search and staff recruitments; public agency consolidations and separations; Human Resources audits; and serving as off-site Human Resources Director for our smaller public agencies that need the expertise of an Human Resources Director but do not need a full-time, on-site professional. Without exception, all of our studies have successfully met all of our intended commitments; communica- tions were successful with employees, supervisors, management, and union representatives; and we were able to assist each agency in successfully implementing our recommendations. All studies were brought to completion within stipulated time limits and proposed budgets. The firm’s long list of clients is indicative of its reputation as being a quality organization that can be relied on for producing comprehensive, sound and cost-effective recommendations and solutions. Koff & Associates has a reputation for being “hands on” with the ability and expertise to implement its ideas and recommendations through completion in both union and non-union environments. K&A relies on our stellar reputation and the recommendations and referrals of current and recent past clients to attract new clients. Our work speaks for itself and our primary goal is to provide professional and technical consulting assistance with integrity, honesty and a commitment to excellence. We are very proud of the fact that we have not had any formal appeals in our entire history, working with hundreds of public agency clients and completing hundreds of organizational, classification and compensation studies. Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 2 KEY PERSONNEL Our entire team consists of 28 employees as shown below in our organizational chart. All members of our team have worked on multiple studies and are well acquainted with the wide array of public sector organizational structures, classification plans, compensation structures, etc., as well as the challenges and issues that arise when conducting studies such as this one for the City. Following are short biographies of the specific staff who will be assigned to this project: Catherine “Katie” Kaneko, C.P.A., P.H.R. President Katie is one of the two principals of Koff & Associates. She brings more than 25 years of management- level human resources and consulting experience to K&A. She has extensive experience in classification analysis and evaluation techniques, compensation, performance incentive programs, recruitment, and organizational studies. Armed with her Bachelor of Business Administration degree, and as a CPA (Certified Public Accountant), Katie began her career in an international accounting/consulting firm. She transitioned into Human Resources within the firm to become the Human Resources Director of the San Francisco office. She next moved into the high-tech industry where she served in leadership positions for high-growth companies, startup firms, and organizations in transition. Katie then moved to the public sector, joining K&A in 2003 Georg Krammer,CEO Katie Kaneko,President Kelly Basoco Gwen Brew Monica Garrison-Reusch Mike Harary Jamie Inderbitzen Frances Trant Susan Vang Senior H.R. Associates Irene Chan Cindy Harary Brenna Huntley Sarah Nunes Rebecca Ornellas Renate Tiner H.R. Associates Eileen King Marketing Associate Karen Thompson Proposals Lenissa Dumlao Elise Johnson Administrative Coordinators Kathy Crotty Anne Brooks Pfister Administrative Assistants Alyssa Thompson Senior Project Manager Debbie Owen Senior Project Manager golbou ghassemieh Kari Mercer Project Managers Richard O'Donnell Recruitment Manager Brandon Romo Recruiter Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 3 and has been the firm’s President since 2005; over the last 16 years, she has overseen hundreds of compensation, classification, organizational and other studies for cities, counties, and special districts throughout California. Agencies for whom classification and/or compensation studies, or HR Services (such as organizational assessments, executive performance evaluations, succession planning studies, etc.) were led by Katie, as Project Director, during the last few years, include, but are not limited to, the following: • Cities and/or Towns: Albany, Belmont, Benicia, Calistoga, Carmel, Coachella, Crescent City, Cupertino, Danville, Dinuba, Fairfield, Galt, Hayward, Hillsborough, Los Altos, Los Gatos, Madera, Manteca, Moraga, Morgan Hill, Mt. Shasta, Newman, Palo Alto, Paradise, Piedmont, Redwood City, Rohnert Park, Sacramento, San Bruno, San Pablo, Santa Cruz, Santa Rosa, Seaside, Sonora, Tracy • Counties: El Dorado, Humboldt, Mendocino, Merced, Placer, San Joaquin, San Mateo, Sonoma, Tuolumne, Yuba • Courts: Superior Court of the County of Alameda, Superior Court of San Joaquin County • Education: First Five Contra Costa, First Five Santa Clara, Hartnell College, Salinas Union High School District, Southwestern Community College District, Travis Unified School District • State: California State Compensation Insurance Fund; California State Auditor’s Office • Other: Municipal Pooling Authority, Public Agency Risk Sharing Authority of California • Special Districts: Air Quality, Community Services District, Fire and Police Protection, Housing/Economic Development, Open Space, Public Utilities, Retirement, Solid Waste, Transportation, Water and Waste Water. Katie will be key personnel and serve as the Co-Project Director for this project; she will coordinate all of K&A’s efforts, will attend all meetings with the City, and will be responsible for all work products and deliverables. Alyssa Thompson, Ph. D. Senior Project Manager Alyssa has over 12 years of human resources experience in classification and compensation analysis and development, performance management, affirmative action program development, and recruitment. Alyssa also has experience in designing and conducting quantitative and qualitative research studies. Since joining K&A in 2007, Alyssa has led and worked on well over 300 classification, compensation, organizational assessment, and recruitment projects for cities, counties, and special districts, including but not limited to some of these more recent projects: • Cities and Towns: Concord, Danville, Discovery Bay, Fremont, Hayward, Hillsborough, Los Altos Hills, Monterey, Napa, Oakland, Orange, Palm Desert, Piedmont, Redlands, Sacramento, San Diego, Santa Barbara, Santa Rosa, Vallejo • Counties: Bernalillo (New Mexico), Humboldt, Orange, Placer, San Joaquin, San Mateo, Solano, Tehama, Tuolumne • Education: Alameda Unified School District, Berkeley Unified School District, Cutler-Orosi Unified School District, Foothill-De Anza Community College District, Mount San Antonio Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 4 College, Salinas Union High School District, Travis Unified School District, West Valley Mission Community College District • Courts: Habeas Corpus Resource Center, Superior Court of California-County of Orange • Special Districts: • Community Services District, Fire and Police Protection, Housing/Economic Development, Open Space, Public Utilities, Transportation, Water and Wastewater She earned a Bachelor’s degree in Psychology with a minor in Sociology-Organizational Studies from the University of California, Davis, and a Ph.D. in Organizational Psychology from Alliant International University. Alyssa will serve as the Co-Project Director for this project; she will help coordinate all of K&A’s efforts, will attend all meetings with the City, and will be responsible for work products and deliverables, as well as provide consultant support in organizational analysis, interviews with employees and management, internal job analysis, staffing analysis, the development of recommendations, and implementation strategies. Kari Mercer, B.S. Project Manager Kari’s professional qualifications include over 10 years of experience in the Human Resources field, including work in classification and compensation, employee relations, and recruitment and examination. Her experience includes both private and public sector Human Resources work for the County of Madera, County of Fresno, and Macy’s. She gained experience in classification and compensation, labor relations, MOU administration, policy development and administration, recruitment and examination, and general human resources administration. As a Human Resources Consultant for another private human resources consulting firm she specialized in conducting classification and compensation studies for multiple public sector agencies, such as: Cities of Anaheim, Concord, Palmdale, Redding; Counties of Lake, Madera, Monterey, and Sacramento; and special districts such as: California Joint Powers Risk Management Authority, East Bay Regional Park District, Elk Grove Water District, San Diego Association of Governments, San Francisco Municipal Transportation Agency, and Ventura Regional Sanitation District. Additionally, Kari has consulted for out-of-state clients in Maryland, New Mexico, and Texas. Since joining Koff & Associates, Kari has worked on a wide variety of classification and compensation projects for the following agencies: • Cities/Towns: Anaheim, Arroyo Grande, Atascadero, Belmont, Hayward, Madera, Manteca, Merced, Milpitas, Oakland, Perris, Pleasant Hill, Redwood City, San Pablo, Santa Clara, Saratoga, Seal Beach, Seaside, Tracy, Vallejo • Counties: El Dorado, Fresno, Humboldt, Merced, Monterey, Orange, San Joaquin • Special Districts: Coachella Valley Public Cemetery District, Cosumnes Community Services District, First 5 of Alameda County, Foothill-DeAnza Community College District, Housing Authority of the County of San Bernardino, Livermore Area Recreation and Park Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 5 District, Mendocino Coast Recreation and Park District, Port of Oakland, Santa Clara County Housing Authority, Superior Court of California-Kern County, Sweetwater Authority, Travis Unified School District, Truckee Sanitary District, West Valley Mission Community College District, Valley County Water District She earned her B.S. degree in Business Administration with an emphasis on Human Resources Management at California State University, Fresno. Kari serves as a Personnel Commissioner for the City of Clovis, is a member of IPMA-HR where she serves on the Government Affairs Taskforce, and is a member of Central California SHRM. Kari will provide managerial project support throughout this effort, including organizational analysis, interviews with employees and management, internal job analysis, staffing analysis, the development of recommendations, and implementation strategies. Susan Vang, B.S. Senior H.R. Associate Susan has over six years of human resources consulting experience in classification and compensation, recruitment and selection, and employment testing for the public sector. Susan has experience providing technical support on a variety of classification and compensation projects including City of El Segundo, Counties of Sonoma, Lake, and Madera. In addition, Susan worked on the Merit System Services (MSS) contract with the California Department of Human Resources, providing recruitment and selection support to 27 California County Departments of Social Services and Child Support Services. Since joining K&A, Susan has worked on studies for the following: • Cities: Alameda, El Monte, Los Altos, Morgan Hill, Mount Shasta, Oakland, Piedmont, Santa Barbara, Santa Cruz, Santa Rosa, Vallejo • Education: College of the Sequoias, Hartnell Community College, Foothill-DeAnza Community College District, Riverside Community College District, Southwestern Community College District • Special Districts: Calaveras County Water District, California Association of Sanitation Agencies (CASA), Delta Diablo Sanitation District, Dublin San Ramon Services District, Marin County Transit District, Metropolitan Transportation Commission (MTC), Ojai Valley Sanitary District, Santa Clara Valley Water District, Santa Cruz Metropolitan Transit District, Vallejo Flood and Wastewater District, Zone 7 Water Agency A Northern California native, Susan earned her B.S. degree in molecular environmental biology from the University of California, Berkeley. Susan will provide H.R. Associate support for this project, including organizational analysis, interviews with employees and management, data collection and analysis, internal job analysis, development of recommendations, and implementation strategies. Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 6 Brenna Huntley, M.S. H.R. Associate Prior to joining the K&A team in early 2017, Brenna worked in human services and education to connect people with the services and information most important to them. Her transition into human resources consulting allows her to continue this trend, focusing on classification and compensation studies to deliver sound market data and recommendations to clients. In addition to her professional pursuits, Brenna has spent several years conducting research studies in academic laboratories, investigating questions surrounding leadership effectiveness, organizational culture, and employee selection. Since joining K&A, Brenna has worked on classification, compensation, or organizational studies for the following agencies: • Cities/Towns: Belmont, Cupertino, East Palo Alto, Los Altos Hills, Milpitas, Moraga, Mt. Shasta, Palm Desert, Paradise, Pleasant Hill, Redlands, Redwood City, San Bruno, Santa Cruz, Santa Monica, Vallejo • Counties: Humboldt, Monterey, Contra Costa • Special Districts: Alameda Housing Authority, Costa Mesa Sanitary District, Dublin San Ramon Services District, Encina Wastewater Authority, Foothill-DeAnza Community College District, Habeas Corpus Resources Center, Las Gallinas Valley Sanitary District, Leucadia Wastewater Authority, Livermore Amador Valley Transit Authority, Marina Coast Water District, Midpeninsula Regional Open Space District, Mid-Peninsula Water District, Mt. View Sanitation District, Rancho Murieta Community Services District, Riverside County Transportation Commission, SACOG (Sacramento Area Council of Governments), San Bernardino International Airport Authority, Santa Clara County Housing Authority, Santa Clarita Valley Water Agency Brenna earned her B.A. degree in Psychology from San Diego State University, and her M.S. degree in Industrial/Organizational Psychology from San Francisco State University. She will provide H.R. Associate support throughout this effort, including organizational analysis, interviews with employees and management, data collection and analysis, internal job analysis, development of recommendations, and implementation strategies. Rebecca Ornellas, M.S. H.R. Associate Rebecca has nearly five years of non-profit and public-sector work experience. She has two years of experience working in Human Resources for the U.S. Office of Personnel Management and the City and County of San Francisco. Her work experience includes job analysis, recruitment and selection, competency modeling, and data analytics. In addition to her professional pursuits, Rebecca has spent several years conducting research studies in academic laboratories, investigating questions surrounding organizational culture and employee selection. Since joining K&A in 2018, Rebecca has worked on the following classification and/or compensation projects: Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 7 • Cities/Towns: Bellflower, Concord, Hillsborough, Manteca, Milpitas, Paradise, Port Hueneme, and West Sacramento. • Counties: Solano and Yuba. • Special Districts: Oakwood Lake Water District, Riverside County Transportation Commission, and Salinas Union High School District. Rebecca earned her B.A. degree in Psychology from University of the Pacific, and her M.S. degree in Industrial/Organizational Psychology from San Francisco State University. She will provide H.R. Associate support throughout this effort, including organizational analysis, interviews with employees and management, data collection and analysis, internal job analysis, development of recommendations, and implementation strategies. Renate Tiner, B.Sc. H.R. Associate Renate’s professional qualifications include five years of both non-profit and private sector Human Resources experience. Starting in Human Resources administration and rising into Human Resources management, she gained experience in full-cycle recruitment, orientation and on-boarding, Health and Safety, Worker’s Compensation, licensing and accreditation, policy development, and general Human Resources administration. Since joining Koff & Associates in 2017, Renate has worked on Classification and Compensation Studies for the following agencies: • Cities: Bellflower, Concord, Cupertino, El Monte, Hillsborough, Los Altos, Mt. Shasta, Piedmont, Rohnert Park, San Diego, Sausalito, West Sacramento • Special Districts: Alameda County Transportation Commission, Bay Area Water Supply and Conservation Agency, Eastern Municipal Water District, Dublin-San Ramon Services District, Foothill-De Anza Community College District, Groveland Community Services District, Los Angeles County Employees Retirement Association, Metropolitan Transportation Commission, Midpeninsula Regional Open Space District, Port of Long Beach, Riverside Community College District, and San Joaquin County Superior Court Renate earned her B.Sc. degree in Psychology from the University of Northern British Columbia, in Prince George BC, Canada. She was a Canadian Human Resource Professional (CHRP) Candidate before moving to the United States. She will provide H.R. Associate support throughout this effort, including organizational analysis, interviews with employees and management, data collection and analysis, internal job analysis, development of recommendations, and implementation strategies. Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 8 METHODOLOGY / SCOPE OF WORK STAFFING & ORGANIZATIONAL ASSESSMENT The City of Cupertino (“City”) desires human resources services assistance to conduct an independent, comprehensive Staffing and Organizational Assessment. The purpose of the assessment is to evaluate the operational needs and the allocation of resources and personnel to determine whether structural changes to the City’s organization will improve overall efficiency and maximize the City’s resources. Currently, the City has approximately 199 employees encompassing approximately 100-105 Classifications across the following six divisions: Administration, Innovation and Technology, Administrative Services, Community Development, Parks and Recreation, and Public Works. Operational Objectives: ➢ To carefully analyze the scope and level of duties and responsibilities, processes and assignments, and other factors of the City’s assignments/positions/classifications; ➢ To conduct a comprehensive position assessment by reviewing function allocations by employee, as well as some employee focus groups, in-depth management interviews, and other professional methods, as appropriate; and ➢ To identify organizational and workload issues during employee focus groups and management interviews, including consideration of technology and automation potential and improvements as well as the addition of other operational tools; Best Management Practices Objectives: ➢ To formulate recommendations regarding a pool of comparator agencies that are not only similar in size, resources, and service provision to the City, but also reflect the high level of forward thinking and ingenuity, diversity, customer service, and community engagement; ➢ To collect accurate organizational and operational data from the approved group of comparator agencies and to ensure that this information is analyzed in a manner that is clear and comprehensible to the City Council, management, and employees; ➢ To collect information from each of the comparator agencies regarding organizational structure, position allocations, work assignments, resources used (including human, financial, and technological), operational and customer service data; ➢ To identify best management practices that are reflective of industry knowledge and the approved group of comparator agencies; ➢ To recommend strategies to incorporate industry and market best practices into day -to- day operations that will enhance organizational effectiveness and improve customer service; and ➢ To identify key issues and opportunities to leverage departmental efforts to improve overall synergy throughout the City. Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 9 Deliverable A. Initial Documentation Review/Meeting with Project Team This phase includes identifying the key client project team, contract administrator, and reporting relationships. Our team will meet with the client team to create the specific work plan and work schedule; reaffirm the primary objectives; determine deadline dates; determine who will be responsible for coordinating/scheduling communications with management; and develop a timetable for conducting the same. Also included will be the gathering of written documentation including assembling the current organizational charts, class descriptions, operational budgets, documentation on current operational practices, information regarding in-house and outsourced/contracted services, and any other relevant documentation. This initial step will also include a discussion of our methodology and the components of the survey instrument that will be used when comparing the City to other, comparable agencies. We will meet with management to discuss the major elements of the study and which areas (organizational, operational, staffing, etc.) will be studied. We are flexible in regards to the inclusion of employees and have found that their buy-in throughout the process usually avoids conflict at the end of the study. Deliverable B. Determine Comparator Agencies In order to develop solid staffing recommendations, we feel it is important to obtain an understanding of market best practices and how other agencies staff their operations and functions. The selection of comparator agencies is considered a critical step in the process. We will use factors such as size of the organization, number of employees, size of budgets, similarities in infrastructure, and most importantly services provided as factors to identify appropriate agencies for a best practices review for staffing purposes. We will receive approval before proceeding with the survey. Up to eight comparable agencies will be selected for comparison. Deliverable C. Development of Market Survey Questionnaire The study will contain a market survey, i.e., a study of organizational and staffing best practices of agencies that are comparable. We will develop a survey instrument/questionnaire to include questions regarding organizational structure, ratios of staffing, and other resources to assignments and expected work products, and best management practices. It is our recommendation to review the survey instruments/questionnaires in a collaborative manner including management. Deliverable D. Orientation Meetings with Employees (optional) If desired, we will facilitate orientation meetings with employees and management to explain project processes, clarify expectations, and cover elements that are not a part of the study. This will help prepare the organization and its workforce for what’s to come and will help set expectations. Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 10 Deliverable E. Supervisory/Management Interviews and Employee Focus Groups We will conduct in-depth interviews with supervisory and management staff, who will clarify their own responsibilities as well as discuss their operational and staffing needs. The focus of these interviews will be to establish whether managers feel that they have sufficient or superfluous staff resources to conduct the operations of their individual departments, and whether potential outsourcing or “insourcing” opportunities would create efficiencies and economies for the City. We may also facilitate some employee focus groups with line staff and/or supervisory staff, or both, per work unit or functional area of assignment to obtain the perspective of the City’s rank-and-file staff as to where there may be staffing challenges. Deliverable F. Industry/Market Data Collection Typically, we collect organizational charts, classification descriptions, employee allocation lists, workforce development and staffing plans, and other information via websites or in person, by telephone, email, or facsimile from each comparator agency. With this prior knowledge, our professional staff will then schedule appointments, with knowledgeable individuals to answer specific questions. We find that the information collected using these methods has a very high validity rate and is generally substantiated with management, employees, as well as governing bodies. The goal of the industry/market survey is to obtain information on the following: ➢ Organizational structure, reporting relationships, span of control, and staffing levels; ➢ Operational requirements, infrastructure, services and ratios of staffing to population served and other productivity measures; ➢ Outsourcing and in-sourcing practices per functional area of assignment; ➢ Resources available, including human, financial, and technological resources; ➢ Computer and automation technologies used to improve operating efficiencies and/or customer service, including an evaluation of existing systems (i.e., pros and cons); and ➢ Best management practices and standards. Deliverable G. Data and Trend Analysis Surveying up to eight comparator agencies for the staffing assessment should yield sufficient data and information to identify industry/market trends. Including agencies in the study that are known to be on the cutting edge of providing the highest quality services will uncover trends for staffing and best management practices that will be invaluable to the City. We will analyze the data and trends from the market survey and incorporate those into our recommendations for organizational and staffing changes for the City. Deliverable H. Development of Recommendations and Implementation Strategies Depending on the results of the internal and external assessments, we will develop specific recommendations for organizational and staffing changes for the City. Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 11 Recommendations and implementation strategies will include the following (as appropriate): ➢ Organizational restructuring, including reassigning reporting relationships, streamlining work processes, and reorganizing functional areas of assignment; ➢ Staffing levels, including ratios of staff to workloads as well as ratios of “rank-and-file” staff to supervisory and management staff; ➢ Outsourcing and “insourcing” opportunities, including areas of assignment at the divisional, functional, and specific task levels; ➢ Process efficiencies, including redundancies and deficiencies as well as assignments of functions and tasks; ➢ Equipment and computer and automated technologies: while we are not management information systems or information technology experts, we will report the results of the market survey and identify any trends in this area, including feedback regarding the successfulness of current and/or newly implemented systems used by the comparator agencies; and ➢ Best management practices, including trends observed in the identified survey market. It should be noted that the development of recommendations, and implementation strategies in particular, will be as collaborative a process with management as the City wishes. We are most receptive to City input, especially when it comes to the organizational and staffing realities of addressing potential City deficiencies and implementing new strategies, etc. When it comes to developing timelines, input from the City will be elicited to create realistic road maps. Our suggested changes will be prioritized based on importance/urgency, will include recommended timelines for implementation, and will also include an analysis of potential cost impacts associated with any proposed changes. Draft recommendations and implementation plans will be discussed with the management team prior to developing an Interim Report. Deliverable I. Management Review, Reanalysis and Feedback We will share our findings and recommendations with City stakeholders before our report, recommendations, and implementation plans are finalized. Our experience has been that this can be one of the most critical phases of the project to ensure that deliverables are vetted through the individuals who are most familiar with operations and staffing needs. Deliverable J. Preparation of Draft Final and Final Report and Deliverables A Draft Interim Report of the Organizational Assessment will be completed and submitted to the City for review and comments. The report will provide detailed findings, documentation, and recommendations from the internal assessment and external survey. The report will include a set of all survey instruments and documentation, data and trend analysis results, as well as recommendations and the implementation issues surrounding our recommendations. Once all of the City’s questions/concerns are addressed and discussed, a Final Staffing Study Report will be created and submitted. Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 12 Deliverable K. Presentation to the Project Team, City Manager, and/or City Council Our proposal includes one initial overview, one interim study session, and one final presentation to the City Council, as needed. Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 13 TIMELINE Our professional experience is that an organizational assessment for this size organization/department and the desired scope of work will normally take approximately three to four months to complete, allowing for adequate time for supervisor interviews and focus groups, market survey data collection and analysis, development of recommendations and implementation strategies, review steps by the City, the development of final reports, and presentations. Following is a suggested timeline (which can be modified based on the City’s needs): Deliverable Organizational Assessment Completion A. Initial Documentation Review/Meeting with Project Team Week 1 B. Determine Comparator Agencies Week 2 C. Development of Market Survey Questionnaire Week 2 D. Orientation Meetings with Employees (optional) Week 2 E. Supervisory/Management Interviews and Employee Focus Groups Week 5 F. Industry/Market Data Collection Week 8 G. Data and Trend Analysis Week 10 H. Development of Recommendations and Implementation Strategies Week 12 I. Management Review, Reanalysis and Feedback Week 13 J. Preparation of Draft Final and Final Report and Deliverables Week 14 K. Presentation to the Project Team and/or City Manager/ City Council As Scheduled Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com 14 COST PROPOSAL Deliverable Organizational Assessment Hours A. Initial Documentation Review/Meeting with Project Team 12 B. Determine Comparator Agencies 12 C. Development of Market Survey Questionnaire 8 D. Orientation Meetings with Employees (optional) 12 E. Supervisory/Management Interviews and Employee Focus Groups (we estimate that we will conduct up to 40 individual interviews with Directors, Managers, and Supervisors, and up to 10 focus groups) 100 F. Industry/Market Data Collection 70 G. Data and Trend Analysis 40 H. Development of Recommendations and Implementation Strategies 40 I. Management Review, Reanalysis and Feedback 30 J. Preparation of Draft Final and Final Report and Deliverables 30 K. Presentation to the Project Team and/or City Manager/ City Council 8 Additional meetings with study stakeholders 16 Total Professional Hours 378 Combined Professional and Clerical Composite Rate: $150/Hour $58,700 Expenses are included in the composite hourly rate: N/A Expenses include but are not limited to d uplicating documents, binding reports, phone, supplies, postage, parking, meals, travel time, etc. ENTIRE PROJECT NOT TO EXCEED: $58,700 *Additional consulting will be honored at composite rate ($150/Hour) Staffing and Organizational Assessment Proposal City of Cupertino 2835 Seventh Street, Berkeley, California 94710 | 510.658.5633 | www.KoffAssociates.com Proposal Signature Page Koff & Associates intends to adhere to all of the provisions described above. This proposal is valid for at least 90 days. Respectfully submitted, By: KOFF & ASSOCIATES State of California Georg S. Krammer January 7, 2020 Chief Executive Officer Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 1 Form Updated Sept. 2019 Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a. It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Consultant's policy shall be "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 01 (04/13). c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary 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. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant’s profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the Services. EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 2 Form Updated Sept. 2019 OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: 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 and automobile liability policies. 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, or better. 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 during the 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. 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 by Consultant. 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. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME: CONTACT (A/C, No): FAX E-MAIL ADDRESS: PRODUCER (A/C, No, Ext): PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT ER OTH- STATUTE PER LIMITS(MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) POLICY EFF POLICY NUMBERTYPE OF INSURANCELTR INSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO- JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 4,000,000 X A X 2835 Seventh Street X B 1,000,000 10/01/19 05/13/2020 A Cupertino, CA 95014 X 10/01/20 10300 Torre Ave. HOUSTON CAS CO ALLMERICA FIN BENEFIT INS CO 1,000,000 CITIZENS INS CO OF AMER NIL LIC #0B29370 10,000 10/01/20 X OBF-D709934-01 OBF-D709934-01 Pleasant Hill, CA 94523 42374 41840 31534 X C 1-925-682-7001 Edgewood Partners Insurance Center Professional Liability USA Koff & Associates, Inc. N 10/01/20 X 10/01/19 03/01/21 X 1,000,000 WBF-D709926-01 Suite 375 2300 Contra Costa Blvd Applicable Form(s): 391-1006 0816, 401-1235 1214, 461-0155 0997; 461-0478 1212, 401-1236 1214, WC000313, 331-0342 0911 Claims Made Date: 04/16/14 30 Days Notice of Cancellation, except for Non-Payment which shall be 10 days Subrogation as per the attached endorsements X Named Insured for the above agreement-General/Auto Liability coverage only-Primary/Non-Contributory/Waiver of 1,000,000 CLAIMS-MADE Additional Insured(s): The Certificateholder is included as Additional Insured but only as respects to operations of the H720-115004 RE: Professional Services Contract 2,000,000 925-852-0495 X AWF-D709922-01 BrunyArgo 10/01/20 1,000,000 1,000,000 Eileen.Hollander@epicbrokers.com 2,000,000 X 1,000,000 Berkeley, CA 94710 In the Aggregate Each Claim B 925-852-0445 X 10/01/19 employees, agents, servants and volunteers City of Cupertino, its City Council, officers, officials, Eileen Hollander 4,000,000 2,000,000 1MM/2MM03/01/20 X 59250934 59250934 10/01/19 391-1003 08 16 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 80 of 81 insured's rights against all those other insurers. c. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self- insured amounts under all that other insurance. d. We will share the remaining loss, if any, with any other insurance that is not described in this provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations for this Coverage. e. Method of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable Limit of Insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer’s share is based on the ratio of its applicable Limit of Insurance to the total applicable limits of insurance of all insurers. f. When this insurance is excess, we will have no duty under Business Liability Coverage to defend any claim or "suit" that any other insurer has a duty to defend. If no other insurer defends, we will undertake to do so; but we will be entitled to the insured's rights against all those other insurers. I. Premiums 1. The first Named Insured shown in the Declarations: a. Is responsible for the payment of all premiums; and b. Will be the payee for any return premiums we pay. 2. The premium shown in the Declarations was computed based on rates in effect at the time the policy was issued. On each renewal, continuation or anniversary of the effective date of this policy, we will compute the premium in accordance with our rates and rules then in effect. 3. With our consent, you may continue this policy in force by paying a continuation premium for each successive one-year period. The premium must be: a. Paid to us prior to the anniversary date; and b. Determined in accordance with paragraph 2. above. Our forms then in effect will apply. If you do not pay the continuation premium, this policy will expire on the first anniversary date that we have not received the premium. 4. Undeclared exposures or change in your business operation, acquisition or use of locations may occur during the policy period that is not shown in the Declarations. If so, we may require an additional premium. That premium will be determined in accordance with our rates and rules then in effect. J. Premium Audit 1. This policy is subject to audit if a premium designated as an advance premium is shown in the Declarations. We will compute the final premium due when we determine your actual exposures. 2. Premium shown in this policy as advance premium is a deposit premium only. At the close of each audit period, we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. 3. The first Named Insured must keep records of the information we need for premium computation and send us copies at such times as we may request. K. Transfer of Rights of Recovery Against Others to Us 1. Applicable to SECTION I – PROPERTY Coverage: If any person or organization to or for whom we make payment under this policy has rights to recover damages from another, those rights are transferred to us to the extent of our payment. That person or organization must do everything necessary to secure our rights and must do nothing after loss to impair them. But you may waive your rights against another party in writing: 391-1003 08 16 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 81 of 81 a. Prior to a loss to your Covered Property. b. After a loss to your Covered Property only if, at time of loss, that party is one of the following: (1) Someone insured by this insurance; (2) A business firm: (a) Owned or controlled by you; or (b) That owns or controls you; or (3) Your tenant. You may also accept the usual bills of lading or shipping receipts limiting the liability of carriers. This will not restrict your insurance. 2. Applicable to SECTION II – LIABILITY Coverage: If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair such rights. At our request, the insured will bring “suit” or transfer those rights to us and help us enforce them. We waive any right of recovery we may have against any person or organization with whom you have a written contract, permit or agreement to waive any rights of recovery against such 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”. This condition does not apply to Medical Expenses Coverage. L. Transfer of Your Rights and Duties Under This Policy Your rights and duties under this policy may not be transferred without our written consent except in the case of death of an individual Named Insured. If you die, your rights and duties will be transferred to your legal representative but only while that legal representative is acting within the scope of their duties as your legal representative. Until your legal representative is appointed, anyone with proper temporary custody of your property will have your rights and duties but only with respect to that property. 401-1235 12 14 Includes copyrighted material of Insurance Services Office, Inc., with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO DESIGNATED ENTITY(S) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART HANOVER COMMERCIAL FOLLOW FORM EXCESS AND UMBRELLA POLICY COMMERCIAL PROPERTY COVERAGE PART BUSINESS AUTO COVERAGE FORM BUSINESSOWNERS COVERAGE FORM SCHEDULE Name of Designated Entity Mailing Address or Email Address Number Days Notice (Information required to complete this Schedule, if not shown above, will be shown in the Declarations.) If we cancel this policy for any reason other than nonpayment of premium, we will give written notice of such cancellation to the Designated Entity(s) shown in the Schedule. Such notice may be delivered or sent by any means of our choosing. The notice to the Designated Entity(s) will state the effective date of cancellation. Unless otherwise noted in the Schedule above, such notice will be provided to the Designated Entity(s) no more than the number of days in advance of the effective date of cancellation that we are required to provide to the Named Insured for such cancellation. Such notice of cancellation is solely for the purpose of informing the Designated Entity(s) of the effective date of cancellation and does not grant, alter, or extend any rights or obligations under this policy. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. Page 1 of 1 461- 01 55 ( 9- 97)Pa ge 1 o f 71of7 C o py rig h t, In su ra n ce Se rvic es O ffic e, I nc ., 199 6 In clu d e s co py rig h te d m at e ria l o f In su ra nc e Se rv ice s Off ice , In c. wi th its p e rmi ssio n , above. bu si ne ss e n ti ty d e scri be d in d . yo ur a cq u iri ng o r fo rmin g th e ac cid e nt th a t o ccu rre d pr io r to da ma g e " a risi ng fro m a n Is A n In su re d provision: "bodily injury" nor "property LIABILITY COVERAGE Who , Paragraph 1. pr ov isio n do e s n ot ap p ly t o SECTIONII- Th e fo llo win g is a dd e d t o t h e The coverage provided by this BROADENED NAMED INSURED 3. of the insurer. policy limits or the insolvency SECTION II - LIABILITY COVERAGE for the exhaustion of the ha ve b ee n an in su re d e xc ep t partners or members of their households. as a n am ed in su re d o r wo u ld borrow from any of your "employees" or issu e d t o t h at bu si ne ss e n ti ty in clu d e a n y "a u to " yo u le as e, h ir e, r en t , or au t om ob il e li ab il ity p o lic y conducting your business. This does not in su re d u n de r a n y ot h er yo ur d ir ec tio n , fo r th e pu rp o se of in d. above that qualifies as an including "autos" your employee hires at an y b u sin e ss e nt it y de sc rib e d "a u to s" y ou le a se , hi re , re nt or b o rro w; pr ov isio n do e s n ot ap p ly t o 8 = Hired "Autos" Only - Only those The coverage provided by this replaced by the following: ea rl ie r. D e sig n at io n Sy mb ol s; Sym bo l 8 is th is p o licy , wh ich e ve r oc cu rs D e scr ip tio n Of C o ver ed Au t o ex pi ra tio n or t e rmin a ti on o f E MPL OY EE H IR E D " A UT OS " 2. pr ov isio n is a ffo rd e d u n til The coverage provided by this SECTION I - COVERED AUTOS thetermofthispolicy. any other reason. ac qu ir ed o r fo rme d b y yo u d u rin g of cancellation if we cancel for this policy or that is newly b.60 d ay s be fo re th e ef fe cti ve d a te interest after the effective date of re pl ac ed wit h t h e fo ll ow in g: ot h er wise h av e a co nt ro lli ng CO MMON P OL IC Y C ON D IT I ON S is than50%ofthe voting stockor A. CANCELLATION 2. b Pa ra gr ap h .ofthe ha ve a f in an ci al i nt e re st g re a te r d.Any business entity for which you CANCELLATION EXTENSION 1. apply unless modified by the endorsement. With respect to coverage provided by this endorsement, the provisions of the Fo rmC o ve ra ge BU SI N E SS A UT O C OVE R A GE F OR M This endorsement modifies insurance provided under the following: BROADENING ENDORSEMENT BUSINESS AUTO COVERAGE . THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY AW FD709922 5701660 054300 461- 01 55 ( 9- 97)Pa ge 2 o f 72of7 C op yr ig ht , In su ra n ce S er vice s Of fice , In c. , 1996 In clu d e s co py rig h te d m at e ria l o f In su ra nc e Se rv ice s Off ice , In c. wi th its p e rmi ssio n . Declarations as applicable to the Any deductible shown in the or Mi ssil es : collectible insurance Hi tt in g a B ir d o r A ni mal - F all in g Ob je ct s coverage is excess over any other CO VE RA GE 3. Glass Breakage - paragraph covered "auto" you own or hire. This PH YSI C AL D AMA GE C OVE R AG E, A . "bodily injury" arises from the use of a SECTION III - Th e fo llo win g is a dd e d t o This exclusion does not apply if the GLASS BREAKAGE DEDUCTIBLE 8. F ell ow Em pl oy ee LIABILITY COVERAGE E xcl us io ns ,B. 3.$2,0 00. SECTIONII- Th e fo llo win g is a dd e d t o t h e quality; or pr op e rt y of l ike kin d a n d EXCLUSION stolen property with other AMENDED FELLOW EMPLOYEE 6. re pl ac in g t he d am ag e d o r 2.The costofrepairingor of f fro m wo rk. tim e o f th e "lo ss "; o r up to $50 0 a d a y be ca u se of t ime the property as of the including actual loss of earnings 1.The actual cash value of by t h e " in su re d" at ou r re q u es t, (4)All reasonable expenses incurred of : Pa ra gr ap h (4 ) is r ep la ce d by t h e fo ll ow in g: any one "accident" is the lesser Th e mo st we wil l pa y fo r " lo ss" i n no t h a ve to fu rn ish th e se b o n ds . of a n "a cci de n t" we c ov er . W e d o di sp la ye d o n a co ve re d " a ut o ". la w vio la ti on s) re q ui re d b e ca us e as part of equipment, which are (i nc lu di ng b on d s fo r re la te d tra ff ic murals, paintings or graphics, (2)Up to $2500 for cost of bail bonds We will pay for loss to signs, Pa ra gr ap h (2 ) is r ep la ce d by t h e fo ll ow in g: Sig n C o ve rag e e. Co ve ra ge Ex te ns io ns provision: LIABILITY COVERAGE , Paragraph 2. re tu rn in g a co ve re d " a ut o " to yo u . SECTION II - Th e fo llo win g am en d s We will pay for the expense of SUPPLEMENTARY PAYMENTS 5. "A u to " Ex pe n se Of Re tu rn in g A St o len d. pe rs on a l a ffa irs . borrow in your business or your CO VE RA GE : "a u to " yo u do n ot ow n, h ir e o r PH YSI C AL D AMA GE C OVE R AG E, A .1 . "in su re d " wh il e u sin g a co ve re d SECTION III - Th e fo llo win g is a dd e d t o e.An y e mp lo ye e o f yo u rs is a n "AUTO"SI GN C OV ER A GE an d Is A n In su re d provision: EXPENSE OF RETURNING A STOLEN 7. LIABILITY COVERAGE Who ,Paragraph 1. SEC T IO N I I - The following is added to the CO VE RA GE . E MPL OY EE S A S I NS UR E D S SECTION III -PHYSICAL DAMAGE 4. 461- 01 55 ( 9- 97)Pa ge 3 o f 73of7 C op yr ig ht , In su ra n ce S er vice s Of fice , In c. , 1996 In clu d e s co py rig h te d m at e ria l o f In su ra nc e Se rv ice s Off ice , In c. wi th its p e rmi ssio n . hires, without a driver, at your without a driver or your employee el ec tro n ic e q ui pm en t t h at re ce ive s extended to "autos" you hire We will pay for "loss" to any Damage Coverage(s) provided is "auto" youown,thenthePhysical Equipment Coverage under this Coverage Form for any Au d io , Vis ua l an d Da ta El ec tro n ic 6. of Loss, or Collision is provided Comprehensive, Specified Causes CO VE RA GE : if Physical Damage Coverage of PHYSICAL DAMAGE COVERAGE, A. "autos" for Liability Coverage and SECTION III - Th e fo llo win g is a dd e d t o If hired "autos" are covered ELECTRONIC EQUIPMENT COVERAGE Hi red A ut o P hy sic al D am ag e 5. AUDIO, VISUAL AND DATA CO VE RA GE : $1,0 00 p er a cc id en t . PHYSICAL DAMAGE COVERAGE, A. th e a cc id en t , su bj ec t to a l imit of SECTION III - Th e fo llo win g is a dd e d t o co ns ec ut ive d ay s fro m th e da t e o f "a u to " fo r a pe ri od o f up to se ve n HIRED AUTO PHYSICAL DAMAGE 10. financial loss of use of the hired we w ill co ve r t he le sso r s a ct ua l o r we pa y fo r it s "l os s". fin a nc ia l lo ss fro m t ha t a cc id en t , co ve re d "a u to " is r et u rn ed to u se and the lessor incurs an actual t he p ol icy s e xp ira t io n, w he n th e fo r wh ich yo u a re le ga ll y lia b le the theft and ending, regardless of If th e lo ss a rise s fr om a n ac cid e nt period beginning 24 hours after expenses incurred during the is applicable to the loss. pay for temporary transportation any covered "auto" you own, that Causes of Loss Coverage. We will broadest coverage provided to Comprehensive or Specified provide coverage equal to the wh ic h yo u ca rry e it he r deductible stated above, we will fo r t ho se co ve re d " a ut o s" fo r lightning. Subject to the limit and p a sse n ge r t yp e. We wil l pa y o n ly to "loss" caused by fire or a covered "auto" of the private in the Declarations does not apply by you because of the total theft of co ve ra ge . A ny d e d uc tib le sh o wn transportation expense incurred any owned "auto" for that maximum of $1500 for temporary lo we st d e du ct ib le ap p lic ab le to We wil l pa y u p t o $ 50 p er d a y to a minus the deductible equal to the Co ve ra ge Ex te ns io n 4. c.the cost of repair, b.ca sh va lu e , or wit h t he fo llo wi ng : a.$5 0,00 0 pe r a cci de n t, o r CO VE RA GE , A . C OVE R AG E is replaced SECTION III - PHYSICAL DAMAGE loss is the lesser of the following: 4. Coverage Extension Pa ra gr ap h .of Th e mo st we wil l pa y fo r a n y on e TRANSPORTATION EXPENSE 9. own, subject to the following: kind and use as the "autos" you r at h er t h an re p la ce d.p e rio d o f 30 d a ys o r le ss, o f li ke breakage if such glass is repaired,co n d uc tin g yo ur b u sin e ss,f or a covered "auto"will not apply to glass d ire ct io n ,fo r th e p u rp o se o f AW FD709922 5701660 054301 461- 01 55 ( 9- 97)Pa ge 4 o f 74of7 C op yr ig ht , In su ra n ce S er vice s Of fice , In c. , 1996 In clu d e s co py rig h te d m at e ria l o f In su ra nc e Se rv ice s Off ice , In c. wi th its p e rmi ssio n . coverage provided herein is data electronic equipment, the th e s ou n d re p ro d uc in g by this policy for audio, visual and reproduction of sound if If there is other coverage provided so le ly f or t h e equipment designed Coverage. sound reproducing Electronic Equipment same unit housing any to this Audio, Visual and Data a.An integral part of the CO VE RA GE , d o n o t a p pl y PHYSICAL DAMAGE 2.Bo t h: 3.Deductibles applicable to op e ra ti ng sys te m; o r at th e t ime o f th e " lo ss" . th e c ov er ed "a u to s" determining actual cash value "a u to " o r th e mo ni to rin g of co nd it io n w ill b e m ad e in operation of the covered de p re cia t io n a n d p h ysic al 1.Ne ce ss ar y fo r th e n o rma l 2.An adjustment for th a t is: c.$5 00. wit h su ch e le ctr on ic e q u ip me nt quality; or eq u ip me n t o r ac ce sso rie s u se d property of like kind and co ve ra ge , fo r e it he r a n y el ec tro n ic stolen property with other We will not pay , under this replacing the damaged or b.The cost of repairing or fo llo win g ex clu sio n s a pp ly : the "loss"; or pr ov id ed h er ei n. In a dd it io n , th e property as of the time of Equipment, also apply to coverage the damaged or stolen Audio, Visual and Data Electronic a.The actual cash value of ex ce pt fo r th e e xc lu sio n r el at in g t o PH YSIC A L D A MA GE CO VE RA GE , on e "a cci de n t" is th e le sse r o f The exclusions that apply to equipment as a result of any ac ce sso rie s u se d w ith th is ta p es , re co rd s or d is cs. electronic equipment and any Ho we ve r , t hi s do e s n ot in clu d e "loss" to audio, visual or data antennas and other accessories. 1.Th e mo st we wil l pa y fo r a ll covered "auto", including its electrical system, in or upon the fo ll ow in g: use of the power from the "auto s" C OVE R A GE i s re pl ac ed b y th e de si gn e d t o b e so le ly o pe ra t ed b y PHYSICAL DAMAGE p ro vis io n o f th e " lo ss" , a nd su ch eq u ip me n t is LIMIT OF INSURANCE theth e c ov er ed au t o a t th e tim e o f wh ich is p er ma ne n tl y in sta ll ed in With respect to coverage herein, re mo va bl e fr om a h ou si ng u ni t "lo ss " o r th e e q u ip me nt is th e i ns ta lla t io n o f a r ad io . co ve re d " au t o" at th e t ime o f th e by t h e ma n u fa ctu re r fo r permanently installed in the or c on so le n or ma lly u se d on ly i f th e e q u ip me nt is in the opening of the dash sound. This coverage applies b.Permanently installed so le ly fo r th e re pr od u ct io n o f "auto",and signals and that is not designed in sta ll ed in th e c ov er ed or t ra n smit s a ud io ,vi su al o r d a ta equipment is permanently 461- 01 55 ( 9- 97)Pa ge 5 o f 75of7 C op yr ig ht , In su ra n ce S er vice s Of fice , In c. , 1996 In clu d e s co py rig h te d m at e ria l o f In su ra nc e Se rv ice s Off ice , In c. wi th its p e rmi ssio n . re p a ir o r re pl ac e t he re a so n ab ly r eq u ire d to Co ve ra g e . 1.The number of days deductible applies to this Airbag collectible insurance or warranty. No fo llo win g nu mb e r o f da ys : ai rb ag . T hi s co ve ra ge is e xce ss o f o th e r ex pi ra tio n , wit h t h e le ss er o f t he no t a p p ly to th e ac cid e nt a l di sch a rg e o f a n re ga rd le ss o f t he p ol icy s me ch an ic al o r e le ct rica l b re a kd ow n d o es hours after the "loss" and ending, The portion of this exclusion relating to the policy period beginning 24 re nt a l ex pe n se s in cu rre d du ri ng Ex clu si on s 3 ,paragraph . We will pay only for those auto PH YSI C AL D AMA GE C OVE R AG E, B . SECTION III - th is co ve ra g e . "a u to ". N o d e d uc tib le s a p pl y to AIRBAG COVERAGE 13. co ve ra ge yo u h a ve on a c ov er ed applicable amount of each Ex te n sio n . addition to the otherwise CO VE RA GE , A . 4. C o ve ra ge "auto" . Payment applies in III - PHYSICAL DAMAGE equipment from the covered pr ov id ed fo r u nd e r th e SE CT IO N an d tra n sfe r yo u r ma te ri al s an d expenses which is not already to a covered "auto", to remove yo ur r en t al r ei mb ur se me nt incurred by you because of "loss" this coverage only that amount of expenses and the expenses, passenger type, we will pay under We w ill p a y fo r au t o re n ta l of a covered "auto" of the private If "l os s" re su lt s fro m t he to t al t h ef t Damage Coverages apply. de si gn a te d to wh ich th e P hy sica l to yo u fo r yo u r o pe ra t io ns . covered "auto" described or spare or reserve "autos" available De cl ar at io n s. It a p pl ie s on ly t o a does not apply while there are wh er e a pr em iu m is sh o wn i n t he This auto rental expense coverage Physical Damage Coverages Th is c ov er ag e pr ov id es o n ly t ho se 2.$3 000. Mat eri al T ra ns fe r Ex pe n se in cl ud in g lo ss o f us e. Re n ta l Re imb u rse me nt an d 7. expenses incurred, 1.N e ce ssa ry a n d a ct ua l CO VE RA GE : PHYSICAL DAMAGE COVERAGE, A. le sse r o f th e f ol lo win g a mo u n ts: SECTION III - Th e fo llo win g is a dd e d t o Ou r pa ym en t i s limi te d t o t h e MATERIAL TRANSFER EXPENSE 2.60 d a ys. . RENTAL REIMBURSEMENT and 12 repair shop. of t h e o th e r co ve ra g e."auto" and transport it to a is applicable under the provisions t ak es t o l oc at e t h e co ve re d herein to pay any deductible that tothe numberofdaysit thereof of coverage provided number of days is added to ap p ly t he lim it o r a ny p o rt io n caused by theft, this ex ce ss. H ow ev er , yo u ma y e le ct covered"auto". If loss is AW FD709922 5701660 054302 461- 01 55 ( 9- 97)Pa ge 6 o f 76of7 C op yr ig ht , In su ra n ce S er vice s Of fice , In c. , 1996 In clu d e s co py rig h te d m at e ria l o f In su ra nc e Se rv ice s Off ice , In c. wi th its p e rmi ssio n . an y o ve rd u e p a yme n ts; f in an ci al p e n al tie s fo llo win g : pay: less any fees to dispose of the auto; Lo ss C o n di tio n s is replaced by the leased "auto" which you are required to IV - B US IN E SS A U TO C ON D I TI ON S, A . the lease agreement applicable to the Re co ve ry A g ain st Oth e rs T o U s, SE C T IO N at th e t ime o f "lo ss " u nd e r th e te rms o f INSURANCE 1 2 .or . and the amount due 5. Transfer Of Rights Of Pa ra gr ap h C . LI MI T O F amount paid under paragraph BLANKET WAIVER OF SUBROGATION "we" will pay the difference between the 17. between you and the lessor is terminated, le as ed "a u to " , th e l ea se a gr ee me n t a corporation. of a covered "auto", which is a long-term insurance manager if you are If, b e ca us e o f d am ag e , d es tru ct io n o r t he ft (3 ) An e xe cu tiv e o ffi ce r or partnership; or Of I n su ran c e p ro visi on : ma na g e r if yo u a re a PHYSICAL DAMAGE COVERAGE, C. Limit (2) Any partner or insurance SECTION III - Th e fo llo win g is a dd e d t o (1 ) Yo u, i f yo u a re an in d ivid u a l; EXTENSION re ce ive d b y: cla im, " su it " o r "lo ss " h as b e e nAUTO LEASE PHYSICAL DAMAGE 15. notice of such "accident", deemed knowledge by you when lo an s. cla im, " su it " o r "lo ss " wil l be carry-over balances from previous d.Knowledge of any "accident", pu rc ha se d wit h t he lo a n, a n d Ac cid e nt or D is ab il ity I ns ur an ce Accident,Claim,Suit OrLoss : Credit Life Insurance, Health, Co n d iti on s, 2 . Du t ies I n Th e E ve n t Of te rmi na t io n o f th e lo an , co st s fo r BUSINESS AUTO CONDITIONS, A. Loss in te re st , a n y ch a rg es f or e a rly SECTION IV - pa ym en t c ha rg e s, p e na lt ie s,Th e fo llo win g is a dd e d t o taxes, overdue payments, overdue in iti al l oa n , le ss a n y am ou n ts f or CLAIM, SUIT OR LOSS 2.The outstanding balance of the DUTIES IN THE EVENT OF ACCIDENT, 16. the time of the "loss"; or SECTION IV - CONDITIONS damaged or stolen property as of 1.The actual cash value of the in su ra nc e. excess over all other collectible "accident" is the greater of: pr ev io us ly b ee n le as ed . T hi s co ve ra ge is most we will pay for "loss" in any one lease for the covered "auto" which has not Payee is designated in this policy, the Th is c ov er ag e ap p lie s o n ly to th e in iti al covered auto you own for which a Loss Wh en a " lo ss" re su lts i n a to ta l lo ss t o a pr ev io us l ea se s. loan; and carry over balances from Of I n su ran c e p ro visi on : Di sa bi lit y In su ra nc e p u rch a se d wi th th e PHYSICAL DAMAGE COVERAGE, C. Limit Cr ed it Li fe I ns ur an ce , H e al th , A ccid e n t o r SECTION III - Th e fo llo win g is a dd e d t o le sso r; co st fo r ex te n de d wa rra n tie s, se cu rit y de p o sit s no t r ef un d e d b y th e EXTENSION abnormal wear and tear or high mileage; AU T O LO AN PH YSI C A L D A MAG E 14.imposed under a lease for excessive use, 461- 01 55 ( 9- 97)Pa ge 7 o f 77of7 C op yr ig ht , In su ra n ce S er vice s Of fice , In c. , 1996 In clu d e s co py rig h te d m at e ria l o f In su ra nc e Se rv ice s Off ice , In c. wi th its p e rmi ssio n . nonrenewal. or exercise our right of cancellation or o u r rig h t t o co ll ec t a dd it io n al p re mi um H o we ve r, t hi s pr ov isio n do e s n ot af fe ct your rights under this Coverage Form. anguish resulting from any of these. Coverage Form shall not prejudice person including death or mental e xi sti ng a fte r t he e ffe ct ive da t e o f th is sickness or disease sustained by a o r fa il ur e t o d isc lo se , an y ma t er ia l fa ct C."Bodily injury" means bodily injury, Your unintentional error in disclosing, DE F I NI T I ON S is re p la ce d b y th e fo llo win g :Concealment, Misrepresentation Or Fraud : C. " B od il y in ju ry" , SE CT I ON V - Pa ra gr ap hGeneral Conditions 2. , paragraph BUSINESS AUTO CONDITIONS. B. MENTAL ANGUISH 20. SECTION IV Th e fo llo win g is a dd e d t o SECTION V - DEFINITIONS DISCLOSE INFORMATION UNINTENTIONAL FAILURE TO 18. po ss es sio n s. of America or its territories or imp a ir th e m. brought within The United States af te r th e "a cci de n t" or " lo ss" t o or l es s, p ro vid e d t he su it i s our rights and must do nothing business,foraperiodof30days everything necessary to secure for the purpose of conducting your or o rg a n iza ti on mu st d o without a driver, at your direction, are transferred to us. That person driver, or your employee hires re co ve r da ma g e s fro m a no t he r covered "auto" you hire, without a the payment, those rights to re su lti ng fro m t he u se o f a "a cci de n t" or " lo ss" gi vin g r ise to above for an "accident" or "loss" ag re e me n t, o r p er mit , pr io r to th e de sc rib e d in a ., b ., c., a n d d . an "i ns ur ed co n tra ct ", w rit te n e.Ou tsi de th e co ve ra ge te rr ito ry waived through the execution of an o th e r, wh ic h h a ve n o t b e en Co ve ra ge Te rri to ry provision: rig h ts t o re co ve r d a ma ge s fr om Co n d iti on s 7. Po li cy Pe rio d , ,paragraph under this Coverage Form has Bu si ne ss A u to Co n d iti on s, B . Ge n era l fo r wh om w e ma ke p ay me nt SECTION IV - Th e fo llo win g is a dd e d t oIf any person or organization to or Ag a in st Ot h ers T o Us COVERAGE Tr an sf er Of Ri gh t s Of R ec o ver y HIRED AUTO - WORLDWIDE 5.19. AW FD709922 5701660 054303 46 1- 04 78 12 1 2 ermission Pa g e 1 o f 1Inc lu d e s c op y r ig h te d ma te ri a l o f ISO In s ur a n ce Se r vi ce s Offic e, In c. , wi th i ts p ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED. any other "insured" under this Coverage Part. wi ll n o t be b ro a d er th a n co ve ra g e pr ov id ed t o D. Coverage provided to an additional "insured" Insurance: Gen e ral C on d it io ns ,5.Ot he r subparagraph be provided to the additional "insured". BUSINESS AUTO CONDITIONS,B. Pa ra g ra p h o r wr itt e n pe rm it r eq u ire s s uc h in su ra nc e t o B.SECTION IV - Th e fo llo wi ng is added to that the written contract, written agreement 3. Prior to the expiration of the period of time De cl ar at io n s. In su ra nc e fo r L ia b ilit y C ov er ag e sh ow n i n t he is su an ce o f th e w rit te n p e rmi t; a n d re su lti ng fr om a ny on e "a cc id en t " i s th e L imit o f contract or w rit te n agreement or th e "co ve re d po ll ut io n co st or e xp e ns e" co mb in ed 2. Subsequent to the execution of the written will pa y for th e to ta l of all da ma g e s and 1. During the policy period; ve hi cle s in vo lv ed i n t h e "a cci de n t" , t he mo st we "in su re d s" ,pr em iu ms paid,cl ai ms ma d e or "accident" occurs: C. Regardless of the number of covered "autos",This endorsement wil l apply only if th e De cl ar at io n s ap p lic ab le to th is C o ve ra g e Pa rt . p o licy . to th e Limits of Insurance sh o wn in the additional "insured" under another liability Such amount shall be part of and not in addition (3) When the additional "insured" is also an ap p lic ab le to th is C o ve ra g e Pa rt . by you; or Co ve ra g e sh ow n in the Declarations "auto" owned by the additional "insured" or (2 ) Th e L imit s of In su ra n ce fo r Liability that "auto" is a "trailer" connected to an ag re e me n t o r writ te n pe rm it; o r b y th e a dd it io n al " in su re d " o r b y yo u, un le ss sp ec ifie d in the wri tt en co n tra ct ,wri tt en maintenance or use of any "auto" not owned (1 )(2) The Limits of Insurance for liability coverage For negligence arising out of the ownership, "in su re d " is t h e le ss er o f:"insured"; or (1) we will pay on be h a lf of su ch additional For the sole negligence of the additional "insured" under this Coverage Part, the most except: or ga n iza t io n be added as an additional insurance available to the additional "insured" ag re e me n t o r writ te n pe rm it t ha t a p er so n o r We wi ll n o t s ee k co nt rib u ti on fr om an y ot h er If yo u agree in a wr itt e n c on t ra ct,wri tt en to the additional "insured" as a Named Insured. of t h is Se ct io n.Pa rt is pr ima ry to a ny o th e r in su ra n ce a va ila b le A.1.c. qu a lif ie s a s a n " in su re d" u nd e r p a ra gr ap h The liability coverage provided by this Coverage to t he e xt e nt t ha t su ch p e rso n o r o rg a n iza ti on applies: person or organization is an "insured"; but only p rim ar y and non-contributory,the following "in su re d "under th is C o ve ra ge Pa rt,su ch Additional Insured if Required by Contract is or ga n iza t io n be added as an a d d iti on a l A.1.Who Is An I n su red , subparagraph agreement or written permit that a person or SECTION II - LIABILITY COVERAGE, Paragraph If yo u agree in a wr itt e n c on t ra ct,wri tt en q u al ifie s as an additional "insured"under Additional Insured if Required by Contract provided to a pe rs on or organization wh o agreement or written permit that the insurance An Insured: If yo u agree in a writ te n co n tra ct ,w rit te n LIABILITY COVERAGE,A. 1. Wh o I s Paragraph A.SECTION II -Primary and Non-Contributory Th e fo ll ow in g is added to BUSINESS AUTO COVERAGE PART Th is e n d or se me nt mo di fie s in su ra n ce p ro vi de d un d e r th e f ol lo win g : BLA NK ET ADD ITI ONA L IN SU RE D - P RI MAR Y AN D N ON -C ON TRI BU TORY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AW FD709922 5701660 054315 401-1236 12 14 Includes copyrighted material of Insurance Services Office, Inc., with its permission Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO DESIGNATED ENTITY(S) (Including Nonpayment of Premium) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL LIABILITY UMBRELLA COVERAGE PART HANOVER COMMERCIAL FOLLOW FORM EXCESS AND UMBRELLA POLICY COMMERCIAL PROPERTY COVERAGE PART BUSINESS AUTO COVERAGE FORM BUSINESSOWNERS COVERAGE FORM SCHEDULE Name of Designated Entity Mailing Address or Email Address Number Days Notice (In formation required to complete this Schedule, if not shown above, will be shown in the Declarations.) If we cancel this policy for any reason, including nonpayment of premium, we will give written notice of such cancellation to the Designated Entity(s) shown in the Schedule. Such notice may be delivered or sent by any means of our choosing. The notice to the Designated Entity(s) will state the effective date of cancellation. Unless otherwise noted in the Schedule above, such notice will be provided to the Designated Entity(s) no more than the number of days in advance of the effective date of cancellation that we are required to provide to the Named Insured for such cancellation. If the reason for cancellation is nonpayment of premium, however, we will provide ten days notice. Such notice of cancellation is solely for the purpose of informing the Designated Entity(s) of the effective date of cancellation and does not grant, alter, or extend any rights or obligations under this policy. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. (Ed .4-8 4)Copyright 1983 National Council on Compensation Insurance. WC 00 03 13 Ins ura nc e Co mpa ny Co unt ers igned by KKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKK Ins ure d Pre mium End ors eme nt Effe ct ive Polic y No.Endo rse men t No. ( The inf ormat ion be low is re quired on ly w hen t his en dors em ent is is s ued s ub se quen t to pre parat ion of the p olic y.) T his en dors em ent c han ges t he polic y to wh ich it is a tt ac hed and is e ffec t ive on the da te is su ed unles s o the rwis e st at ed. WC POL ICY HOL DER EM PLO YE ES HOL DER REQ UI RING W OS F OR CONTR ACT WIT H T HE POL ICY - FOR TH OS E HAV ING A WR ITTE N APPL IES A S BLANK ET WAI VE R Schedule Th is a g re e me nt sh al l no t o p e ra te di re ctl y or i nd ir ec tly t o b e n ef it a n yo ne n ot na me d in t h e Sc he d u le . fro m u s.) only to the extent that you perform work under a written contract that requires you to obtain this agreement not enforce our right against the person or organization named in the Schedule.(This agreement applies We h av e th e rig h t to re co ve r ou r pa ym en t s fr om a ny on e li ab le f or a n in ju ry c ov er ed b y Weth is p ol icy.will WA IVE R O F OU R RIG HT TO RE COVE R FROM OT HE RS E ND ORS EM E NT 3 31- 034 2 (0 9 11)Pag e 1 o f 1 Includes copyrighted materials from ISO, Inc. 2003 Cou nte rsig ned By KKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKK CITIZENS INSURANCE COMPANY OF AMERICAInsurance Company PremiumInsured $0 10/01/2019 WBF-D709926-01 01End o r se me n t Effe cti ve Po li cy N o .Endorsement No. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. A L L OT H E R T E RM S AN D CO ND IT IO NS O F T HI S POL IC Y R EM AI N U N CH A N GE D. d a te of c an ce ll at io n a n d d o e s no t g ra n t, a lt e r, o r ex te n d a n y rig h ts o r o bl ig at io n s un d e r th is p o licy . Such notice of cancellation is solely for the purpose of informing the Designated of theEn t ity (s )e ffe ct ive vi de to th e Na me d In su re d fo r su ch ca n ce lla ti on . mo re th a n t h e n u mb er o f d a ys in ad va n ce of t h e e ffe ct ive d at e o f ca n ce lla t io n t ha t w e a re re qu ir ed to p ro - Unless otherwise noted in the Schedule above, such notice will be provided to the Designated Entity(s) no la t io n. by any means of our choosing. The notice to the Designated Entity(s) will state the effective date of cancel- such cancellation to the Designated Entity(s) shown in the Schedule. Such notice may be delivered or sent If w e ca n ce l t hi s po li cy fo r a ny r ea so n o th e r th a n n o np a yme n t o f p re miu m, w e wi ll g ive writ te n no t ice o f In fo rma t io n re q ui red t o co mp le te th is Sc he d ul e, if n o t sh o wn ab o ve, w ill b e sh o wn i n t h e D ecl ara t io ns. ON FILE WITH COMPANY AS PER WRITTEN CONTRACT ON FILE WITH COMPANY AS PER WRITTEN CONTRACT 30 Days Notice Name of Designated Entity Mailing Address or Email Address Number SCHEDULE WORKERS’ COMPENSATION AND EMPLOYERS’ LIABILITY INSURANCE POLICY This endorsement modifies insurance provided under the following: NOTICE OF CANCELLATION TO DESIGNATED ENTITY(S) W BF D709926 5701660 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 ::((( 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 11 1 11 1 1 11 1 1 11 1 11 1 11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 111 111 11 1 11 111 111 111 111 11 111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1111 111 111 11 111 111 111 111 11 111 111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 111 11 1 11 111 111 111 11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 ::((( ::((( CONSULTING SERVICES AGREEMENT WITH KOFF&ASSOCIATES FOR STAFFING AND ORGANIZATIONAL ASSESSMENT FOR Final Audit Report 2020-06-30 Created:2020-06-24 By:Mariela Vargas (marielar@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAApvfmfhEZmUTfMhdPVde6ZyxPOY0pqYjx "CONSULTING SERVICES AGREEMENT WITH KOFF&ASSO CIATES FOR STAFFING AND ORGANIZATIONAL ASSESSME NT FOR" History Document created by Mariela Vargas (marielar@cupertino.org) 2020-06-24 - 5:28:43 PM GMT- IP address: 138.229.180.148 Document emailed to Mariela Vargas (marielar@cupertino.org) for approval 2020-06-24 - 5:28:56 PM GMT Document approved by Mariela Vargas (marielar@cupertino.org) Approval Date: 2020-06-24 - 5:29:27 PM GMT - Time Source: server- IP address: 138.229.180.148 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2020-06-24 - 5:29:29 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2020-06-24 - 5:32:40 PM 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Minner (minner@smwlaw.com), cyrahc@cupertino.org, Katie Kaneko (kkaneko@koffassociates.com), Mariela Vargas (marielar@cupertino.org), and 3 more 2020-06-30 - 5:19:02 PM GMT