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14-041 Balance Hydrologics Inc, Stevens Creek Corridor Park and Restoration MonitoringCITY OF t�J FIRST AMENDMENT TO CONSULTANT SERVICES CUPERTINO AGREEMENT BETWEEN THE CITY OF CUPERTINO AND BALANCE HYDROLOGICS FOR CONSULTANT SERVICES This First Amendment to the Consultant Services Agreement between the City of Cupertino and Balance Hydrologics, Inc., for reference dated January 14, 2016, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and Balance Hydrologics, Inc., a California corporation, whose address is 800 Bancroft Way, Suite 101, Berkeley, CA 94710-2227, (hereinafter " Consultant"), and is made with reference to the following: RECITALS: A. On December 30, 2013, an agreement was entered into by and between City and Balance Hydrologics, Inc. for consultant services for Stevens Creek Corridor Park and Restoration monitoring (hereinafter "Agreement") B. City and Consultant desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: 1. "TERM" section of the Agreement is modified to change the termination date with wording as follows: The term of this Agreement shall commence on March 11, 2014 and shall terminate on January 31, 2019, unless terminated earlier as set forth herein. 2. "SERVICES TO BE PERFORMED" section of the Agreement is modified to add the following language: Consultant shall also perform the services set forth in Exhibit A-1, which is attached hereto and incorporated herein by reference. 3. "SCHEDULE OF PERFORMANCE" section of the Agreement is modified to add the following language: Services of Consultant which are described in Exhibit A-1 are to be completed according to the schedule noted in Exhibit B-1, which is attached hereto and incorporated herein by reference. City of Cupertino - Balance Hydrologics Page 1 Amendment No. 1 4. "COMPENSATION TO CONSULTANT" section of the Agreement, first sentence, is modified to read as follows: The maximum compensation to be paid to Consultant under this Agreement for the Scope of Services in Exhibit "A" is twenty-nine thousand five hundred dollars ($29,500.00.) Services of Consultant which are described in Exhibit A-1 are to be compensated as noted in Exhibit C-1, which is attached hereto and incorporated herein by reference. The maximum compensation to be paid to Consultant under this agreement for all services shall not exceed Eighty Three Thousand Five Hundred Dollars ($83,500.00). Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. Balance Hydrologics, Inc. Name Edward D. Ballman Title V/P; Principal Engineer Date February 2, 2016 Tax ID No.: 94-3073197 CITY OF CUPERTINO A Munici orporation By'�--- Timm Borden, Director of Public Works Date �S3/G' RECOMMENDED FOR APPROVAL: By (�� . Gail Seeds, Project Manager Address: APP OVED AS TO FORM: 800 Bancroft Way, Suite 101 Berkeley, CA 94710-2227 By Randolph Stevenson Hom, City Attorney ATTEST: 4 By4(�4 �l( Grace Schmidt, City Clerk Amendment No. 1 Amount, $54,000.00 Account No. 427-90-881- 900-905 Contract Not -to -Exceed Amount, as amended: $83,500.00 City of Cupertino - Balance Hydrologics Page 2 Amendment No. 1 EXHIBIT A-1 SCOPE OF SERVICES For Post -construction Monitoring of Stevens Creek Corridor Park & Restoration Phase 2: Years 3,14 and 5 Services that have been added via this Amendment No. 2 are to consist of tasks noted below. All work is to be consistent with and fulfill the criteria of the Monitoring Plan for the Stevens Creek Corridor Park and Restoration Phase 2 project, years 3, 4 and 5 of monitoring, as required by regulatory and permitting agencies. Geomorphic Scope and Monitoring Task 1. Storm Observations of Flow and Sediment Transport Balance will monitor streamflow and bedload sediment transport through the restored reach of the creels. If a drought year and flow does not exceed values of 30 to 50 cfs, it would be likely that this task will not be utilized. A storm observation field log will be included in the annual monitoring report and will highlight measured streamflow and bedload sediment transport rates. Task 2. Annual Streambed Conditions Monitoring and Analysis Balance will review and analyze field data collected to evaluate evolution of the constructed channel, and to develop that data necessary to inform regulators of post -construction conditions at the project site. When feasible, a synopsis of data analysis results will be included in the annual monitoring report (e.g. a table and figures will be prepared to communicate the grain size distribution measured). Task 2B. Year 5 only, Geomorphic Survey and Analysis of Channel Conditions Conduct a topographic survey of the channel profile and cross sections at designated locations. Plot data and provide exhibit of new data together with the initial 2013 post -construction conditions. Provide evaluation and analysis of geomorphic and channel evolution and conditions. Task 3. Annual Geomorphic Monitoring Data Memo At the end of the monitoring season, Balance will prepare an annual geomorphic monitoring data memo suitable for submittal to regulatory agencies. The report will include narrative, photographs, tables, and figures as required by the monitoring plan to illustrate post construction channel conditions. Task 4. Project Management This task will cover project management and administration. City of Cupertino - Balance Hydrologics Page 3 Amendment No. 1 Vegetation Scope and Monitoring Task 5. Annual Vegetation Photo Monitoring Monitoring photographs of vegetation establishment will be taken annually, at ten monitoring post locations installed at Year 1. Task 6. Annual Storm Monitoring Storm visits will be implemented annually to assess channel vegetation during storm conditions and erosion, if occurring. The fee estimate assumes 2 visits. Task 7. Annual Vegetation Monitoring Memo A memo will be prepared annually to address results of vegetation monitoring. The memo will include a qualitative assessment, photo results, and recommended maintenance actions if applicable. a. Introduction and Project Background b. Photo Monitoring Results c. Qualitative Assessment of Vegetation d. Storm Monitoring Observations e. Maintenance Activities f. Adaptive Management Actions g. Recommended Future Actions Years 3 and 5 include collection and evaluation of Plant Transect Data. Identify species, count, assign health and vigor ratings, tabulate percent survival of vegetation in six monitored areas, one along each transect; measure all trees in ten count circles, one along each transect; identify and count recruited native vegetation in a five-foot band along each transect. Year 5 only, include preparation of Final Report data, observations, evaluation, overall findings or conclusions per the Monitoring Program and regulatory agency requirements for this project. Task 8. Project Management This annual task includes coordinating the work of subconsultants, project management and project administration. City of Cupertino - Balance Hydrologics Page 4 Amendment No. 1 EXHIBIT B-1 COMPENSATION For Post -construction Monitoring of Stevens Creek Corridor Park & Restoration Phase 2: Years 3.14 and 5 Year 3 Monitoring Geomorphic Monitoring Year 1 Task 1. Storm Observations of Flow and Sediment Transport Task 1 Fee estimate: 3,300 Task 2. Annual Streambed Conditions Monitoring and Analysis Task 2 Fee estimate: 1,925 Task 3. Annual Geomorphic Monitoring Data Memo Task 3 Fee estimate: 2,300 Task 4. Project Management Task 4 Fee estimate: 1,075 Fee Subtotal $8,600 Vegetation Monitoring Year 3 Task 5. Annual Vegetation Monitoring Photos Task 5 Fee estimate: 500 Task 6. Annual Storm Monitoring (assumes 8 hours) Task 6 Fee estimate: 2,800 Task 7. Annual Vegetation Monitoring Memo Task 7 Fee estimate: 1,100 Task 8. Project Management Task 8 Fee estimate: 300 Fee Subtotal $4,700 TOTAL YEAR 3 FEE: $13,300 (excluding reimbursables) Year 4 Monitoring Geomorphic Monitoring Year 4 Task 1. Storm Observations of Flow and Sediment Transport Task 1 Fee estimate: 3,400 Task 2. Annual Streambed Conditions Monitoring & Analysis Task 2 Fee estimate: 2,000 City of Cupertino — Balance Hydrologics Page 5 Amendment No. 1 Task 3. Annual Monitoring Data Memo Task 3 Fee estimate: 2,400 Task 4. Project Management Task 4 Fee estimate: 11100 Fee Subtotal $8,900 Vegetation Monitoring Year 4 Task 5. Annual Vegetation Monitoring Photos Task 6 Fee estimate: 500 Task 6. Annual Vegetation Monitoring Memo Task 7 Fee estimate: 2,900 Task 7. Annual Storm Monitoring (assumes 8 hours) Task 7 Fee estimate: 1,150 Task 8. Project Management Task 8 Fee estimate: 300 Fee Subtotal $4,850 TOTAL YEAR 4 FEE: $13,750 (excluding reimbursables) Year 5 Monitoring Geomorphic Monitoring Year 5 Task 1. Storm Observations of Flow and Sediment Transport Task 1 Fee estimate: 3,500 Task 2A. Annual Streambed Conditions Monitoring & Analysis Task 2 Fee estimate: 2,050 Task 2B. Geomorphic Survey and Analysis of Channel Conditions Task 2 Fee estimate: 4,525 Task 3. Annual & Monitoring Data Memo & Final Monitoring Report Task 3 Fee estimate: 4,150 Task 4. Project Management Task 4 Fee estimate: 1,125 Fee Subtotal $15,350 Vegetation Monitoring Year 5 Task 5. Annual Vegetation Monitoring Photos Task 6 Fee estimate: 525 Task 6. Annual Vegetation Monitoring Memo & Final Monitoring Report Task 7 Fee estimate: 3,875 Task 7. Annual Storm Monitoring Task 7 Fee estimate: 1,200 City of Cupertino - Balance Hydrologics Page 6 Amendment No. 1 Task 8. Project Management Task 8 Fee estimate: 300 Fee Subtotal $5,900 TOTAL YEAR 5 FEE: $21,250 (excluding reimbursables) Reimbursable Expenses Flow and sediment measurement equipment usage fee (50% cost break) 250 including usage fee for velocity meters, wading rod, and Helley- Smith 6 -inch bedload sampler Mileage fees 300 (assume 500 miles) Materials & Supplies 150 Materials & Supplies 250 TOTAL REIMBURSABLE EXPENSE ALLOWANCE: NTE $950 Additional Services TOTAL ADDITIONAL SERVICES ALLOWANCE: NTE $5,000 To be expended only upon advance City authorization, in writing, for work outside the basic scope of services COMPENSATION SUMMARY Services Added by this Amendment No. 1: Year 3 Monitoring $ 13,300 Year 4 Monitoring $ 13,750 Year 5 Monitoring $ 21,250 Reimbursable Expenses Allowance $ 950 Services & Expenses, Not to Exceed: $ 49,250 Additional Services Allowance: $4,750 TOTAL Added, Amendment No. 1, Not to Exceed: $ 54,000 Original Contract, Not to Exceed: $ 29,500 TOTAL Agreement, As Amended, Not to Exceed: City of Cupertino - Balance Hydrologics Page 7 Amendment No. 1 EXHIBIT C-1 SCHEDULE OF PERFORMANCE Post -Construction Monitoring of Stevens Creek Corridor Park & Restoration Phase 2: Years 3, 4 and 5 Year 3 Monitoring Geomorphic Monitoring Year 3 The following work shall be completed by September 15, 2016 Task 1. Storm Observations of Flow and Sediment Transport The following work shall be completed by October 1, 2016 Task 2. Annual Streambed Conditions Monitoring and Analysis The following work shall be completed by October 15, 2016 Task 3. Annual Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 8, 2016 Task 3. Annual Monitoring Memo Report — submit final report to City Vegetation MonitoringYear ear 3 The following work shall be completed by June 30, 2016 Task 5. Annual Vegetation Monitoring Photos (goal is late spring/very early summer) The following work shall be completed by September 15, 2016 Task 6. Annual Storm Monitoring The following work shall be completed by October 15, 2016 Task 7. Annual Vegetation Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 8, 2016 Task 7. Annual Vegetation Monitoring Memo Report — submit final report to City Year 4 Monitoring Geomorphic Monitoring Year 4 The following work shall be completed by September 15, 2017 Task 1. Storm Observations of Flow and Sediment Transport The following work shall be completed by October 1, 2017 Task 2. Annual Streambed Conditions Monitoring and Analysis City of Cupertino — Balance Hydrologics Page 8 Amendment No. 1 The following work shall be completed by October 15, 2017 Task 3. Annual Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 8, 2017 Task 3. Annual Monitoring Memo Report — submit final report to City Vegetation Monitoring Year 4 The following work shall be completed by June 30, 2017 Task 5. Annual Vegetation Monitoring Photos (goal is late spring/very early summer) The following work shall be completed by September 15, 2017 Task 6. Annual Storm Monitoring The following work shall be completed by October 15, 2017 Task 7. Annual Vegetation Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 8, 2017 Task 7. Annual Vegetation Monitoring Memo Report — submit final report to City Year 5 Monitoring Geomorphic Monitoring Year 5 The following work shall be completed by September 15, 2018 Task 1. Storm Observations of Flow and Sediment Transport The following work shall be completed by October 1, 2018 Task 2. Annual Streambed Conditions Monitoring and Analysis The following work shall be completed by October 15, 2018 Task 3. Annual/Final Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 8, 2018 Task 3. Annual/Final Monitoring Memo Report — submit final report to City Vegetation Monitoring Year 5 The following work shall be completed by June 30, 2018 Task 5. Annual Vegetation Monitoring Photos (goal is late spring/very early summer) The following work shall be completed by September 15, 2018 Task 6. Annual Storm Monitoring City of Cupertino - Balance Hydrologics Page 9 Amendment No. 1 The following work shall be completed by October 15, 2018 Task 7. Annual/Final Vegetation Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 8, 2018 Task 7. Annual/Final Vegetation Monitoring Memo Report — submit final report to City City of Cupertino - Balance Hydrologics Page 10 Amendment No. 1 OFFICE OF THE CITYCLERK CITY HALL 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3223 • FAX: (408) 777-3366 WEBSITE: www.cupertino.org CUPERTINO March 24, 2014 Balance Hydrologics, Inc., 800 Bancroft Way, Suite 101 Berkley, CA 94710-2227 Re: Agreement for consultant services Enclosed for your records is a fully executed original copy of the agreement with the City of Cupertino. If you have any questions, please contact the Public Works Department at (408) 777-3354. Sincerely, Andrea Sanders Senior Office Assistant City Clerk's Office Enclosure cc: Public Works AGREEMENT BETWEEN THE CITY OF CUPERTINO AND BALANCE HYDROLOGICS FOR CONSULTANT ,SERVICES FOR STEVENS CREEK CORRIDOR PARK AND RESTORATION MONITORING THIS AGREEMENT, for reference dated December 30, 2013, is by and between CITY OF CUPERTINO, a municipal corporation (hereinafter referred to as "City"), and Balance Hydrologics, Inc., a California corporation, whose address is 800 Bancroft Way, Suite 101, Berkeley, CA 94710-2227 (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 post - construction monitoring services at Stevens Creek 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 the date this agreement is executed and shall terminate on January 31, 2016, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED: Consultant shall perform each and every service set forth in Exhibit "A" titled "Scope of Services" which is attached. hereto and incorporated herein by this reference. Page 1 of 1.5 City of Cupertino - Balance Hydrologics Agreement 3. SCHEDULE OF PERFORMANCE: The Services of Consultant are to be completed according to the schedule set out in Exhibit B, titled "Schedule of Performance ", which is attached hereto and incorporated herein by this reference. 4. COMPENSATION TO CONSULTANT: The maximum compensation to be paid to Consultant under this agreement shall not exceed Twenty Niru Thousand Five Hundred Dollars ($29,500.00). The rate of payment is set out in Exhibit C, titled "Compensation", which is attached hereto and incorporated herein. Consultant shall furnish to City a detailed statement of the work performed for compensation during the term of this Agreement. Consultant may submit monthly invoices for interim progress payments during the course of each phase, clearly stating as a minimum the total Contract amount, amount paid to date, percent complete and amount due. 5. TIME IS OF THE ESSENCE: Consultant and City agree that time is of the essence regarding the performance of this Agreement. 6. 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. 7. 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 Page 2 of 15 City of Cupertino —Balance Hydrologics Consultant. Payments of the above items, if required, are the responsibility of Consultant. 8. IMMIGRATION REFORM AND CONTROL ACT (IRCA): Consultant assumes any and all responsibility for verifying the identity and employment authorization of all of his,ther 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. 9. 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. 10. PROJECT COORDINATION CITY: Director of Public Works shall be representative of City for all purposes under this Agreement. Gail Seeds is hereby designated as the Director of Public Works' designee and Project Manager, and shall supervise the progress and execution of this Agreement. CONSULTANT: Consultant shall assign a single Consultant Project Manager to have overall responsibility for the progress and execution of this Agreement for Consultant. Should circumstances or conditions subsequent to the execution of the Agreement require a substitute Consultant Project Manager for any reason, the Consultant Project Manager designee shall be subject to the prior written acceptance and approval of the City , Project Manager. The designated Consultant Project Manager shall be Ed Ballman. 11. HOLD HARMLESS: Indemnification: A. Claims for Professional Liability. Where the law establishes a standard of care for Consultant's professional services, and to the extent Page 3of15 City of Cupertino - Balance Hydrologics the Consultant breaches or fails to meet such established standard of care, or is alleged to have breached or :Failed to meet such standard of care, Consultant shall, to the fullest exterit allowed by law, with respect to all services performed in connection wiith 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, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of 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. Consultant shall not be obligated under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City, its agents or employees. B. Claims for Other Liability. 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 against any and all liability, claims, actions, causes of action or demands whatsoever from and against any of them, including any injury to or death of any person or damage to property or other liability of any nature, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of 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. Consultant shall not be obligated under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City, its agents or employees. C. Claims involving intellectual property. In addition to the obligations set forth in (A) and (B) above, Consultant shall indemnify, defend, and hold the City, its elected and appointed officers, employees, and volunteers, harmless from and against any Claim in which a violation of intellectual property rights, including but not limited to copyright or patent rights, is alleged that arises out of, pertains to, or relates to Consultant's negligence, recklessness or willful misconduct under this Agreement. Such costs and expenses shall include reasonable attorneys' Page 4 of -15 City of Cupertino — Balance Hydrologics fees of counsel of City's choice, expert fees and all other costs and fees of litigation. 12. 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 datE!s of expiration of insurance coverage in compliance with paragraphs 12A, 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 alit 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) Liabili : Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 eadn 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 Page 5 of 15 City of Cupertino - Balance Hydrologics 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 art 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 vlsured 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 irisured 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. Page 6 of 'l5 City of Cupertino - Balance Hydrologics 13. CONFLICT OF INTEREST: Consultant warrants that it is not a conflict of interest for Consultant to perform the services required by this AgreE-ment. 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. 14. 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. 15. SUBCONTRACTOR APPROVAL: Unless prior written consent from City is obtained,' only those people and subcontractors whose names are included in 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. 16. PERMITS AND LICENSES: Consultant, at his/her sole expense, :;hall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses Page 7 of 1.5 City of Cupertino — Balance Hydrologics including, but not limited to, a City Business License, that may be required in connection with the performance of servicer hereunder. 17. 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 Consult2ait without prior approval by City. F. Electronic and hard copies of Consultant's work product shall constitute the Project deliverables. Plans to be in CAD and PDF formats, and other documents to be in Microsoft Word arid PDF formats. City holds Consultant harmless for any modifications to the documents. 18. NONDISCRIMINATION Consultant certifies and agrees that he/she will not discriminate against any employee or applicant for employment because of race, color, religion, national origin, ancestry, sex, age, or condition or physical or mental handicap (as defined in 41 C.F.R. Section 60-741, et. seq.), in accordance with requirement of stage or federal law. Consultant shall take affirmative action to ensure that qualified applicants are employed and Page 8 of 15 City of Cupertino — Balance Hydrologics that employees are treated during employment without regard to race, color, religion, national origin, ancestry, sex, age, or condition of physical or mental handicap in accordance with requirements of state and federal law. Such shall include, but not be limited to, the following: A. Employment upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation. B. Selection for training, including interns and apprentices. Consultant agrees to post in conspicuous places in each of Consultant's facilities providing services hereunder, available and open to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, national origin, ancestry, sex, age, or condition of physical or mental handicap, in accordance with requirements of state and federal law. Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding a notice advising the labor union or workers' representative of Consultant's commitments under this paragraph. Consultant certifies and agrees that he/she will deal with his/her subcontractors, bidders, or vendors without regard to race, color, religion, national origin, ancestry, sex, age, or condition of physical or mental handicap, in accordance with requirement of state and federal law. In accordance with applicable state and federal law, Consultant shall allow duly authorized county, state and federal representatives access to his/her employment records during regular business hours in order to verify compliance with the iulti-discrimination provisions of this paragraph. Consultant shall provide such other information and records as such representatives may require n1 order to verify compliance with the anti -discrimination provisions of this paragraph. If the City finds that any of the provisions of this paragraph have been violated, the same shall constitute a material breach of Agreement upon which City may determine to cancel, terminate, or suspend this Agreement. City reserves the right to determine independently that the anti -discrimination provisions of this Agreement have been violated. In Page 9 of 15 City of Cupertino - Balance Hydrologics addition, a determination by the California Fair Employment Practices Commission or the Federal Equal Employment Opportunity Commission that Consultant has violated state and federal anti -discrimination laws shall constitute a finding by City that Consultant has violated the anti- discrimination provisions of this Agreement. The parties agree that in the event Consultant violates any of the anti -discrimination provisions of this paragraph, City shall be entitled, at its option, to the sum of $500.00 pursuant to California Civil Code Section 1671 as liquidated damages in lieu of canceling, terminating, or suspending this Agreement. Consultant hereby agrees that he/she will comply with Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Section 794), all requirements imposed by the applicable regulations (45 C.F.R.), and all. guidelines and interpretations issued pursuant thereto, to the end that no qualified handicapped person shall, on the basis of handicap, be excluded from participation in, be denied the benefits of, or otherwise be subjected to discrimination under any program or activity of Consultant receiving Federal Financial Assistance. In addition, Consultant shall comply with the Uniform Federal Accessibility St�mdards, and Contractor, Engineer, or Architect responsible for any design, construction or alteration shall certify compliance with those Standards. Consultant's attention is directed to laws, including but not limited to: A. CIVIL RIGHTS/EQUAL OPPORTUNITY (1) Civil Rights Act of 1964. Under Title VII of the Civil Rights Act of 1964, no person shall, on the grow -ids of race, sex, religion, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination funder any'program or activity receiving Federal financial assistance. (2) Section 109 of the Housing and Community Development Act of 1974. No person in the United States; shall, on the grounds of race, color, national origin, or sex, be excluded Brom participation in, be denied the benefits of, or be subjected to discrimination wider any program or activity funded in whole or in part with funds made available under this title. Section 109 of the Act further provides that any prohibition against discrimination on the basis of age under the Age Discrimination Act of 1975 (42 U.S.C. 6101 et seq.) or with respect to an otherwise qualified handicapped individual as provided in Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) shall also apply to any program or activity Page 10 of 1.5 City of Cupertino - Balance Hydrologics funded in whole or in part with funds made available pursuant to the Act. B. PROGRAM ACCESSIBILIT4' FOR INDIVIDUALS WITH DISABILITIES This Agreement is subject to laws and regulations concerning the rights of otherwise qualified individuals with handicaps for equal participation in, and benefit from federally assisted programs and activities, including but not limited to: (1). Americans with Disabilities Act of 1990 (ADA) (28 CFR 35). Title II, Subpart A of the Americans with Disabilities Act of 1990 applies to all publicly funded activities and programs. Consultant shall also comply with the public accommodations requirements of Title III of the ADA, as applicable. (2) Nondiscrimination on the Basis of Handicap (24 CFR 8). These regulations, which implement Sectiori 504 of the Rehabilitation Act of 1973, as amended, and as cited in Section 109 of the Housing and Community Development Act, apply, to all federally assisted activities and programs and are implemented through the regulations at 24 CFR 8. (3) Architectural Barrier Act of=1968. Any building or facility, excluding privately owned residential structures, designed, constructed, or altered with federal funds, shall comply with the Uniform Federal Accessibility Standards, 1984 (41 CFI; 3) and the Handicapped Accessibility Requirements of the State of California Title 24. The Consultant, Engineer or Architect responsible for such design, construction or alteration shall certify compliance with the above standards. (4) In resolving any conflict between the accessibility standards cited in paragraphs (1), (2) and (3) above, the more stringent standard shall apply. 19. 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, Page 11 of a5 City of Cupertino - Balance Hydrologics 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. 20. 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 Torre Ave. Cupertino CA 95014 Attention: Director of Public Works All notices, demands, requests, or approvals from City to Consultant shall be addressed to Consultant at: Balance Hydrologics, Inc. 800 Bancroft Way, Suite 101 Berkeley, CA 94710-2227 Attention: Mr. Ed Ballman 21. TERMINATION: In the event Consultant fails or refusE's 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 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 A;Dreement forthwith.by giving to the Consultant written notice thereof. Page 12 of 15 City of Cupertino - Balance Hydrologics City shall have the option, at its sole cliscretion 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. In the event of termination, Consultant shall deliver to City, copies of all reports, documents, and other work performed by Consultant under this Agreement. 22. COMPLIANCES: Consultant shall comply with all state or federal laws and all ordinances, rules and regulations enacted or issued by City. 23. 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 authorities.) Any suits brought pursuant to this Agreement shall be filed with the courts of the County of Santa Clara, State of California. 24. 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 wider this Agreement unless prior written approval has been secured from Cite to do otherwise. 25. WAIVER: A waiver by City of any breach of arra term, covenant, or condition contained herein shall not be deemed to be it 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. 26. 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 Page 13 of IS City of Cupertino - Balance Hydrologics hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. . 27. GIFTS: A. Consultant is familiar with City's prohibition against the acceptance of any gift by a City officer or designated employee, which prohibition is found in City Administrative Procedures. B. Consultant agrees not to offer any City officer or designated employee any gift prohibited by the Administrative Procedures. C. The offer or giving of any.prohibited gift shall constitute a material breach of this Agreement by Consultant. hi addition to any other remedies, City may have in law or equity, City may terminate this Agreement for such breach as provided in Section 19 of this Agreement. 28. 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. 29. 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. 30. COMPLIANCE WITH FUNDING AGREEMENT: Consultant and Consultant's subconsultants and subcontractors shall comply with applicable requirements of City's Applicant -State Agreement No: 04-20-035 Environmental Enhancement and Mitigation (EEM) Program. A copy of the agreement marked Exhibit D is attached hereto and incorporated herein by reference. Page 14 of 15 City of Cupertino - Balance Hydrologics P.O. No. I � o�U IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CONSULTANT Balance Hydrologics, Inc. B N Title Senior Principal Date February 20, 2014 Tax I.D. No.: 94-3073197 Address: 800 Bancroft Way, Suite 101 Berkeley, CA 94710-2227 CITY OF CUPERTINO A .Municipal Corporation By__ Tinim Borden, Director of Public Works Dae �/(,It`� APPROVED AS TO FORM: /% L Carol Korade, City Attorney ATTEST: Grace Schmidt, City Clerk .3 L �� Contract Amount: $29,500.00 .Account No.: 427-9134-9300 Page 15 of 15 City of Cupertino - Balance Hydrologics Agreement '�--)6)0-111 0 11 EXHIBIT A Scope of Services for Post-coristruction Monitoring of Stevens Creek Corridor Park and Restoration Phase 2 Years 1 and 2 All work is to be consistent with and fulfill the criteria of the Monitoring Plan for the Stevens Creek Corridor Park and Restoration Phase 2 project, years 1 and 2 of monitoring, as required by regulatory and permitting agencies. Geomorphic Scope wmd Monitoring Task O.G. Setup of Streambed Monitoring To evaluate how riffles and pools evolve within the restored reach of the streambed following completion of construction, Balance staff will review the as -built conditions through a day of fieldwork. The day will include measuring the grain size distribution within a selected riffle/pool complex. Balance will establish photo -monitoring points and document constructed conditions with photographs at each location. Survey data of post -construction channel topographic conditions will be provided by City. Task 1. Storm Observations of Flow and Sediment Transport Balance will monitor streamflow and bedload sediment transport through the restored reach of the creek. If a drought year and flow does not exceed values of 30 to 50 cfs, it would be likely that this task will not be utilized. A storm observation field log will be included in the annual monitoring report and will highlight measured streamflow and bedload sediment transport rates. Task 2. Annual Streambed Conditions Monitoring and Analysis Balance will review and analyze field data collected to evaluate evolution of the constructed channel, and to develop that data necessary to inform regulators of post -construction conditions at the project site. When feasible, a synopsis of data analysis results will be included in the annual monitoring report (e.g. a table and figures will be prepared to communicate the grain size distribution measured). Task 3. Annual Geomorphic Monitoring Data Memo At the end of the monitoring season, Balance will prepare an annual geomorphic monitoring data memo suitable for submittal to regulatory agencies. The report will include narrative, photographs, tables, and figures as required by the Irrionitoring plan to illustrate post construction channel conditions. Task 4. Project Management This task will cover project management and administration. Exhibit A, Scope Page I Vegetation Scope and Monitoring Task O.V. Setup of Vegetation Monitoring Ten (10) posts will be located, permanently marked, and mapped for vegetation photo - monitoring activities. This task occurs in Year 1 only. Task 5. Annual Vegetation Photo Monitoring Monitoring photographs of vegetation establishment will be taken annually. Task 6. Annual Storm Monitoring Storm visits will be implemented annually to assess channel vegetation during storm conditions and erosion, if occurring. The fee estimate assumes 2 visits. Task 7. Annual Vegetation Monitoring Memo A memo will be prepared annually to address results of vegetation monitoring: The memo will include a qualitative assessment, photo results, and recommended maintenance actions if applicable. a. Introduction and Project Background b. Photo Monitoring Results c. Qualitative Assessment of Vegetation d. Storm Monitoring Observations e. Maintenance Activities f. Adaptive Management Actions g. Recommended Future Actions Task 8. Project Management This annual task includes coordinating the work of subconsultants, project management and project administration. Task 9. Wetland Tracker Forms Prepare and submit Wetland Tracker forms per RVJQCB permit and submit to California Wetlands Portal. This task occurs in Year 1 only. Exhibit A, Scope Page 2 EXHIBIT B COMPENSATION Post -construction Monitoring of Stevens Creek Corridor Channel Restoration: Years 1 - 2 Year 1 Monitoring Geomorphic Monitoring Year 1 _ Task O.G. Initial set up of streambed monitoring Vegetation Monitoring Year 1 Task ON Initial setup of Vegetation Monitoring Task 0 Fee estimate: 2,475 Task 1. Storm Observations of Flow and Sediment Transport Task I Fee estimate: 2,280 Task 2. Annual Streambed Conditions Monitoring and Analysis - Task -2 Fee estimate: 2,425 Task 3. Annual Geomorphic Monitoring Data Memo Task 3 Fee estimate: 1,920 Task 4. Project Management Task 4 Fee estimate: 825 Task 9. Fee Subtotal $9,925 Vegetation Monitoring Year 1 Task ON Initial setup of Vegetation Monitoring Fee Subtotal $5,330 TOTAL YEAR 1 FEE: NTE $15,255 (excluding reimbursables) eosos♦00000eos00000000e♦000000esaeo�eoeosos000eosos000soos+eesoeso♦ Exhibit B, Compensation Page 1 Task VM Fee estimate: 880 Task 5. Annual Vegetation Monitoring Photos Task 5 Fee estimate: 440 Task 6. Annual Storm Monitoring (assumes 8 hours) Task 6 Fee estimate: 1,000 Task 7. Annual Vegetation Monitoring Memo Task 7 Fee estimate: 2,260 Task 8. Project Management Task 8 Fee estimate: 250 Task 9. Wetland Tracker Forms Task 9 Fee estimate: 500 Fee Subtotal $5,330 TOTAL YEAR 1 FEE: NTE $15,255 (excluding reimbursables) eosos♦00000eos00000000e♦000000esaeo�eoeosos000eosos000soos+eesoeso♦ Exhibit B, Compensation Page 1 Year 2 Monitoring Geomorphic Monitoring Year 2 Task 1. Storm Observations of Flow and Sediment Transport Task 1 Fee estimate: 2,350 Task 2. Annual Streambed Conditions Monitoring & Analysis Task 2 Fee estimate: 1,750 Task 3. Annual Monitoring Data Memo Task 3 Fee estimate: 1,480 Task 4. Project Management Task 4 Fee estimate: 850 Fee Subtotal $6,430 Vegetation Monitoring Year 2 Task 5. Annual Vegetation Monitoring Photos Task 6 Fee estimate: 450 Task 6. Annual Vegetation Monitoring Memo Task 7 Fee estimate: 2,330 Task 7. Annual Storm Monitoring (assumes 8 hours) Task 7 Fee estimate: 1,030 Task 8. Project Management ' Task 8 Fee estimate: 260 Fee Subtotal $4,070 TOTAL YEAR 2 FEE: NTE $10,500 (excluding reimbursables) ♦♦eaoeeeeoeeeseoeeoeeeeeeseeoeeoeoee�eseeesseeeeeeeeeseeoeeeeeoeeee Reimbursable Expenses Flow and sediment measurement equipment usage fe,: (50% cost break) including usage fee for velocity meters, wading rod, and Helley- Smith 6 -inch bedload sampler Mileage fees (assume 500 miles) Materials & Supplies Subconsultant reimbursable expenses TOTAL REIMBURSABLE EXPENSE ALLOWANCE: NTE $900 Exhibit B, Compensation Page 2 250 300 150 200 J eeee�ee♦oeoeeeeeee♦eoeoeeeeooeeeeeeooeooeeeeeeeeeo:eeseeoeeeseeeeeee Additional Services TOTAL ADDITIONAL SERVICES ALLOWANCE: NTE $2,845 To be expended only upon advance City authorization, in writing, for work outside the basic scope of services eeeeeeeeeoeeeeeeeeoeeeoseoeeeeeoeoeo-►oeeeeeeeeeeeoeeeeeoeeeeeeeeee♦ COMPENSATION SUMMARY Year 1 Monitoring Year 2 Monitoring Reimbursable, Expenses Allowance Basic Services, Not to Exceed: Additional Services Allowance: TOTAL CONTRACT, Not to Exceed: Exhibit B, Compensation Page 3 $15,255 $10,500 $900 $26,655 $2,845 $29,500 EXHIBIT B PROFESSIONAL FEE %CHEDULE, 2013-2014 BALANCE HYDROLOGICS, INC. (Effective November 1, 2013) Scientific and Engineering Stafft Hourly Rate Senior Principal $210 Principal $175 Senior Specialist $155 Senior Professional $155 Project Professional $140 Senior Staff Professional $130 Staff Professional $115 Assistant Professional $105 Junior Professional . $85 Support Staff GIS Senior Analyst $110 GIS/CADD Specialist $95 Senior Project Administrator $80 Senior Report Specialist $80 Technical Typist $68 Hydrologic Technician $70 • Mileage will be charged at $0.60 mile (2WD)'and $0.63/ mile (4WD, if 4WD needed). • Rental vehicles will be charged at cost + 7.5%. • Nominal use charges are applied for certain field and analytical instruments; fees vary with the nature, duration, and frequency of use. Rate schedule available on request.' • Per diem rates will be charged according to those rates set by the General Services Administration (www.gsa.gov) based on location, or nearest location to project site. • Project -related expenses will be billed at cost plus 7.5%, including work by outside consultants and analytical or testing laboratories. • Certain surcharges and minimums apply to courtroom or hearing testimony; particulars available upon request. Reimbursable charges for mileage are subject to change based upon prevailing IRS rates. t Includes environmental scientists and engineers practicing in hydrology; geology, soil and watershed sciences, and civil and erosion -control engineering. 304A 11-12 Fee Schedule 110113 EXHIBIT B Jana Sokale Environmental. Planning 7788 Hazelnut Drive Newark, Califo:r:nia 94560 Phone (510) 193-3490 FAX (510) 795-1533 JanaSLC@.aol.com SCHEDULE OF CHARGES FOR 'CONSULTING SERVICES 2014 Consulting Fees Hourly Rate Principal Planner $130.00 Principal Biologist $125.00 Senior Biologist $105.00 Grant Writer $100.00 Senior CAD Operator $ 90.00 Technical Assistant $ 85.00 Graphic Designer/ Illustrator $ 75.00 Copy Editor $ 65.00 Reimbursable Expenses Travel Expenses Fares for commercial carriers, charges for rental cars and travel expense accounts 1.10 x actual cost Other Direct Expenses Cost of copies of drawings, reports and other Documents, photographic reproduction of drawings and film processing. 1.10 x actual cost Charges for Office Equipment Use Fax Copying Mileage 1.00 per page 0.15 per page 0.55 per mile Statements for consulting services shall be issued every four weeks for payment within 30 days of receipt. Late fees will be assessed at 5 7o per month on unpaid balances after 30 days. ' Environmental Planning and Fund Development EXHIBITC' Schedule of Performance Post -construction Monitoring of Stevens Creek Corridor, Phase 2, Creek Channel Restoration: Years 1 - 2 Year 1 Monitoring Geomorphic Monitoring Year 1 The following work shall be completed by September 15, 2014 Task 1. Storm Observations of Flow and Sediment Transport The following work shall be completed by October 1, 2014 Task 2. Annual Streambed Conditions Monitoring, and Analysis The following work shall be completed by November 1, 2014 Task 4. Annual Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 21, 2014 Task 4. Annual Monitoring Memo Report — submit final report to City Vegetation Monitoring Year 1 The following work shall be completed by June 30, 2014 Task 5. Annual Vegetation Monitoring Photos (goal is late spring/very early summer) The following work shall be completed by September 15, 2014 Task 6. Annual Storm Monitoring The following work shall be completed by November 1, 2014 Task 7. Annual Vegetation Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 21, 2015 Task 7. Annual Vegetation Monitoring Memo Report — submit final report to City The following work shall be completed in accordance with permit requirements Task 9. Wetland Tracker Forms — prepare and submit to agencies Exhibit C, Schedule of Perfo_ rmance Page I Year 2 Monitoring Geomorphic Monitoring Year 2 The following work shall be completed by September 15, 2015 Task 1. Storm Observations of Flow and Sediment Transport The following work shall be completed by October 1, 2015 Task 2. Annual Streambed Conditions Monitoring and Analysis The following work shall be completed by November 1, 2015 Task 4. Annual Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 21, 2015 Task 4. Annual Monitoring Memo Report — submit final report to City Vegetation Monitoring Year 2 The following work shall be completed by June 30, 2015 Task 5. Annual Vegetation Monitoring Photos (goal is late spring/very early summer) The following work shall be completed by September 15, 2015 Task 6. Annual Storm Monitoring The following work shall be completed by November 1, 2015 Task 7. Annual Vegetation Monitoring Memo Report — submit administrative draft report to City for review The following work shall be completed by November 21, 2015 Task 7. Annual Vegetation Monitoring Memo Report — submit final report to City Exhibit C, Schedule of Performance Page 2 EXHIBIT D ------------- FOR CALTRANS' USE- lklej6r this Accounting Of Date: q S Chapter Statutes Item Fiscal Program BG Category Fund Year 'T:IP [90W' 1�itdld) 3,; �1 I APPLICANT.;STATE A6kE:EMjENT 1�Tb. 04-20-'0-35- ENVIAONME'NTAL ENHANCEMENT AND KITIGATIQN-(EEM )PROGRAM STATE :.PROJECT NUMBER -. EEM -20I0:(035) 2010 2ij11 FISCAL YEAR ALLOCATION Advantage , Project ID:: 0400021079 P.- THiS.AGREEMENT made effective this 15, 20 1.1 by' And between the Ci y of Cuv&tino, hereinaft6f't6ferre8 to as "APPLICANT", and the S * t ta e-of,Acting by an California,M - d through the Cali'f6mi.a Department of Transportation (Caltrans), hereinafter referred to as."STATE." W1. NESSE,-TH. WHEREAS; as prdv ided. by Streets and, Hjgd ways Code Section 164.5.6. Senate Bill I I! (Stitutes of 1999, Chapter -739) established the.EEM Program as . a:permantnt program" funds have been allocated to -APPLICANT by the Cali California Transportation Commission (CTC) After -T submitted b APPLICANT had bee the PROJECT y n recommend b the Resources Agency * and, as ed. I& funding y described in the application (APPLICATION); WHEREAS, STATE and APPLICANT nova desire to enter into an Agreement relative to fund' transfers and cost sharing on the described PROJECT. NOW, THEREFORE, the parties agree as fbllo-,,0;: ARTICLE I - Project Administration and General Prov'Jisions 1. PROJECT shall mean that EEM PROJECT described in the APPLICATION submitted by APPLICANT and summarized,in Exhibit A to this Agreement including, financing information asset forth in Section.111 of Exhibit A to this Agreement, Page. I of 17 EEM -2010(035) EXHIBIT, D 1.0. After completion and acceptance -of PROJECT by, both APPLICANT and' STATE. STATE shall pay : STATE's PROPORTIONATE SFIARE- of the cost of `PROJECT to APPLICANT; Within sixty (60) days after receipt of a signed invoice: for payment submitted by APPLICANT. At the option of APPLICANT, monthly or quarterly pro rata progress payments in arrears maybe made. on a reimbursement. basis upon submittal of invoices by APPLICANT and approval by STATE of the PROJECT costs incurred. Pro rata payments will be based .on the amount of the STATE fund transfer authorized herein in proporfh tion to e total cost of PROJECT, including APPLICANT contributions: An invoice format document is included as Exhibit -.C. H. If PROJECT involves work anywhere on the State highway system, a separate standard form of encroachment permit between STATE and A113LICANT must be prepared, and executed before PROJECT work may commence. 12. APPLICANT shall comply with nth : requirements of -.the ,FAIR EMPLOYMENT' PRACTICES' ADDENDUM. (Exhibit B) and furth6- agrees that any .agreement or service contract entered into by APPLICANT with a .third party for performance of work connected with the PROJECT shall .incorporate Exhibit B as a part of such agreement. 13. Upon completion of all workunder this Agreement and prior to ,the' expiration of this Agreement, APPLICANT shall prepare and file with STATE one (1) original Final Project Expenditure Report. The Final Project. Expenditure .Report must be. submitted with the. final invoice on the PROJECT. ARTICLE H - Rights -of -Way. 1. The, acquisition; clearance, and; improvement of rights of way necessary for °the development of PROJECT shall be the responsibility of APPLICANT. Right-of-way acquisition and clearance:.costs may be included as a participating item of tota]. PROM' costs -if included as part of the PROJECT scope of work. 2. APPLICANT shall perform all PROJECT right-of-way activities in accordance with applicable State -laws and regulations unless the STATE: determines,, in writing, that the. State Uniform Relocation Assistance and Real Property Acquisition Policies Act (Government Code Secs. 7260-7277) do not apply to PROJECT. .3. APPLICANT, as part of its PROJECT design responsibility, shall identify and locate all utility facilities within the PROJECT area. All utility facilities, including those not relocated or removed in advance of construction, shall be identified on PROJECT plans and specifications. 4. If any.existing public and/or private utilities conflict with. the construction of PROJECT, APPLICANT will make all necessary arrangements with the owners of such utilities for their protection, relocation, or removal. If utility relocation is required within STATE right-of-way, APPLICANT shall conform to STATE standards, policies and procedures. If utility relocation is outside of STATE right- of-way, APPLICANT shall conform with local government policies. 5. APPLICANT shall certify as to legal and physical control of that PROJECT right-of-way once it isready for construction and that the PROJECT right -of. --way was acquired in accordance with Applicable, State laws and regulations; subject to • review and concurrence by STATE, prior, to the adyertis.ement.for bids for construciion/development of PROJECT. Pane 3 o'17 EEM -2010(035) EXHIBIT D ARTICLE V -. Equipment Purchase 1. Prior authorization in writing by STATE shall be required before APPLICANT enters into any- non -budgeted purchase order or subcontract exceeding $500 for supplies, equipment, or consultant services. APPLICANT shall provide an evaluation of of the necessity or desirability of incurring such costs. 2. For purchase of any item, service or cd isulting work riot identified in .APPLICAI\TT's Cost Proposal and exceeding $500, with written prior authorization by. STATE; three (3) competitive quotations. must be submitted with that request or,the absence of bidding must.be adequately justified. 3,. Any eg4ipment.purchased.as a: result ofahis-Agreement is subject'to paragraph 3 of this Article. V. APPLICANT:shall maintain an inventory of all:nonexpendable property;, def ined. as property having a useful life of at least two years and. an acquisition cost of $500 or more. If purchased equipment needs replacement and is sold or traded in, ,STATE shall receive a proper refund or credit. Upon the;expiration date ofthis Agreement, or if this Agreement is terminated, APPLICANT may either keep the equipment. and.credit. STATE in an amount equal to 'its.fair�market' value or sell such equipment. at the best price obtainable, at a public .or private: sale, in accordance with established STATE procedures; and credit. STATE in an amount equal to the sales price. If APPLICANT elects to keep that equipment,, fair_. market value shall be defermined,. at APPLICANT's expense, on the basis of a competent _independent appraisal, of such equipment. Appraisals shall be obtained from an appraiser mutually:agreeable to STATE and APPLICANT. If it its determined to sell the equipment, the terms and conditions of such sale must .be approved in advance by STATE. ARTICLE VI - Management and Maintenance of Property l APPLICANT will operate,, manage and maintain. into the future all property acquired, developed, rehabilitated, or resiored..with funds transferred -through ttiis Agreement: With STATE's prior approval, APPLICANT .or its:- successors in 'interest may . transfer, management and maintenance responsibilities over the property. If the property is riot managed and maintained consistent with the PROTECT APPLICATION, APPLICANT or its successors ,in. interest,. at the :discretion of STATE and within 45 days after receiving notice to, APPLICANT by STATE, shall. reimburse STATE an amount at least equal to the amount. of STATE's funding participation in PROJECT together with all accrued interest at State Treasurer's pooled money investment account. 2. All' real property; or rights thereto, acquired with these funds .shall be subject to an appropriate form of restrictive title, or. rights, covenants approved by STATE. If the PROTECT real property, or -rights thereto; is sold, traded, condemned,or otherwise put to any use, other than that use as approved in the Allocation for STATE. funds, the State Highway. Account, at the discretion of STATE and within 45.days notice: to -APPLICANT by STATE, shallbe reimbursed an amount at least equal to the amount of the STATE's funding participation. in PROJECT or the pro rata fair market value of the real property, or rights thereto,. including improvement:,, at,the time of sale; whichever is higher. The 'Pro rata fair market value shall be based on the proportions of the fund transfer amount applied toward the purchase of the property, or rights thereto, and the design and construction. of improvements in proportion to the total purchase price of the real property, or rights thereto, and the cost of all improvements made prior to the time of sale. Page 5 of 17 EE%1-2010(033) EXHIBIT' D - ARTICLE VIII —A1lowable.Costs and Payments L The method of reimbursement authorized by STATE for PROJECT expenditures made by APPLICANT- under this. Agreement will be based on actual costs incurred. STATE will reimburse the STATE's PROPORTIONATE SHARE of actual costs (based on,Seciion II.I of Exhibit A and including. labor costs, employee benefits., travel, equipment rental. costs, and other.direct costs) incurred by APPLICANT in performance of the work. APPLICANT will riot be reimbursed for actual costs that exceed the: estimated Mage rates; employee benefits,,: travel, equipment rental, fringe benefit rates, and other :estimated costs set forth in :APPLICANT's cost proposal (Exhibit Aa') unless additional reimbursement is provided for by Agreement at endment. In the event that STATE determines additional, work. beyond that specified in APPLICANP's cost proposal and this Agreement is required to produce a 'satisfactory PROJECT,, the actual costs reimbursable, by STATE may be increased by' Agreement amendment`to accommodate that additional work. The maximum total costs as specified in. Section III of Exhibit A of`this Agreement, shall not be: exceeded unless authorized by .Agreement amendment: 2. Reimbursement for transportation and subsistence costs shall not exceed the rates to be paid nonrepresented/excluded. State employees under then current State Department of Personnel Administration rules detailed in the Caltrans Travel And Expense Guide. 3. General and* administrative. PROJECT overhead is unallowable under the Resources Agency of California's Environmental Enhancement and Mitigation Program Procedures and Criteria guidelines. 4. Progress payments will be.allowed and may.be made no less than monthly in arrears based on PROJECT work performed and allowable in+:urred costs authorized as.part of the, PROJECT. 5. APPLICANT may not commence any reimbursable PROJECT development. work or services' or 'PROJECT capital out work before both program. adoption and funding allocation by the California Transportation. Commission and. execution of this PROJECT agreement' byboth APPLICANT and STATE. Reimbursement is subject to annual appropriation by the Legislature in the State Budget for the. Environmental Enhancement and Mitigation Program Fund. 6. APPLICANT will be reimbursed as promptly as fiscal procedures will permit upon receipt by STATE'sLocal Program Accounting office in the Division of Accounting of signed invoices. One original.and.two copies of the invoice (in the format shown in Exhibit C) shall be submitted after the performance of work, for which:APPLICANT is billing. Invoices shall include detailed backup information supporting the work performed. The final im;oice.must contain the final cost and all credits due STATE, including credits or reimbursements. due STATE.for any equipment purchased under the provisions of Article V of this Agreement. Progress and final invoices as well: as the Final Project Expenditure Report shall be -mailed to the Caltrans District Director, ATTN: District Local Assistance Engineer (DLAE), for invoice approval. 'The DLAE.will forward invoices to the Accounting Office forpayment. ARTICLE IX — Cyst Principles 1. APPLICANT agrees to comply with: 1) The ,Resources Agency of California's Environmental Enhancement and Mitigation Progp-am Procedures and Criteria; and 2) California Transportation Commission Guidelines for Allocating, Adonitoring, and Auditing of Local Assistance Projects.. Page 7 of 17 EEM -2010(035) EXHIBIT[' D ARTICLE X - Subcontracting. 1. APPLICANT shall perform the work: contemplated with resources available within its, own organization, and no portion, of the .work pertinent to this Agreement. shall be subcontracted without written authorization by STATE,. except that which is expressly identified in APPLICANVs Cost - Proposal (Exhibit A 1): 2. Any subcontract in excess of $25,000; entered ;into as 'a result of this Agreement, shall contain all the. provisions stipulated.in'this Agreement ari& shall be applicable to all subcontractors. 3: Any substitution of subcontractors -must be approved in writing by STATE. 4: Any subcontracventered into as a result of this. Agreement shall. contain all: -the provisions of this Article X. ARTICLE XI - Insurance 1. If the scope of APPLICANT services will not require APPLICANT or a subcontractor to enter upon STATE highway right of way, ;then the APPLICANT is not required to show evidence of general comprehensive liability insurance. 2. In the event that APPLICANT or an agent, contractor or subcontractor of APPLICANT will be present or working on STATE right of way,'prior to commencement of the work described herein, the APPLICANT shall furnish to STATE a Certificate of Insurance siating.that there .is general comprehensive liability insurancepresentlyin effect far APPLICANT, and/or.its -agents, contractors,,and subcontractors who will be working (in any manlier), on STATE property with a combined. single limit. (CSL) of not less than one. million dollars, ($1,000,000),per occurrence. The .Certificate of Insurance must provide: A. That the insurer will not cancel -the insured's coverage without 30 days prior written notice to the STATE. B. That the STATE, its officers, agents, employees; and servants are also included as additional named insureds, but only insofar as PROJECT operations under this Agreement are concerned. C. That STATE will not be responsible fir any premiums.or assessments on the, policy. 4. APPLICANT agrees that.all bodily injury liability insurance or self-insurance required herein shall be ,in effect at 'all times ,during the term of this Agreement. In the event .said insurance coverage expires at any time or times during the taim of this Agreement, APPLICANT agrees to provide, at least thirty (30) days prior to said expiration date, a new Certificate of Insurance or Certificate of Mf -Insurance evidencing, coverage as provided for herein far not less'than-the 'remainder of'the term of the Agreement, or for a period.of not'less than one (1) year. New Certificates are: subject to the approval of STATE and Department of'General Services. In the event APPLICANT fails to keep coverage as herein, provided in effect at all times, STATE may, in addition to any other remedies it may have, terminate this Agreement upon the occurrence of such event. Page 9 of 17 EEh9-2010{035} EXHIBTI, D 8. APPLICANT -'Warrants, by execution of this Agreement, that no person or selling -agency has been employed or retained to solicit or secure this Agreement upon an agreement or. understanding for a commis'sio'n, percentage; brokerage; or contingent: fed, excepting bona fide employees or bona -fide established commercial or selling agencies maintained. by: APPLICANT for the purpose. of securing business. For breach or violation. of this warranty, STATE has the right to annul this. Agreement without liability, pay only for the value, of the work actually ;performed, or in its discretion, to deduct from the price of consideration, or otherwise -recover from APPLICANT, the. full amount -of such commission, percentage, brokerage, or contingerit fee... 9. In accordance with Public- Contract Code Section, 10296,.. APPLICANT hereby states under penalty of perjury, that. no more than one final unappealable finding of contempt of court, by a Federal court has been issued' against- APPLICANT within the immediate preceding hvo-year period because of APPLICANVs failure to comply with an order of a Federal court that orders. APPLICANT to comply with an order of the National Labor Relations Board. 10: APPLICANT shall. disclose any financial,: business; or' other relationship with STATE,' the Resources Agency; or ;the California Transportation Commission (CTC) that may have an impact upon the outcome of this Agreement. APPLICANT shall also list.current associates or clients who may have a'fiiiancial interest in the_outcome of this Agreement: 11. APPLICANT hereby certifies'that it does not now have nor shall it acquire any financial or business 'interest that would conflict with the performance. of this Agreement. 12. APPLICANT, warrants that -this Aereernent. was not obtained or secured through rebates, kickbacks or other unlawfut.consideration either pron.used or paid to any STATE or Resources Agency employee. For.breach or violation of this warranty, STATE shall have the right, in its sole discretion, to terminate the. Agreement.without: liability, to pay only for the work actually, performed, or to deduct: from the Agreerient price or otherwiset recover the full amount of 'such rebate,- kickback,, or* other unlawful consideration. 13. This Agreement is, subject to any additional ,restrictions, limitations, conditions, or any statute enacted by the State Legislature or the Federal )Government that may affect.the provisions, terms, or funding of ihis-Agreement in any manner'. 14. This Agreement shall terminate on June 30, 2014 --with project completion and final invoicing done by April 30, 2014 --or upon the earlier complefion of PROJECT, whichever is first earlier in time, except that APPLICANT duties regarding the continuing operations and maintenance of PROJECT property, credits. due STATE, and indemnification of STATE shall survive. Pagel 1 of 17 EEM -2010(035) EXHIBIT D EXHIBIT A - PROJECT DESCRIPTION AND FINANCING APPLICANT: City of Cupertino PROJECT NAME : Stevens Creek Corridor Pahl: & Restoration Project, Phase 2 COUNTY: Santa -Clara I. Project'Location: Final segment of the trail bettA.,een Stevens Creek Blvd. and McClellan Rd: within the City of Cupertino. II. Project Description of Work Proposed (as set forth in Application No. ) 035 Project will extend the regional multi -use Steven; Creek.Trail, restore riverine and riparian h-dbitatalong 1,400 feet of Stevens Creek:, and open 5, acres of parkland to.the public. Approximately 1-1/4 acres will be planted with native riparian, wetland and oak woodland . plantings, a local orchard opened -to publicaccess-withanew trail, and wildlife habitat. improved. The creek channel will be widened .to create 550 i:eet of pool and riffle: stream habitat. A new backwater wetland area will be constructed. Existing concrete'and riprap channel armoring.will be removed from the creek and the banks vegetated with native plantings. III Proposed Project Funding: A. ESTIMATED TOTAL PROJECT COST: S 2,695,000.00 Is this amount different from that set forth in the APPLICATION? Yes B. PROJECT FINANCING: State Funding Applicant Funding Total Project Funding X No S 245,000.00 = 9.109/6 -of total project cost* S 2,450.,000.00. = 90.90% of total project.cost $ 2,695;000.00 =100.00% of total project cost *NOTE: This percentage is referred to in-thisAgreemcr►t as, the. STATE's PROPORTIONATE S14ARE. Of costs and will be used as the reimbursement ratio ott the project. C. The maximum amount of STATE funding approved.by the CTC that may be contributed to the PROJECT'shall not exceed S 245,000.06. Page 13 of 17 EEM.2010(035) EXHIBIT D EXHIBTr B FAIR EMPLOYMENT PRACTICES ADDENDUM 1. In the performance of this Agreement, .APPLICANT will not discriminate against any employee for employment because of race, sex, color, religion, ancestry, or national origin. APPLICANT will take affirmative action to ensure that, employees are treated during employment, without regard to their race, sex, color, religion, ancestry, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. APPLICANT shall post in conspicuous places, available to employees for employment, notices to be provided by STATE setting forth the provisions of this Fair Employment section. 2. APPLICANT will permit access to the records of employment, employment Advertisements, application forms, and other :pertinent data and records by the State Fair Employment and Housing Commission, or any other agency of the State of California designated by the awarding authority, for the purposes of investigation to ascertain compliance with the Fair Employment section of this Agreement. Remedies for Willful Violation: a) The State may determine a willful violation of the Fair Employment provision to have occurred upon receipt of a final judgment to that effect from a court in an action to which APPLICANT was a party, or upon receipt of a written notice from the Fair Employment and Housing Commission that it has investigated and determined that the APPLICANT has violated the Fair Employment Practices Act and had issued an order, under Labor Code Section 1426, which has become final, or obtained an injunction under Labor Code Section 1429. b) For willful violation of this Fair Employment Provision, STATE shall have the right to terminate this Agreement either in whole or in part, and any loss or damage sustained by STATE in securing the goods or services hereunder shall be borne and paid for by APPLICANT and by the surety under the performance bond, if any, and STATE may deduct from any moneys due or the thereafter may become due to APPLICANT, the difference between the price named in the Agreement and the actual cost thereof to STATE. Page 15 of 17 EEM -2010(035) EXHIBIT AGREEMENT EXHIBIT D - FINAL PROJECTEXPENDITURE REPORT (Prepare On,Applicanf's,Letterhead) A'ame, District Director Departrnent of Transportation Street or P.O. Box City, CA„Zip Code. Attention.Mdme; District Local Assist nee Engineer. Final Project Expenditure Report Description/Location of Work: Project Completion Date:. Expenditure Author,z.ation; Project Number: State -Local Entity Agreement.Number: State Funds Allocated: Expendifure Incurred: A. Payment to Contractor (Attach fnal pay estimate) B. Other Project Costs: Preliminary Engineering. Construction Engineering. Any Additional Construction Right of -Way (Capital and Support), C., Liquidated Damages D. Outstanding Contractors. Claims E. Others (specify;) Sources and.Amounts of Additional Funds Used: State Funds Allocated But Not Used: CERTIIJCATION I hereby certify that: Total S To the. best of my knowledge and belief, the inforniation in this report is a true and accurate -record of project costs. The work was performed in accords>ice with the CTC approved scope and state funding. for the project. Title and Unit of Local Agency Representative PROJECT VERIFICATION: This verification of completion also constitutes approval .to pay costs shown in.the-Final Invoice included in the Report of'Ezpenditures. I have reviewed the job site and found the project completed in accordance with the scope and description of the project authorization .document. District Local Assistance I;ilgineer Date: Page.17 of 17 EEM 2010(035) CliPnt#k 727 BALANHYDR ACORD- CERTIFICATE OF LIAEILiTY INSURANCE 2/20/2014"""' PRODUCER Dealey, Renton & Associates P. O. Box 12675 Oakland, CA 94604-2675 510 465-3090 'CHIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE, AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Balance Hydrologics, Inc. 800 Bancroft Way, Suite 101 Berkeley, CA 94710-2227 INSURER A: Travelers Indemnity Co. of Conn 25682 INSURER B: Travelers Property Casualty Co 25674 INSURER c: Greenwich Insurance Company INSURER D: Sentinel Insurance Co. LTD 11000 INSURER E: COVERAGES 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 DOCUMENI 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR D INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE LIM/DD/YY POLICY E%PIRATION DATE.(MMIDDIYYI LIMITS A GENERAL LIABILITY 68054591-40A 10/26/13' 10/26/14 EACH OCCURRENCE $1,000,000 DAMAGE TO RES 1E.ENTED PREMtS_$300 000 X COMMERCIAL GENERAL LIABILITY CLAIMS MADE 51OCCUR MED EXP (Any one person) $5,000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE s2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG s2,000,000 - X POLICY PET LOC D ' AUTOMOBILE X LIABILITY ANY AUTO 57UEGPV2266 _ 10/26/13 10/26/14 COMBINED SINGLE LIMIT (Eaaccident)$1,000,000 BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULEDAUTOS BODILY INJURY $ (Per accident) X X HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY- EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO AUTO ONLY: AGG $ B EXCESSIUMBRELLA LIABILITY CUP7384Y02A 10/26/13 10/26/14 EACH OCCURRENCE s2,000,000 AGGREGATE $2 000 000 X OCCUR FICLAIMS MADE $ DEDUCTIBLE $ RETENTION $ WORKERS COMPENSATION AND - _ WC STATU- OTH- TORY LIMITS FR E.L. EACH ACCIDENT $ EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. DISEASE - EA EMPLOYEE $ OFFICER/MEMBER EXCLUDED? ' E.L. DISEASE - POLICY LIMIT 1 $ If yes,. describe under SPECIAL PROVISIONS,below C OTHER Professional PECO01747309 _ 10/26/'13 10/26/14 $5,000,000 per claim Liability $5,000,000 annl aggr. DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS General liability policy excludes claims arising out of the performance of professional services Balance No: 213119. The City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers are additional insureds as respects to General & Automobile Liability per policy form wording. Such insurance (See Attached Descriptions) ER City of Cupertino Attn: City Manager 10300 Torre Avenue Cupertino, CA 95014 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL I.0_ DAYS WRITTEN NOTICE TO THE CERTIFICATE. HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. REPRESENTATIVE POLICY NUMBER: 58054591_40A COMMERICAL GENERAL LIABILITY ISSUE DATE: 10/25/13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE NAME OF PERSON(S) OR ORGANIZATION(S): Cityof Cupertino Attn: City Manager 10300 Torre Avenue Cupertino, CA 95014 PROJECT/LOCATION OF COVERED OPERATIONS: SCHEDULE NAME OF ADDITIONAL INSURED PERSONS OR ORGANIZA-rIONS CONT: The City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers PROVISIONS A. The following is added to WHO IS AN INSURED (Section II): The person or organization shown in the Sched- ule above is an additional insured on this Cover- age Part, but only with respect to liability for "bod- ily injury", "property damage" or "personal injury" caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing opera- tions; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "products -completed operations hazard". Such person or organization does not qualify as an additional insured for "bodily injury", "property damage" or "personal injury" for which that per- son or organization has assumed liability in a con- tract or agreement. The insurance provided to such additional insured is limited as follows: d. This insurance does not apply to the render- ing of or failure to render any "professional services". e. The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed in that "contract or agreement requir- ing insurance" to provide for that additional insured, or the limits shown in the Declara- tions for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the LIMITS OF INSURANCE (Section III) for this Coverage Part. B. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a "contract or agreement requiring insurance" that, for the addi- tional insured shown in the Schedule, the insur- ance provided to that additional insured under this CG D3 82 09 07 ©2007 The Travelers Companies, Inc. Page 1 of 2 Includes the copyrighted. material of Insurance Services Office, Inc., with its permission EXCERPTS FROM CA 00001 (1001) HARTFORD BUSINESS AUTO COVERAGE Insured: Balance Hydrologics, Inc. Policy Number:57UEGPV2266 Policy Effective Dates: 10/26/13 Additional Insured: SCHEDULE NAME OF ADDITIONAL INSURED PERSONS OR ORGANIZATIONS CONT: The City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers Additional Insured: SECTION II — LIABILITY COVERAGE 1. WHO IS AN INSURED: The following are "inSUreds" c. Anyone liable for the conduct of an "insured"... but only to the extent of that liability. Primary Insurance: SECTION IV — BUSINESS AUTO CONDITIONS B. General Conditions - 5. Other Insurance a. For any covered "auto" you own, this Coverage Form provides primary insurance. For any covered "auto" you don't own, the insurance provide by this Coverage Form is excess over any other collectible insurance. c. Regardless of the provisions of paragraph a. above, this Coverage Form's Liability Coverage is primary for any liability assumed under an "insurE!d contract". Cross Liability Clause: SECTION V — DEFINITIONS G. "Insured" means any person or organization qualifying as an insured in the Who is An Insured provision of the applicable coverage. Except with respect to the Limit of Insurance, the coverage afforded applies separately to each insured who is seeking coverage or against whom a claim or "suit" is brought. EXCERPTS FROM HA9916 (0302) HARTFORD COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT 15. WAIVER OF SUBROGATION — We waive any right of recovery we may have against any person or organization with whom you have a written contract that requires such waiver because of payments we make for damages underthis Coverage Form. ,4c � CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 02/20/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION 014LY 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 CONST17UTE 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 CONTACT NAME: Risk Management Department Aon Risk Services Northeast, Inc. New York NY Office 199 Water.Street PHONE FAX Alc, No, Ext): 866 443-8489 AIC, No): (800 889-0021 - AIL ADDRESS: work.comp@thnet.com INSURERS AFFORDING'COVERAGE NAIC # New York, NY 10038-3551 _ INSURED INSURER A: Commerce 8 Industry Ins Co 19410 TriNet HR Corporation and all its affiliates and subsidiaries' Balance Hydrologics, Inc. (Endorsed as alternate employer) 9000 Town Center Parkway Bradenton, FL 34202 INSURER B: Illinois National Ins Co 23817 INSURER C: Ins Co State of Penn 19429 INSURER D: Nat'l Union Fire Ins Co 19445 INSURER E: New Hampshire Ins Co 23841 COMMERCIAL GENERAL LIABILITY INSURER F: CnVFRAGES CERTIFICATE NUMBER: REVISION NUMBER: HIS 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. Limits shown are as requested INSRADDL LTR TYPE OF INSURANCE INSR SUER WVD POLICY NUMBER POLICY EFF POLICY POLICY EXP (MM/DD LIMITS GENERAL. LIABILITY EACH. OCCURRENCE $ DAMAGE RENTED COMMERCIAL GENERAL LIABILITY (Ea oaurrence) $. PREMISES S ( MED EXP (Anyone person) $ CLAIMS -MADE F—] OCCUR PERSONAL 8 -ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ ri POLICY F7 PROJECT LOC AUTOMOBILES LIABILITY COMBINED SINGLE LIMIT Each accident) $ BODILY INJURY Perperson) $ ANY AUTO BODILY INJURY (Per ALL OWNED SCHEDULED AUTOS AUTOS accident) $ PROPERTY DAMAGE Per accident $ NON -OWNED HIRED AUTOS AUTOS UMBRELLA LIAB OCCUR EACHOCCURRENCE$ AGGREGATE $ EXCESS LIAB. CLAIMS -MADE DED I I RETENTION $ D WORKERS COMPENSATION ANDEMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N / A X 03940123.1' (DE) 07/01/2013 07/01/2014 Xwe sTATu- OTH- TORY LIMITS ER $2,000,000 E.L. EACH ACCIDENT E.L.DISEASE-EA EMPLOYEE $2,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below $2,000,000 E.L. DISEASE -POLICY LIMIT _ See attached Waiver of Subrogation In favor of certificate holder DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space Is required): 9438 / 9TX TriNet HR II, Inc. and TriNet HR V, Inc. CFRTIFIRA'TF Hni nFR CANCELLATION City of Cupertino City Manager 10300 Torre Ave Cupertino, CA 95014 25 (2010/051 — The ACORD name and logo are reqistered marks SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Aon Risk Services Northeast, Inc. ©1988-2010 ACORD reserved. ,4coJ?K> CERTIFICATE OF LIABILITY INSURANCE02/20/2014 -DATE 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 CONTACT NAME: Risk Management Department Aon Risk Services Northeast, Inc. PHONE FAX New York NY OfficeAIC, 199 Water Street No, Ext): (866 443-8489 A/C, No): (800 889-0021 - AL ADDRESS: work.wmp@tiinet.com New York, NY 10038-3551 EACH OCCURRENCE $ INSURERS AFFORDING COVERAGE NAIC # INSURED TriNet HR Corporation and all its affiliates and subsidiaries' INSURER A: Commerce & Industry Ins Co 19410 INSURER B: Illinois National Ins Co 23817 Labor Contractor for Balance Hydrologics, Inc. INSURER C: Ins Co Stale of Penn 19429 9000 Town Center Parkway Bradenton, FL 34202 INSURER D: Nat'l Union Fire Ins Co 19445 INSURER E: New Hampshire Ins Co 23841 J INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: HIS 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. Llmits shown are as requested /NSR LTR TYPEOFINSURANCE ADDL INSR SUBR WVD ' POLICY NUMBER POLICY EFF MM/DD/YYYY) POLICY EXP (MM/DDIYYYY)LIMITS GENERAL. LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED PREMISES (Eaomumence) $ • COMMERCIAL GENERAL LIABILITY CLAIMS -MADE F—] OCCUR MED EXP (Any oneperson) $ PERSONAL & ADV INJURY '$ GENERAL AGGREGATE $ GEN'LAGGREGATE LIMIT APPLIES .PER: PRODUCTS-COMP/OPAGG $ POLICY PROJECT F7 LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Eachaccident) $ _ _ BODILY INJURY (Perperson) $ ANY AUTO BODILY INJURY (Per ALL OWNED SCHEDULED AUTOS AUTOS accident) $ PROPERTY DAMAGE (Per accident) $ HIRED AUTOS NON -OWNED AUTOS UMBRELLA UAB OCCUR EACH OCCURRENCE ..$ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED I I RETENTION $ ' D WORKERS COMPENSATION ANDEMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N / A X 039402528 (CA) 07/01/2013 07/01/2014 X WCSTATU- OTH- TORY LIMITS ER $2,000,000 E.L. EACH ACCIDENT E.L.DISEASE-EA EMPLOYEE $2,000,000 E.L. DISEASE -POLICY LIMIT $2.000.,000 (Mandatory In NH) if yes, describe under DESCRIPTION OF OPERATIONS below See attached Waiver of Subrogation'. In favor of certificate holder DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional'. Remarks Schedule, if more space is required): 9438 / 9TX TriNet HR II, Inc. and TriNet HR V; Inc. CERTIFICATE HOLDER CANCELLATION City of Cupertino City Manager 10300 Torre Ave Cupertino, CA 95014 nameandlogo are SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Aon Risk Services Northeast, Inc. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed 4-84 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in'the Schedule: (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in,the Schedule: Schedule City of Cupertino: 10300 Torre Ave Cupertino CA 95014 TriNet Client Number: 943B / 9TX Client Name: Balance Hydrologics, Inc. a This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective See Accompanying Certificate Policy No. Insured: TriNet HR Corp. Endorsement No. See Accompanying Certificate Premium $ and all its affiliates &subsidiaries Insurance Company: See Accompanying Certificate WC 00 03 13 . (Ed. 4-84) 01983 National Council on Compensation Insurance. Counter Signed By BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT —CALIFORNIA This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following" attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement, effective See Accompanying Certificate 12:01 AM forms a part of Policy No. See Accompanying Certificate Issued to TriNet HR, Corp. and all its affiliates & subsidiaries" By See Accompanying Certificate ' We have a right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against any person or organization with whom you have a written contract that requires you to obtain this agreement from us, as regards any work you perform for such person or organization. The additional premium for this endorsement shall be for this policy. City of Cupertino 10300 Torre Ave Cupertino, CA 95014 TriNet Client Number: 9436 / 9TX Client Name: Balance Hydrologics, Inc. WC 04 03 61 (Ed. 11-90) --- % of the total estimated workers compensation premium Schedule Countersigned by Q 0 uthorized Representative