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22-123 Grassroots Ecology for Stevens Creek Water Quality Monitoring & Pollution Prevention Education
Stevens Creek Water Quality Monitoring & Pollution Prevention Education 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 Grassroots Ecology (“Contractor”), a Non-Profit for Stevens Creek Water Quality Monitoring & Pollution Prevention Education, 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 August 31, 2023 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by August 31, 2023. 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 $15,080.00 (“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 Stevens Creek Water Quality Monitoring & Pollution Prevention Education Page 2 of 9 Professional/Consulting Contracts /Version: October 2021 Services, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker’s compensation, or other benefits from the City. 5.2 Contractor’s Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 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 remit 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 Stevens Creek Water Quality Monitoring & Pollution Prevention Education Page 3 of 9 Professional/Consulting Contracts /Version: October 2021 all City information provided by City to Contractor and use it only to perform this Agreement. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium (collectively, “Work Product”), prepared by Contractor in connection with this Agreement will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement, to the extent requested by City. In any case, no Work Product shall be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all Work Product arising out of this Agreement is considered “works for hire” and all copyrights to the Work Product will be the property of City. Alternatively, Contractor assigns to City all Work Product copyrights. Contractor may use copies of the Work Product for promotion only with City’s written approval. 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-contractors prepared or created under this Agreement, to execute or implement any of the following: (a) The original Services for which Contractor was hired; (b) Completion of the original Services by others; (c) Subsequent additions to the original Services; and/or (d) Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides, except for one single-sided original. 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed information of Contractor’s performance, benchmarks and deliverables, which must be available 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 Act, California Government Code section 6250 et seq. Contractor shall comply with all laws Stevens Creek Water Quality Monitoring & Pollution Prevention Education Page 4 of 9 Professional/Consulting Contracts /Version: October 2021 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 A greement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity is considered an assignment of the Agreement and subject to City approval, which shall not be unreasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity. 10. PUBLICITY / SIGNS Any publicity generated by Contractor for the project under this Agreement, during the term of this Agreement and for one year thereafter, will reference the City’s contributions in making the project possible. The words “City of Cupertino” will be displayed in all pieces of publicity, including flyers, press releases, posters, brochures, public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and consultants (“Indemnitees”), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions , causes of action, demands, charges, losses, costs, and expenses (including attorney fees, legal costs, and expenses related to litigation and dispute resolution proceedings) of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations, representations, or warranties; (b) Negligent or willful acts or omissions committed during performance of the Services; (c) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; (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 Stevens Creek Water Quality Monitoring & Pollution Prevention Education 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. Stevens Creek Water Quality Monitoring & Pollution Prevention Education 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 thi s 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 Tit le 2 of the California Code of Regulations. Contractor agrees to abide by the City’s rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or terminating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager. The City assigns Ursula Syrova 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 Alex Von Feldt 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 Man ager 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 Stevens Creek Water Quality Monitoring & Pollution Prevention Education 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 Stevens Creek Water Quality Monitoring & Pollution Prevention Education 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: Ursula Syrova Email: ursulas@cupertino.org To Contractor: Grassroots Ecology 3921 E Bayshore Rd. Palo Alto, CA 94303 Attention: Alex Von Feldt Email: alex@grassrootsecology.org 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 Alexandra Von Feldt Executive Director Aug 16, 2022 Ursula Syrova (she/her) Environmental Programs Manager Aug 18, 2022 Stevens Creek Water Quality Monitoring & Pollution Prevention Education 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 Aug 25, 2022 Proposed Scope forStevens Creek Water Quality Monitoring and Pollution Prevention Education Project FY2022-2023 Prepared for the City of Cupertino June 2022 Organization Overview The mission of Grassroots Ecology is to engage and educate the public to restore local ecosystems. Our volunteer and educational programs involve more than thousands of people annually across Silicon Valley - with a special emphasis on youth and young adults. Together we restore native plants to open spaces and neighborhoods, steward creeks and watersheds, and engage in nature education in the classroom and in the field. Our restoration sites include county and city open spaces, urban parks, and creek corridors spanning nine watersheds from the foothills to the baylands. Grassroots Ecology has provided Community Science opportunities and watershed education along Stevens Creek since 2004, as part of a broader Community Science program, which engages the community to steward 5 watersheds of the San Francisco Peninsula and South Bay through regular monitoring of water chemistry data and benthic macroinvertebrate biodiversity. Historically we have involved scores of volunteers at drop in events, but as a result of the COVID situation have modified our programs to focus on dedicated cohorts of high school and community college students. While the numbers of people engaged are less than what they have been, we’ve observed better quality of the Community Science data gathering and higher retention and adoption of pollution prevention topics. Need In the heart of Silicon Valley, Stevens Creek provides habitat to a diversity of wildlife including birds, mammals, amphibians, insects, and fish—including the endangered steelhead trout. On its roughly 20-mile trip from the foothills to the bay, Stevens Creek flows through four major cities including parks and open spaces, residential neighborhoods, major roads and highways, and global tech companies—draining nearly 30 square miles of wild and urban lands. Given its proximity to the urban/suburban environment, human impacts on water quality and creek health are many including: ●Non-point source pollutants like trash, pet waste, pesticides, and other chemical run-off from roads and residential areas ●Fish barriers, including a major dam at the Stevens Creek Reservoir ●Increased fine sediment loads in the water from decreasing spawning habitat for steelhead trout ●Anoxic water released from dam causing concern for toxic mercury bioaccumulation in wildlife ●Climate change impacts, which include increased frequency and severity of storm events, drought, and warming temperatures The project uses a community-inclusive science-based approach to monitor, understand, and reduce the ongoing negative human impacts on the Stevens Creek watershed. Though regional and county EXHIBITS A, B, C - SCOPE OF WORK, SCHEDULE & COMPENSATION collaborative monitoring efforts have occurred for years in order to gain understanding of the health of the Bay and its contributing watersheds, they have occurred annually at most, missing fluctuations in water quality measures throughout the year and limiting how quick or targeted we can be in our response to water quality issues that arise. To increase our understanding of watershed health trends and expedite our response to water quality issues, Grassroots Ecology collects monthly water quality data on local watersheds including Stevens Creek. In 2012 Grassroots Ecology (formerly the Acterra Stewardship Program) became the non-profit overseeing the Stevens and Permanente Creek Watershed Council, adopting the Council’s established creek monitoring program into our Community Science programming and continuing to contribute to their data set going back to 2006—ultimately expanding this model to 5 local watersheds. We are the sole entity conducting regular water quality monitoring and watershed education on these watersheds. Our activities also help cities meet their stormwater permit requirements. Project Overview The proposed project will conduct monthly water quality monitoring of up to 7 Stevens Creek sites–5 of which are in Cupertino–while involving and educating student volunteers in watershed stewardship. Findings will be integrated into a longitudinal data set for Stevens Creek starting in 2004, and shared with the public to inform local stream restoration, pollution prevention, and landscape resilience efforts. Goals: ●Monitor the water quality of Stevens Creek ●Identify and alert local municipalities and community members to potential water quality issues and anomalies including illegal dumping. ●Build the skills, knowledge, and experience of diverse local students so that they continue to act as Community Scientists and Watershed Stewards ●Contribute data to regional and statewide watershed monitoring data repositories including the California Environmental Data Exchange Network (CEDEN) Methods/implementation strategies: ●Grassroots Ecology staff provide training, education, shadowing, and supervision of student volunteers, preparing them to collect physical and chemical water quality data. ●Student volunteers use scientific equipment, including a turbidimeter and YSI probe, to track pH, temperature, specific conductance, dissolved oxygen, turbidity, and nitrates at 7 Stevens Creek sites on a monthly basis. ●Staff conduct pre-monitoring equipment calibration and maintenance as well as post-monitoring data management/quality control to ensure data reliability ●Grassroots Ecology staff share data with local municipalities, Valley Water, CEDEN (California Environmental Data Exchange Network), and the general public through our website, and incorporate relevant findings into our watershed education programs. Measurable outcomes: ●40 student volunteers receive training, education, and hands-on experience in water quality monitoring and creek science ●7 Stevens Creek sites monitored for 5 water quality parameters ●12 monthly data postings to Grassroots Ecology website/CEDEN database Grassroots Ecology staff has leveraged the Tableau Public platform to share data with the public. Not only does it provide transparency to residents, it can serve as a valuable dataset for students and academic research. Stevens Creek water quality data visualized on Tableau Public: https://public.tableau.com/views/StevensCreekWQM_16058925996260/StevensCreekWaterQualityMonit oring?:language=en&:display_count=y&:origin=viz_share_link Team ●Shelley Pneh Ecologist II will create the standards and train the Grassroots Ecology staff on data collection protocols, equipment calibration and maintenance, and data collection. Shelley will also conduct quality control on the data and train staff on data entry processes. ●Stephanie Saffouri Project Lead will coordinate the events and provide training, education, and supervision of student volunteers and Watershed Steward Project corpsmembers. She will also oversee the equipment calibration, data collection and data publishing. ●Watershed Steward Project corpsmembers (AmeriCorps) will assist with the volunteer events and conduct monitoring as well. They will enter the data into the Grassroots Ecology/CEDEN database. Budget The annual cost for this scope of work would be $15,080. Task units unit cost total cost Outreach to student volunteers 30 $60 $1,800 Provide educational training 36 $60 $2,160 Calibrate equipment 12 $60 $720 Conduct monthly water quality monitoring events 12 $500 $6,000 Record data in CEDEN 24 $50 $1,200 Update Public Tableau website 24 $50 $1,200 Chemicals and supplies $2,000 Total $15,080 1 EXHIBIT D INSURANCE REQUIREMENTS For Services and Activities Involving Children Contractor shall procure and maintain for the duration of the contract 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 and the results of that work by the Contractor, his 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, including property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. 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. Sexual Abuse/ Molestation insurance or the equivalent are required for contracts involving children in after school activities, recreational programs, athletics, studies, transportation of students. Covers potential claims of abuse or child molestation. Sexual Abuse/Molestation coverage must be included under General Liability or obtained in separate policies in an amount of not less than $1,000,000 per occurrence ($2,000,000 aggregate) and $3,000,000 excess/umbrella coverage. 3. Automobile Liability: ISO Form Number CA 0001 covering Code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limits no less than $1,000,000 per accident for bodily injury and property damage. (Note – required only if auto is used in performance of work; otherwise proof of personal auto liability policy may suffice) 2 4. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if Contractor provides written verification it has no employees). If the 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 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 Contract, the Contractor’s insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of Contractor’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 Contractor grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Self-Insured Retentions City may approve self-insured retentions and require proof of Contractor’s ability to pay losses and related investigations, claim administration and defense expenses within the retention. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. 3 Acceptability of Insurers Insurers must be acceptable to City and licensed to do business in California, and each insurer must have an AM 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 acceptable original 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 to City prior to commencing the Services. City retains the right to demand verification of compliance at any time during the Contract. 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. Insurance coverage shall not limit Contractor’s duties to indemnify, defend and hold City harmless. City reserves the right to modify these requirements based on the nature of the risk, prior experience, insurer, coverage or other special circumstances. 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 8/9/2022 (212) 375-3000 (888) 389-8061 16691 Grassroots Ecology 3921 East Bayshore Road Ste. 202 Palo Alto, CA 94303 26832 39152 A 1,000,000 X PAC2619893 05 7/1/2022 7/1/2023 100,000 5,000 1,000,000 3,000,000 3,000,000 1,000,000A CAP 2619894 04 7/1/2022 7/1/2023 2,000,000B UMB 2619895 05 7/1/2022 7/1/2023 C X SATIS0028202 7/1/2022 7/1/2023 1,000,000 1,000,000 1,000,000 A Professional Liabili PAC2619893 05 7/1/2022 Each Occurence 1,000,000 City of Cupertino, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers and contractors are named as Additional Insured with respect to liability arising out of the operations of the named insured. Additional Insured and associated endorsements are only valid if required by written contract. 30 day notice of cancellation applies if required by contract. Waiver of Subrogation Applies. City of Cupertino 10300 Torre Ave. Cupertino, CA 95014 GRASECO-01 MWIL Lamb Insurance Services 1385 Hwy 35 PMB 170 Middletown, NJ 07748 service@lambis.com Great American Insurance Company Great American Alliance Insurance Company Service American Indemnity Company X 7/1/2023 X X X X X X X WORKERS COMPENSAT ION AND EMPL OYERS LIABILI TY INSURANCE POLICY WC 04 03 06 (Ed.4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule.(This agreement applies only to the extent that you per- form work u nder a written contract that r equires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be ____________ % of the California workers' compensation premium otherwise due on such remuneration. Schedul e Person o r Organization Job Description WC 04 03 06 (Ed. 4-84) (The infor mat ion bel ow i s requi red onl y w hen th is endorseme nt is issued subsequent t o prepar ati on of the pol icy.) This endorse ment changes t he policy to which it is at tached and is ef fective on the date issued unless otherwise stat ed. Endorsem ent No.Endors eme nt Ef fect ive Dat e:Policy No. Carrier Name / Code: Policy Effective Date:to Premium $ Insured: DBA: Countersigned by Page of SATIS0028202 Service American Indemnity Company Grassroots Ecology 07/01/2022 07/01/2022 07/01/2023 1 1 See Below Specific Waiver is $200 Flat Charge City of Cupertino 10300 Torre Ave Cupertino, CA 90514 Specific Waiver is $200 Flat Charge CLAIMS MADE SEXUAL MISCONDUCT AND MOLESTATION INSURANCE Form: Tysers SafeGuard 2021 - primary Policy Number: MR224153 Unique Market Reference: B0572MR224153 Renewal of: MR214153 Named Insured: City of Cupertino – Parks and Recreation Department, Public Works Department Principal Address: 10300 Torre Avenue, Cupertino, CA 95014 Policy Period: From: 1st July 2022 To: 1st July 2023 Both dates at 12:01 a.m. Local Time at the Principal Address stated in Item 1. Limit of Liability: a) USD 5,000,000 in the aggregate during the policy period for all claims brought by or on behalf of each victim, and b) USD 5,000,000 in the aggregate during the policy period for all claims brought by or on behalf of all victims and separately: c) USD 75,000 in the aggregate during the policy period for all safeguard costs resulting from all circumstances Such Sub-limit of Liability shall be part of, and not in addition to, the overall Limit of Liability stated in 3.b) above. Retention: USD 35,000 any one Victim Optional Extension Period: 12 months Additional premium of 100% of the annual premium plus applicable taxes, provided no claims and/or circumstances have been reported to the insurance company. In the event any claims and/or circumstances have been reported to the insurance company, the additional premium for the 12 month optional extension period will be determined by the insurance company at the time this Policy is not renewed or replaced by the insurance company Premium: USD 34,650 to be paid within 25 days of attachment Notification pursuant to Clause IX. shall be given to: Beazley Group Attn: Claims Group 30 Batterson Park Road Farmington, CT 06032 claims@beazley.com or Other Notices: To report a circumstance under the Safeguard Additional Coverage, Call +1 844 285 4700 where a service representative will be available 24 hours a day, seven days a week Retroactive Date: 1st July 2018 Pending or Prior Litigation Date: 1st July 2018 Service of Suit: Service of process in any suit shall be made upon: Foley & Lardner LLP, 555 California Street, Suite 1700, San Francisco, CA 94104- Governing Law: New York Conditions: Application Dated: TBA California Surplus Lines Notice 1 - LMA9098B California Complaints Notice - LMA9136A Small Additional or Return Premiums Clause (U.S.A.) – NMA 1168 Nuclear Incident Exclusion Clause-Liability-Direct – NMA 1256 Radioactive Contamination Exclusion Clause-Liability - NMA 1477 War and Terrorism Exclusion – NMA 2918 US Terrorism Risk Insurance Act of 2002 as amended New & Renewal Business Endorsement – LMA5389 Several Liability Notice – LSW1001 Sanctions Limits Clause - LMA 3100 Tysers SafeGuard 2021 - Risk Management Response Solutions Cyber Acts Clarification U.S Classification: Surplus Lines Broker and State filed in: Risk Placement Services, 2850 Golf Road, Rolling Meadows, IL 60008 License Number: 0C66724 State of Filing: California Subject to: 1) Satisfactory second signature on the Renewal App All subjectivities to be received within 7 working days of binding otherwise Underwriters reserve the right to amend terms or cancel ab initio. Brokerage: 17.5% or same net equivalent downwards, plus taxes as applicable Information: Employees – 294 Contractors – 70 Exposure Units – 97,000 Nature of Business – Municipality Cancellation by an Insured may result in a short rate calculation to determine the return premium, subject to 5% minimum earned of the total premium. Underwriting Security: 100% Lloyd’s (Information about Lloyds) Grassroots Ecology for Stevens Creek Water Quality Monitoring & Pollution Prevention Education Final Audit Report 2022-08-25 Created:2022-08-16 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAVpJiOT2Zi3s1aiuEeRdtaY49nzvMzfu9 "Grassroots Ecology for Stevens Creek Water Quality Monitoring & Pollution Prevention Education" History Document created by City of Cupertino (webmaster@cupertino.org) 2022-08-16 - 8:40:30 PM GMT- IP address: 35.229.54.2 Document emailed to Julia Kinst (juliak@cupertino.org) for approval 2022-08-16 - 8:43:10 PM GMT Document approved by Julia Kinst (juliak@cupertino.org) Approval Date: 2022-08-16 - 8:43:56 PM GMT - Time Source: server- IP address: 216.198.111.214 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2022-08-16 - 8:44:01 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2022-08-16 - 11:38:10 PM GMT - Time Source: server- IP address: 73.170.27.253 Document emailed to Alexandra Von Feldt (alex@grassrootsecology.org) for signature 2022-08-16 - 11:38:14 PM GMT Email viewed by Alexandra Von Feldt (alex@grassrootsecology.org) 2022-08-17 - 0:09:47 AM GMT- IP address: 66.249.84.229 Document e-signed by Alexandra Von Feldt (alex@grassrootsecology.org) Signature Date: 2022-08-17 - 0:11:19 AM GMT - Time Source: server- IP address: 98.42.50.164 Document emailed to christopherj@cupertino.org for signature 2022-08-17 - 0:11:24 AM GMT Email viewed by christopherj@cupertino.org 2022-08-17 - 0:14:40 AM GMT- IP address: 104.47.74.126 Signer christopherj@cupertino.org entered name at signing as Christopher D. Jensen 2022-08-17 - 0:14:55 AM GMT- IP address: 64.165.34.3 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2022-08-17 - 0:14:56 AM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Ursula Syrova (she/her) (ursulas@cupertino.org) for signature 2022-08-17 - 0:15:01 AM GMT Email viewed by Ursula Syrova (she/her) (ursulas@cupertino.org) 2022-08-18 - 5:47:02 PM GMT- IP address: 104.28.124.99 Document e-signed by Ursula Syrova (she/her) (ursulas@cupertino.org) Signature Date: 2022-08-18 - 8:03:44 PM GMT - Time Source: server- IP address: 98.45.194.50 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2022-08-18 - 8:03:48 PM GMT City of Cupertino (webmaster@cupertino.org) added Lauren Sapudar (LaurenS@cupertino.org) as an alternate for Kirsten Squarcia (kirstens@cupertino.org) 2022-08-23 - 11:06:18 PM GMT- IP address: 64.165.34.3 Document emailed to Lauren Sapudar (LaurenS@cupertino.org) for signature 2022-08-23 - 11:06:19 PM GMT Email viewed by Lauren Sapudar (LaurenS@cupertino.org) 2022-08-23 - 11:10:07 PM GMT- IP address: 104.47.74.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2022-08-25 - 3:41:43 PM GMT - Time Source: server- IP address: 69.110.137.176 Agreement completed. 2022-08-25 - 3:41:43 PM GMT