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24-014 Carneghi-Nakasako & Associates for Appraisal to Establish Parkland In-lieu Fee Appraisal to Establish Parkland In-lieu Fee
Appraisal to Establish Parkland In-lieu Fee Page 1 of 9 Professional/Consulting Contracts /Version: February 2024 PROFESSIONAL/CONSULTING SERVICES AGREEMENT 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Carneghi-Nakasako & Associates (“Contractor”), a Corporation for Appraisal to Establish Parkland In-lieu Fee, and is effective on the last date signed below (“Effective Date”). 2. SERVICES 2.1 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. 2.2 Contractor’s duties and services under this agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City. The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor shall cooperate with the City to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by contractor pursuant to this agreement. 3. TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on June 30, 2024 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by June 30, 2024. 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. Appraisal to Establish Parkland In-lieu Fee Page 2 of 9 Professional/Consulting Contracts /Version: February 2024 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $15,000.00 (“Contract Price”), based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City. 4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty (30) days of completion of Services, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker’s compensation, or other benefits from the City. 5.2 Contractor’s Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed, registered, and/or certified to perform the Services as required by law and have procured a City Business License, if required by the Cupertino Municipal Code. 5.4 Subcontractors. Only Contractor’s employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools, Materials, and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor’s business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. Appraisal to Establish Parkland In-lieu Fee Page 3 of 9 Professional/Consulting Contracts /Version: February 2024 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. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement is determined by a court of competent jurisdiction or PERS to be eligible for enrollment in PERS as an employee of City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City, and actual attorney’s fees incurred by City in connection with the above. 6. PROPRIETARY/CONFIDENTIAL INFORMATION In performing this Agreement, Contractor may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City information provided by City to Contractor and use it only to perform this Agreement. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium (collectively, “Work Product”), prepared by Contractor in connection with this Agreement will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement, to the extent requested by City. In any case, no Work Product shall be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all Work Product arising out of this Agreement is considered “works for hire” and all copyrights to the Work Product will be the property of City. Alternatively, Contractor assigns to City all Work Product copyrights. Contractor may use copies of the Work Product for promotion only with City’s written approval. 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-contractors prepared or created under this Agreement, to execute or implement any of the following: Appraisal to Establish Parkland In-lieu Fee Page 4 of 9 Professional/Consulting Contracts /Version: February 2024 (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 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, Appraisal to Establish Parkland In-lieu Fee Page 5 of 9 Professional/Consulting Contracts /Version: February 2024 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 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, or 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 Cit y 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 Appraisal to Establish Parkland In-lieu Fee Page 6 of 9 Professional/Consulting Contracts /Version: February 2024 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. 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. C ontractor 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 Jenn Chu 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 Brad Carneghi 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. Appraisal to Establish Parkland In-lieu Fee Page 7 of 9 Professional/Consulting Contracts /Version: February 2024 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 California. Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises, Contractor must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator’s award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal, or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City’s waiver of a breach shall not constitute waiver of another provision or breach. 21. ENTIRE AGREEMENT This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. Any modification of this Agreement will be effective only if in writing and signed by each Party’s authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between any term, clause, or provision of the main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling. Appraisal to Establish Parkland In-lieu Fee Page 8 of 9 Professional/Consulting Contracts /Version: February 2024 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 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: Jenn Chu Email: jennc@cupertino.org To Contractor: Carneghi-Nakasako & Associates 1550 The Alameda, Suite 210 San Jose, CA 95126 Attention: Brad Carneghi Email: brad@cnaappraisal.com Appraisal to Establish Parkland In-lieu Fee Page 9 of 9 Professional/Consulting Contracts /Version: February 2024 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 bin ding 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 APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Brad Carneghi President Feb 12, 2024 Christopher D. Jensen Jimmy Tan Assistant Director of Public Works Feb 12, 2024 Feb 12, 2024 Exhibits A, B, & C Scope of Work, Schedule & Compensation Proposed scope will include the following: • The City of Cupertino intends to use the appraisal as an aid in establishing the parkland in-lieu fee. The City of Cupertino will be the intended user. • The subject of the appraisal will not be any specific property in terms of use, location, size, or development potential. Rather, the appraisal will reflect the current market value of three hypothetical, typically sized, development sites in Cupertino. The appraisal will provide the current market value for: • 1) a typical residential development site; • 2) a typical commercial development site (commercial land to include any parcels not zoned residential, inclusive of mixed-use and industrial sales); and • 3) a general development site that is comprehensive and inclusive of all Cupertino land types. • Date of appraised value will be January 1, 2024. • Comparables will include sales from January 1, 2021, through December 31, 2023, and appropriate “time/market conditions” adjustments will be utilized. • The search for comparable sales will emphasize development sites located within the City of Cupertino, but may, where appropriate, include relevant sales from adjacent and/or nearby Cities. “Tear downs” and other improved sites wherein the improvement contribution to the selling price was minimal will be included. City to provide a list of issued demolition permits to substantiate these sales/conclusions. The fee for the appraisal is $15,000. The report will be completed approximately 60-90 days from the notice to proceed. 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. ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) � 1/24/2024 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). PRODUCER Roger Larson 675 Ygnacio Valley Rd. Ste B215 Walnut Creek CA 94596 INSURED Carneghi-Nakasako and Associates 1550 The Alameda Ste 210 San Jose CA 95126 CONTACT Turner Book NAME: f_!)gNJo Ext\: (925) 415-5097E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE INSURER A: Mercury Ins Grp INSURER B: Mercury Ins Grp INSURER C: INSURER D: Am Trust North America INSURER E: INSURER F: I FAX (AJC No): COVERAGES CERTIFICATE NUMBER: CARN24012411150489 REVISION NUMBER: NAIC# 16810 16810 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. ADDL SUBR INSR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE IN"D WVD POLICY NUMBER IMM/DD/YYYYl IMM/DD/YYYYl LIMITS A B D X COMMERCIAL GENERAL LIABILITY � □ CLAIMS-MADE [X] OCCUR � GEN'L AGGREGATE LIMIT APPLIES PER: Fl □ PRO-POLICY JECT OTHER: AUTOMOBILE LIABILITY ANY AUTO � □LOG OWNED SCHEDULED AUTOS ONLY AUTOS X HIRED X NON-OWNED AUTOS ONLY AUTOS ONLY UMBRELLA LIAB H OCCUR � EXCESS LIAB CLAIMS-MADE DED I I RETENTION$ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N ANYPROPRIETOR/PARTNER/EXECUTIVE [I] OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below EACH OCCURRENCE DAMAGE TO RENTED PREMISES /Ea occurrencel MED EXP (Any one person) y y CCP0052870 4/20/2023 4/20/2024 PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS -COMP/OP AGG COMBINED SINGLE LIMIT (Ea accident) BODILY INJURY (Per person) y y CCP0052870 4/20/2023 4/20/2024 BODILY INJURY (Per accident) PROPERTY DAMAGE /Per accident) EACH OCCURRENCE AGGREGATE XI �ffruTE I I OTH-ER N/A TWC4298213 9/28/2023 9/28/2024 E.L. EACH ACCIDENT E.L. DISEASE -EA EMPLOYEE E.L. DISEASE -POLICY LIMIT DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are named as additional insured CERTIFICATE HOLDER CANCELLATION $ 2,000,000 $ 100,000 $ 5,000 $ 2,000,000 $ 4,000,000 $ 4,000,000 $ $ 1,000,000 $ $ $ $ $ $ $ $ 1,000,000 $ 1,000,000 $ 1,000,000 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN The City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avenue Cupertino CA 95014 AUTH � RESENTATIVE © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD 4/20/2023 - 4/20/2024 9/28/2023 - 9/28/2024 MC BOP SB BROADEND 07 19 Page 1 of 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. MERCURY SMALL BUSINESS BROADENING ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage. The following list is a general coverage description only. Limitations and exclusions, and other terms found in the Policy and applicable endorsements apply to these coverages. Read all the PROVISIONS of the policy and endorsement to determine rights, duties and what is and is not covered. In the event you have purchased a coverage that duplicates any coverage under this form and any other form or endorsement from us, you may only recover under the one coverage that provides you with the highest limit that applies under one coverage. PROPERTY COVERAGES I. Additional Coverage: Brands and Labels Up To Business Personal Property Limit II. Additional Coverage: Business Income From Dependent Property Increase to $50,000 III. Additional Coverage: Claim Data Expense of $10,000 IV. Additional Coverage: Computer Fraud $5,000 V. Additional Coverage: Contract Penalty $1,000 VI. Additional Coverage: Credit Card Slips $10,000 VII. Additional Coverage: Debris Removal Increase to $40,000 VIII. Additional Coverage: Electronic Data: Increase to $25,000 IX. Additional Coverage: Extended Business Income: Increase coverage period to 120 days X. Additional Coverage: Fine Arts $10,000 XI. Additional Coverage: Fire Department Service Charge Increase to $5,000 XII. Additional Coverage: Forgery And Alteration $10,000 XIII. Additional Coverage: Laptop Computers – Worldwide Coverage $5,000 XIV. Additional Coverage: Lost Key Consequential Loss $5,000 XV. Additional Coverage: Pollutant Clean Up and Removal Increase to $25,000 XVI. Additional Coverage: Reward Coverage $10,000 XVII. Additional Coverage: Salespersons’ Samples $1,000 XVIII. Additional Coverage: Tenant Glass $1,000/plate and $10,000/occurrence XIX. Additional Coverage: Unauthorized Business Card Use: $5,000 XX. Coverage Extension: Covered Leasehold Interest – Undamaged Improvements and Betterments $10,000 XXI. Coverage Extension: Limited Building and Business Personal Property Coverage – Tenant Obligation $20,000 XXII. Coverage Extension: Loss Payment on Merchandise Sold $25,000 XXIII. Coverage Extension: Newly Acquired Or Constructed Property: Increase Building Coverage $500,000 XXIV. Coverage Extension: Newly Acquired Or Constructed Property: Business Income Coverage And Extra Expense $250,000 XXV. Coverage Extension: Newly Acquired Or Constructed Property: Increase Business Personal Property Coverage $250,000 Policy Number: CCP0052870 4/20/2023 - 4/20/2024 MC BOP SB BROADEND 07 19 Page 2 of 14 XXVI. Coverage Extension: Outdoor Property: Increase limit to $20,000 with $1,000 per tree, shrub or plant XXVII. Coverage Extension: Personal Effects $25,000 LIABILITY COVERAGES I. Aircraft Chartered with Crew II. Blanket Additional Insured – By Contract With Primary and Noncontributory Clause III. Blanket Waiver of Subrogation IV. Damage to Premises Rented To You Extension V. Delivery Errors and Omissions Coverage VI. Extension of Coverage – Bodily Injury VII. Incidental Medical Malpractice VIII. Increased Supplementary Payments ·Cost for bail bonds increased to $1,000 ·Loss of earnings increased to $500 per day IX. Injury to Co-Employees X. Knowledge and Notice of Occurrence or Offense XI. Reasonable Force – Bodily Injury or Property Damage COMMON POLICY CONDITIONS I. Limitation to Purchased Coverage II. Primary And Noncontributory – Other Insurance Condition III. Unintentional Omission PROVISIONS PROPERTY COVERAGES I. Brands and Labels The following Additional Coverage is added to Part A.5. (Section I – Property): Brands and Labels If branded or labeled merchandise that is Covered Property is damaged by a Covered Cause of Loss, we may take all or part of the property at an agreed or appraised value. If we exercise our option, you may: (1) Stamp the word “Salvage” on the merchandise or its containers, if the stamp will not physically damage the merchandise; or (2) Remove the brands and labels, if doing so will not physically damage the merchandise or its containers to be in compliance with applicable law. We will pay reasonable costs you incur to perform the activity described in Paragraphs (1) and (2) above. We will not pay for loss or damage in any one occurrence until the amount of loss or damage exceeds the deductible shown in the Declarations. The most we will pay for these costs and the value of the damaged property under this Additional Coverage is the same as the Business Personal Property coverage limit. II. Business Income From Dependent Properties The last paragraph in Part A.5.m.(1). (Section I – Property) is replaced with: MC BOP SB BROADEND 07 19 Page 3 of 14 The most we will pay under this Additional Coverage is $50,000 unless a higher Limit Of Insurance is indicated in the Declarations. III. Claims Data Expense The following Additional Coverage is added to Part A.5. (Section I – Property): Claim Data Expense (1) We will pay the reasonable expenses you incur in preparing claim data when we require such data to show the extent of loss. This includes the cost of taking inventories, making appraisals, preparing income statements, and preparing other documentation. (2) Under this Additional Coverage, we will not pay for: (a) Any expenses incurred, directed, or billed by or payable to attorneys, insurance adjusters or their associates or subsidiaries; or (b) Any expenses incurred, directed, or billed by or payable to insurance brokers or agents, or their associates or subsidiaries, without our written consent prior to such expenses being incurred. (3) We will not pay for loss or damage in any one occurrence until the amount of loss or damage exceeds the deductible shown in the Declarations. The most we will pay for preparation of claim data under this Additional Coverage in any one occurrence is $10,000 regardless of the number of premises involved. IV. Computer Fraud The following Additional Coverage is added to Part A.5. (Section I – Property): Computer Fraud (1) When a Limit Of Insurance is shown in the Declarations for Business Personal Property at the Described Premises, you may extend that insurance to apply to loss of or damage to Business Personal Property resulting directly from the use of any “computer” to fraudulently cause a transfer of that property from inside the building at the Described Premises or “banking premises”: (a) To a person (other than a “messenger”) outside those premises. “Messenger” is defined as you, any of your partners, officers, shareholders or any employee who is duly authorized by you to have care and custody of the property outside the premises; or (b) To a place outside those premises. (2) We will not pay for loss or damage in any one occurrence until the amount of loss or damage exceeds the deductible. The most we will pay under this Additional Coverage in any one occurrence is $5,000, regardless of the number of premises involved. V. Contract Penalty The following Additional Coverage is added to Part A.5. (Section I – Property): Contract Penalty (1) We will pay contract penalties you incur as a result of your failure to deliver your products or services within the time required under the terms of a written contract. This coverage only applies if the failure is solely due to direct physical loss of or damage to property at the Described Premises caused by or resulting from a Covered Cause of Loss. (2) The most we will pay under this Additional Coverage is $1,000 for the sum of all covered contract penalties arising out of all Covered Causes of Loss occurring during each separate 12 month period of this policy beginning with the effective date of this endorsement. MC BOP SB BROADEND 07 19 Page 4 of 14 VI. Credit Card Slips The following Additional Coverage is added to Part A.5. (Section I – Property): Credit Card Slips We will pay for amounts you are unable to collect due to loss of or damage to credit card slips while located at the Described Premises as the result of a Covered Cause of Loss. The amount of the loss will be determined as follows: (1) If you have been in business for more than twelve months at the location of the loss, one- thirtieth (1/30) of the average monthly amount of credit card slips will be considered as average daily credit card slips for that location. The twelve months immediately preceding the discovery of the loss will be used to determine the average monthly amount. (2) If you have been in business for less than twelve months at the location of the loss, the average daily credit card slips shall be one-thirtieth (1/30) of the average monthly amount of credit card slips for the number of months you have been in business at that location. (3) The average daily credit card slips will be multiplied by the number of days for which slips are lost to determine the amount of the loss subject to the maximum limit indicated below. The most we will pay as a result of loss or damage to credit card slips under this Additional Coverage during each policy period is $10,000 at each Described Premises. VII. Debris Removal (1) The first paragraph of Part A.5.a.(4). (Section I – Property) is replaced with: (4) We will pay up to an additional $40,000 for debris removal expense, for each location, in any one occurrence of physical loss or damage to Covered Property, if one or both of the following circumstances apply: (2) The last paragraph of Part A.5.a.(4) under Section I – Property is replaced with: Therefore, if Paragraphs (4)(a) and/or (4)(b) apply, our total payment for direct physical loss or damage and debris removal expense may reach but will never exceed the Limit Of Insurance on the Covered Property that has sustained loss or damage, plus $40,000. (3) Example #2 of Part A.5.a.(5) under Section I - Property is replaced with: Example #2 Limit Of Insurance $90,000 Amount of Deductible $500 Amount of Loss $80,000 Amount of Loss Payable $79,500 ($80,000-$500) Debris Removal Expense $55,000 Debris Removal Expense Payable Basic Amount $10,500 Additional Amount $40,000 The basic amount payable for debris removal expense under the terms of Paragraph (3) is calculated as follows: $80,000 ($79,500 + $500) X .25= $20,000; capped at $10,500). The cap applies because the sum of the loss payable ($79,500) and the basic amount payable for debris removal expense ($10,500) cannot exceed the Limit Of Insurance ($90,000). The additional amount payable for debris removal expense is provided in accordance with the terms of Paragraph (4), because the debris removal expense ($55,000) exceeds 25% of the loss payable plus the deductible ($45,000 is 68.75% of $80,000), and because the sum of the loss payable and debris removal expense ($79,500 + $55,000 = $134,500) would exceed the Limit Of MC BOP SB BROADEND 07 19 Page 5 of 14 Insurance ($90,000). The additional amount of covered debris removal expense is $40,000 covered under Paragraph (4). Thus the total payable for debris removal expense in the example is $50,500; $4,500 of the debris removal expense is not covered. VIII. Electronic Data Part A.5.p.(3). (Section I – Property) is replaced with: (3) The most we will pay under this Additional Coverage – Electronic Data for all loss or damage sustained in any one policy year, regardless of the number of occurrences of loss or damage or the number of premises, locations or computer systems involves, is $25,000, unless a higher Limit Of Insurance is shown in the Declarations. If loss payment on the first occurrence does not exhaust the amount, then the balance is available for subsequent loss or damage sustained in, but not after, that policy year. With respect to an occurrence which begins in one policy year and continues or results in additional loss or damage in a subsequent policy year(s), all loss or damage is deemed to be sustained in the policy year in which the occurrence began. IX. Extended Business Income Part A.5.f (2).(a).(ii).ii. (Section I – Property) is replaced with: ii. 120 consecutive days after the date determined in Paragraph (a)(i) above, unless a greater number of consecutive days is shown in the Declarations. X. Fine Arts The following Additional Coverage is added to Part A.5. (Section I – Property): Fine Arts 1. We will pay for direct physical loss of or damage to Fine Arts, whether owned by: a. You; or b. Others and in your care, custody or control. 2. Fine arts includes, but is not limited to, antiques, paintings, etchings, drawings, tapestries, sculptures and fragile property such as porcelains, china and marble. 3. The most we will pay for loss in any one occurrence under this Additional Coverage is $2,500 at each Described Premises. Our payment for loss of or damage to personal property of others will only be for the account of the owner of the property. The amount payable under this Additional Coverage is additional insurance over the insurance available for Business Personal Property. 4. The value of fine arts will be the least of the following amounts: a. The actual cash value of that property at the time of loss; b. The cost of reasonably restoring that property to its condition immediately before loss; or c. The cost of replacing that property with substantially identical property. 5. In the event of loss, the value of property will be determined as of the time of loss. The following are added to Paragraph E. Property Loss Conditions under Section I – Property: 1. In case of loss to any part of a pair or set we will: a. Repair or replace any part to restore the pair or set to its value before the loss; or b. Pay the difference between the value of the pair or set before and after the loss. 2. You must arrange for fine arts to be packed and unpacked by competent packers. XI. Fire Department Service Charge First paragraph of Part A.5.c.(Section I – Property) is replaced with: MC BOP SB BROADEND 07 19 Page 6 of 14 When the fire department is called to save or protect Covered Property from a Covered Cause of Loss, we will pay up to $5,000, unless a different limit is shown in the Declarations, for your liability for fire department service charges: XII. Forgery And Alteration Part A.5.k (4) (Section I – Property) is replaced with: The most we will pay for any loss, including legal expenses, under this Additional Coverage is $10,000 unless a higher Limit Of Insurance is shown in the Declarations. XIII. Laptop Computers – Worldwide Coverage The following Additional Coverage is added to Part A.5. (Section I – Property): Laptop Computers – Worldwide Coverage (1) We will pay up to $5,000 in any one occurrence as a Limit Of Insurance to apply to laptop, palmtop and similar portable computer equipment, personal digital assistants (PDAs), and accessories owned by you anywhere in the world, including while in transit. This Limit Of Insurance is in addition to any other Limit Of Insurance that may be provided by this policy for this coverage. (2) We will not pay for direct physical loss or physical damage caused by, resulting from, arising out of the theft of this property which is in transit as checked baggage. XIV. Lost Key Consequential Loss The following Additional Coverage is added to Part A.5. (Section I – Property): Lost Key Consequential Loss (1) We will pay for consequential loss to keys and locks if a master or grand master key is lost or damaged from a Covered Cause of Loss. We will pay for: (a) The actual cost of keys, and (b) Adjustment of locks to accept new keys; or (c) If required, new locks including cost of their installation. (2) Loss or damage must be caused by or result from a Covered Cause of Loss including mysterious disappearance. (3) The most we will pay for loss or damage under this Additional Coverage is $5,000 at each Described Premises. We will not pay for loss or damage in any one occurrence until the amount of loss or damage exceeds the deductible. XV. Pollutant Clean Up and Removal The last paragraph under Part A.5.h.(Section I – Property) is replaced with: The most we will pay for each location under this Additional Coverage is $25,000 for the sum of all such expenses arising out of Covered Cause of Loss occurring during each separate 12 month period of this policy. XVI. Reward Coverage The following Additional Coverage is added to Part A.5. (Section I – Property): Reward Coverage We will reimburse you for rewards you have paid leading to: (1) The successful return of undamaged stolen articles to a law enforcement agency; or (2) The arrest and conviction of any persons who commits arson with respect to any property covered by this policy. MC BOP SB BROADEND 07 19 Page 7 of 14 We will pay up to 10 percent of the amount of the covered loss or $10,000, whichever is less. No matter how many persons provide information or how many persons are convicted, our liability under this coverage will not be increased. We will not pay for loss or damage in any one occurrence until the amount of loss or damage exceeds the deductible. XVII. Salespersons’ Samples The following Additional Coverage is added to Part A.5. (Section I – Property): Salespersons’ Samples We will pay up to $1,000 in any one occurrence as an additional Limit Of Insurance to extended Business Personal Property to cover: (a) Samples of your stock in trade (including containers); and (b) Similar property of others; but only while such property is in: (a) Your custody while acting as a sales representative; or (b) In the custody of your sales representative(s) or agent(s). XVIII. Tenant Glass Part A. 1. b. (5). (Section I – Property) with respect to Exterior building glass is replaced with the following: If you are a tenant and no Limit Of Insurance is shown in the Declarations for Building property. Covered glass must be owned by you or in your care, custody or control. The most we will pay for loss or damage is $1,000 per plate and $10,000 for all plates in any one occurrence. Tenant glass coverage provided under this Endorsement is subject to a deductible of $100 if no other deductible applies. XIX. Unauthorized Business Card Use The following Additional Coverage is added to Part A.5. (Section I – Property): Unauthorized Business Card Use We will pay for your loss of “money” or charges and costs you incur that result directly from the unauthorized use of credit, debit or charge cards issued in your business name, including: (1) Fund transfer cards; (2) Charge plates; or (3) Telephone cards. The most we will pay under this Additional Coverage in any one occurrence is $5,000. XX. Covered Leasehold Interest – Undamaged Improvements and Betterments The following Additional Coverage is added to Part A.5. (Section I – Property): Covered Leasehold Interest – Undamaged Improvements and Betterments (1) When a Limit Of Insurance is shown in the Declarations for Business Personal Property at the Described Premises, you may extend that insurance to apply to your interest as tenant in improvements and betterments, as defined in Section A.1.b.(3) of this Coverage Form, which are not damaged or destroyed, but which you lose due to the cancellation of your lease by your landlord. The cancellation of your lease by your landlord must: (a) Result from direct physical loss of or damage to property at the Described Premises where your improvements and betterments are located, caused by or resulting from a Covered Cause of Loss; and (b) Be permitted in accordance with the conditions of your written lease agreement (2) The most we will pay in any one occurrence under this Coverage Extension is: MC BOP SB BROADEND 07 19 Page 8 of 14 (a) The applicable Business Personal Property Limit Of Insurance; or (b) $10,000; whichever is less. XXI. Coverage Extension: Limited Building and Business Personal Property Coverage – Tenant Obligation The following Coverage Extension is added to Part A.6. (Section I – Property): Limited Building Coverage – Tenant Obligation (1) If (a) You are a tenant; (b) A Limit Of Insurance is shown in the Declarations for Business Personal Property; and (c) You are contractually obligated to insure for direct physical loss of or physical damage to Building and Business Personal Property at the premises which you occupy as a tenant. This includes building, fixtures, machinery and equipment; At the Described Premises, you may extend that insurance to apply to direct physical loss of or damage to that part of a building you occupy as a tenant caused by or resulting from a Covered Cause of Loss other than “theft” or attempted “theft”. (2) This Coverage Extension does not apply to an otherwise covered: (a) Building glass; or (b) Tenants improvements and betterments as described in Part A.1.b.(3) under Section I - Property (3) The most we will pay under this Coverage Extension in any one occurrence is $20,000 at each Described Premises. XXII. Coverage Extension: Loss Payment on Merchandise Sold The following Coverage Extension is added to Part A.6. (Section I – Property): Subject to the Limit of Insurance, Business Personal Property coverage is extended to cover loss of or damage to merchandise that you have sold but not yet delivered. The basis of the valuation of such merchandise shall be the price paid by the customer to the insured, not to exceed the amount for which the insured is legally liable. The Limit Of Insurance for this Coverage Extension is an aggregate of $25,000 per policy period. XXIII. Coverage Extension: Newly Acquired Or Constructed Property: Increase Building Coverage The last paragraph of Part A.6.a.(1) (Section I – Property) Newly Acquired Or Constructed Property is replaced with: The most we will pay for loss or damage under this Extension is $500,000 at each building to which this applies. XXIV. Coverage Extension: Newly Acquired Or Constructed Property: Business Income Coverage and Extra Expense The following Coverage Extension is added to Part A.6.a (Section I – Property) Newly Acquired Or Constructed Property: You may extend the insurance that applies to Business Income and Extra Expense to apply to newly acquired or constructed locations. The most we will pay for loss of business income under this Coverage Extension is $250,000 at each building to which this applies. XXV. Coverage Extension: Newly Acquired Or Constructed Property: Increase Business Personal Property Coverage MC BOP SB BROADEND 07 19 Page 9 of 14 The last paragraph of Part A.6.a.(2)(Section I – Property) Newly Acquired Or Constructed Property is replaced with: The most we will pay for loss or damage under this Coverage Extension is $250,000 at each building to which this applies. XXVI. Coverage Extension: Outdoor Property The last paragraph of Part A.6.c.(Section I – Property) Outdoor Property is amended to: The most we will pay for loss or damage under this Coverage Extension is $20,000, but not more than $1,000 for any one tree, shrub or plant. XXVII. Coverage Extension: Personal Effects Part A.6.d.(Section I – Property) Personal Effects is replaced with: You may extend the insurance that applies to Business Personal Property to apply to personal effects owned by you, your officers, your partners or “members”, your “managers” or your employees. This extension does not apply to: (1) Tools or equipment; or (2) Loss or damage by theft. The most we will pay for loss or damage under this Coverage Extension is an annual aggregate of $25,000 per policy period at each Described Premises. LIABILITY COVERAGES I. Aircraft Chartered with Crew The following is added to the exceptions contained in the Aircraft, Auto Or Watercraft Exclusion in Part B.1.g. Exclusions Applicable To Business Liability Coverage (Section II – Liability): 1. This Provision I does not apply if the chartered aircraft is owned by any insured. 2. The insurance provided by this Provision I shall be excess over any other valid and collectible insurance available to the insured, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by you to be excess of this policy. (This exclusion does not apply to:) Aircraft chartered with crew to any insured. II. Blanket Additional Insured – By Contract With Primary and Noncontributory Clause The following is added to part C.2.Who Is An Insured (Section II – Liability) as to who is also an insured: Any person or organization when you and such person or organization have agreed in writing in a contract, agreement or permit, that such person or organization be added as an Additional Insured on your policy to provide insurance such as is afforded under this Coverage Form but only with respect to the liability of that person or organization arising out of “bodily injury” or “property dam- age” occurring: (1) During ongoing operations performed by you or on your behalf; or (2) On premises or facilities owned by used by you; to the extent to which insurance applies under this Coverage Form. A person’s or organization’s status as an insured under this endorsement ends when their contract or agreement with you for such premises, facilities or ongoing operations ends. This added provision does not apply: MC BOP SB BROADEND 07 19 Page 10 of 14 (1) Unless the written contract or agreement has been executed, or permit has been issued, prior to the “bodily injury” or “property damage”; (2) To the rendering of or failure to render any professional services; or (3) To any person or organization included as an insured by separate endorsement issued by us and made a part of this policy. (4) To “personal and advertising injury” for which the insured has assumed liability in a contract, agreement or permit. If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the Additional Insured’s own insurance, this insurance is primary and we will not seek contribution from that other insurance. The primary and non-contributory clause does not apply to other insurance to which the Additional Insured has been added as an Additional Insured. III. Blanket Waiver of Subrogation We waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of premises owned or occupied by or rented or loaned to you; ongoing operations performed by you or on your behalf, done under a contract with that person or organization; “your work, or “your products”. We waive this right where you have agreed to do so as part of a written contract, executed by you prior to loss. IV. Damage to Premises Rented To You Extension (1) The last paragraph of Part B.1. Exclusions Applicable To Business Liability Coverage (Section II – Liability) is replaced with: Exclusions c., d., e., f., g., h., i., k., l., m., n., and o. in Section II – Liability do not apply to damage to premises while rented to you, or temporarily occupied by you with permission of the owner, caused by: a. Fire; b. Explosion; c. Lightning; d. Smoke resulting from such fire, explosion, or lightning, or e. Water. A separate Damage To Premises Rented To You Limit Of Insurance applies to this coverage as described in Paragraph D. Liability And Medical Expenses Limits Of Insurance (Section II – Liability). (2) This insurance does not apply to damage to premises while rented to you, or temporarily occupied by you with permission of the owner, caused by: (a) Rupture, bursting, or operation of pressure relief devices; (b) Rupture or bursting due to expansion or swelling of the contents of any building or structure, caused by or resulting from water; (c) Explosion of steam boilers, steam pipes, steam engines, or steam turbines. (3) Part D.3. Liability And Medical Expenses Limits of Insurance (Section II - Liability) is replaced with: The Damage To Premises Rented To You Limit is the most we will pay under Business Liability Coverage for damages because of “property damage” to a premises while rented to you, or temporarily occupied by you with permission of the owner, caused by fire, explosion, lightning, smoke resulting from such fire, explosion, or lightning, or water. The Damage To Premises Rented To You Limit will apply to all damage proximately caused by the same “occurrence”, MC BOP SB BROADEND 07 19 Page 11 of 14 whether such damage results from fire, explosion, lightning, smoke resulting from such fire, explosion, or lightning, or water, or any combination of any of these. The Damage To Premises Rented To You coverage limit is the higher of: (a) $500,000; or (b) The amount shown on the Declarations or other amendatory endorsement for Damage To Premises Rented To You Limit. (4) Under Part F.9.a. of Liability And Medical Expenses Definitions (Section II – Liability), the definition of “Insured contract” is amended to: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage caused by: (i) Fire; (ii) Explosion; (iii) Lightning; (iv) Smoke resulting from such fire, explosion, or lightning; or (v) Water; to premises while rented to you or temporarily occupied by you with permission of the owner is not an “insured contract” (5) This Provision B. does not apply if coverage for Damage To Premises Rented To You under Part A.1. Business Liability (Section II – Liability) is excluded by endorsement, or no amount is shown on the Declarations or other amendatory endorsements for Damage To Premises Rented To You Limit. V. Delivery Errors and Omissions The following Liability Coverage is added to Section II – Liability: 1. We will pay those sums in excess of $250 that the insured becomes legally obligated to pay as damages because of a failure to deliver or a misdelivery of items you hold for sale by you, any of your "employees" or by a concessionaire trading under your name. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for delivery errors and omissions to which this insurance does not apply. We may, at our discretion, investigate the circumstances of any misdelivery or failure to deliver and settle any claim or “suit” that may result. But: a. We will pay no more than the limit of liability. b. We will not pay for any loss or damage in any one occurrence until the amount of loss or damage exceeds $250; and c. Our right and duty to defend end when we have exhausted the applicable Limit Of Insurance by payment of judgments or settlements under this coverage. 2. This coverage applies only to errors in deliveries that take place, or omissions of such deliveries, that should have taken place in the "coverage territory" during the policy period. 3. This coverage does not apply to: a. Intentional error or intentional misdelivery or failure to deliver “your product”. b. “Bodily injury”, “property damage” or “personal and advertising injury” c. Discrimination based on a customer’s race, color, national origin, religion, gender, marital status, age, sexual orientation or preference, physical or mental condition or residence location. 4. Our limit of liability under this coverage for failure or misdelivery is $10,000 in any one occurrence. This limit applies separately to each premises described in the Declarations. VI. Extension of Coverage – Bodily Injury MC BOP SB BROADEND 07 19 Page 12 of 14 Part F.3 Liability And Medical Expenses Definitions (Section II – Liability) is replaced with: 3. “Bodily Injury” means bodily injury, mental anguish, mental injury, shock, fright, disability, humiliation, sickness or disease sustained by a person, including death resulting from any of these at any time. VII. Incidental Medical Malpractice 1. The definition of “bodily injury” in F.3. Liability And Medical Expenses Definitions (Section II – Liability) is amended to include “Incidental Medical Malpractice Injury”. 2. The following definition is added to F. Liability And Medical Expenses Definitions (Section II – Liability): “Incidental medical malpractice injury” means bodily injury, mental anguish, sickness or disease sustained by a person, including death resulting from any of these at any time, arising out of the rendering of, or failure to render, the following services: a. Medical, surgical, dental, laboratory, x-ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances; or c. First aid; or d. “Good Samaritan Services”. As used in this Provision E., “Good Samaritan Services” are those medical services rendered or provided in an emergency and for which no remuneration is demanded or received. 3. Part C.2.a.(1).(d). of Who Is An Insured (Section II – Liability) does not apply to any registered nurse, licensed practical nurse, emergency medical technician or paramedic employed by you, but only while performing the services described in paragraph 2. above and while acting within the scope of their employment by you. Any “employees” rendering “Good Samaritan Services” will be deemed to be acting within the scope of their employment by you. 4. The following exclusion is added to B.1.Exclusions Applicable to Business Liability (Section II – Liability): This insurance does not apply to Liability arising out of the willful violation of a penal statute or ordinance relating to the sale of pharmaceuticals by or with the knowledge or consent of the insured. 5. For the purpose of determining the applicable limits of insurance, any act or omission, together with all related acts or omissions in the furnishing of the services described in paragraph 2.above to any one person, will be considered one “occurrence”. 6. This Incidental Medical Malpractice provision does not apply if you are in the business or occupation of providing any of the services described in paragraph 2. above. 7. The insurance provided by this Incidental Medical Malpractice provision shall be excess over any other valid and collectible insurance available to the insured, whether primary, secondary, excess, or contingent or applies on any other basis, except for insurance purchased specifically by you to be excess of this policy. VIII. Increased Supplementary Payments Part A.1.f. Coverage Extension – Supplementary Payment (Section II – Liability) is replaced with: 1. In Part A.1.f.(1).(b). the amount we will pay for the cost of bail bonds is increased to $1,000. 2. In Part A.1.f.(1).(d). the amount we will pay for loss of earnings is increased to $500 per day. IX. Injury to Co-Employees MC BOP SB BROADEND 07 19 Page 13 of 14 1. It is agreed that your “employees” are Insureds with respect to “bodily injury” to a co- “employee” in the course of the co-“employee’s” employment by you, provided that this coverage for your “employees” does not apply to acts outside the scope of their employment by you or while performing duties unrelated to the conduct of your business. 2. Part C.2.a.(1)(a), (b) and (c) of Who Is An Insured (Section II – Liability) do not apply to “bodily injury” for which insurance is provided by paragraph 1.above. X. Knowledge and Notice of Occurrence or Offense The following is added to Part E.2. Duties In The Event Of Occurrence, Offense, Claim Or Suit (Section II – Liability): 1. Notice of an “occurrence” or of an offense which may result in a claim under this insurance shall be given as soon as practicable after knowledge of the “occurrence” or offense has been reported to any insured listed under Part C.1.Who Is An Insured or an “employee” (such as an insurance, loss control or risk manager or administrator) designated by you to give such notice. Knowledge by other “employee(s)” of an “occurrence” or of an offense does not imply that you also have such knowledge. 2. Notice shall be deemed prompt if given in good faith as soon as practicable to your workers’ compensation insurer. This applies only if you subsequently give notice to us as soon as practicable after any insured listed under Part C.1. Who Is An Insured or an “employee” (such as an insurance, loss control or risk manager or administrator) designated by you to give such notice discovers that the “occurrence”, offense or claim may involve this policy. 3. However, this provision does not apply with respect to the specific number of days within which you are required to notify us in writing of the abrupt commencement of a discharge, release or escape of “pollutants” which causes “bodily injury” or “property damage” which may otherwise be covered under this policy. XI. Reasonable Force – Bodily Injury or Property Damage Part B.1.a.Expected Or Intended Injury Applicable To Business Liability Coverage (Section II - Liability) is replaced with, and this insurance does not apply to: a. Expected Or Intended Injury Or Damage “Bodily injury” or “property damage” expected or intended from the standpoint of the insured. This exclusion does not apply to “bodily injury” or “property damage” resulting from the use of reasonable force to protect persons or property. COMMON POLICY CONDITIONS I. Limitation to Purchased Coverage The following is added to Section III – Common Policy Conditions: Limitation to Purchased Coverage You may purchase Liability Coverage or Property Coverage or both. You will only get the coverage for which you have paid a premium. II. Primary And Noncontributory – Other Insurance Condition The following is added to Section III – Common Policy Conditions and supersedes any provision to the contrary: Primary And Noncontributory – Other Insurance Condition MC BOP SB BROADEND 07 19 Page 14 of 14 This insurance is primary to and will not seek contribution from any other insurance available to an Additional Insured under your policy if: 1. The Additional Insured is a Named Insured under such other insurance; and 2. You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. III. Unintentional Omission The following is added to Section III – Common Policy Conditions: Unintentional Omission By accepting this policy, you agree and represent: a. The statements in the Declarations are truthful, accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations being truthful, accurate and complete. The unintentional omission of, or unintentional error in, any information provided by you shall not prejudice your rights under this policy. However, it does not affect our right to collect additional premium from the day coverage commenced or our right of cancellation or nonrenewal in accordance with applicable state insurance laws, codes or regulations. This shall not constitute a waiver of our right to rescind this policy, if permitted under state insurance law, due to an intentional or knowing misrepresentation or omission of a material fact. A fact is material if it would have affected our decision to issue this insurance or to issue this insurance at the same limits or premium. CERTIFICATE OF INSURANCE Producer:Issue Date:0112312024 This Ceitificate is issued as a matter of information only and LIA ADNHNTSTRATORS &INSURANCE SERVICES confers no rights upon the Certificate Holder.This Ceitificate PO.BOX 1319 does not amend.extend or alter the coverage afforded by the Santa Barbara,CA 93102-1319 policy below. Insured:168583 COMPANY AFFORDING COVERAGE CARNEGHI-NAKASAKO AND ASSOCIATES Rick Nakasako Aspen American Insurance Company Bradley Cameghi 1550 The Alameda,Suite 210SanJose,CA 95126 fl/éd Fax Number:000-000-0000 A/Cj Authorized Representative This is to certify that the policy of insurance listed below has been issued to the Insured named above for the policy period indicated. Notwithstanding any requirement,term of condition of any contract or other document with respect to which this Certificate may be issued or may pertain,the insurance afforded by the policy described herein is subject to all the terms,exclusions and conditions of such policy.Limits shown may have been reduced by paid claims. DISCLAIMER:This certificate of insurance does not affirmatively or negatively amend,extend,or alter the coverage afforded by the insurance policy. Professional Liability AAIOO6003-08 0411112023 0411112024 Each Claim $2.000.000 General Aggregate $2000000 Description of Operations/Locations/Special Items: REAL ESTATE APPRAISERS PROFESSIONAL LIABILITY INSURANCE Certificate Holder:Cancellation: City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES 10300 Torre Ave ,BE CANCELLED BEFORE THE EXPIRATION DATE Cllpertmo,CA 9>014 THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. LIAOOO’I (11/97) Appraisal to Establish Parkland In-lieu Fee Final Audit Report 2024-02-12 Created:2024-02-12 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAA-fxqjJPvPQXBXMbkmhCTX4z-WbXVfosG "Appraisal to Establish Parkland In-lieu Fee" History Document created by City of Cupertino (webmaster@cupertino.org) 2024-02-12 - 6:53:33 PM GMT- IP address: 35.229.54.2 Document emailed to Jindy Gonzalez (jindyg@cupertino.org) for approval 2024-02-12 - 6:59:39 PM GMT Document approved by Jindy Gonzalez (jindyg@cupertino.org) Approval Date: 2024-02-12 - 7:43:57 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2024-02-12 - 7:43:59 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2024-02-12 - 7:47:33 PM GMT - Time Source: server- IP address: 71.204.144.228 Document emailed to brad@cnaappraisal.com for signature 2024-02-12 - 7:47:35 PM GMT Email viewed by brad@cnaappraisal.com 2024-02-12 - 8:04:02 PM GMT- IP address: 104.28.111.138 Signer brad@cnaappraisal.com entered name at signing as Brad Carneghi 2024-02-12 - 8:05:32 PM GMT- IP address: 174.195.90.137 Document e-signed by Brad Carneghi (brad@cnaappraisal.com) Signature Date: 2024-02-12 - 8:05:34 PM GMT - Time Source: server- IP address: 174.195.90.137 Document emailed to christopherj@cupertino.org for signature 2024-02-12 - 8:05:36 PM GMT Email viewed by christopherj@cupertino.org 2024-02-12 - 8:09:18 PM GMT- IP address: 104.47.73.254 Signer christopherj@cupertino.org entered name at signing as Christopher D. Jensen 2024-02-12 - 8:09:36 PM GMT- IP address: 136.24.22.194 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2024-02-12 - 8:09:38 PM GMT - Time Source: server- IP address: 136.24.22.194 Document emailed to Jimmy Tan (jimmyt@cupertino.org) for signature 2024-02-12 - 8:09:40 PM GMT Email viewed by Jimmy Tan (jimmyt@cupertino.org) 2024-02-12 - 8:51:43 PM GMT- IP address: 104.47.73.254 Document e-signed by Jimmy Tan (jimmyt@cupertino.org) Signature Date: 2024-02-12 - 8:52:16 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2024-02-12 - 8:52:18 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2024-02-12 - 9:26:10 PM GMT- IP address: 104.47.74.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2024-02-12 - 9:26:19 PM GMT - Time Source: server- IP address: 64.165.34.3 Agreement completed. 2024-02-12 - 9:26:19 PM GMT