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13-063 Economic Planning Systems, Inc., Consultant Services for review of Keyser Marsten Associates Analysis and Fiscal Impacts of Apple Project AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ECONOMIC & PLANNING SYSTEMS, INC. FOR CONSULTANT SERVICES FOR REVIEW OF KEYSER MARSTEN ASSOCIATES (KMA)ANALYSIS AND FISCAL IMPACTS OF APPLE PROJECT THIS AGREEMENT, for reference dated May 7, 2013, is by and between CITY OF CUPERTINO, a municipal corporation (hereinafter referred to as "City"), and Economic & Planning Systems, Inc., a California corporation, whose address is 2501 Ninth Street, Suite 200, Berkeley, CA 94710-2257 (hereinafter referred to as "Consultant"), and is made with reference to the following: RECITALS: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California and the Cupertino Municipal Code. B. Consultant is specially trained. experienced and competent to perform the special services which will be required by this Agreement; and C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein. D. City and Consultant desire to enter into an agreement for upon the terms and conditions herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM: The term of this Agreement shall commence on May 7, 2013, and shall terminate on May 7, 2014, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED: Consultant shall perform each and every service set forth in Exhibit "A" which is attached hereto and incorporated herein by this reference. 3. COMPENSATION TO CONSULTANT: Consultant shall be compensated for services performed pursuant to this Agreement in the amount set forth in Exhibit '"B" which is attached hereto and incorporated herein by this reference. 4. TIME IS OF THE ESSENCE: Consultant and City agree that time is of the essence regarding the performance of this Agreement. 5. STANDARD OF CARE: Consultant agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City nor have any contractual relationship with City. 6. INDEPENDENT PARTIES: City and Consultant intend that the relationship between them created by this Agreement is that of employer-independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by City to its employees, including but not limited to, unemployment insurance, workers' compensation plans, vacation and sick leave are available from City to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any fees due Consultant. Payments of the above items, if required, are the responsibility of Consultant. 7. IMMIGRATION REFORM AND CONTROL ACT (IRCA): Consultant assumes any and all responsibility for verifying the identity and employment authorization of all of his/her employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Consultant shall indemnify and hold City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Consultant. 8. NON-DISCRIMINATION: Consistent with City's policy that harassment and discrimination are unacceptable employer/employee conduct, Consultant agrees that harassment or discrimination directed toward a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status,pregnancy, sex, age, or sexual orientation will not be tolerated. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. HOLD HARMLESS: Indemnification: Consultant shall, to the fullest extent allowed by law, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, whether physical, emotional, consequential or otherwise, arising out, pertaining to, or related to the negligent performance of this Agreement by Consultant or Consultant's employees, officers, officials, agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation. 9. INSURANCE: On or before the commencement of the term of this Agreement, Consultant shall furnish City with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with paragraphs 9A, B, C, D and E. Such certificates, which do not limit Consultant's indemnification, shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty(30) days' advance written notice to the City of Cupertino by certified mail, Attention: City Manager." It is agreed that Consultant shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to City and licensed to do insurance business in the State of California. Endorsements naming the City as additional insured shall be submitted with the insurance certificates. A. COVERAGE: Consultant shall maintain the following insurance coverage: (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liability: Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence $1,000,000 aggregate - all other Property Damage: $100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of$1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: Comprehensive automotive liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence or Combined Single Limit: $500,000 each occurrence (4) Professional Liability: Professional liability insurance which includes coverage for the professional acts, errors and omissions of Consultant in the amount of at least $1,000,000. B. SUBROGATION WAIVER: Consultant agrees that in the event of loss due to any of the perils for which he/she has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. C. FAILURE TO SECURE: If Consultant at any time during the term hereof should fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the Consultant's name or as an agent of the Consultant and shall be compensated by the Consultant for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid. D. ADDITIONAL INSURED: City, its City Council, boards and commissions, officers, employees and volunteers shall be named as an additional insured under all insurance coverages, except any professional liability insurance, required by this Agreement. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy. E. SUFFICIENCY OF INSURANCE: The insurance limits required by City are not represented as being sufficient to protect Consultant. Consultant is advised to confer with Consultant's insurance broker to determine adequate coverage for Consultant. 10. CONFLICT OF INTEREST: Consultant warrants that it is not a conflict of interest for Consultant to perform the services required by this Agreement. Consultant may be required to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations. 11. PROHIBITION AGAINST TRANSFERS: Consultant 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 without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money by Consultant from City under this Agreement may be assigned to a bank, trust company or other financial institution without prior written consent. Written notice of such assignment shall be promptly furnished to City by Consultant. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. Control means fifty percent (50%) or more of the voting power of the corporation. 12. SUBCONTRACTOR APPROVAL: Unless prior written consent from City is obtained, only those people and subcontractors whose names and resumes are attached to this Agreement shall be used in the performance of this Agreement. In the event that Consultant employs subcontractors, such subcontractors shall be required to furnish proof of workers' compensation insurance and shall also be required to carry general, automobile and professional liability insurance in reasonable conformity to the insurance carried by Consultant. In addition, any work or services subcontracted hereunder shall be subject to each provision of this Agreement. 13. PERMITS AND LICENSES: Consultant, at his/her sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses including, but not limited to, a City Business License, that may be required in connection with the performance of services hereunder. 14. REPORTS: A. Each and every report, draft, work product, map, record and other document, hereinafter collectively referred to as "Report", reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement, shall be the exclusive property of City. Consultant shall not copyright any Report required by this Agreement and shall execute appropriate documents to assign to City the copyright to Reports created pursuant to this Agreement. Any Report, information and data acquired or required by this Agreement shall become the property of City, and all publication rights are reserved to City. Consultant may retain a copy of any report furnished to the City pursuant to this Agreement. B. All Reports prepared by Consultant may be used by City in execution or implementation of: (1) The original Project for which Consultant was hired; (2) Completion of the original Project by others; (3) Subsequent additions to the original project; and/or (4) Other City projects as appropriate. C. Consultant shall, at such time and in such form as City may require, furnish reports concerning the status of services required under this Agreement. D. All Reports required to be provided by this Agreement shall be printed on recycled paper. All Reports shall be copied on both sides of the paper except for one original, which shall be single sided. E. No Report, information or other data given to or prepared or assembled by Consultant pursuant to this Agreement shall be made available to any individual or organization by Consultant without prior approval by City. 15. RECORDS: Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to such books and records to the representatives of City or its designees at all proper times, and gives City the right to examine and audit same, and to make transcripts therefrom as necessary, and to allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained for a period of three (3) years after receipt of final payment. If supplemental examination or audit of the records is necessary due to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of contract or failure to act in good faith, then Consultant shall reimburse City for all reasonable costs and expenses associated with the supplemental examination or audit. 16. NOTICES: All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States Mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, or approvals from Consultant to City shall be addressed to City at: City of Cupertino 10300 Tone Ave. Cupertino CA 95014 Attention: City Manager All notices, demands, requests, or approvals from City to Consultant shall be addressed to Consultant at: Economic & Planning Systems, Inc. 2501 Ninth Street, Suite 200 Berkeley, CA 94710-2257 17. TERMINATION: In the event Consultant fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the performance of this Agreement. If such default is not cured within within the time specified after receipt by Consultant from City of written notice of default, specifying the nature of such default and the steps necessary to cure such default, City may terminate the Agreement forthwith by giving to the Consultant written notice thereof. City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days'prior written notice to Consultant as provided herein. Upon termination of this Agreement, each party shall pay to the other party that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. 18. COMPLIANCES: Consultant shall comply with all state or federal laws and all ordinances, rules and regulations enacted or issued by City. 19. CONFLICT OF LAW: This Agreement shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authori ties.) Any suits brought pursuant to this Agreement shall be filed with the courts of the County of Santa Clara, State of California. 20. ADVERTISEMENT: Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from City to do otherwise. 21. WAIVER: A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. 22. INTEGRATED CONTRACT: This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 22. INSERTED PROVISIONS: Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not inserted or is not correctly inserted, the Agreement shall be amended to make such insertion on application by either party. 23. CAPTIONS: The captions 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. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. ECONOMIC & PLANNING SYSTEMS, INC. CITY OF CUPERTINO A M • ipal Corporation By: ichard Berkson By_: David Brandt Principal City Manager Date /0 , I Date r/2/7l RECOMMENDED FOR APPROVAL: Title OP ,Aeei APPROVED AS TO FORM: f'ACity Attorney / ATTEST: S(t I�3 � City Clerk _ v EXHIBIT"A" SCOPE OF WORK Task 1: Project Initation Economic & Planning Systems, Inc. (EPS) will review existing materials prepared by City Staff and by Apple's consultants Keyser:Vlarsten Associates (KMA). Additional data needs and sources will be identified and requested, e.g., a complete set of KMA tables and text. Timeline and work products will be discussed with City Staff, and a Scope of Work prepared. The EIR will be utilized, including information about the description of the Proposed Project, its population and employment, and required public services. An alternative project will be provided by City staff based on the EIR and other factors. Task 2: Review Revenue Estimates EPS will review the revenue estimates and related documentation prepared by KMA, as well as the review prepared by City Staff. EP'S will check methodologies, assumptions and sources for reasonableness. The revenue estimates will be compared to the City's current budget to assure that all major revenues are included, and augmented by further analysis if necessary. The estimates will be reviewed and augmented for the Proposed Project, and for the alternative project. Task 3: Estimate City Expenditures Assuming that KMA has not prepared estimates of City service expenditures related to the Project, EPS will work with City Staff to develop estimates. Sources will include the applicable EIR sections, as well as the City's budget. EPS will engage department representatives to review key assumptions and provide additional data that may be required, e.g., costs per officer, related overhead/administration, etc. The estimates will be developed for the Proposed Project, and fo:r the alterative project. Task 4: Report Preparation EPS will prepare a report describing and documenting the results of the review and analysis. The report will include a "bottom line" estimate of net fiscal impacts on the City budget by deducting estimated costs from projected revenues. The results will be compared to the alternative project. The implications of timing of impacts will be reviewed, for example, the alternative project may require a longer time frame until full- build-out. Other one-time costs and revenues will be summarized, e.g., impact fees. Potential impacts of a "No Project" scenario will be described. EXHIBIT "A" SCOPE OF WORK Page 2 Task 5: Meetings and Presentations The budget assumes attendance by EPS staff at a total of two meetings and/or council hearings. Additional meetings will be billed on a "time and materials"basis. It is expected that there will be periodic conference calls with City Staff as the analysis progresses, and to review draft products. EXHIBIT "B" COMPENSATION TO CONSULTANT City shall compensate Consultant for professional services in accordance with the terms and conditions of this Agreement based on the rates and compensation schedule set forth below. Compensation shall be calculated based on the hourly rates set forth below up to the not to exceed budget amount set forth below. The compensation to be paid to Consultant under this Agreement for all services described in Exhibit"A" and reimbursable expenses shall not exceed a total amount of Twenty-three thousand dollars ($23,000.00). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the City. Hourly Rates Managing Principal $250. - $300. Senior Principal $300. Principal $250. Executive/Senior Vice President $215. Vice President $200. Senior Technical Associate $190. Senior Associate $170. Associate $135. Research Analyst $115. Production and Administrative Staff $ 80. Invoices In order to request payment, Consultant shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, task(s) for which work was performed, hourly rates, and reimbursable expenses), based upon Consultant's billing rates. Reimbursable Expenses Administrative, overhead, secretarial time or overtime, word processing, photocopying, in house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. City shall reimburse consultant for reasonable travel. Travel expenses are limited to the lesser of actual expenses or expenses that would be authorized for City employee travel pursuant to City policy. Additional Services Consultant shall provide additional services outside of the services identified in Exhibit A only by advance written authorization from the City's Project Manager prior to commencement of any additional services. Consultant shall submit, at the Project Manager's request, a detailed written proposal including a description of the scope of additional services, schedule, and proposed maximum compensation. ��-■� OP ID: KT Al`1.°.R°� CERTIFICATE OF LIABILITY INSURANCE DATE 05/14D/YYYY) 05/14/13 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 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 650-349-2364 CONTACT _NAME: A Insurance Service FAX License 650-3494631-aCN o,Exti: N ,No): 577 Airport Blvd.5th Floor E-MAIL DDRLSS: Burlingame,CA 94010 PRODUCER ECONO4 Kelly L.Totten _CUSTOMER ID#: INSURER(S)AFFORDING COVERAGE NAIC# INSURED Economic&Planning INSURER A:Federal Insurance Co Systems Inc INSURER B:Republic Indemnity Co. 2295 Gateway Oaks Dr#250 INSURER C:Continental Casualty Company Sacramento,CA 95833 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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. INSR TYPE OF INSURANCE ADOL SUBR POLICY EFF POLICY EXP LIMITS LTR INSR WVD POLICY NUMBER (MM/DD/YYYY) (MMIDD/YYYY) GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 3592-9623 WCE 04/01/13 04/01/14 DAMAGE TO RENTED 1,000,000 A X COMMERCIAL GENERAL LIABILITY PREMISES(Ea occurrence) $ CLAIMS-MADE X OCCUR MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ exclude GENERAL AGGREGATE $ 3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 3,000,000 —1 POLICY X JECOT- LOC Emp Ben. $ 1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 ANY AUTO 73558746 04/01/13 04/01/14 (Ea accident) BODILY INJURY(Per person) $ ALL OWNED AUTOS BODILY INJURY(Per accident) $ SCHEDULED AUTOS PROPERTY DAMAGE A X HIRED AUTOS (Per accident) A X NON-OWNED AUTOS $ UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 1,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ A 7987-1994 04/01/13 04/01/14 DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION X WC STATU- AND EMPLOYERS'EMPLOYERS'LIABILITY TORY LIMITS ER B ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N 17487706(CO) 04/01/13 04/01/14 E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? N/A B 16150810(CA)(Mandatory In NH) 04/01/13 04/01/14 E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 C Professional Liabi 425343942 CLAIMS MADE 04/01/13 04/01/14 Per Claim 2,000,000 C Adv/Personal In)ur 425343942 CLAIMS MADE 04/01/13 04/01114 Annual Ag 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(Attach ACORD 101,Additional Remarks Schedule,if more space is required) See Notes EPS #131019 CERTIFICATE HOLDER CANCELLATION EPSC000 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. Legal Services Manager Cheryl Mannix-Smith AUTHORIZED REPRESENTATIVE 20410 Town Center LN STE 210 Cupertino,CA 95014 ©1988-2009 ACORD CORPORATION. All rights reserved. ACORD 25(2009/09) The ACORD name and logo are registered marks of ACORD NOTEPAD: HOLDER CODE EPSC000 ECONO-4 PAGE 2 INSURED'S NAME Economic&Planning OP ID: KT DATE 05/14/13 The City of of Cupertino, its City Council, boards and commissions, officers employees and volunteers are additional insureds with respect to General'Liability form 80-02-2367 attached to policy number 3592-9623. Liability Insurance Endorsement Policy Period APRIL 1,2013 TO APRIL 1,2014 Effective Date APRIL 1,2013 Policy Number 3592-96-23 WCE Insured ECONOMIC&PLANNING SYSTEMS INC Name of Company FEDERAL INSURANCE COMPANY Date Issued JANUARY 9,2013 This Endorsement applies to the following forms: GENERAL LIABILITY Under Who Is An Insured,the following provision is added: Who Is An Insured Scheduled Person Or Subject to all of the terms and conditions of this insurance,any person or organization shown in the Organization Schedule,acting pursuant to a written contract or agreement between you and such person or organization,is an insured;but they are insureds only with respect to liability arising out of your operations,or your premises,if you are obligated,pursuant to such contract or agreement,to provide them with such insurance as is afforded by this policy. However,no such person or organization is an insured with respect to any: • assumption of liability by them in a contract or agreement.This limitation does not apply to the liability for damages for injury or damage,to which this insurance applies,that the person or organization would have in the absence of such contract or agreement. damages arising out of their sole negligence. Schedule PERSONS OR ORGANIZATIONS THAT YOU ARE OBLIGATED,PURSUANT TO WRII"1"hN CONTRACT OR AGREEMENT BETWEEN YOU AND SUCH PERSON OR ORGANIZATION,TO PROVIDE WITH SUCH INSURANCE AS IS AFFORDED BY THIS POLICY;BUT THEY ARE INSUREDS ONLY IF AND TO THE MINIMUM EXTENT THAT SUCH CONTRACT OR AGREEMENT REQUIRES THE PERSON OR ORGANIZATION TO BE AFFORDED STATUS AS AN INSURED. HOWEVER,NO PERSON OR ORGANIZATION IS AN INSURED UNDER THIS PROVISION WHO IS MORE SPECIFICALLY DESCRIBED Reference Copy Liability insurance Additional Insured-Scheduled Person Or Organization continued Form 80-02-2367(Rev.8-04) Endorsement Page 1 Liability Endorsement (continued) UNDER ANY OTHER PROVISION OF THE WHO IS AN INSURED SECTION OF THIS POLICY(REGARDLESS OF ANY LIMITATION APPLICABLE THERETO). All other terms and conditions remain unchanged. Authorized Representative c___p_St. Reference Copy Liability Insurance Additional Insured-Scheduled Person Or Organization last page Form 80-02-2367(Rev.8-04) Endorsement Page 2 ECONO-4 OP ID: KT CERTIFICATE OF LIABILITY INSURANCE DAT03/281YYYY) 03128114 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 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). DRODUCER 650-349-2364 NAME:C'f AacCorkle Insurance Service PHONE FAX ;A License#0606920 650-349-4631 (AJC No,Eut): (A C,No): i77 Airport Blvd.5th Floor E-MAIL 3urlingame,CA 94010 ADDRESS: (elly L.Totten INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Federal Insurance Co INSURED Economic&Planning Systems INSURER B:Republic Indemnity Co. of CA 43753 2295 Gateway Oaks Dr#250 INSURER C:Continental Casualty Company Sacramento,CA 95833 INSURER D INSURER E INSURER F COVERAGES CERTIFICATE NUMBER: _ REVISION NUMBER: 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 RI=DUCED BY PAID CLAIMS. NSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER MM/DDYYYY MM/DD/YYYY LIMITS LTR GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL LIABILITY 35929623 WCE 04/01/14 04/01/15 AMAGE EMISES Ea TO R D EocNcurrTED ence $ 1,000,000 PR ( CLAIMS-MADE I r—.–] OCCUR MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ Excluded GENERAL AGGREGATE $ 3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ Included POLICY FXI PRO n LOC _ Emp Ben. $ 1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 Ea accident $ A ANY AUTO 7355-87-46 04101/14 04/01115 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS X NON-OWNED PROPERTY DAMAGE $ AUTOS Per accident UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 1,000,000 A X EXCESS LIAB CLAIMS-MADE 79871994 04/01/14 04/01/15 AGGREGATE $ 1,000,000 DED X I RETENTION$ 0 _ $ WORKERS COMPENSATION X WCSTATU-�OTH- AND EMPLOYERS'LIABILITY TORY LIMITS ER B ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N 161508-11 (CA) 04/01/14 04/01/15 E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? NIA B (Mandatory in NH) 174877•-07 (CO) 04/01/114. 04101/15 E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS..below _ E L . .DISEASE-POLICY LIMIT $ C Professional Liab 425343942 04/01/14 04/01/15 Per Claim 2,000,000 C Advb/Personal Inj 425343942 Annual Ag 2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) >ee Notes :PS #131019 CERTIFICATE HOLDER CANCELLATION EPSC000 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. Legal Services Manager Cheryl Mannix-Smith AUTHORIZED REPRESENTATIVE 20410 Town Center LN STE 210 Cupertino,CA 95014 I _ 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD NOTEPAD. HOLDER CODE EPSC000 ECONO-4 PAGE 2 INSURED'S NAME Economic & Planning Systems OP ID: KT DATE 03/28/14 The City of of Cupertino, its City Council, boards and commissions, officers, employees and volunteers are additional insureds with respect to General Liability form 80-02-2367 attached to policy number 3592-9623. luLiability Insurance OHUBE3 Endorsement Policy Period APRIL 1, 2014 T0 APRIL l.2015 Effective Date APRIL-1, 2014 Policy Number 3592'00'23 WrE Insured ECONOMIC&PLANNING SYSTEMS INC Name of Company FEDERAL INSURANCE COMPANY -- '- -Date-Issued JANlJARl/'3.2014 This Endorsement applies/o the following forms: GENERAL LIABILITY Under Who Is An lonuud`the following provision is added: Who Is An Insured Scheduled Person Or Subject m all of the terms and conditions nf this insurance,any person nr organization shown inthe Organization Subcdu\o,uobu8 pursuant to uwdxuo contract nr agreement between you and such person nz organization,ioun insured;but they are insureds only with respect m liability arising out ufyour operations,or your premises,if you are obligated,pursuant to such contract or agreement,to provide them with such insurance uoie afforded hy this policy. However, no such person ur organization ioun insured with respect to any: , assumption of liability by them in a contract or agreement.This lirrutation does not apply to _ - - - the liability for damages for iojbryordumujC tU'w 6ioh this io'suraocu applies,tbmthupoo .o o«organization would have io the absence o/such contract oragreement. " damages arising out of their sole negligence. _--_---------'_'---'_-__'_~ � ~ Schedule PERSONS OQ ORGANIZATIONS THAT YOU ARE OBLIGATED,PURSUANT T0 WRITTEN C0NTRAC7(]R AGREEMENT BETWEEN YOU AND SUCH PERSON OR ORGANIZATION,TOPROVIDE WrrB SUCH INSURANCE A8lS AFFORDED BY THIS POLICY;BUT THEY ARE'.NSlJBED8 ONLY DP AND TOTHE MINIMUM EXTENT THAT SUCH CONTRACT OR AGREEMENT REQUIRES THE PERSON{)D ORGANIZATION TO8E AFFORDED STATUS ASAN INSURED. B(]WBVS8,NO PERSON ORORGANIZATION l8 AN INSURED UNDER THIS PROVISION WHO 0 MORE SPECIFICALLY DESCRIBED Liability insurance Additional Insured'Scheduled Person O/Organization continued Form a*u2-2oo7(Re^ a'm4) Exm,momon/ �-��-��-----'- page /