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22-145 LSA Associates for Apple Park CEQA Preparation
Apple Park CEQA Preparation 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 LSA Associates, Inc., (“Contractor”), a Corporation for Apple Park CEQA Preparation, 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, 2023 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by June 30, 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 $9,700.00 (“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 Apple Park CEQA Preparation 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, p ersonal 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 confiden tial 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 Contracto r and use it only to perform this Agreement. Apple Park CEQA Preparation 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 separate 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 Apple Park CEQA Preparation 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 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 Apple Park CEQA Preparation 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. Apple Park CEQA Preparation 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 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 Gian Martire 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 Theresa Wallace 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 Apple Park CEQA Preparation 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 ever y 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 Apple Park CEQA Preparation 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: Gian Martire Email: GianM@cupertino.org To Contractor: LSA Associates, Inc. 20 Executive Park, Ste. 200 Irvine, CA 92614 Attention: Theresa Wallace Email: Theresa.Wallace@lsa.net 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 Mike Trotta Chief Executive Officer/Chair Oct 10, 2022 Benjamin Fu Director of Community Development Oct 11, 2022 Apple Park CEQA Preparation 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 Oct 11, 2022 LSA is a business name of LSA Associates, Inc. CARLSBAD CLOVIS IRVINE LOS ANGELES PALM SPRINGS POINT RICHMOND RIVERSIDE ROSEVILLE SAN LUIS OBISPO 157 Park Place, Pt. Richmond, California 94801 510.236.6810 www.lsa.net September 22, 2022 Gian Martire Senior Planner City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Subject: Proposal to Prepare California Environmental Quality Act (CEQA) Documentation for the Proposed Apple Park Amenity Building Project Dear Gian: LSA is pleased to submit this proposal to prepare an Addendum to the 2013 Environmental Impact Report (2013 EIR) for the Apple Campus 2 Project, pursuant to the California Environmental Quality Act (CEQA). After discussing with City staff and reviewing the project materials, LSA believes an Addendum to the 2013 EIR pursuant to Section 15164 of the CEQA Guidelines is the appropriate CEQA document to evaluate changes to the previously approved project. The City of Cupertino (City) would be the CEQA Lead Agency. The Addendum would evaluate the effects of the proposed changes and would demonstrate that the potential impacts were generally identified, evaluated, and mitigated as part of the 2013 EIR. LSA proposes to prepare a memorandum to support the findings that an Addendum is the appropriate CEQA document for the proposed project. The preparation of the memorandum will be staffed by Theresa Wallace, AICP, Principal in Charge, who will oversee the project and provide quality assurance for all work undertaken, and Matthew Wiswell, AICP, Project Manager, who will manage the project and prepare the analysis. Amy Fischer, Principal/Air Quality Specialist and Cara Carlucci, Associate/Air Quality Specialist, will prepare the air quality and greenhouse gas emissions analysis. PROJECT UNDERSTANDING The 2013 EIR, which was certified on October 15, 2013, analyzed the environmental impacts of development of a new campus for Apple on a 176-acre site bordered generally by East Homestead Road on the north, North Tantau Avenue on the east, Interstate 280 (I-280) and The Hamptons apartments on the south, and North Wolfe Road on the west. The approved Apple Campus 2 project involves demolition of all existing structures within the project site and the construction of 3,420,000 square feet of office, research, and development uses; 245,000 square feet of auditorium, fitness center, and valet parking reception uses; 92,000 square feet of utility plants; and parking and ancillary buildings. 9/22/22 (Z:\01-Proposals\01-Proposals by Year\2022\06 - Point Richmond\COC2201.P Apple Amenity Building\LSA Apple Amenity Building Proposal_REV.docx) 2 The proposed Apple Park Amenity Building Project (proposed project) would result in the construction of an approximately 10,000-square-foot amenity building that would include restrooms, flex spaces, mechanical, electrical, and data rooms that was not included in the overall development program analyzed in the 2013 EIR. The proposed building would be largely located below grade and would require the cut of 14,000 cubic yards of soil. A total of 7,000 cubic yards would be used for fill, and therefore the remaining 7,000 cubic yards would be exported from the project site. The proposed project would also include the removal, storage, and replanting of 42 protected trees. APPROACH Pursuant to CEQA Guidelines Section 15164, an Addendum is permitted when a project (or a project’s circumstances) change, or new information is available, but these conditions result in no new environmental impacts and do no increase the severity of impacts previously identified. Once complete, the decision-making body shall consider an Addendum with the Final EIR prior to making a decision on the proposed project. CEQA Guidelines Section 15168(c)(4) recommends using a written checklist or similar device to confirm that the environmental effects of a subsequent activity were adequately covered in a previous EIR. Based on LSA’s understanding of the proposed project and discussions with City staff, the project appears to meet the above criteria for preparation of an Addendum to the 2013 EIR. The proposed project would consist of modifications to the grading and excavation totals at the project site, but would not result in any changes to the uses or operations at any of the previously approved buildings. The proposed building would accommodate the existing employees and visitors on the project site, and would not result in any new employees or visitors, and therefore would not generate any new vehicle trips. SCOPE OF WORK LSA will prepare a memorandum that summarizes why no new or more severe impacts are anticipated. LSA will prepare a memorandum that evaluates the change in criteria pollutant construction emissions associated with the minor modifications to the proposed Phase 1 component of the Apple Campus 2 Project evaluated in the 2013 EIR. As part of the analysis, LSA will calculate the regional construction emissions associated with the proposed project using the California Emissions Estimator Model (CalEEMod). LSA will compare the findings of the analysis with impacts previously identified in the Final EIR to determine if the project would result in any new or potentially more severe construction-related air quality impacts associated with the excavation and off-haul associated with the proposed modifications.. This scope of services assumes that new impacts, or potentially more severe impacts, would not result from the proposed project beyond those identified in the 2013 EIR. If it is determined that the proposed project would result in previously unidentified impacts or impacts that would be more severe than those previously identified, LSA will coordinate with the City to prepare a scope and budget modification for further environmental review. Exhibit A 9/22/22 (Z:\01-Proposals\01-Proposals by Year\2022\06 - Point Richmond\COC2201.P Apple Amenity Building\LSA Apple Amenity Building Proposal_REV.docx) 3 LSA will provide one digital copy of the Addendum for the City for review and comment. LSA will then revise the Addendum, as necessary, and prepare a final digital version. The Addendum is intended to comprise the final CEQA documentation for the project. ASSUMPTIONS •An Addendum is the appropriate terminal CEQA document for the proposed project. •The City will be responsible for distributing the final memorandum. •The City will be responsible for filing all notices associated with the project. •No paper copies of the Addendum will be required. •If the City determines that attendance by LSA staff at a Planning Commission or City Council hearing on the project is necessary, they will authorize the use of contingency funds. SCHEDULE AND BUDGET LSA anticipates a draft Addendum would be available for the City’s review within four weeks of authorization to proceed. LSA will address one round of comments on the draft addendum and prepare a final Addendum for the City’s use within one week of the receipt of any comments. For completion of the scope of work discussed above, LSA proposes a total budget of $8,700. We have also identified a contingency amount of $1,000 for additional work, such as attendance by LSA staff at a public meeting. The contingency amount would not be used without written authorization from the City. With contingency, the total amount of the contract would be $9,700. As is always the case, we welcome the opportunity to discuss the proposal and determine is any changes need to be made to better meet your needs. We look forward to continuing to work with the City of Cupertino. If you have any questions regarding this proposal, please contact Matthew or Theresa at (510) 236-6810 or by email at Matthew.Wiswell@lsa.net or Theresa.Wallace@lsa.net. Sincerely, LSA Associates, Inc. Theresa Wallace, AICP Principal Matthew Wiswell, AICP Project Manager Exhibits B & C 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. ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD DATE (MM/DD/YYYY) 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 RENTED CLAIMS-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 AGG $JECT OTHER:$ 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 LIMIT $DESCRIPTION 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. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE Lockton Insurance Brokers, LLC 777 S. Figueroa Street, 52nd Fl. CA License #0F15767 Los Angeles CA 90017 (213) 689-0065 LSA Associates, Inc. 20 Executive Park, Suite 200 Irvine CA 92614 LSAAS01 The Continental Insurance Company 35289 National Fire Insurance Co of Hartford 20478 Valley Forge Insurance Company 20508 Tokio Marine Specialty Insurance Company 23850 X X X Cont. Liab. Incl. 1,000,000 1,000,000 15,000 1,000,000 2,000,000 2,000,000 X 1,000,000 XXXXXXX XXXXXXX XXXXXXX Comp./Coll. Ded 1,000 X X X 10,000 5,000,000 5,000,000 XXXXXXX N X 1,000,000 1,000,000 1,000,000 Contractors Pollution & Professional Liab. $2,000,000 occ./$4,000,000 agg. Ded. $50,000 retroactive date: 6/4/1976 B 7015505617 9/30/2022 9/30/2023 B 7015505648 9/30/2022 9/30/2023 D PPK2471137 9/30/2022 9/30/2023 A 7015505620 9/30/2022 9/30/2023 C 7015505603 (CA)9/30/2022 9/30/2023 B 7015505469 (AOS)9/30/2022 9/30/2023 9/30/2023 1492002 Y Y Y Y Y Y Y 10/4/2022 N N 18981216 18981216 XXXXXXX City of Cupertino 10300 Torre Avenue Cupertino CA 95014-0000 RE: COC2201, Apple Campus Amenity Building. The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are included as additional insured as respects to General Liability per attached endorsements. Primary and Non-Contributory Wording applies per attached endorsement. Waiver of Subrogation applies to General Liability and Workers Compensation per attached endorsement. Cancellation provisions apply per the attached. X See Attachments CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I.WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf: A.in the performance of your ongoing operations subject to such written contract; or B.in the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products-completed operations hazard, and only if: 1.the written contract requires you to provide the additional insured such coverage; and 2.this coverage part provides such coverage. II.But if the written contract requires: A.additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 10- 01 edition of CG2037; or B.additional insured coverage with "arising out of" language; or C.additional insured coverage to the greatest extent permissible by law; then paragraph I. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. III. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: A.coverage broader than required by the written contract; or B.a higher limit of insurance than required by the written contract. IV. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A.the rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: 1.the preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and 2.supervisory, inspection, architectural or engineering activities; or B.any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V.Under COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: CNA75079XX (10-16)Policy No:7015505648 Page 1 of 2 Endorsement No:5 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2022 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,withitspermission. Attachment Code: D590974 Master ID: 1492002, Certificate ID: 18981216 CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: 1.primary and non-contributing with other insurance available to the additional insured; or 2.primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above, this insurance will be excess of all other insurance available to the additional insured. VI. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1.give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim; 2.send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 3.make available any other insurance, and tender the defense and indemnity of any claim to any other insurer or self-insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory, this paragraph 3. does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part, provided the contract or agreement: A.is currently in effect or becomes effective during the term of this policy; and B.was executed prior to: 1.the bodily injury or property damage; or 2.the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX (10-16)Policy No:7015505648 Page 2 of 2 Endorsement No:5 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2022 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,withitspermission. Attachment Code: D590974 Master ID: 1492002, Certificate ID: 18981216 CNA PARAMOUNT General Liability Extension Endorsement 3.This Paragraph J. also does not apply: a.to any vendor specifically scheduled as an additional insured by endorsement to this Coverage Part; b.to any of your products for which coverage is excluded by endorsement to this Coverage Part; nor c.if bodily injury or property damage included within the products-completed operations hazard is excluded by endorsement to this Coverage Part. K.Other Person Or Organization Any person or organization who is not an additional insured under Paragraphs A. through J. above. Such additional insured is an Insured solely for bodily injury, property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured’sacts or omissions. The coverage granted by this paragraph does not apply to any person or organization: 1.for bodily injury, property damage, or personal and advertising injury arising out of the rendering or failure to render any professional service; 2.for bodily injury or property damage included within the products-completed operations hazard; nor 3.who is specifically scheduled as an additional insured on another endorsement to this Coverage Part. 2.ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED’S INSURANCE A.The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. B.With respect to persons or organizations that qualify as additional insureds pursuant to paragraph 1.K. of this endorsement, the following sentence is added to the paragraph above: Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3.BODILY INJURY – EXPANDED DEFINITION Under DEFINITIONS the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 4.BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following: A.BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer’s authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B.NOTICE OF OCCURRENCE CNA74879XX (1-15)Policy No:7015505648 Page 5 of 13 Endorsement No:4 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2022 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved.IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,withitspermission. Attachment Code: D590986 Master ID: 1492002, Certificate ID: 18981216 CNA PARAMOUNT General Liability Extension Endorsement not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. D.This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B –Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. 17. PROPERTY DAMAGE – ELEVATORS A.Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B.Solely for the purpose of the coverage provided by this PROPERTY DAMAGE – ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 18. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS – COVERAGES A AND B is amended as follows: A.Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B.Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 19. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured’s Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 20. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the Transfer Of Rights Of Recovery Against Others To Us Condition is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1.the Named Insured’s ongoing operations; or 2.your work included in the products-completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1.is in effect or becomes effective during the term of this Coverage Part; and 2.was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74879XX (1-15)Policy No:7015505648 Page 13 of 13 Endorsement No:4 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2022 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,withitspermission. Attachment Code: D590975 Master ID: 1492002, Certificate ID: 18981216 CNA PARAMOUNT Cancellation / Nonrenewal - California Wherever used in this endorsement: 1) Insurer means "we", "us", "our" or the "Company" as those terms may be defined in the policy; and 2) Named Insured means the first person or entity named on the declarations page; and 3) "Insureds" means all persons or entities afforded coverage under the policy. Any cancellation, nonrenewal or termination provisions in the policy are deleted in their entirety and replaced with the following: CANCELLATION AND NONRENEWAL A.CANCELLATION 1.The Named Insured may cancel the policy at any time. To do so, the Named Insured must return the policy to the Insurer or any of its authorized representatives, indicating the effective date of cancellation; or provide a written notice to the Insurer, stating when the cancellation is to be effective. 2.If the policy has been in effect for less than sixty (60) days and is not a renewal the Insurer may cancel the policy for any reason by mailing or delivering written notice to the Named Insured, at the last mailing address known to the Insurer, and the producer of record. The notice of cancellation will be provided at least sixty (60) days prior to the effective date of cancellation except that in the case of cancellation for nonpayment of premiums the notice will be given no less than ten (10) days prior to the effective date of the cancellation. 3.If the policy has been in effect for more than sixty (60) days or if it is a renewal, effective immediately, the Insurer may not cancel the policy unless such cancellation is based on one or more of the following reasons: a.Nonpayment of premium, including payment due on a prior policy issued by the Insurer and due during the current policy term covering the same risks. b.A judgment by a court or an administrative tribunal that the Named Insured has violated any law of this state or of the United States having as one of its necessary elements an act which materially increases any of the risks insured against. c.Discovery of fraud or material misrepresentation by either of the following: (1) The Named Insured or Insured(s) or a representative of same in obtaining the insurance; or (2) The Named Insured or his or her representative in pursuing a claim under the policy. d.Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by the Named Insured or Insured(s) or a representative of same, which materially increase any of the risks insured against. e.Failure by the Named Insured or Insured(s) or a representative of same to implement reasonable loss control requirements which were agreed to by the Named Insured as a condition of policy issuance or which were conditions precedent to the use by the Insurer of a particular rate or rating plan, if the failure materially increases any of the risks insured against. f.A determination by the commissioner that the loss of, or changes in, the Insurer's reinsurance covering all or part of the risk would threaten the financial integrity or solvency of the Insurer. g.A determination by the commissioner that a continuation of the policy coverage would place the Insurer in violation of the laws of this state or the state of its domicile or that the continuation of coverage would threaten the solvency of the Insurer. h.A change by the Named Insured or Insured(s) or a representative of same in the activities or property of the commercial or industrial enterprise which results in a material added risk, a materially increased risk or a materially changed risk, unless the added, increased, or changed risk is included in the policy. A notice of cancellation will be in writing and will be delivered or mailed to the Named Insured, at the last mailing address known to the Insurer, and the producer of record at least sixty (60) days prior to the effective date of cancellation. Where cancellation is for nonpayment of premium, notice shall be given no less than ten (10) days prior to the effective date of cancellation. CNA62814CA (12-19)Policy No:7015505648 Page 1 of 4 Endorsement No:17 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2022 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. Attachment Code: D590988 Master ID: 1492002, Certificate ID: 18981216 CNA PARAMOUNT Cancellation / Nonrenewal - California 4.The notice will state the actual reason for the cancellation. 5.Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 6.If notice is mailed, proof of mailing will be sufficient proof of notice. B.PREMIUM REFUND If this policy is cancelled, the Insurer will send the Named Insured any premium refund due. If the Insurer cancels the refund will be pro rata. If the Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if the Insurer has not made or offered a refund. C.NONRENEWAL 1.The Insurer can non-renew the policy by giving written notice to the Named Insured, at the last mailing address known to the Insurer, and the producer of record at least sixty (60) days but not more than one hundred twenty (120) days before the expiration date. 2.The notice of nonrenewal will state the actual reason for nonrenewal. 3.If notice is mailed, proof of mailing will be sufficient proof of notice. 4.A notice of nonrenewal will not be required in any of the following situations: a.The transfer of, or renewal of, a policy without change in its terms or conditions or the rate on which the premium is based between insurers that are members of the same insurance group. b.The policy has been extended for ninety (90) days or less, if the notice required has been given prior to the extension. c.The Named Insured has obtained replacement coverage or has agreed, in writing, within sixty (60) days of the termination of the policy, to obtain that coverage. d.The policy is for a period of no more than sixty (60) days and the Named Insured is notified at the time of issuance that it may not be renewed. e.The Named Insured requests a change in the terms or conditions or risks covered by the policy within sixty (60) days prior to the end of the policy period. f.The Insurer has made a written offer to the Named Insured, within the prescribed time period, to renew the policy under changed terms or conditions or at a changed premium rate, where the increase is more than 25%. As used herein, "terms or conditions" includes, but is not limited to, a reduction in limits, elimination of coverages, or an increase in deductibles. 5.In the case of conditional renewal, failure of the Named Insured to satisfy conditions provided by the Insurer for renewal, by the expiration date of the policy or sixty (60) days after mailing or delivery of such notice, whichever is later, the conditional renewal shall be treated as an effective nonrenewal. D.CONDITIONAL RENEWAL 1.If the policy has been in effect for more than sixty (60) days or if the policy is a renewal, effective immediately no increase in premium, reduction in limits, or change in the conditions of coverage shall be effective during the policy period unless based upon one of the following reasons: a.Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards by the Named Insured or Insured(s) which materially increase any of the risks or hazards insured against. b.Failure by the Named Insured or Insured(s) to implement reasonable loss control requirements which were agreed to by the Insured as a condition of policy issuance or which were conditions precedent to the use by the Insurer of a particular rate or rating plan, if the failure materially increases any of the risks insured against. c.A determination by the commissioner that loss of or changes in an insurer's reinsurance covering all or part of the risk covered by the policy would threaten the financial integrity or solvency of the Insurer unless the change in the terms or conditions or rate upon which the premium is based is permitted. CNA62814CA (12-19)Policy No:7015505648 Page 2 of 4 Endorsement No:17 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2022 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. Attachment Code: D590988 Master ID: 1492002, Certificate ID: 18981216 CNA PARAMOUNT Cancellation / Nonrenewal - California d.A change by the Named Insured or Insured(s) in the activities or property of the commercial or industrial enterprise which results in a materially added risk, a materially increased risk, or a materially changed risk, unless the added, increased, or changed risk is included in the policy. 2.A written notice will be mailed or delivered to the Named Insured, at the last mailing address known to the Insurer, and the producer of record at least sixty (60) days prior to the effective date of any increase, reduction or change. 3.The notice will state the effective date of, and the reasons for, the increase, reduction or change 4.If notice is mailed, proof of mailing will be sufficient proof of notice. E.ADDITIONAL PROVISIONS 1.Solely with respect to coverage for real property used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household property contained in a residential unit: a.The Insurer shall not cancel or refuse to renew such coverage existing on the date the Insurer elected to become an associate participating insurer after an offer of earthquake coverage is accepted solely because the insured has accepted that offer of earthquake coverage; and b.The Insurer shall not cancel such coverage unless the policy is properly canceled pursuant to Paragraph A above; and c.The Insurer may not cancel or non-renew this policy solely because the first Named Insured has: (1) Accepted an offer of earthquake coverage; or (2) Cancelled or did not renew a policy issued by the California Earthquake Authority (CEA) that included an earthquake policy premium surcharge. However, the Insurer shall cancel this policy if the first Named Insured has accepted a new or renewal policy issued by the CEA that includes an earthquake policy premium surcharge but fails to pay the earthquake policy premium surcharge authorized by the CEA. d.The following applies only to insurers who are associate participating insurers as established by Cal. Ins. Code Section 10089.16. The Insurer may elect not to renew such coverage after the first Named Insured has accepted an offer of earthquake coverage, if one or more of the following reasons apply: i.The policy is terminated by the Named Insured; ii.The policy is refused renewal on the basis of sound underwriting principles that relate to the coverages provided by the policy and that are consistent with the approved rating plan and related documents filed with the Department of Insurance as required by existing law; iii. The Commissioner of Insurance finds that the exposure to potential losses will threaten the solvency of the Insurer or place the Insurer in a hazardous condition. A hazardous condition includes, but is not limited to, a condition in which the Insurer makes claims payments for losses resulting from an earthquake that occurred within the preceding two years and that required a reduction in policyholder surplus of at least twenty-five percent (25%) for payment of those claims; or iv. The Insurer has lost or experienced a substantial reduction in the availability or scope of reinsurance coverage or a substantial increase in the premium charged for reinsurance coverage for its residential property insurance policies, and the Commissioner of Insurance has approved a plan for the nonrenewals that is fair and equitable, and that is responsive to the changes in the Insurer's reinsurance position. e.If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter, as determined by California Law, the Insurer may not cancel or non-renew this policy for one year, beginning from the date the state of emergency is declared, solely because the dwelling or other structure is located in an area in which a wildfire has occurred. CNA62814CA (12-19)Policy No:7015505648 Page 3 of 4 Endorsement No:17 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2022 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. Attachment Code: D590988 Master ID: 1492002, Certificate ID: 18981216 CNA PARAMOUNT Cancellation / Nonrenewal - California However, the Insurer may cancel or non-renew: (1) When the Named Insured has not paid the premium at any time and the Insurer lets the Named Insured know at least 10 days before the date cancellation takes effect; (2) If willful or grossly negligent acts or omissions by the Named Insured, or his or her representatives, are discovered that materially increase any of the risks insured against; (3) If losses unrelated to the post-disaster loss condition of the property have occurred that would collectively render the risk ineligible for renewal; or (4) If there are physical changes in the property insured against, beyond the catastrophe-damaged condition of the structures and surface landscape, which result in the property becoming uninsurable f.If this policy contains an exclusion barring coverage for the peril of corrosive soil conditions, the Insurer shall not cancel or refuse to renew the policy solely because corrosive soil conditions exist on the location. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA62814CA (12-19)Policy No:7015505648 Page 4 of 4 Endorsement No:17 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2022 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. Attachment Code: D590988 Master ID: 1492002, Certificate ID: 18981216 7015505617Form No: SCA 23 500 D (10-2011) Endorsement Effective Date: Policy No: Endorsement Expiration Date: 9/30/2023 Policy Effective Date: 9/30/2022 Endorsement No: 15; Page: 1 of 5 Policy Page: 66 of 92 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved. Includes copyrighted material of the Insurance Services Office, Inc., used with its permission. Business Auto Policy Policy Endorsement EXTENDED COVERAGE ENDORSEMENT - BA PLUS THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I.LIABILTY COVERAGE A. Who Is An Insured The following is added to SECTION II, Paragraph A.1., Who Is An Insured: 1.a.Any incorporated entity of which the Named Insured owns a majority of the voting stock on the date of inception of this Coverage Form; provided that, b.The insurance afforded by this provision A.1. does not apply to any such entity that is an insured under any other liability policy providing auto coverage. 2.Any organization you newly acquire or form, other than a limited liability company, partnership or joint venture, and over which you maintain majority ownership interest. The insurance afforded by this provision A.2.: a.Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. b.Does not apply to: (1) Bodily injury or property damage caused by an accident that occurred before you acquired or formed the organization; or (2) Any such organization that is an insured under any other liability policy providing auto coverage. 3.Any person or organization that you are obligated to provide Insurance where required by a written contract or agreement is an insured, but only with respect to legal responsibility for acts or omissions of a person for whom Liability Coverage is afforded under this policy. 4.An employee of yours is an insured while operating an auto hired or rented under a contract or agreement in that employee's name, with your permission, while performing duties related to the conduct of your business. Policy, as used in this provision A. Who Is An Insured, includes those policies that were in force on the inception date of this Coverage Form but: 1.Which are no longer in force; or 2.Whose limits have been exhausted. B.Bail Bonds and Loss of Earnings SECTION II, Paragraphs A.2.a.(2) and A.2.a.(4) are revised as follows: 1.In a.(2), the limit for the cost of bail bonds is increased from $2,000 to $5,000, and 2.In a.(4), the limit for the loss of earnings is increased from $250 to $500 a day. C. Fellow Employee SECTION II, Paragraph B.5 does not apply. Attachment Code: D590976 Master ID: 1492002, Certificate ID: 18981216 Form No: CNA71527XX (10-2012) Endorsement Effective Date: 06/03/2021 Policy No: 7015505617 Endorsement Expiration Date:Policy Effective Date: 9/30/2022 Endorsement No: 30; Page: 1 of 1 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved. Business Auto Policy Policy Endorsement ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY It is understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows: SCHEDULE Name of Additional Insured Person Or Organization ANY PERSON OR ORGANIZATION THAT YOU ARE REQUIRED BY WRITTEN CONTRACT OR WRITTEN AGREEMENT TO NAME AS AN ADDITIONAL INSURED. 1.In conformance with paragraph A.1.c. of Who Is An Insured of Section II - LIABILITY COVERAGE, the person or organization scheduled above is an insured under this policy. 2.The insurance afforded to the additional insured under this policy will apply on a primary and non-contributory basis if you have committed it to be so in a written contract or written agreement executed prior to the date of the “accident” for which the additional insured seeks coverage under this policy. All other terms and conditions of the policy remain unchanged This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy. Attachment Code: D590990 Master ID: 1492002, Certificate ID: 18981216 Form No: CA 04 44 10 13 Endorsement Effective Date: Policy No: 7015505617 Endorsement Expiration Date: Policy Effective Date: 9/30/2022 Endorsement No: 17; Page: 1 of 1 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 © Copyright Insurance Services Office, Inc., 2011 Business Auto Policy Policy Endorsement WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: LSA ASSOCIATES, INC. Endorsement Effective Date: 9/30/2022 SCHEDULE Name(s) Of Person(s) Or Organization(s): AS REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. Attachment Code: D591616 Master ID: 1492002, Certificate ID: 18981216 7015505603 (CA)Form No: G-19160-B (11-1997) Endorsement Effective Date: Policy No: Endorsement Expiration Date: 9/30/2023 Policy Effective Date: 9/30/2022 Endorsement No: 2; Page: 1 of 1 Policy Page: 32 of 46 Underwriting Company: National Fire Insurance Company of Hartford, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved. Workers Compensation And Employers Liability Insurance Policy Endorsement BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement changes the policy to which it is attached. It is agreed that Part One - Workers’ Compensation Insurance G. Recovery From Others and Part Two - Employers’ Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 2%. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Attachment Code: D590979 Master ID: 1492002, Certificate ID: 18981216 D. 1. a. b. c. d. e. f. g. h. 2. a. i. ii. b. IV. A. B. 1. a. b. Coverage D - Key Employee Exclusions With respect to Coverage D – Key Employee, this insurance does not apply to any actual or alleged:Death or Disability death or permanent disability of a key employee relating to, or arising out of:nuclear reaction or radiation or radioactive contamination, however caused; sickness or disease, including mental illness or mental injury; pregnancy, childbirth, miscarriage or abortion; suicide, attempted suicide or self inflicted bodily injury, while sane or insane; the key employee’s intoxication, impairment or otherwise being under the influence of alcohol or controlled substances; war, including undeclared or civil war; warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. Other Expenses expenses the Named Insured incurs which the Named Insured would not have incurred if the Named Insured had used all reasonable means to:find a permanent replacement for the key employee; and reduce or discontinue the key employee replacement expense; as soon as possible after the Named Insured’s permanent loss of the services of the key employee caused by a covered accident. additional expenses incurred due to the Named Insured’s loss of the services of a permanent replacement appointed or hired to replace a key employee, however caused. However, this exclusion does not apply if the replacement employee is included in the definition as a key employee and the Named Insured’s loss of the services of the replacement employee is caused by a covered accident. WHO IS AN INSURED The following persons or organizations are Insureds. With respect to Coverage A - Excess Follow Form Liability, the Named Insured and any persons or organizations included as an insured under the provisions of underlying insurance are Insureds, and then only for the same coverage, except for limits of insurance, afforded under such underlying insurance. With respect to the Coverage B - Umbrella Liability:If the Named Insured is designated in the Declarations of this Policy as: an individual, the Named Insured and the Named Insured’s spouse are Insureds, but only with respect to the conduct of a business of which the Named Insured is the sole owner. a partnership or joint venture, the Named Insured is an Insured. The Named Insured’s members, the Named Insured’s partners, and their spouses are also Insureds, but only with respect to the conduct of the Named Insured’s business. Form No:Policy No: 7015505620 Policy Effective Date: 9/30/2022 Underwriting Company: Policy Page: 14 of 32 The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy Page: 27 of 54 © Copyright CNA All Rights Reserved. CNA Paramount Excess and Umbrella Liability Policy Attachment Code: D593314 Master ID: 1492002, Certificate ID: 18981216 CNA Paramount Excess and Umbrella Liability Policy c. d. e. 2. a. b. i. (a) (b) (c) (d) ii. (a) (b) C. V. A. a limited liability company, the Named Insured is an Insured. The Named Insured’s members are also Insureds, but only with respect to the conduct of the Named Insured’s business. The Named Insured’s managers are Insureds, but only with respect to their duties as the Named Insured’s managers. an organization other than a partnership, joint venture or limited liability company, the Named Insured is an Insured. The Named Insured’s executive officers and directors are Insureds, but only with respect to their duties as the Named Insured’s officers or directors. The Named Insured’s stockholders are also Insureds, but only with respect to their liability as stockholders. a trust, the Named Insured is an Insured. The Named Insured’s trustees are also Insureds, but only with respect to their duties as trustees.Each of the following are also Insureds: The Named Insured’s volunteer workers but only while performing duties related to the conduct of the Named Insured’s business. The Named Insured’s employees, other than either the Named Insured’s executive officers (if the Named Insured is an organization other than a partnership, joint venture or limited liability company) or the Named Insured’s managers (if the Named Insured is a limited liability company), but only for acts within the scope of their employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business. However, none of these employees or volunteer workers are Insureds for: bodily injury or personal and advertising injury: to the Named Insured, to the Named Insured’s partners or members (if the Named Insured is a partnership or joint venture), to the Named Insured’s members (if the Named Insured is a limited liability company), to a co-employee while in the course of his or her employment or performing duties related to the conduct of the Named Insured’s business, or to the Named Insured’s other volunteer workers while performing duties related to the conduct of the Named Insured’s business; to the spouse, child, parent, brother or sister of that co-employee or volunteer worker as a consequence of paragraph (i)(a) above; for which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in paragraph i. (a) or (b) above; or arising out of his or her providing or failing to provide professional health care services. property damage to property: owned, occupied or used by; rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by;the Named Insured, any of the Named Insured’s employees, volunteer workers, any partner or member (if the Named Insured is a partnership or joint venture), or any member (if the Named Insured is a limited liability company). With respect to the Coverage C - Crisis Event Management and the Coverage D - Key Employee, the Named Insured is the Insured.LIMITS OF INSURANCE Multiple Insureds, claims, claimants The limits of insurance shown in the Declarations of this Policy and the rules below fix the most the Form No:Policy No: 7015505620 Policy Effective Date: 9/30/2022 Underwriting Company: Policy Page: 15 of 32 The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy Page: 28 of 54 © Copyright CNA All Rights Reserved. Attachment Code: D593314 Master ID: 1492002, Certificate ID: 18981216 Attachment Code: D593314 Master ID: 1492002, Certificate ID: 18981216 v. vi. 3. P. Q. a. b. c. R. S. T. 1. 2. U. or organization which may be liable to the Insured because of injury or damage to which this insurance may also apply; and will not voluntarily make a payment, except at its own cost, assume any obligation, or incur any expense, other than for first aid, without the Insurer’s prior consent.Cooperation With respect to both Coverage A - Excess Follow Form Liability and Coverage B – Umbrella Liability, the Named Insured will cooperate with the Insurer in addressing all claims required to be reported to the Insurer in accordance with this paragraph O. Notice of Claims/Crisis Management Event/Covered Accident, and refuse, except solely at its own cost, to voluntarily, without the Insurer’s approval, make any payment, admit liability, assume any obligation or incur any expense related thereto. Notices Any notices required to be given by an Insured shall be submitted in writing to the Insurer at the address set forth in the Declarations of this Policy. Other Insurance If the Insured is entitled to be indemnified or otherwise insured in whole or in part for any damages or defense costs by any valid and collectible other insurance for which the Insured otherwise would have been indemnified or otherwise insured in whole or in part by this Policy, the limits of insurance specified in the Declarations of this Policy shall apply in excess of, and shall not contribute to a claim, incident or such event covered by such other insurance. With respect to Coverage A – Excess Follow Form Liability only, if:the Named Insured has agreed in writing in a contract or agreement with a person or entity that this insurance would be primary and would not seek contribution from any other insurance available; Underlying Insurance includes that person or entity as an additional insured; and Underlying Insurance provides coverage on a primary and noncontributory basis as respects that person or entity;then this insurance is primary to and will not seek contribution from any insurance policy where that person or entity is a named insured. Premium All premium charges under this Policy will be computed according to the Insurer’s rules and rating plans that apply at the inception of the current policy period. Premium charges may be paid to the Insurer or its authorized representative. In Rem Actions A quasi in rem action against any vessel owned or operated by or for a Named Insured, or chartered by or for a Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. Separation of Insureds Except with respect to the limits of insurance, and any rights or duties specifically assigned in this as if each Named Insured were the only Named Insured; and separately to each Insured against whom a claim is made. Transfer of Interest Form No:Policy No: 7015505620 Policy Effective Date: 9/30/2022 Underwriting Company: Policy Page: 21 of 32 The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy Page: 34 of 54 © Copyright CNA All Rights Reserved. CNA Paramount Excess and Umbrella Liability Policy Attachment Code: D592968 Master ID: 1492002, Certificate ID: 18981216 V. W. 1. 2. VII. A. B. A. B. A. Assignment of interest under this policy shall not bind the Insurer unless its consent is endorsed hereon. Unintentional Omission Based on Insurer’s reliance on the Named Insured’s representations as to existing hazards, if the Named Insured should unintentionally fail to disclose all such hazards at the effective date of this Policy, the Insurer will not deny coverage under this Policy because of such failure. Waiver of Rights of Recovery The Insurer waives any right of recovery it may have against any person or organization because of payments the Insurer makes under this Policy if the Named Insured has agreed in writing to waive such rights of recovery in a contract or agreement, and only if the contract or agreement:is in effect or becomes effective during the policy period; and was executed prior to loss. DEFINITIONS For purposes of this Policy, words in bold face type, whether expressed in the singular or the plural, have the meaning set forth below. Advertisement means a notice that is broadcast or published to the general public or specific market segments about the Named Insured’s goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: notices that are published include material placed on the Internet or on similar electronic means of communication; and regarding web-sites, only that part of a web-site that is about the Named Insured’s goods, products or services for the purposes of attracting customers or supporters is considered an advertisement.Aircraft means any machine or device that is capable of atmospheric flight. Arbitration proceeding means a formal alternative dispute resolution proceeding or administrative hearing to which an Insured is required to submit by statute or court rule or to which an Insured has submitted with the Insurer’s consent. Asbestos means the mineral in any form whether or not the asbestos was at any time airborne as a fiber, particle or dust, contained in or formed a part of a product, structure or other real or personal property, carried on clothing, inhaled or ingested, or transmitted by any other means. Authorized Insured means any executive officer, member of the Named Insured’s risk management or in-house general counsel’s office, or any employee authorized by the Named Insured to give or receive notice of a claim. Auto means: a land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged.However, auto does not include mobile equipment. Bodily injury means bodily injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the bodily injury, sickness or disease. Claim means a:suit; or Form No:Policy No: 7015505620 Policy Effective Date: 9/30/2022 Underwriting Company: Policy Page: 22 of 32 The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy Page: 35 of 54 © Copyright CNA All Rights Reserved. CNA Paramount Excess and Umbrella Liability Policy Attachment Code: D592969 Master ID: 1492002, Certificate ID: 18981216 Apple Park CEQA Preparation Final Audit Report 2022-10-11 Created:2022-10-10 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAA425kX72dAOD3LNhIviJy4oxr4fFMdnzE "Apple Park CEQA Preparation" History Document created by City of Cupertino (webmaster@cupertino.org) 2022-10-10 - 3:41:09 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2022-10-10 - 3:44:13 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2022-10-10 - 3:55:52 PM GMT - Time Source: server- IP address: 73.170.27.253 Document emailed to Mike Trotta (mike.trotta@lsa.net) for signature 2022-10-10 - 3:55:54 PM GMT Email viewed by Mike Trotta (mike.trotta@lsa.net) 2022-10-10 - 3:56:29 PM GMT- IP address: 76.88.86.240 Document e-signed by Mike Trotta (mike.trotta@lsa.net) Signature Date: 2022-10-10 - 4:29:22 PM GMT - Time Source: server- IP address: 76.88.86.240 Document emailed to christopherj@cupertino.org for signature 2022-10-10 - 4:29:24 PM GMT Email viewed by christopherj@cupertino.org 2022-10-10 - 4:30:29 PM GMT- IP address: 104.47.73.254 Signer christopherj@cupertino.org entered name at signing as Christopher D. 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