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22-029 Statcomm Inc for Fire Suppression Testing and Maintenance at Various City FacilitiesFire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 1 of 12 ON-CALL PUBLIC WORKS CONTRACT WITH STATCOMM, INC 1. PARTIES This On-Call Public Works Contract (“Contract”) is made by and between the City of Cupertino, a municipal corporation (“City”), and Statcomm, Inc (“Contractor”) a Corporation for Fire Suppression Testing and Maintenance at Various City Facilities, and is effective on the last date signed below (“Effective Date”). 2. SCOPE OF WORK 2.1 Scope of Work. Contractor will perform and provide all labor, materials, equipment, supplies, transportation and any other items or work necessary to perform and complete the work described in the Scope of Work (“Work”), attached and incorporated here as Exhibit A, on an as- needed basis. The Work must comply with this Contract and with each Service Order issued by the City’s Project Manager or his/her designee, in accordance with the following procedures, unless otherwise specified in Exhibit A. Contractor further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. 2.2 Service Orders. Before issuing a Service Order, the City Project Manager will request that Work be done in writing and hold a meeting with Contractor to discuss the Service Order. Contractor will submit a written proposal that includes a specific Scope of Work, Schedule of Performance, and Compensation, which the Parties will discuss. Thereafter, City will execute a Service Order Form for the Work, attached and incorporated here as Exhibit B. The Service Order will specify the Scope of Work, Schedule of Performance, Compensation, and any other conditions applicable to the Service Order. Issuance of a Purchase Order is discretionary. The City Project Manager is authorized to streamline these procedures based on the City’s best interests. In particular, in emergency situations, the City Project Manager may execute a Service Order for emergency work based on oral conversations with the Contractor, without adhering to the full process outlined in this section. Contractor will not be compensated for Work performed without a duly authorized and executed Service Order. 3. TIME OF PERFORMANCE 3.1 Term. This Contract begins on the Effective Date and ends on June 30, 2023 (“Contract Time”), unless terminated earlier as provided herein. The City’s appropriate department head or City Manager may extend the Contract Time through a written amendment to this Contract, 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 complete the Work within the time specified in each Service Order, and under no circumstances should the Work go beyond the Contract Time. Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 2 of 12 3.3 Time is of the essence for the performance of all the Work required in this Contract and in each Service Order. Contractor must have sufficient time, resources, and qualified staff to deliver the Work on time. Contractor must respond promptly to each Service Order request. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Work a total amount that will based upon actual costs but that will be capped so as not to exceed $60,000.00 (“Contract Price”), based upon the Scope of Work in Exhibit A and the budget and rates included. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. 4.2 Per Service Order. Compensation for Work provided under a Service Order will be based on the rates set forth in the Service Order, which shall not exceed the capped amount specified in the Service Order. 4.3 Invoices and Payments. Contractor must submit an invoice on the first day of each month, describing the Work performed during the preceding month, itemizing labor, materials, equipment, and any incidental costs incurred. Contractor will be paid ninety-five percent (95%) of the undisputed amounts billed within thirty (30) days after City receives a properly submitted invoice. Any retained amounts will be included with Contractor’s final payment within sixty (60) days of City’s acceptance of the Work pursuant to a specific Service Order as complete. 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 Work and for the persons hired to work under this Contract. 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 Work 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 Work as required by law and have procured a City Business License, if required by the Cupertino Municipal Code. Contractor shall possess a California Contractor’s License in good standing for the following classification(s): C16, C-61/D28, C10, which must remain valid for the entire Contract Time. 5.4 Subcontractors. Only Contractor’s employees are authorized to work under this Contract. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Contract will apply to any approved subcontractor. 5.5 Tools, Materials, and Equipment. Contractor will supply all tools, materials, and equipment required to perform the Work under this Contract. 5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Contract and any similar federal or state taxes. Contractor Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 3 of 12 and any of its employees, agents, and subcontractors shall not have any claim under this Contract 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 Contract, 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 Contract are not greater than they would have been had the determination not been made. 6. CHANGE ORDERS Amendments and change orders must be in writing and signed by City and Contractor. Contractor’s request for a change order must specify the proposed changes in the Work, Contract Price, and Contract Time. Each request must include all the supporting documentation, including but not limited to plans/drawings, detailed cost estimates, and impacts on schedule and completion date. 7. ASSIGNMENTS; SUCCESSORS Contractor shall not assign, hypothecate, or transfer this Contract 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 Contract 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. This Contract is binding on Contractor, its heirs, successors, and permitted assigns. 8. PUBLICITY / SIGNS Any publicity generated by Contractor for the Project during the Contract Time, and for one (1) year thereafter must credit City contributions to the Project. The words “City of Cupertino” must be displayed in all pieces of publicity, flyers, press releases, posters, brochures, interviews, public service announcements, and newspaper articles. No signs may be posted or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 9. SUBCONTRACTORS 9.1 Contractor must perform all the Work with its own forces, except that Contractor may hire qualified subcontractors to perform up to 25% of the Work under any give Service Order, provided that each subcontractor is required by contract to be bound by the provisions of this Contract and any applicable Service Order. Contractor must provide City with written proof of compliance with this provision upon request. Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 4 of 12 9.2 City may reject any subcontractor of any tier and bar a subcontractor from performing Work on the Project, if City in its sole discretion determines that subcontractor’s Work falls short of the requirements of this Contract or constitutes grounds for rejection under the Public Contract Code. If City rejects a subcontractor, Contractor at its own expense must perform the subcontractor’s Work or hire a new subcontractor that is acceptable to City. A Notice of Completion must be recorded within fifteen (15) days after City accepts the Work under a particular Service Order if the Work involves work by subcontractors. 10. RECORDS AND DAILY REPORTS 10.1 Contractor must maintain daily reports of the Work and submit them to City upon request and at completion of Work pursuant to a Service Order. The reports must describe the Work and specific tasks performed, the number of workers, the hours, the equipment, the weather conditions, and any circumstances affecting performance. City will have ownership of the reports, but Contractor will be permitted to retain copies. 10.2 If applicable, Contractor must keep a separate set of as-built drawings showing changes and updates to the Scope of Work or the original drawings as changes occur. Actual locations to scale must be identified for all major components of the Work, including mechanical, electrical and plumbing work; HVAC systems; utilities and utility connections; and any other components City determines should be included in the final drawings of the Project. Deviations from the original drawings must be shown in detail, and the location of all main runs, piping, conduit, ductwork, and drain lines must be shown by dimension and elevation. 10.3 Contractor must maintain complete and accurate accounting records of its Work, in accordance with generally accepted accounting principles, which must be available for City review and audit, kept separate from other records, and maintained for four (4) years from the date of City’s final payment. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend, and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and Contractors (“Indemnitees”), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes of action, demands, charges, losses, costs, and expenses (including attorney fees, legal costs, and expenses related to litigation and dispute resolution proceedings), of every nature, arising directly or indirectly from this Contract or in any manner relating to any of the following: (a) Breach of contract, obligations, representations or warranties; (b) Performance or nonperformance of the Work or of any obligations under the Contract by Contractor, its employees, agents, servants, or subcontractors; (c) Payment or nonpayment by Contractor or its subcontractors or sub-subcontractors for Work performed on or off the Project Site; and (d) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors. Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 5 of 12 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim, in accordance with California Public Contract Code Section 9201. At City’s request, Contractor will assist City in the defense of a claim, dispute, or lawsuit arising out of this Contract. 11.3 Contractor’s duties under this entire Section 11 are not limit ed to Contract Price, Workers’ Compensation, or other employee benefits, or the insurance and bond coverage required in this Contract. Nothing in the Contract shall be construed to give rise to any implied right of indemnity in favor of Contractor against City or any other 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 Contract, 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 Contract. 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 Contract. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit C, and must maintain the insurance for the Contract Time, or longer as required by City. City will not execute the Contract 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 Contract. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state, and federal laws and regulations applicable to this Contract. 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 p erforming the Work, as required by the Immigration Reform and Control Act. 13.2 Labor Laws. a. The following provisions apply to any Service Order of $1,000 or more: i. In General. For purposes of California labor law, this is a public works contract subject to the provisions of Part 7 of Division 2 of the California Labor Code (Sections 1720 et seq.). In accordance with Labor Code Section 1771, Contractor and all subcontractors shall pay not less than current prevailing wage rates as determined by the Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 6 of 12 California Department of Industrial Relations (“DIR”) to all workers employed on this project. In accordance with Labor Code Section 1815, Contractor and all subcontractors shall pay all workers employed on this project 1 ½ the basic rate of pay for work performed in excess specified hour limitations. The work performed pursuant to this Contract is subject to compliance monitoring and enforcement by the Department of Industrial Relations. ii. Registration. Contractor and all subcontractors shall not engage in the performance of any work under this Contract unless currently registered and qualified to perform public work pursuant to section 1725.5 of the California Labor Code. Contractor represents and warrants that it is registered and qualified to perform public work pursuant to section 1725.5 of the Labor Code and will provide its DIR registration number, along with the registration numbers of any subcontractors as required, to the City. iii. Posting. Contractor shall post at the job site the determination of the DIR director of the prevailing rate of per diem wages together with all job notices that are required by regulations of the DIR. iv. Reporting. Contractor and any subcontractors shall keep accurate payroll records in accordance with Section 1776 of the Labor Code and shall furnish the payroll records directly to the Labor Commissioner in accordance with the law. v. Report on Prevailing Rate of Wages. The City has obtained the general prevailing rate of per diem wages in the vicinity of the project for each type of worker needed, a copy of which is on file at the City of Cupertino City Hall, and shall be made available to any interested party upon request. vi. Employment of Apprentices. Contractor’s attention is directed to the provisions in Sections 1777.5 and 1777.6 of the Labor Code concerning the employment of apprentices by the Contractor or any subcontractor. It shall be the responsibility of the Contractor to effectuate compliance on the part of itself and any subcontractors with the requirements of said sections in the employment of apprentices. Information relative to apprenticeship standards, wage schedules, and other requirements may be obtained from the Director of Industrial Relations, ex-officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. vii. Penalties. Contractor’s attention is directed to provisions in Labor Code Sections 1775 and 1813. In accordance with Labor Code Section 1775, Contractor and subcontractors may be subject to penalties for Contractor’s and subcontractors’ failure to pay prevailing wage rates. In accordance with Labor Code Section 1813, Contractor or subcontractors may be subject to penalties for Contractor’s or subcontractors’ failure to pay overtime pay rates for hours worked by workers employed on this project in excess specified hour limitations. b. Contractor must compensate workers who are paid less than prevailing wages or required to work more than a legal day’s work. Contractor will also be required to pay City a penalty of $200.00 per worker for each day of violation. c. As required by Labor Code Section 1861, by signing this Contract Contractor certifies as follows: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self - insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the work of this contract.” Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 7 of 12 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race, religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS), or any other protected classification. Contractor shall comply with all anti -discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777, and 3077.5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or Contractor’s employees or subcontractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 13.4 Conflicts of Interest. Contractor, its employees, subcontractors, servants, and agents, may not have, maintain, or acquire a conflict of interest in relation to this Contract in violation of law, including Government Code section 1090 and Government Code section 81000 and their accompanying regulations. No officer, official, employee, consultant, or other agent of the City (“City Representative”) may have, maintain, or acquire a “financial interest” in the Contract, as that term is defined by state law, or in violation of a City ordinance or policy while serving as a C ity Representative or for one year thereafter. Contractor, its employees, subcontractors, servants, and agents warrant they are not employees of City nor do they have any relationship with City officials, officers, or employees that creates a conflict of interest. Contractor may be required to file a conflict of interest form if it 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 City rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of this Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements, or terminating this Contract. City reserves all other rights and remedies available under the law and this Contract, including the right to seek indemnification under Section 11 of this Contract. 14. BONDS For any Service Order of $25,000 or more, Contractor must obtain a payment bond and a performance bond, each in the penal sum of 100% of the compensation pursuant to the Service Order, using the Bond Forms attached and incorporated here as Exhibit D. Each bond must be issued by a surety admitted in California, with a financial rating from A.M. Best Company of Class A- or higher, or as otherwise acceptable to City. If an issuing surety cancels a bond or becomes insolvent, Contractor must provide a substitute bond from a surety acceptable to City within seven (7) calendar days after written notice from City. If Contractor fails to do so, City may in its sole discretion and without prior notice, purchase bonds at Contractor’s expense, deduct the cost from payments due Contractor, or terminate the Service Order or Contract. City will not authorize work under a Service Order until the required bonds are submitted. 15. UTILITIES, TRENCHING, AND EXCAVATION 15.1 Contractor must call the Underground Service Alert (“USA”) 811 hotline and request marking of utility locations before digging or commencing Work. For underground service alerts Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 8 of 12 for street lighting and traffic signal conduits, City’s Service Center must be called at (408) 777- 3269. Government Code Section 4215 requires Contractor to notify City and Utility in writing if it discovers utilities or utility facilities not identified in the Contract. 15.2 Pursuant to Government Code Section 7104, Contractor must stop work, notify City in writing, and wait for instructions if one of the conditions below is found at the worksite. City will work with Contractor to amend the Contract or issue a change order if the discovered conditions materially change the Work/Performance, Contract Time or Contract Price. (a) Material believed to be hazardous waste under Health and Safety Code Section 25117, and which requires removal to a Class I, Class II, or Class III disposal site pursuant to law; (b) Subsurface or latent physical conditions at the Project worksite differing from those indicated by information about the worksite made available to Contractor; and (c) Unknown physical conditions at the Project worksite of any unusual nature, materially different from those ordinarily encountered and from those generally recognized as inherent in the character of the Work. 15.3 For Service Orders where compensation is $25,000 or higher that require excavation or involve trenches five feet or more in depth, Contractor must submit a detailed plan for City approval, per Labor Code Section 6705, prior to commencing work. The plan must show the design of shoring, bracing, sloping, and other provisions for worker protection from caving ground and other hazards. The protective system must comply with all Construction Safety Orders. If the plan varies from shoring system standards, it must be prepared by a registered civil or structural engineer. 16. URBAN RUNOFF MANAGEMENT 16.1 All Work must fully comply with federal, state, and local laws and regulations concerning storm water management. Contractor must avoid creating excess dust when breaking asphalt or concrete and during excavation and grading. If water is used for dust control, Contractor will use only the amount of water necessary to dampen the dust. Contractor will take all steps necessary to keep wash water out of the streets, gutters, and storm drains. Prior to the start of the Work, Contractor will implement erosion and sediment controls to prevent pollution of storm drains, and must upgrade and maintain these controls based on weather conditions or as otherwise required by City. These controls must be in place during the entire Contract Time and must be removed at the end of construction and completion of the Work. Such controls must include, but will not be limited to, the following requirements: (a) Install storm drain inlet protection devices such as sand bag barriers, filter fabric fences, and block and gravel filters at all drain inlets impacted by construction. During the annual rainy season, October 15 through June 15, storm drain inlets impacted by construction work must be filter-protected from onsite de-watering activities and saw-cutting activities. Shovel or vacuum saw-cut slurry and remove from the Work site; (b) Cover exposed piles of soil or construction material with plastic sheeting. Store all construction materials in containers; (c) Sweep and remove all materials from paved surfaces that drain to streets, gutters and storm drains prior to rain and at the end of each work day. When the Work is completed, wash the streets, collect and dispose of the wash water offsite in lawful manner; (d) After breaking old pavement, remove debris to avoid contact with rainfall/runoff; (e) Maintain a clean work area by removing trash, litter, and debris at the end of each work day Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 9 of 12 and when Work is completed. Clean up any leaks, drips, and other spills as they occur. These requirements must be used in conjunction with the California Stormwater Quality Association and California Best Management Practices Municipal and Construction Handbooks, local program guidance materials from municipalities, and any other applicable documents on stormwater quality controls for construction. Contractor’s failure to comply with this Section will result in the issuance of noncompliance notices, citations, Work stop orders and regulatory fines. 17. PROJECT COORDINATION City Project Manager. The City assigns Ken Tanase as the City’s representative for all purposes under this Contract, with authority to oversee the progress and performance of the Scope of Work. 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 Karl Blum as its single Representative for all purposes under this Contract, with authority to oversee the progress and performance of the Work. Contractor’s Project manager is responsible for coordinating and scheduling the Work in accordance with City instructions, service orders, and the Schedule of Performance. Contractor must regularly update the City’s project manager about the status, progress and any delays with the work. City’s written approval is required prior to C ontractor substituting a new Representative which shall result in no additional costs to City. 18. ABANDONMENT AND TERMINATION 18.1 City may abandon or postpone the Work or parts thereof at any time. Contractor will be compensated for satisfactory Work performed through the date of abandonment and will be given reasonable time to close out Work under a Service Order. With City’s pre-approval in writing, the time spent in closing out Work under a Service Order will be compensated up to ten percent (10%) of the total time expended in performing the Work. 18.2 City may terminate the Contract for cause or without cause at any time. Contractor will be paid for satisfactory Work rendered through the termination date and will be given reasonable time to close out the Work. 18.3 Final payment will not be made until Contractor delivers the Work and provides records documenting the Work, products, and deliverables completed. 19. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION This Contract is governed by the laws of State of California. Venue for any legal action shall be the Superior Court of the County of Santa Clara, California. The dispute resolution procedures of Public Contract Code Section 20104, et seq., incorporated here by reference, apply to this Contract and Contractor is required to continue the Work pending resolution of any dispute. Prior to filing a lawsuit, Contractor must comply with the claim filing requirements of the California Government Code. 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. 20. ATTORNEY FEES Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 10 of 12 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 Contract, the prevailing party will be entitled to reasonable attorney fees and costs. 21. SIGNS/ADVERTISEMENTS No signs may be displayed on or about City’s property, except signage which is required by law or by the Contract, without City’s prior written approval as to size, design and location. 22. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Contract. 23. WAIVER Neither acceptance of the Work nor payment thereof shall constitute a waiver of an y contract provision. City’s waiver of a breach shall not constitute waiver of another provision or breach. 24. WARRANTY Contractor warrants that materials and equipment used will be new, of good quality, and free from defective workmanship and materials, and that the Work will be free from material defects not intrinsic in the design or materials. All Work, materials, and equipment should pass to City free of claims, liens, or encumbrances. Contractor warrants the Work and materials for one year from the date of City’s acceptance of the Work as complete (“Warranty Period”), except when a longer guarantee is provided by a supplier, manufacturer or is required by this Contract. During the Warranty Period, Contractor will repair or replace any Work defects or materials, including damage that arises from Contractor’s Warranty Work, except any wear and tear or damage resulting from improper use or maintenance. 25. ENTIRE AGREEMENT This Contract and the attachments, documents, and statutes attached, referenced, or expressly incorporated herein, including authorized amendments or change orders constitute the final and complete contract between City and Contractor with respect to the Work and the Project. No oral contract or implied covenant will be enforceable against City. If there is any inconsistency between any term, clause, or provision of the main Contract and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Contract shall prevail and be controlling. 26. SEVERABILITY/PARTIAL INVALIDITY If a court finds any term or provision of this Contract to be illegal, invalid, or unenforceable, the legal portion of said provision and all other contract provisions will remain in full force and effect. 27. SURVIVAL The contract provisions which by their nature should survive the Contract or Completion of Project, including without limitation all provisions regarding warranties, indemnities, payment obligations, insurance, and bonds, shall remain in full force and effect after the Work is completed or Contract Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 11 of 12 ends. 28. INSERTED PROVISIONS Each provision and clause required by law for this Contract 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. 29. HEADINGS The headings in this Contract are for convenience only, are not a part of the Contract and in no way affect, limit, or amplify the terms or provisions of this Contract. 30. COUNTERPARTS This Contract may be executed in counterparts, each of which is an original and all of which taken together shall form one single document. 31. 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 (5th) 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 Office of the City Manager 10300 Torre Ave. Cupertino, CA 95014 Attention: Ken Tanase Email: kent@cupertino.org To Contractor: Statcomm, Inc 939-C San Rafael Ave. Mountain View, CA 94043 Attention: Karl Blum Email: kblum@statcomm.com 32. EXECUTION The persons signing below warrant they have the authority to enter into this Contract and to legally bind their respective Parties. If Contractor is a corporation, signatures from two officers of the corporation are required pursuant to California Corporations Code Section 313. This Contract may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. SIGNATURES CONTINUE ON THE FOLLOWING PAGE Fire Suppression Testing and Maintenance at Various City Facilities On-Call Public Works Contract/ August 2021 Page 12 of 12 IN WITNESS WHEREOF, the parties have caused the Contract to be executed. CITY OF CUPERTINO A Municipal Corporation By Name Title Date STATCOMM, INC By Name Title Date APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Wm. R. Wood Wm. R. Wood Vice President Feb 27, 2022 Christopher D. Jensen Chad Mosley Assistant Director of Public Works Feb 28, 2022 Feb 28, 2022 NFPA 72 & NFPA 25 Concurrent Service Agreement - 12.10.2021 - City of Cupertino Statcomm Inc. • 939-C San Rafael Avenue • Mountain View, CA 94043 • Phone: 650.988.9508 Page 1 of 8 NFPA 72 FIRE ALARM & NFPA 25 WATER BASED FIRE SUPPRESSION CONCURRENT SERVICE AGREEMENT This agreement is entered into this first day of _________________, 2022 by and between Statcomm Inc.; hereinafter referred to as “Company”, and, City of Cupertino; hereinafter referred to as “Customer”. 1. DESCRIPTION OF SERVICES PROVIDED: Company agrees to provide the following testing and inspection services as hereinafter set forth for Customer and located at: CUSTOMER CONTACT INFORMATION: Customer: City of Cupertino Address: 10555 Mary Ave. City, State, Zip: Cupertino, CA 95014 Phone: 408.777.3272 Contact: Ken Tanase Email: kent@cupertino.org CUSTOMER INSPECTION LOCATION: Customer: City of Cupertino Address: 10555 Mary Ave. City, State, Zip: Cupertino, CA 95014 Phone: 408.777.3111 Contact: Rudy Lomas Email: rudyl@cupertino.org 1.NOTICES & ADVISORIES 1.1. Test & Inspection Services shall adhere to NFPA 72 Fire Alarm; 2020 Edition & NFPA 25 Fire Sprinkler; 2016 Edition. 1.2. This contract is Prevailing Wage rates for 2021-2022 1.3. Reference: The City of Cupertino - PO ________________________________________________________________________ 1.4. Unless specifically stated, this agreement excludes additional charges generated from municipal permits, UL certification or fees. 1.5. In order to initiate service, Company requires fully initialed and authorized documents to be returned. Upon receipt, a fully execute d copy will be returned to you. 1.6. For applicable advisories: See Page 5. 1.7. Individual Site Pricing: See Page 7 . CONCURRENT NFPA 72 Fire Alarm System & NFPA 25 Water Based Fire Suppression System Test & Inspection NFPA 72: Fire Alarm System Test & Inspection Annual Test, Semi-Annual Inspection NFPA 25; Ch. 5: Fire Sprinkler System Annual Test, Quarterly Inspection Total Annual Cost for Concurrent NFPA 72 & NFPA 25 Test & Inspection: Exhibit A NFPA 72 & NFPA 25 Concurrent Service Agreement - 12.10.2021 - City of Cupertino Statcomm Inc. • 939-C San Rafael Avenue • Mountain View, CA 94043 • Phone: 650.988.9508 Page 5 of 8 ADVISORIES AS BUILTS: PLANS & DEVICE COUNTS ADVISORY: Due to the absence or availability of AS BUILTS or detailed plans for this property being available prior to the site assessment and proposal process, there is a potential that additional devices exist on premise which need to be included in this Test & Inspection [T&I] in order to complete the inspection and certify the system. Should such devices be uncovered during one of our scheduled Annual / Semi NFPA 72 Fire Alarm, Annual / Quarterly NFPA 25 Fire Sprinkler or NFPA 25-5YR Test & Inspections, Statcomm will adjust the relevant invoice in accordance with the total number of devices and / or time and materials required to complete NFPA T&I requirements. PROPRIETARY SYSTEM PROGRAMMING ADVISORY: Due to the highly proprietary nature of some fire control panels, it is necessary to advise you that initial programming or repairs of the fire control panel may require enlisting the original vendor’s authorized service personnel. The coordination of the two companies will be the responsibility of the property manager. Statcomm costs will be based upon time and materials, estimated to be approximately $600.00. ELEVATOR / FIRE ALARM TESTING ADVISORY: Per NFPA code, it is required that Elevator Recall must be tested annually. A trained and certified technician specializing in Elevator Recall testing must perform this service. It is the responsibility of the property manager to coordinate the elevator vendor to schedule this service in concert with the fire alarm testing. If same day scheduling proves to be inconvenient, this task will be excluded from this service. Statcomm is available on a time & materials basis to accommodate a reschedule with the other vendor, if necessary. ADVISORY: If elevator recall smoke or heat detectors are connected to the fire alarm control panel, it is management or owner ’s responsibility to provide elevator reset keys or elevator control personnel to be available prior to testing of devices. If keys or elevator personnel not available during performance of the scheduled annual fire alarm system(s) testing and inspection, the devices will not be tested and thus noted as a deficiency (unable to test) in the annual NFPA 72 testing and inspection report. Statcomm is not financially responsible in the event elevator service personnel are required or dispatched as the result of the scheduled annual testing of devices connected to the fire alarm system that in turn initiate elevator to recall. ADVISORY: System smoke detectors will only be tested during the annual fire alarm system testing/inspection as long as we are provided necessary keys and have the capability of restoring the elevator to operation. Otherwise, testing of the elevator recall smoke and/or heat detectors will require participation of the elevator service company, performed independently and invoiced separately. NFPA 72 & NFPA 25 Concurrent Service Agreement - 12.10.2021 - City of Cupertino Statcomm Inc. • 939-C San Rafael Avenue • Mountain View, CA 94043 • Phone: 650.988.9508 Page 6 of 8 DUCT DETECTOR / SMOKE DAMPER / FIRE ALARM TESTING ADVISORY: Per NFPA code, duct detectors / smoke dampers are connected to the fire alarm system and are required to be tested annually. A trained and certified technician specializing in duct detector / smoke damper testing must perform this service. It is the responsibility of the property manager to coordinate the HVAC vendor to schedule this service in concert with the fire alarm testing. If same day scheduling proves to be inconvenient, this task will be excluded from this service. Statcomm is available on a time & materials basis to accommodate a reschedule with the other vendor, if necessary. SCOPE OF WORK NFPA 72: Fire Alarm System Test & Inspection Performed: Annual / Semi Annual o Common Area & Commercial In-Unit testing will be scheduled during weekdays, Monday - Thursday between normal service hours of 7:30AM - 4:00PM. o Notice Postings: Management, if required, to post advisory notices in common areas one [1] week prior to the Annual service. Statcomm will provide notice template via email to property manager. Semi Annual operational testing of FACP to include panel maintenance & battery load testing, subpanels, power supplies & repeaters. Testing of fire sprinkler water flow switches. Inspection and verification of panels, annunciators, connectors & audible devices. Annual Common Area operational testing of all fire system equipment and devices, including but not limited to: fire alarm control panels, pull stations, smoke detectors, heat detectors, water flow devices, tamper devices, annunciators, auxiliary power supplies, elevator recall, EVAC systems, duct detectors, and smoke dampers. Annual Fire Door testing of operation and full closure of doors, and automatic closing device [magnetic locks] reset. Annual / Semi-Annual fire alarm system certification / deficiency report, maintaining required records of service as prescribed. NFPA 25: Fire Sprinkler Test & Inspection Performed: Annual / Quarterly o Common Area testing will be scheduled during weekdays, Monday - Thursday between normal service hours of 7:30AM - 4:00PM. o Notice Postings: o Management, if required, to post advisory notices in common areas one [1] week prior to the Annual service. Statcomm will provide notice template via email to property manager. Annual / Quarterly inspections of all accessible fire sprinkler risers, control valves, alarm valves, waterflow devices, valve supervisory devices, supervisory signal devices, gauges (wet-pipe systems), hydraulic nameplate, fire department connections. Annual Sprinkler Head Inspection Annual main drain, water-flow alarm, and control valve test Annual / Quarterly NFPA 25 inspection reports composed; submitted and / or made available to the Authority Having Jurisdiction [AHJ]. 939 San Rafael Avenue, Suite C, Mountain View, CA 94043 Phone: 650-988-9508 Fax: 650-988-9005 Rates Effective: 08/01/2021 Statcomm Billing Rates Electronics Department – Installation Projects Division & Life Safety Division Regular Overtime* Double Time** Holiday** Technician $ 165.00 $ 247.50 $ 330.00 $ 330.00 Assistant Technician $ 135.00 $ 202.50 $ 270.00 $ 270.00 Supervisor/Project Manager/Proprietary Programmer $ 185.00 $ 277.50 $ 370.00 $ 370.00 Admin $ 115.00 $ 172.50 $ 230.00 $ 230.00 Systems Design $ 185.00 $ 277.50 $ 370.00 $ 370.00 Auto Gate & Door / Access Control Department Regular Overtime* Double Time** Holiday** Technician $ 165.00 $ 247.50 $ 330.00 $ 330.00 Assistant Technician $ 135.00 $ 202.50 $ 270.00 $ 270.00 Supervisor/Project Manager/Systems Programmer $ 185.00 $ 277.50 $ 370.00 $ 370.00 Admin $ 115.00 $ 172.50 $ 230.00 $ 230.00 Fire Sprinkler Department Regular Overtime* Double Time** Holiday** Technician $ 165.00 $ 247.50 $ 330.00 $ 330.00 Assistant Technician $ 135.00 $ 202.50 $ 270.00 $ 270.00 Supervisor/Project Manager $ 185.00 $ 277.50 $ 370.00 $ 370.00 Admin $ 115.00 $ 172.50 $ 230.00 $ 230.00 Systems Design $ 185.00 $ 277.50 $ 370.00 $ 370.00 MINIMUM CHARGE WILL BE 2 HOURS. If travel to site plus time on site is less than 2 hours, the charge will be 2 hours. If travel to site plus time on site is more than 2 hours, travel time to site plus time on site will be charged at 15-minute increments. If property is outside our service area of the Greater Bay Area, return travel will be charged. REGULAR SERVICE HOURLY RATES: For all scheduled, non-emergency, weekday same-day service called in before 1:00 pm, and non-contract service performed between the hours of 7:30am to 4:00pm will be charged at our current labor rate (see above table for rate). OVERTIME AND EMERGENCY SERVICE HOURLY RATES: For service performed Monday through Friday before 7:30 am, after 4:00 pm and all day Saturday and Sunday (excludes contracted services), including same-day service requests received weekdays after 1:00 pm or requiring 2-hour response - charged portal-to-portal. HOLIDAY EMERGENCY SERVICE HOURLY RATES: Holidays will be charged at double-time, 2-hour minimum, portal-to-portal, with over 2 hours billed in 15-minute increments. CITY OF CUPERTINO MASTER AGREEMENT CONSULTANT SERVICES SERVICE ORDER NO. MA Date:Master Agreement Contract #: Maximum Compensation: Consultant:Firm Name: Address: Contact: Ph: Project Name: Description: (simple project description if appropriate) Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation City Project Management Managing Department: Public Works Project Manager: Fiscal/Budget : SO Acc't #:PO #: Project #:Date: Approvals Signatures: Date: Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that fund are available as of this date of signature City Finance:Date: Encumbrance this Service Order: MA End Date: Consultant/ Contractor Manager/ Supervisor: Management Analyst Master Agreement Maximum Compensation: Master Agreement Unencumbered Balance: Total Previously Encumbered to Date: City of Cupertino Master Agreement Service Order 191002 Exhibit B n Choose Insurance Requirements for On-Call Public Works Construction Contracts Version: Jan. 2021 1 Contractor shall procure and maintain for the duration of the contract, and for five years following the completion of the Project, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Contractor, its agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (“CGL”): Insurance Services Office (ISO) Form CG 00 01 covering CGL on an “occurrence” basis, written on a comprehensive general liability form, and must include coverage for liability arising from Contractor’s or Subcontractor’s acts or omissions, including Contractor’s protected coverage, blanket contractual, products and completed operations, vehicle coverage and employer’s non-ownership liability coverage, with limits of at least $2,000,000 per occurrence. The CGL policy must protect against any and all liability for personal injury, death, property damage or destruction, and personal and advertising injury. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. a. It shall be a requirement under this agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (1) the minimum coverage/limits specified in this agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Contractor's policy shall be "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as ISO CG 20 10 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 Form CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, then hired autos (Code 8) and non-owned autos (Code 9), with limit 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 accident for bodily injury or disease, or as otherwise required by statute. If Contractor is self-insured, Contractor must provide a Certificate of Permission to Self-Insure, duly authorized by the DIR. ☐ N/A if box checked (Contractor provides written verification it has no employees). 4. Professional Liability with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 aggregate. ☒ N/A if box checked (Contract is not design/build).. 5. Builder’s Risk. Course of Construction insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions. ON-CALL PUBLIC WORKS CONSTRUCTION CONTRACTS Insurance Requirements: Exhibit C Insurance Requirements for On-Call Public Works Construction Contracts Version: Jan. 2021 2 ☒ N/A if box checked (Project does not involve construction or improvements/installations to property). 6. Contractors’ Pollution Legal Liability and/or Asbestos Legal Liability and/or Errors and Omissions with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 policy aggregate. ☒ N/A if box checked (Project does not involve environmental hazards) If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. Self-Insured Retentions. Self-insured retentions must be declared to and approved by City. At City’s option, either: (1) Contractor shall cause the insurer to reduce or eliminate self-insured retentions as respects City, its officers, officials, employees, and volunteers; or (2) Contractor shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, and defense expenses. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or the City. OTHER INSURANCE PROVISIONS The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are to be covered as additional insureds on the CGL and automobile liability policies with respect to liability arising out of the Services performed by or on behalf of Contractor including materials, parts, or equipment furnished. Endorsement of CGL coverage shall be at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used. Primary Coverage For any claims related to this Project, Contractor’s insurance coverage shall be “primary and non-contributory” and at least as broad as ISO CG 20 01 04 13 with respect to City, its officers, officials, employees and volunteers, and shall not seek contribution from City’s insurance. If the limits of insurance are satisfied in part by Umbrella/Excess Insurance, the Umbrella/Excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a “primary and non-contributory” basis for the benefit of City. Notice of Cancellation Each insurance policy required shall provide that coverage shall not be canceled, except with notice to the City. Each certificate of insurance must state that the coverage afforded by the policy is in force and will not be reduced, cancelled or allowed to expire without at least 30 days advance written notice to City, unless due to non-payment of premiums, in which case ten days advance written notice must be provided to City. Such notice must be sent to City via certified mail and addressed to the attention of the City Manager. Builder’s Risk Contractor may submit Builder’s Risk insurance in the form of Course of Construction coverage, which shall name the City as a loss payee, as its interest may appear. The Builder’s Risk policy must be issued on an occurrence basis, for all-risk coverage on a 100% completed value basis on the insurable portion of the Project, with no coinsurance penalties, and for the benefit of City. If the Project does not involve new or major reconstruction, City may elect, acting in its sole discretion, to accept an Installation Floater policy instead of Builder’s Risk. For such projects, the Property Installation Floater shall include improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment, and shall provide property damage coverage for any Insurance Requirements for On-Call Public Works Construction Contracts Version: Jan. 2021 3 building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the Work, including during transit, installation, and testing at the City’s site. Waiver of Subrogation Each required policy must include an endorsement providing that the carrier agrees to waive any right of subrogation it may have against City. Contractor agrees to waive rights of subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Contractor, its employees, agents and subcontractors. Acceptability of Insurers Insurance must be issued by insurers acceptable to City and licensed to do business in the State of California, and each insurer must have an A.M. Best’s financial strength rating of “A” or better and a financial size rating of “VII” or better. Verification of Coverage Contractor shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this contract. All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. Subcontractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13. Surety Bonds As required by Contract and described in the Contract Documents. The Payment and Performance Bonds shall be in a sum equal to the applicable Service Order Price. If the Performance Bond provides for a one-year warranty a separate Maintenance Bond is not necessary. If the warranty period specified in the Contract is for longer than one year a Maintenance Bond equal to 10% of the Contract Price is required. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California. Special Risks or Circumstances City reserves the right to modify these requirements, based on the nature of the risk, prior experience, insurer, coverage, or other circumstances. 1325217.1 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 12/20/2021 (408) 680-0229 10851 Statcomm Inc. 939C San Rafael Ave. Mountain View, CA 94043 10855 36940 A 1,000,000 X 51GL005784-211 10/1/2021 10/1/2022 100,000 Prof.Poll Limited 5,000 1,000,000 2,000,000 2,000,000 Deductible 10,000 7,000,000A 51CC002025-211 10/1/2021 10/1/2022 7,000,000 10,000 B X STWC248939 10/1/2021 10/1/2022 1,000,000 1,000,000 1,000,000 C Pollution/Prof PEC005036904 10/1/2021 Limit 1,000,000 Cupertino City Center is included as an additional insured on General Liability policy per the attached endorsements. Waiver of Subrogation applies to Workers Compensation policy per the attached endorsement. Cupertino City Center 20350 Stevens Creek Blvd. Cupertino, CA 95014 STATINC-08 BAIPATRA3 Bozzuto & Associates Insurance Services 34 S 2nd Street Campbell, CA 95008 Mercedes Pedroza mercedesp@dbinsurance.com Everest Indemnity Insurance Company Cypress Insurance Company (CA) Indian Harbor Insurance Company X 10/1/2022 X X X X X X X Blanket where required by written contract 51GL005784-211 Blanket where required by written contract 51GL005784-211 10/01/2021 All CA Operations Cypress Insurance Company STWC248939 810 This policy Is issued by State Farm Mutual Automobile Insurance Company. MUTUAL CONDITIONS 1.Membership. While this policy Is in force, the first insured shown on the Declarations Page isentitled to vote at all meetings of members and to receive dividends the Board of Directors inits discretion may declare in accordance with reasonable classifications and groupings of policyholders established by such Board. 2. No Contingent Liability. This policy is non-assessable. 3. Annual Meeting. The annual meeting of the members of the company shall be held at Itshome office at Bloomington, Illinois, on the second Monday of June at the hour of 10:00 A.M.,unless the Board of Directors shall elect to change the time and place of such meeting, inwhich case, but not otherwise, due notice shall be mailed each member at the address disclosed in this policy at least 10 days prior thereto. In Witness Whereof, the State Farm Mutual Automobile Insurance Company has caused this policy to be signed by its President and Secretary at Bloomington, Illinois. �m-� Secretary Presidont IMPORTANT NOTICE: California law requires us to provide you with information tor filing complaints with the State Insurance Department regarding the coverage and service provided under this policy. Your agent's name and contact information are provided on the front of this document. Another option is to reach out by mail or phone directly to: State Farm<!t Executive Customer Service PO Box2320 Bloomington IL 61702 Phone # 1-800-ST ATEFARM (1-800-782-8332) Department of Insurance complaints should be filed only after you and State Farm or your agent or other company representative have tailed to reach a satisfactory agreement on a problem. California Department of Insurance Consumer Services Division 300 South Spring Street Los Angeles, CA 90013 Phone# 1-800-927-HELP (4357} or visit www.insurance.ca.goy/01-consymers NOTICE We are required to furnish you with the following information: 1.An automobile liability insurance company may cancel a policy before the end of the current policyperiod for reasons described in the provision titled Cancellation which is located in the General Termssection of your policy (refer to the Contents in the beginning of your policy for the page number). 2.An automobile liability insurance company may increase the premium or refuse to renew the policy forany of the following reasons: a. Accident involvement by an insured, and whether an insured is at fault in the accident. b.A change in, or an addition of, an insured vehicle. c. A change in, or addition of, an insured under the policy. d.A change in the location of garaging of an insured vehicle. e. A change in the use of the insured vehicle. f. Convic_tions for violating .any provision of the Vehicle Code or the Penal Code relating to theoperation of a motor vehicle. g. The payment made by an insurer due to a claim filed by an insured or a third party. An automobile liability insurance company may increase the premium or refuse to renew the policy for reasons that are not listed above but which are lawful and not unfairly discriminatory. mb2 6030GF BUSINESS NAMED INSURED This endorsement is a part of the policy. Because of lhc lyp-0 of 09111ed in<u1-ed •howu on lhe Declarations Page of this policy and the changes mndc below, all references to re.ti.dent rela­tives and 11n11.rmined cars in the policy nrc deleted. Except tor the changes this endorsement makes, all other provisions of the policy remain the same and apply lo this endorsement. I. DEFINITIONS lou or lour is changed 10 read: ]bu or Jbur means the named insured or named insureds shown on the Decla­rations Pege. 2. LIABILITY COVERAGE a. Additional Definition l11sured is changed to read: Insured means: 1. you for: a. the ow11ership, maintenance, oruscoF: (I) your car; (2) a newly acquired car, or (3) n trailer; and b. the muink.-nw1cc or l.18C of a temporary subl1itute car, 2. any person for his or her use of: a. ,·our car, b. ft newly acquired car; c. a temporary subsrilute car, or d.a trailer while attached 10 a car described in a., b., or c.obove. Such vehicle must be used with your permission, cxpr�ss or implied, and within the scope of Iha\ permission, and 3. any other person or org1111ization vicariously liable for the use of a vehicle by on ii,sured as defined in I. or 2. above, but only for such ,icarious liability. This provision applies only rf the ve­hicle is: a. neither moued hy, nor hired by, that other person or or­ganit.ution; Md b. neiU1er avuilsble for, nor being used fo.r. carrying per.sons for a charge. llls11red docs 110\ include the United States of America or eny of its agencies, b.Exclusions (!) Exclusion 5. is changed to reud: FOR BODILY INJURY TO Il!AT JNS/JRED'S FELLOW EMPLOYEE WJ-IILll TIIE FELLOW EMPLOYEE IS IN THE COURSE AND SCOPE OF HIS OR HER EMPLOY­MENT; (2) Exclusion 7. is changed lo read: WTIJLE MAINTAINING OR USlNG A VEI-OCLE TN CONNECTION WITH THAT lNSURED'S EMPLOYMENT IN OR ENGAGEMENT OF ANY KIND IN A CAR BUSI­NESS. This exclusion does not apply to: a. yor,; or 6030GF Page I of3 C, Cop)1·ight, State farm Murual Automobile lmmrance Company, '201 S OOOl'iO� •·J.S b, any of your asenls, em• 3. MEDICAL PAYMENTS COVERAGE ployee9, or busme9s part-a. Additlonnl Definitions ners while maintaining or using your car, o 1tewly acquired car, a temporary subslilute car, or a lraili'r owned by you; (3) The following exclusion is added: THERE JS NO COVERAGE FOR AN INSURED FOR DAMAGES RESULTING FROM: I.THE HANDLING OF PROPERTY BEFORE IT lS MOVED FROM THEPLACh WliERE IT ISi\CCE.P'lED DY THE IN­SURED FOR MOVE­MENT INTO OR ONTO A Vfill!CLE FOR WHICH TIJE JNSUIIED IS PRO­VIDED LIADILJTY COV­ERAGE BY THIS POLICY; 2. THE HANDLING OF PROPERTY AFTER IT JS MOV£0 f'ROM THE VEIIICLE DESCRIBED IN I. ABOVE TO Tiffi PLACE WHERE IT IS Fl· NALLY OELlVEREO BY THE INSURED; OR 3. THE MOVEMENT OF PROPERTY BY MEANS OF A MECHANICAL DEVICE, OTHER THAN A HAND TRUCK, THAI IS NOT ATTACI-ffiD TO TIIE VEI-IICLE DE­SCRIBED IN I. ABOVE. Insured is changed lo read: Insured means any penwn while occupying: l. your car; 2. a newly acquired car, 3. a temporary sub.itilule car; or 4. a rrai.k, while attached to a car described in 1., 2., o.r3. above. Such vehicle must be used within the scope of your consent. b. Exclusions (l) Exclusion I. is deleted. (2) Exclusion 4. Is changed to read: TI !ERE IS NO COVERAGE FOR AN INSURED WIIO IS OCCUPYING A VfililCLE WHILEIT IS: a. MADE AVAl.L.i\13LE; OR b. BEING USED TO CARRY PERSONS FOR A CHARGE; (3) Exclusion S. is changed to rc•d: Wl-llLE MAINTAINING OR USING I\ VEI-IlCLE IN CONNECTION WITH THAT INSURl:.'D'S llMPLOYMENT IN OR ENGAGEMENT OF AfN KIND IN A CAR BUSI­NESS. This exclusion does not ttpply to any of your: a. agents; b. employees; or c. business partners while maintaining or using your car, a newly acquired car, n 6030GF Pagc2 of3 0, Copyright. Stotc Fmn Mutual Automobile Insurance Company, 2015 6771BD AMENDMENT OF NONRENEWALAND CANCELLATION This endorsement is a part of the policy. Except for the changes this endorsement makes, all other provisions of the policy remain the same Rnd apply to this endorsement. CENllRAL TERMS J. Item 8. is changed to read: 8. Nonnmewul If we decide not to renew this poli­cy, then, at least 60 days before the end of the current policy period, we will mail or deliver a nonrencwal nolicc to the mos! recent policy ad­dress that we have on record for thenamed insured who is shown on the Declarations Page. 2. Item 9.b. is changed to read: 9. CttnceUtttion b. How and When We May Cane-el We may cancel U1i, policy by mailing or delivering o written notice to !he most recent policy address !hat we have on record for lhe named insured who is shown on the Ded•rations Page. TI1e notice will provide the date cancellation is cftCCti vc. ( l) If we mail or deliver • can· cellation notice: (a) during the first 59 days following this policy's effective date; (b) because lhe premium is not paid when due� or (c) because offraud, then the date cancellation is cfiective will be at least 10 day8 aOt:r the date we mail or deliver the cancellation notice. Otherwise the date cancel­lation is clrcctivc will be at least 30 days after the date we mail or deliver the can­cellation notice. (2) After this policy hos been in force for more than 59 days, we will not cancel this policy before the end of the current policy period unless: (a) the premium is not paid when due� or (b) U1c cancellation is for any other n:ason al­lowed by California law. 677IDD Pagel of! C, Copyright. State Fam1 Mutual Automobile Insoranoe Company, 2011 OOH<OIO ,.,. 6164DP HIRED CAR LIABILITY COVERAGE This endorsement is a part of tl1e policy. Except for the changes tl1is endorsement makes. nil other provisions of the policy remain tl1c !i.Rmc and apply to this endorsement. I.DEFINITIONS 3. ony of ynur business p.utners; a.Ownetl By is changed to read: 4. any of your executive ollicers; Owtu:d By means: 1. owned by, 2. registered to; or3. leased, if the lease is written for • period of 6 or more consecutive months, to. b. 'fhe following definition is added: Hired Ca.r mcnns, when used under contract on your behalf or loaned to you: 1. a land motor vehicle designed for use primarily on public roads; 2. any type of'trailer or semitrailer dcsi1111ed for use primarily on public roads; nnd 3. mobile equipment designed for use primarily off public roads: a. while used on public roads solely for locomotion, if self-propelled and not equipped with crawler• tread s; or b. while being transported on public roads if being towed by or carried on a land mo· tor vehicle designed for uso primarily on public roads and insured with us. Hired Ca, does not include any ve­hicle that is ownetl by: I. you; 2. any of your employees; or 5. any person who resides primar­ily with a person described in l., 2.9 3 .• or 4. im mediately preceding. 2.LIABILITY COVERAGE a. Additional Definition Insure,l is changed to read: /trsured means: 1. you for the mainlenance or use of a /,ired car, 2. any person while using a hired car. The hired c<1r must be used with your pcnnission, ex• flT'CSS or implied, and within the scope of that pennission; and 3. ony other person or or­ganization vicariously liable for the use of a hired car by an i11-.m,ed as defined in 1. or 2. above, but only for such vicari­ous liahility. Tn.(ured docs not include: I. the owner of a hi.red car� 2. any other person or or• ganizntion, including its agents or employees, who rents, leases, or loans the !tired car to you or any person or organization for use on your behalf; or 3. the United States of Amcrict1 or any of its agencies. Pago l of2 C, Copyright, State Farm Mun1a.l Automobile Jnsuranco Company, 2015 6164DP Statcomm Inc for Fire Suppression Testing and Maintenance at Various City Facilities Final Audit Report 2022-02-28 Created:2022-02-04 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAr4Eq1uJll9ZK7FZOKKX6_Cy4Tvgkp8Wp "Statcomm Inc for Fire Suppression Testing and Maintenance at Various City Facilities" History Document created by City of Cupertino (webmaster@cupertino.org) 2022-02-04 - 6:09:34 PM GMT- IP address: 35.229.54.2 Document emailed to Julia Kinst (juliak@cupertino.org) for approval 2022-02-04 - 6:12:05 PM GMT Document approved by Julia Kinst (juliak@cupertino.org) Approval Date: 2022-02-04 - 6:12:38 PM GMT - Time Source: server- IP address: 216.198.111.214 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2022-02-04 - 6:12:43 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2022-02-07 - 3:50:21 PM GMT - Time Source: server- IP address: 73.170.27.253 Document emailed to Wm. R. Wood (bwood@statcomm.com) for signature 2022-02-07 - 3:50:27 PM GMT Document shared with Ken Tanase (kent@cupertino.org) 2022-02-08 - 4:45:29 PM GMT- IP address: 216.198.111.214 Email viewed by Wm. R. Wood (bwood@statcomm.com) 2022-02-13 - 6:23:50 PM GMT- IP address: 3.101.152.15 Email viewed by Wm. R. Wood (bwood@statcomm.com) 2022-02-27 - 9:48:30 PM GMT- IP address: 13.52.61.199 Document e-signed by Wm. R. Wood (bwood@statcomm.com) Signature Date: 2022-02-27 - 11:50:03 PM GMT - Time Source: server- IP address: 71.6.126.42 Document emailed to Christopher D. Jensen (christopherj@cupertino.org) for signature 2022-02-27 - 11:50:08 PM GMT Email viewed by Christopher D. Jensen (christopherj@cupertino.org) 2022-02-28 - 0:50:28 AM GMT- IP address: 172.225.89.111 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2022-02-28 - 0:51:06 AM GMT - Time Source: server- IP address: 136.24.42.212 Document emailed to Jimmy Tan, P.E. (jimmyt@cupertino.org) for signature 2022-02-28 - 0:51:11 AM GMT Email viewed by Jimmy Tan, P.E. (jimmyt@cupertino.org) 2022-02-28 - 7:43:59 AM GMT- IP address: 172.226.7.35 City of Cupertino (webmaster@cupertino.org) replaced signer Jimmy Tan, P.E. (jimmyt@cupertino.org) with Chad Mosley (chadm@cupertino.org) 2022-02-28 - 7:52:41 PM GMT- IP address: 216.198.111.214 Document emailed to Chad Mosley (chadm@cupertino.org) for signature 2022-02-28 - 7:52:42 PM GMT Email viewed by Chad Mosley (chadm@cupertino.org) 2022-02-28 - 8:07:30 PM GMT- IP address: 104.47.74.126 Document e-signed by Chad Mosley (chadm@cupertino.org) Signature Date: 2022-02-28 - 8:07:55 PM GMT - Time Source: server- IP address: 69.215.151.175 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2022-02-28 - 8:07:57 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2022-02-28 - 8:10:03 PM GMT- IP address: 104.47.73.254 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2022-02-28 - 8:10:11 PM GMT - Time Source: server- IP address: 69.110.137.176 Agreement completed. 2022-02-28 - 8:10:11 PM GMT