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22-041 Applied Development Economics Inc. for Economic Development Strategy Data ConsultantEconomic Development Strategy Data Consultant Page 1 of 9 Professional/Consulting Contracts /Version: October 2021 PROFESSIONAL/CONSULTING SERVICES AGREEMENT 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Applied Development Economics, Inc. (“Contractor”), a Corporation for Economic Development Strategy Data Consultant, 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 any applicable local, State, or Federal order regarding COVID-19. 3. TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on June 30, 2022 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by June 30, 2022. 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 $30,000.00 (“Contract Price”), based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City. 4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty (30) days of completion of Services, Contractor must submit a requisition for final and complete payment of costs and pending Economic Development Strategy Data Consultant Page 2 of 9 Professional/Consulting Contracts /Version: October 2021 claims for City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker’s compensation, or other benefits from the City. 5.2 Contractor’s Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 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. 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. Economic Development Strategy Data Consultant Page 3 of 9 Professional/Consulting Contracts /Version: October 2021 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 to City for review and audit. The records and supporting documents must be kept s eparate from other records and must be maintained for four (4) years from the date of City’s final payment. Contractor acknowledges that certain documents generated or received by Contractor in connection with the performance of this Agreement, including but not limited to correspondence between Contractor and any third party, are public records under the California Public Records Economic Development Strategy Data Consultant Page 4 of 9 Professional/Consulting Contracts /Version: October 2021 Act, California Government Code section 6250 et seq. Contractor shall comply with all laws regarding the retention of public records and shall make such records available to the City upon request by the City, or in such manner as the City reasonably directs that such records be provided. 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 public ity, including flyers, press releases, posters, brochures, public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and consultants (“Indemnitees”), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes of action, demands, charges, losses, costs, and expenses (including attorney fees, legal costs, and expenses related to litigation and dispute resolution proceedings) of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations, representations, or warranties; (b) Negligent or willful acts or omissions committed during performance of the Services; (c) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; (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. 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 Economic Development Strategy Data Consultant Page 5 of 9 Professional/Consulting Contracts /Version: October 2021 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. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. Economic Development Strategy Data Consultant Page 6 of 9 Professional/Consulting Contracts /Version: October 2021 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 Co de 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 Katy Nomura 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 Peter Cheng 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 Economic Development Strategy Data Consultant Page 7 of 9 Professional/Consulting Contracts /Version: October 2021 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 force and effect to the extent allowed by such ruling. All other terms and provisions of this Economic Development Strategy Data Consultant Page 8 of 9 Professional/Consulting Contracts /Version: October 2021 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 Office of the City Manager 10300 Torre Ave. Cupertino, CA 95014 Attention: Katy Nomura Email: KatyN@cupertino.org To Contractor: Applied Development Economics, Inc. 3527 Mt. Diablo Blvd., #248 Lafayette, CA 94549 Attention: Peter Cheng Email: pcheng@adeusa.com 27. 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. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CITY OF CUPERTINO CONTRACTOR A Municipal Corporation By By Name Name Title Title Date Date Douglas H. Svensson President Douglas H. Svensson Mar 30, 2022 Jim Throop City Manager Jim Throop Mar 30, 2022 Economic Development Strategy Data Consultant Page 9 of 9 Professional/Consulting Contracts /Version: October 2021 APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Christopher D. Jensen Mar 30, 2022 Exhibit A SCOPE OF WORK Task 1: Kick-off Meeting and Data Overview (March 15 through March 31) The ADE team will kick off the project by meeting with City staff to review the study objectives and priorities, and begin the data collection and identification of key stakeholders. In addition to collecting documents and background studies for the most recent general plan and economic development strategic plan, ADE will also request access to the City’s confidential sales tax data, business license data, GIS data, internally produced economic studies, and other policy documents and information will help inform strategic planning process. ADE will also discuss whether City policy has any identified opportunity sites, and what uses those policies anticipate for those sites. In addition, the project team will request contact information on stakeholders and other interested parties for the focus groups and other communications. As appropriate, ADE will request email introductions to initiate outreach. ADE will review the previously completed general plan and strategic plan, and consult the subscription-based data application JobsEQ, in order to expand economic background findings to a greater level of detail. This would include employment and occupational data, wages, market demand, and projected growth. Task 2: Economic Data Analysis (March 15 through April 29) To inform the economic development strategic planning process and support the expected collaborative work ahead, ADE will produce a series of technical analyses relevant to that process. Economic Base Analysis and Projections As it has throughout its modern history, the Silicon Valley region has rapidly evolved over the past decade, as business activity and wealth creation have seen tremendous growth during this period. While technology-based companies have driven the region’s prosperity, the regional economy has a variety of other business activity that draws from a diverse labor force. Understanding the nature of these local employers and the dynamics of their relationships with other businesses, both locally and regionally, is crucial to identifying the path forward for Cupertino through the strategic plan. This task will help provide the context for the economic development strategic plan in terms of the business development priorities. Economic base analysis reveals an economic region’s basic economic drivers—those industries that, through export, bring wealth into the region. It also identifies which support industries have trade relationships with these economic drivers through sales of specialized supplies and services. The analysis will begin with identifying the local and regional economic drivers, those businesses that are the primary source of job growth and wealth in the community. Identifying these economic drivers works on the underlying assumption that the most important sources of economic opportunity begin with the existing business base and the types of new relationships and opportunities that can form through expansion of this base. Based on this analysis, ADE will define export-oriented, related specialized suppliers, and local-serving industries. ADE will conduct a regional trends analysis based on employment growth, industry concentration, and income trends. The regional trends analysis will reveal potential directions for the overall economy, and provide a basis for estimating potential job growth in the City and region. ADE will examine the regional economy to provide a clear and quantifiable profile of Cupertino’s role in the context of the Silicon Valley region. The trends will be distilled down to the city level, and include comparisons between Cupertino and other comparable cities. The economic trends analysis will identify potential industries that are well represented elsewhere, but not necessarily in Cupertino. The base analysis will allow ADE to analyze the market demand for commercial and industrial uses, and estimate the city’s capacity to capture its share of growth. ADE will create an economic profile of Cupertino that compares the economic strengths in terms of industry employment size, concentration and growth, and how these indicators have changed over time. The analyses for this task are structured to provide the full accounting of local and regional economic trends, providing key findings necessary to form economic development policies and strategies. The economic base analysis findings will include projections of future employment growth in Cupertino and Silicon Valley region using the five- and ten-year projections from JobsEQ, and at the county and metropolitan level from California EDD. The future employment trends will serve as the basis for estimating the anticipated building square footage demand by land use category. This will be compared with commercial and industrial vacancy trends, as identified in commercial brokerage reports. Workforce Characteristics Using data from the American Community Survey and JobsEQ, ADE will identify the labor force characteristics and occupational staffing patterns in Cupertino. This task will identify the extent to which the labor force for the local residents compares to the occupational needs of its businesses. The findings will include measures such as educational attainment, race/ethnicity, wage rates and household income. In addition, ADE will project the occupational growth, based on the five- and ten-year employment projections from JobsEQ. ADE will also review the existing general plan reports to identify how much residential growth Cupertino is currently planning over the next decade or more. Sales Tax Analysis In order to identify sources of revenue generation for the City, ADE will request access to Cupertino’s sales tax records. This will allow for a detailed examination of which business categories account for taxable sales in Cupertino. If available, the data could also allow for more detailed examination of retail trends at the neighborhood center and district level, in order to better assess the tradeoffs that would accompany different types of growth for any identified opportunity areas. While this type of analysis would normally track with retail store sales, Cupertino also has a large presence of non-retail businesses that can potentially serve as points-of-sale for taxable business-to-business transactions. Using the sales tax data, ADE will look at specific categorical trends to identify how expansion for different types of non-retail businesses might impact taxable sales. Business License Review ADE will request access to the business license data from the City of Cupertino and use the available information to come up with a distribution of the types of businesses represented within the city. Depending on the type of data tracked by the business licenses, ADE will use the information to identify patterns regarding establishment size, industry category, location, and/or business closures. If available, ADE will review the businesses that have not renewed their licenses, and use that information to analyze any identifiable patterns for businesses that have closed or started up since the start of the COVID-19 pandemic. Retail Market Analysis ADE will review any previously completed retail market studies to gain an initial understanding of the local-serving business base. In order to provide greater detail on store types at a more granular level, ADE will further analyze Cupertino’s retail market so that the store category detail might be more useful for identifying any underserved retail markets. To analyze commercial market opportunities, ADE utilizes a proprietary retail demand model that can identify and quantify household spending in over 30 different retail store categories and over 50 product groupings. The model can also identify household spending for entertainment, personal and professional services. ADE’s proprietary retail model is unique in that, in calculating household consumer spending, ADE tracks spending by household income. Households in different income brackets exhibit different spending patterns for the same retail goods, and ADE’s retail modeling captures this differentiation. This approach does not underestimate spending for lower income households, and does not over project spending by higher income households. In addition, ADE will also project how future demand potentially changes with the growth of e- commerce. The sales data would come from the City’s sales tax records. Because the industry data analysis already proposes a detailed analysis of taxable business revenues in Cupertino, the results from that analysis can readily be used for the more detailed retail analysis. ADE’s retail demand model also applies a data adjustment that estimates nontaxable sales on items such as groceries and prescription drugs. Task 3: Post-Pandemic Trends (March 15 through May 16) The COVID-19 pandemic created a once-in-a-generation economic disruption that continues to impact broad swaths of the global economy, and create unevenly distributed impacts on local communities. In order to understand how these disruptions have impacted Cupertino, ADE will review the quarterly employment data at the city level to see how the economic recovery has played out for different sectors. In addition, ADE will conduct a literature review to see how the pandemic has impacted demand for building space with the growth of remote work, and the greater demand for interpersonal distancing. This will also include a review of e-commerce trends to see whether the large uptick in e-commerce demand at the beginning of the pandemic has begun to reverse itself as brick-and- mortar retail stores reopened. ADE will also review how broader public policies have evolved in response to the pandemic, and how individual cities have responded to business needs as the initial shock of the pandemic waned. Task 4: Stakeholder Focus Groups (April 25 through May 6) ADE will conduct three focus groups in venues of the City’s choosing, and ask for the City’s assistance in identifying and contacting business owners, stakeholders, property owners, and other interested parties. These focus groups will have a business orientation, and we anticipate generally organizing the focus groups around the following themes: Globally-focused businesses: This would include businesses that participate in the broader Silicon Valley economy, and bring net wealth into Cupertino by serving regional, national, and global markets. Their needs from the City will focus on how Cupertino can best address their location and competitive needs. Local-serving needs: This would include businesses that serve the local consumer base. These businesses would primarily include retailers, local service providers, and hospitality sectors. The focus group would address market challenges, opportunities, and economic development initiatives that would help these businesses better operate in Cupertino. Participants in this focus group can also include local residents. Project development and real estate: This focus group would look at the commercial real estate trends, and how Cupertino can best position itself in light of regional trends. This would also include discussion on how the site selection needs of business might have changed as an outcome of the pandemic, and how much of the current trends might be temporary and which ones might more lasting. Task 5: Strengths, Weaknesses, Opportunities, and Threats (SWOT) Analysis (April 25 through May 20) Achieving long term economic vitality and prosperity depends on a community’s ability to create an optimal and sustainable business and economic climate as well as a strong quality of life. This task utilizes all of the information gained from the technical studies for this task and the stakeholder outreach in the prior tasks order to identify and rank the significant findings, with an eye towards how this information will help support the strategic planning process. The SWOT analysis will have both external and internal factors. The external factors include the broader industry trends and economic factors. This also includes the needs of businesses and specific industry sectors. Generally, these factors are not influenced by City actions. The internal factors look at the assets and liabilities at a more local level, and addresses actions that the City can take to improve the business climate, capitalize on specific characteristics that can make the community attractive to a business start-up, and ensuring that potential obstacles within the City’s control are addressed. Anticipated Completion Date: contingent on timing of stakeholder focus groups Task 6: Summary Analysis (May 20 through June 15) ADE will collect the findings for all of the studies, and provide a background report that can directly feed into the strategic planning process. The report will include appendix tables, as well as data sources and the raw data files used to generate the findings. Exhibit B SCHEDULE OF PERFORMANCE Task Timeline/Completion Date Task 1: Project Kickoff and Data Overview 3/15/22 – 3/31/22 Task 2: Economic Data Analysis 3/15/22 – 4/29/22 Task 3: Post-Pandemic Trends 3/15/22 – 5/16/22 Task 4: Stakeholder Focus Groups 4/25/22 – 5/6/22 Task 5: SWOT Analysis 4/25/22 – 5/20/22 Task 6: Summary Analysis 5/20/22 – 6/15/22 Exhibit C COMPENSATION ADE proposes to complete the proposed Scope of Work for a fee not-to-exceed $30,000. This includes the subscription cost for a three-month license to use the JobsEQ application. The budget includes cost for professional staff and project expenses. The table below shows the staffing and budget by task. Svensson Cheng Production Task $200.00 $150.00 $85.00 Expenses Total Project Administration 4 0 0 $0 $800 Task 1: Project Kickoff and Data Overview 0 8 0 $3,000 $4,200 Task 2: Economic Data Analysis 0 96 0 $0 $14,400 Task 3: Post-Pandemic Trends 0 20 0 $0 $3,000 Task 4: Stakeholder Focus Groups 12 0 0 $0 $2,400 Task 5: SWOT Analysis 4 20 0 $0 $3,800 Task 6: Summary Analysis 0 4 8 $120 $1,400 Total 20 148 8 $3,120 $30,000 Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 1 Form Updated Jan. 2022 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 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 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 claim, $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 Jan. 2022 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. Economic Development Strategy Data Consultant Final Audit Report 2022-03-30 Created:2022-03-29 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAeyeNoxPqWPexlFfIjnpWo9T9oGAgVeUk "Economic Development Strategy Data Consultant" History Document created by City of Cupertino (webmaster@cupertino.org) 2022-03-29 - 6:35:36 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2022-03-29 - 6:38:52 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2022-03-29 - 6:43:30 PM GMT - Time Source: server- IP address: 73.170.27.253 Document emailed to Christopher D. Jensen (christopherj@cupertino.org) for signature 2022-03-29 - 6:43:32 PM GMT Email viewed by Christopher D. Jensen (christopherj@cupertino.org) 2022-03-29 - 6:44:18 PM GMT- IP address: 104.47.73.254 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2022-03-29 - 6:44:38 PM GMT - Time Source: server- IP address: 136.24.42.212 Document emailed to Douglas H. Svensson (dsvensson@adeusa.com) for signature 2022-03-29 - 6:44:40 PM GMT Email viewed by Douglas H. Svensson (dsvensson@adeusa.com) 2022-03-29 - 6:52:04 PM GMT- IP address: 104.28.85.133 Document e-signed by Douglas H. Svensson (dsvensson@adeusa.com) Signature Date: 2022-03-30 - 5:39:41 PM GMT - Time Source: server- IP address: 69.181.139.14 Document emailed to Jim Throop (jimt@cupertino.org) for signature 2022-03-30 - 5:39:44 PM GMT Email viewed by Jim Throop (jimt@cupertino.org) 2022-03-30 - 5:54:37 PM GMT- IP address: 104.47.73.254 Document e-signed by Jim Throop (jimt@cupertino.org) Signature Date: 2022-03-30 - 5:56:16 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2022-03-30 - 5:56:18 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2022-03-30 - 6:00:49 PM GMT- IP address: 104.47.74.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2022-03-30 - 6:00:57 PM GMT - Time Source: server- IP address: 69.110.137.176 Agreement completed. 2022-03-30 - 6:00:57 PM GMT