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18-013 David J. Powers and Associates, Inc., Environmental Consulting Services for the McClellan Ranch West Parking Lot Improvement ProjectCITY OF m CONSUL TANT SERVICES AGREEMENT WITH DAVID J. POWERS & AS SOCIA TES CUPERTINO 1. PARTIES 111is Agreement is made and entered into as of J ~ l-Z...1 --i.et i ("Effective Date") by and between the City of Cupertino, a municipal corporation ("City"), and David J. Powers & Associates ("Consultant"), a California corporation for Environmental Consulting Services for the McClellan Ranch West Parking Lot Improvement Project. 2. SERVICES Consultant agrees to provide the services and perfonn the tasks (" Services") set forth in detail in Scope of Services, attached here and incorporated as Exhibit A . 3. TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on June 30, 2018 ("Contract Time "), unless tenninated earlier as provided herein . Consultant's Services shall be gin on January 9, 2018 and shall be completed by June 30, 2018 . 3.2 Schedule of Performance. Consultant must deliver the Services in accordance with the Schedule of Performance, attached and incorporated here Exhibit B. 3.3 Time is of the essence for the perfonnance of all the Services. Consultant must have sufficient time , resources, and qualified staff to deliv er the Services on time. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Consultant for satisfactory perfonnance of the Basic Services and Additional Services, if approved , a cumulative total amount that will be capped so as not to exceed $ 11,000 ("Contract Price"), as specified in Exhibit C, Compensation, attached and incorporated here . This maximum compensation includes all expenses and reimbursements and will remain in place even if Consultant's actual costs exceed the capped amount. No extra work or payment is pennitted in excess of the Contract Price . 4.2 Basic Services. City will pay Consultant$ 9,420 ("Lump Sum Price") for the complete and satisfactory perfonnance of the Basic Services in accordance with Exhibit C. The Lump Sum Price is inclusive of all time and expenses, including, but not limited to , subconsultant's costs, materials, supplies, equipment, travel, taxes, overhead and profit. If the Basic Services are not fully completed, Consultant will be compensated a percentage of the Lump Sum Price proportionate to the percentage of Basic Services that w ere completed to City 's r ea sonable satisfaction . McCl ellan Ranc h We s t Parking Lot Impro veme nt Proj ec t Co nsultant Co ntracts [Sing le Ord e,} /Rev. N ov 16, 2 01 7 Page I of9 4.3 Additional Services. City has the discretion, but not the obligation, to authorize Additional Services up to an amount not to exceed$ 1,580. Additional Services provided to City's reasonable satisfaction will be compensated on a lump sum basis or based on time and expenses, in accordance will the Hourly Rates and Reimbursable Expenses Schedules included in Exhibit C. If paid on an hourly basis, Consultant will be compensated for actual costs only of nonnal business expenses and overhead, with no markup or surcharge ("Reimbursable Expenses"). Consultant will not be entitled to reimbursement for copying, printing, faxes , telephone charges , employee overtime, or travel to City offices or to the Project site . 4.4 Invoices and Payments. Monthly invoices must describe the Services completed and the amount due for the preceding month. City will pay Consultant within 30 days following receipt of a properly submitted and approved invoice for Services. TI1e invoice must separately itemize and provide subtotals for Basic Services and Additional Services, and must state the percentage of completion for each task, as specified in Exhibit C. City will notify Consultant in writing of any disagreements with the invoice or the stated percentage of completion of tasks. If the disagreement is unresolved, City will pay Consultant only for the undisputed portion of the Services. Disputed amounts shall be subject to the Dispute Resolution provision of this Agreement. a. Time and Expenses. For Additional Services provided on an hourly basis, each invoice must also include, for each day of Services provided: (i) name and title of each person providing Services; (ii) a succinct summary of the Services perfonned by each person; (iii) the time spent per person, in 30 minute increments; (iv) the hourly billing rate or sub-consultant charge and payment due; and (v) an itemized list with amounts and explanation for all pennitted reimbursable expenses. b. Rates and Receipts. All hourly rates and reimbursable expenses must conform to the City-approved rates set forth in Exhibit C, which will be in effect for the entire Contract Time. Each invoice must attach legible, dated receipts for Reimbursable Expenses. 4.5 Time is of the essence for the perfonnance of the Services. Consultant must have sufficient time, resources and qualified staff to deliver the Services on time. Failure to comply with the Schedule of Perfonnance and these provisions may be deemed a material breach of this Agreement. 5. INDEPENDENT CONSULTANT 5.1 Status. Consultant is an independent Consultant and not an employee, partner, or joint venture of City. Consultant is solely responsible for the means and methods of perfonning the Services and for the persons hired to work under this Agreement. Consultant is not entitled to health benefits , worker's compensation or other benefits from the City. 5.2 Consultant's Qualifications. Consultant warrants on behalf of itself and its sub consultants that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the :industry . McClellan Ranch West Parking Lot Improvement Project Consultant Contracts {Sing le Orde ,j /Rev. Nov 16, 2017 Page 2 of9 5.3 Permits and Licenses. Consultant wa1Tants on behalf of itself and its subconsultants that they are properly licensed, registered, and/or certified to perfonn the Services as required by law and have procured a City Business License. 5.4 Subconsultants. Only Consultant's employees are authorized to work under this Agreement. Prior written approval from City is required for any subconsultant, and the tenns and conditions of this Agreement will apply to any approved subconsultant. 5.5 Tools, Materials and Equipment. Consultant will supply all tools, materials and equipment required to perfonn the Services under this Agreement. 5.6 Payment of Taxes. Consultant must pay income taxes on the money earned under this Agreement. Upon City's request, Consultant will provide proof of payment and will indemnify City for violations pursuant to the indemnification provision of this Agreement. 6. PROPRIETARY/CONFIDENTIAL INFORMATION In perfonning this Agreement, Consultant may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Consultant shall hold in confidence all City infonnation provided by City to Consultant and use it only to perfonn this Agreement. Consultant shall exercise the same standard of care to protect City information as a reasonably prudent Consultant would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Consultant in any product, memoranda, study, report, map , plan, drawing, specification, data, record, document or other infonnation or work, in any medium ( collectively, "Work Product"), prepared by Consultant in connection with this Agreement will be the exclusive property of the City and shall not be shown to any third-party without prior written approval of City. 7 .2 Copyright. To the extent pennitted by Title 17 of U.S. Code, all Work Product arising out of this Agreement is considered "works for hire" and all copyrights to the Work Product will be the property of City. Alternatively, Consultant assigns to City all Work Product copyrights. Consultant may use copies of the Work Product for promotion only with City's written approval. 7.3 Patents and Licenses. Consultant must pay royalties or license fees required for authorized use of any third party intellectual property, including but not li1nited to patented, trademarked, or copyrighted intellectual prope1iy if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights , City may use or modify the Work Product of Consultant or its sub-consultants prepared or created under this Agreement, to execute or implement any of the following: (a) The 01iginal Services for which Consultant was hired; (b) Completion of the original Services by others; McClellan Ranch West Parking Lot Improvement Project Consultant Contracts [Sing le Orde1J /Rev. Nov 16, 201 7 Page 3 of9 ( c) Subsequent additions to the original Service s; and /or ( d) Other City projects. 7 .5 Deliverables and Format. Consultant must provide electronic and hard copies of the Work Product , on recycled paper and copied on both sides, except for one single-sided original. 8. RECORDS Consultant must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting p1inciples. The records must include detailed infonnation of Consultant 's performance , benclunarks and deliverables , which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four years from the date of City's final payment. 9. ASSIGNMENT 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 will be null and void. Any changes related to the financial control or business nature of Consultant as a legal entity is considered an assignment of the Agreement and subject to City approval , which shall not be unreasonably withheld. Control means fifty percent ( 50 %) or more of the voting power of the business entity. 10. PUBLICITY/ SIGNS Any publicity generated by Consultant for the project under this Agreement , during the tenn of this Agreement and for one year thereafter, will reference the City's contributions in making the project possible. The words "City of Cupertino" will be displayed in all pieces of publicity, including flyers , press releases , posters, brochures, public service announcements, interviews and newspaper articles. No signs may be posted , exhibited or displayed on or about City property, e xcept signage required by law or this Contract , without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law , and except for losses caused by the sole and active negligence or willful misconduct of City persom1el, Consultant shall indemnify , defend and hold hannless City, its City Council , boards and commissions , officers, officials, employees, agents , servants , volunteers and consultants ("Indenmitees"), tlu·ougl1 legal counsel acceptable to City , from and again st any and all liabilit y, damages , cl a ims , actions , causes of action , demands , charges , losses , costs and ex penses (including attorney fees , legal costs and expenses related to litigation and dispute resolution proceedings) of every nature , arising directly or indirectly from this Agreement or in any maimer relating to any of the following : (a) Breach of contract , obligations , representations or warranties ; (b) Negligent or willful acts or omissions committed during performance of the Services; ( c) Personal injury , prope1iy damage , or economic loss resulting from the work or perfonnance of Consultant or its subconsultants or sub-subconsultants ; ( d) Unauthori zed use or disclosure of City's confidential and proprietary Infonnation ; McC le llan Ra nc h Wes t Parking Lot Impro veme nt P roj ect Consultant Cont racts [Single Orde1) /Rev. Nov 16, 2017 Page 4 of9 (e) Claim of infiingement or violation of a U.S. patent or copyright , trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party. 11.2 Consultant must pay the costs City incurs in enforcing this provision. Consultant must accept a tender of defense upon receiving notice from City of a third-party claim, in accordance with California Public Contract Code Section 9201. At City's request, Consultant will assist City in the defense of a claim, dispute or lawsuit arising out of this Agreement. 11.3 Consultant's duties under this section are not limited to the Contract Price, workers' compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Consultant against City or any Indemnitee. 11.4. Consultant's payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, a purchase order, or other transaction. 12. INSURANCE Consultant shall comply with the Insurance Requirements, attached and incorporated here as Exhibit D, and must maintain the insurance for the duration of the Agreement, or longer as required by City . City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice, purchasing insurance for Consultant and deducting the costs from Consultant's compensation or terminating the Agreement. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Consultant shall comply with all local, state and federal laws and regulations applicable to this Agreenient. Consultant will promptly notify City of changes in the law or other conditions that may affect the Project or Consultant's ability to perfonn. Consultant is responsible for verifying the employment authorization of employees perfonning the Services, as required by the hmnigration Reform and Control Act. 13.2 Labor Laws. Consultant shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a "public works" component, Consultant is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws . 13.3 Discrimination Laws. Consultant shall not discriminate on the basis of race , religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-hmnune Deficiency Syndrome (AIDS) or any other protected classification. Consultant shall comply with all anti-discrimination laws , including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777 and 3077.5 . Consistent with City policy prohibiting harassment and discrimination, Consultant understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Consultant or its employees or sub-Consultants will not be tolerated. McClell an Ranch We s t Parking Lot Improvement Project Co nsulta nt Contracts [S in g le Orde1} /Rev. Nov 16, 2 01 7 Pa ge 5 of9 13.4 Conflicts oflnterest. Consultant shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Consultant warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement , has or will receive a direct or indirect financial interest in this Agreement, in violation of California Government Code Section 1090 et seq. Consultant may be required to file a conflict of interest form if Consultant makes certain govermnental decisions or serves in a staff capacity, as defined in Section 18700 of the California Code of Regulations. Consultant agrees to abide by the City's rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or tenninating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager. The City assigns Alex Acenas, Public Works Project Manager as the City's representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Consultant. Consultant Project Manager. Subject to City approval, Consultant assigns Jodi Starbird, Principal Project Manager as its single Representative for all purposes under this Agreement, with authority to oversee the progress and perfonnance of the Scope of Services . Consultant's Project manager is responsible for coordinating and scheduling the Services in accordance with the Scope of Services and the Schedule of Perfonnance. Consultant must regularly update the City's Project Manager about the progress with the work or any delays, as required under the Scope of Services. City written approval is required prior to substituting a new Representative. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts therefor at any time. Consultant will be compensated for satisfactory Services perfonned through the date of abandonment, and will be given reasonable time to assemble the work and close out the Services . With City's pre-approval in writing, the time spent in closing out the Services will be compensated up to a maximum of ten percent (10%) of the total time expended to date in the perfonnance of the Services . 16. TERMINATION City may tenninate this Agreement for cause or without cause at any time. Consultant will be paid for satisfactory Services rendered through the date of tennination, but final payment will not be made until Consultant closes out the Services and delivers the Work Product. 17. GOVERNING LAW, VENUE AND DISPUTE RESOLUTION TI1is Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Consultant must comply with the claims filing requirements under the Govenunent McClellan Ranc h West Parking Lot Improve me nt Proj ec t Consultant Contracts [Sin g le Orde ,j /Rev. Nov 16, 2017 Pa ge 6 of9 Code prior to filing a civil action in court. If a dispute arises, Consultant must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator's award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal, or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City's waiver of a breach shall not constitute waiver of another provision or breach. 21. ENTIRE AGREEMENT This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. Any modification of this Agreement will be effective only if in writing and signed by each Paiiy's authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between the main Agreement and the attachments or exhibits thereto, the text of the main Agreement shall prevail. 22. INSERTED PROVISIONS Each provision and clause required by law for this Agreement is deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. The Parties will collaborate to implement this Section, as appropriate. 23. HEADINGS 111e headings in this Agreement are for convenience only , are not a paii of the Agreement and in no way affect, limit or amplify the tenns or provisions of this Agreement. 24. SEVERABILITY/P ARTIAL INVALIDITY If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal or unenforceable, such tenn or provision shall remain in force and effect to the extent allowed by such ruling. All other tenns and provisions of this Agreement or their application to specific situations shall remain in full force and effect. 111e Parties agree to work in good faith to amend this Agreement to can-y out its intent. McClellan Ranch West Parking Lot Improvement Project Consultant Contracts [S ing le Orde,J /Rev. Nov 16, 2017 Page 7 of9 25. SURVIVAL All provisions which by their nature must continue after the Agreement expires or is tenninated, including the Indemnification, Ownership of Materials/Work Product, Records , Governing Law and Attorney Fees, shall surviv e the Agreement and remain in full force and effect. 26. NOTICES All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the date confinned by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered or certified, or the next business day following electronic submission: To City of Cupertino 103 00 Torre Ave. Cupertino CA 95014 Attention: Alex Acenas Email: alexa@ cupertino.org 27. VALIDITY OF CONTRACT To Consultant: David J. Powers & Associates 1871 The Alameda, Suite 200 San Jose, CA 95126 Attention: Jodi Starbird Email: jstarbird@david ipowers.com This Agreement is valid and enforceable only if (a) it complies with the purchasing and contract provisions of Cupertino Municipal Code Chapters 3 .22 and 3.23 , as amended from time to time, (b) is signed by the City Manager or an authorized designee, and ( c) is approved for fonn by the City Attorney's Office . 28. EXECUTION The person executing this Agreement on behalf of Consultant represents and warrants that Consultant has full right, power, and authority to enter into and ca1Ty out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Consultant. Th.is Agreement may be executed in counterpaiis, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. McCl e ll a n Ranc h Wes t Parking Lot Improv eme nt Projec t Co nsultant Co ntracts [Single Orde1J /Rev. Nov 16, 20 17 P age 8 of9 ...... , ... IN WITNESS WHEREOF, the parties have caused the Agreement to be executed . CONSULTANT David J. Powers & Associates By~ Name So.Pl ~~\RI> Title f')2: I~'? A L-- Date I / 0.. I \ ~ --.--~---- Tax ID. No.: Cupertino City Attorney ~fr CE SCHMID City Clerk f -2 f" '[ f, Contract Amount: $ 11,000 Account No.: WO 82 896--7 99 702 lf/"O -q4.,,o =3o Qoo -1os l(IJ,.4--W' OU ·2--I ~ 7,.-. 0 ( McClellan Ranch West Parking Lot Improvement Project Page 9 of9 CITY OF CUPERTINO A Municipal Corporation Nam~-""!>or~ Tit~)r ... ~ at P1&b\.~ w . .-ks Date \ b1-/1 $ I l Consultant Contracts [Single Order] /Rev. Nov 16, 2017 EXHIBIT "A" The requirements for Basic Services are set forth in this Exhibit A, including general requirements and specific Tasks. This is an exhibit attached to, and made a part of, the Agreement between the City of Cupertino ("City") and David J. Powers & Associates ("Consultant") for the provision of Environmental Consulting Services for the McClellan Ranch West Parking Lot Improvement Project ("Services"). CONSULTANT shall perform consultant services as detailed in the following sections related to the preparation of an Initial Study/Mitigated Negative Declaration for a Public Works Project. (Hereafter referred to as "Project") SECTION 1. GENERAL A. General PROJECT Description: The PROJECT involves preparation of the Initial Study/Mitigated Negative Declaration for the McClellan Ranch West Parking Lot Improvement project. B. General Performance Requirements: 1. The performance of all services b y CONSULT ANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this scope of services and the standard of care provisions contained in this AGREEMENT. 2. The CITY' s Department of Public Works shall manage the PROJECT and this AGREEMENT. CONSULTANT shall receive final direction from the CITY's Director of Public Works or his/her authorized designee (hereinafter collectively "CITY") only. The CITY shall resolve any conflicting direction from other groups, departments or agencies. 3. CONSULTANT shall coordinate this scope of services with the CITY as well as with other CITY Consultants and Consultants, as needed or as directed by the CITY. CONSULTANT shall schedule meeting and prepare meeting agendas and minutes for all PROJECT meetings under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSULTANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. CONSULT ANT shall coordinate all responses to comments through the CITY. 4. CONSULTANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. CONSULT ANT shall not substitute any team members vvithout the prior approval of the CITY. David J. Powers & Associates Exhibits A , B & C McC lellan Ranch West Parking Lot Improvement I of 6 5. CONSULTANT's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly process of the work. The schedule for the performance included in EXHIBIT B, may be adjusted by mutual agreement. 6. CONSUL TANT shall manage its SUBCONSUL T ANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY and communicate with members of the PROJECT team. 7. CONSULTANT shall assist the CITY, as requested by the CITY, in connection with the CITY's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the PROJECT. C. Estimate of Probable Construction Cost: not applicable SECTION 2. TASKS Refer to CONSULTANT's proposal dated December 14, 2017, attached. ADDITIONAL SERVICES Consultant Services beyond the work in these tasks may be provided by CONSULTANT as Additional Services only if such Additional Services are authorized in writing by the CITY in advance. An Additional Services amount of One TI1ousand Five Hundred Eighty DOLLARS ($ 1,580) is made a part of this agreement. Additional services may be paid for as a negotiated maximum not to exceed amount or by a time and materials cost accounting with a maximum not to exceed. David J . Powers & Associates Exhibits A, B & C McClellan Ranch West Parking Lot Improvement 2 of 6 EXHIBIT B SCHED ULE OF PERF O RMANCE CONSULTANT shall complete all work by June 30, 2018 . This Schedule of Performance establishes the milestones for commencement and completion of the Tasks for Basic Services as specified in Exhibit A, Scope of Services . TASK # TA SK D ES CRIPTIO N D URATIO N Receive Authorization t o Proceed - Task #1: CONSULTANT revises Initial Study and submits 1 week after Notice Administrative Draft IS/MND (assumes 2 week re view) to Proceed (NTP) for this Task Task#2 CITY reviews Administrative Draft IS/MND (assumes 2 3 w e e k s after week review) Notice to Proceed (NTP) for this Task Task #3: CONSULTANT revises the IS/MND per comments received 4 w eeks after and prepares Screencheck IS/MND Notice to Proceed (NTP) for this Task Task #4: CITY reviews and approves Screencheck IS/MND 6 w eeks after Notice t o Proceed (NTP) for this Task Task #5: CONSULT ANT revises Screencheck IS/MND and prints 7 w eeks after IS/MND for Circulation Notice t o Proceed (NTP) for t his Task Task #6: End of 20-day public review period 10 w eeks after Notice to Proceed (NTP) for this Task Task #7: CONSULT ANT assist s CITY in preparation of Responses to 12 wee ks after Comment (if necessary) and prepare draft Mitigation Notice to Proceed Monit oring and Reporting Program (MMRP) (NTP) for this Task Task #8: CITY reviews responses to comments and draft MRPP 13 w eeks after Notice to Proceed (NTP) for this Task Task #9: CONSULT ANT revises MMRP per comments received, 13.5 wee ks after prepare Final MMRP Notice to Proceed (NTP) for this Task Task #10: CONSULTANT attends Public Hearing to adopt MND TB D Ta sk #11: CONSULT ANT prepares and files NOD Within 5 da ys of adoption of MND David J . Pow ers & As so cia tes Ex hibits A, B & C Mc Cle llan Ranc h Wes t P a rking Lot Improveme nt 3 of 6 EXHIBIT C COMPENSATION Capitaliud terms which are defined in the Agreement have the same meaning in this Exhibit C. This Exhibit C on Compensation supplements the provisions of Section 4 of the Agreement on Compensation, as further specified in Section 4. 1. BASIC SERVICES BUDGET SCHEDULE The following budget schedule will be used to determine monthly compensation for Basic Services based on the degree of completion, subject to confirmation and agreement by the City, and budget for each listed Task: TASK DESCRIPTION TASK BUDGET Preparation of IS/MND 8,414 Reproduction & Reimbursable Expenses 1,006 Total for Basic Services: $9,420 CONSULT ANT may not bill in excess of the Task Budget amount for any Task without prior vvritten authorization from the City. The City has the discretion, but not the obligation, to reallocate the budgeted amounts for each Task, subject to the not to exceed limit specified in Section 4. D Optional Payment Schedule (applies only if box is checked) The following payment schedule will be used to determine compensation for monthly invoices based on the degree of completion and budget for each listed Task, and, where applicable, separate milestones included within a Task: TASK # TASK (AND MILESTONE) DESCRIPTION PERCENT OFT ASK BUDGET 1 2 3 4 David J . Powers & Associates Exhibits A, B & C McClellan Ranch West Parking Lot Improve me nt 4 of 6 2. HOURLY COMPENSATION FOR ADDITIONAL SERVICES A. Hourly Rate Schedule. The City will compensate CONSULTANT for satisfactory performance of duly authorized Additional Services which are subject to hourly billing, based on the hourly rate(s) set forth below, but subject to the compensation limits in Section 4 of the Agreement. The hourly rates are deemed to include all costs including, salary, wages, benefits, taxes, insurance, and the like paid to or on behalf of each individual providing the Services, and are also deemed to include profit, overhead, vehicle, equipment and supply costs and the like. The hourly rates do not include Reimbursable Expenses, which are addressed below and in Section 4 of the Agreement. These hourly rates v.rill remain in effect for the Term of the Agreement unless changed by written amendment to the Agreement. David J. Powers & Asso c iates Exhibits A , B & C Mc Cl e llan Ranc h Wes t Parking Lot Improve me nt 5 o f 6 CONSUL TANT Hourly Rates Senior Principal Principal Project Manager Senior Environmental Specialist Senior Project Manager Environmental Specialist Biologist Project Manager Associate Project Manager Assistant Project Manager Researcher Draftsperson/Graphic Artist Document Processor/Quality Control Administrative Manager Office Support $ 275 $ 250 $ 220 $195 $180 $170 $170 $145 $120 $105 $110 $100 $100 $ 85 B. Reimbursable Expenses. The following are allowed Reimbursable Expenses for authorized Additional Services compensated on an hourly basis (time and expenses), subject to the compensation limits in Section 4 of the Agreement: <modify as appropriate> • Necessary subconsultant services • Individual or multiple document reproductions that exceed 50 pages • Drawing or bid set reproductions to the extent authorized by City • Special software required by City specifically for the Project, excluding standard software programs such as Microsoft Office suite applications (i.e. Word, Excel, PowerPoint, Project, etc.), Adobe Acrobat, or standard photo editing programs • Necessary travel expenses to the extent allowed by City policy, with mileage reimbursed per the current IRS standard mileage rate at the time of travel • Safety equipment required by City policy or the Project scope of services • Mass mailing notifications • Special expenses for public meetings, such as refreshments, interpreters, security, valet parking, facility rental, tents or booths, easels, markers, paper, or presentation equipment David J. Po we rs & Associates Exhibits A, B & C McClellan Ranch West Parking Lot Impro vement 6 of 6 CONSULTANT SER VICES CONTRA CTS Insurance Requirements: Exhibit D Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the pe1formance and results of the Services hereunder by the Consultant, his agents, representatives, employees or sub-Consultants. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: l. Commercial General Liability (CGL): Insurance Services Office ("ISO ") Fmm CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations , contractual liability, property damage, bodily injury, and personal and advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies , either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04), or it shall be twice the required occurrence limit. a. It shall be a requirement under this agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (1) the minimum coverage/limits specified in this agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b . Additional Insured coverage under Consultant's policy shall be "primary and non-contributory," will not seek contribution from City 's insurance/self-insurance, and shall be at least as broad as ISO CG 20 01 04 13 . c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non- contributory basis for the benefit of City before the City's own insurance or self-insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or, if Consultant has no owned autos , then hired autos (Code 8) and non-owned autos (Code 9), with limits no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: As required by the State of California, with Statutory Limits , and Employer 's Liability Insurance of no less than $1,000,000 per occmTence for bodily injury or disease. If Consultant is self-insured, Consultant must provide a Certificate of Pe1mission to Self-Insure, duly authorized by the DIR. D NIA if Consultant do es not have employees and provides sign ed, wr itten verification . 4. Professional Liability. Insurance which includes coverage for professional acts , errors and omissions, with limits no le ss than $1,000,000 per occmTence or claim, $2,000,000 aggregate (if applicable). If Consultant maintains broader co v erag e and/or hi gher limits than the mininmms shown abo v e, City shall be entitled to the broader coverage and/or higher limits maintained by Consultant. Any av ailable insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. Self-Insured Retentions Self-insured retentions mu st be declared to and appro v ed by City. At City 's option, either : (1) Consultant shall cause the insurer to reduce or eliminate self-insured retentions as respects City, its officers , officials , employees, and volunteers ; or (2) Consultant shall prov ide a financial guarantee satisfactory to City guaranteeing payment of losses and related in v estigations , claim administration and defense expenses. The p o licy shall prov ide, or be endorsed to prov ide, that the self-insured r etention m ay be sati s fied b y eith er th e named insured or City. In sura nce R equ irements for Co ns ulta nt Con tra cts U dat ed: Dec 20 17 1 Ex hibit D OTHER INSURANCE PROVISION The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The City of Cupertino , its City Council, officers, officials , employees , agents , servants and volunteers are to be co v ered as additional insureds on the CGL policy with respect to liability arising out of the Services pe1fo1med by or on behalf of Consultant including materials, parts, or equipment furnished. Endorsement of CGL coverage shall be at least as broad as ISO Form CG 20 10 11 85 or if not available , through the addition of both CG 20 10, CG 20 26, CG 20 33 , or CG 20 38; and CG 20 37 if a later edition is used. Prima,y Coverage For any claim related to this Project, Consultant's insurance coverage shall be "primary and non-contributory" and at least as broad as ISO CG 20 01 04 13 with respect to the City, its City Council, officers, officials , employees , agents , servants and volunteers , and shall not seek contribution from City 's insurance. If the limits of insurance are satisfied in part by Umbrella/Excess Insurance, the insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a "primary and non-contributory" basis for the benefit of City. Notice of Cancellation Each insurance policy required shall provide that coverage shall not be canceled, except with notice to the City. Each certificate of insurance must state that the coverage afforded by the policy is in force and will not be reduced, cancelled or allowed to expire without at least 30 days advance written notice to City, unless due to non-payment of premiums, in which case ten days ad v ance written notice must be provided to City . Such notice must be sent to City via certified mail and addressed to the attention of the City Manager. Waiver of Subrogation Consultant grants to City a waiver of any right to subrogation which any insurer of Consultant may acquire against City by v irtue of the payment of any loss under such insurance. Each required policy must include an endorsement providing that the carrier agrees to waive any right of subrogation it may have against City, and Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. This provision applies even if City does not received the endorsement forms. Acceptability of Insurers Insurance must be issued by insurers acceptable to City and licensed to do business in California, and each insurer must have an A.M. Best's financial strength rating of "A" or better and a financial size rating of "VII" or better. Verification of Coverage Consultant shall furnish the City with acceptable original certificates and mandatory endorsements, or copies of the policies effecting coverage required by this Contract, and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City prior to conunencing the Services. City retains the right to demand verification of compliance at any time during the Contract. Sub-Consultants Consultant shall require and verify that all sub-Consultants maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from sub-Consultants . Claims Made Policies (applicable only to professiona l liability) If any of the required policies provide coverage on a claims-made basis : 1. The Retroactive Date must be shown and must be before the Effective Date of the Contract. 2. Insurance must be maintained for at le ast five ( 5) ye ars after completion of the Se1vices. Insurance R equirement s f or Co n sultant Co n tracts Updated: Dec 2017 2 Exhibit D 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of the Services. 4. A copy of the claims repmiing requirements must be submitted to the Entity for review. 5. If the Work involves lead-based paint or asbestos identification/remediation, the Consultants Pollution Liability policy shall not contain lead-based paint or asbestos exclusions. If the services involve mold identification/remediation, the Consultants Pollution Liability policy shall not contain a mold exclusion, and the definition of Pollution shall include microbial matter , including mold. These insmance requirements shall not limit Consultant's duties to indemnify, defend and hold City harmless, as required by the Contract. City reserves the right to modify these insurance requirements, including limits, based on Consultant's prior experience, insurer, coverage, and considering the nature of the risk involved and other circumstances. Consultant should discuss these requirements with its insmer. In surance R eq uirements for Co ns ult ant Contracts Updated: Dec 2017 3 Exhibit D Ale x Acenas Project Manager Department of Public Works City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Dear Mr. Acenas : December 14, 2017 We are pleased to provide this scope of work for the completion of the Initial Study for the proposed McClellan Ranch West parking lot. As you know, DJP&A prepared the Initial Study/Mitigated Negative Declaration (IS/MND) for the project based on the original site plan . Just prior to sending the document to print for public circulation, we received direction from the City to postpone printing and document circulation until the site plans were approved by the City of Cupertino Parks and Recreation Commission . On November 2, 2017, the Parks and Rec r eation Commission approved a revised site plan for the project. As a result, DJP&A must revise the original IS/MND to reflect these changes . REMAINING TASKS REVISE PROJECT DESCRIPTION Revisions will be made based on the new site plan dated October 161h, 2017 . REVISE ENVIRONMENTAL SETTING, CHECKLISTS, IMPACTS, AND MITIGATION MEASURES All sections of the document will be reviewed to determine their consistency with the revised site plan . In particular, it is ex pected that the Biological Resources section will be amended to reflect changes to project design . It is assumed that the new site plan for the project would result in removal of the same number of trees as the original site plan . PREPARATION OF THE MITIGATED NEGATIVE DECLARATION If all potential environmental impacts can be mitigated to a less than significant level, the project will be eligible for a Mitigated Negati ve Decla r ation (MND) under CEQA. The MND will be attached to the IS and will include a brief description of the project, including location, project impacts, and mitigation measures included in the project to avoid any significant effects . Pa ge 1 Upon completion of the draft Admin istrativ e Draft IS/MND, DJP&A will prepare up to five (5) copies and an electronic versio n of the Administrative Draft IS to be submitted to City staff for review and comment. PREPARATION OF PUBLIC REVIEW DRAFT INITIAL STUDY Revisions will be made to the Administrative Draft IS, based on comments received from City staff. This scope of work assumes that no additional technical analyses are required to respond to City comments . After revision , a screen check version of the document will be sent to the City in electronic format for final approval. Up to twenty (20) copies of the Draft IS will be provided to the City for distribution to the public and appropriate agencies . If requested by the City, the Draft IS will also be provided in an electronic format for posting to the City's web site . DJP&A will also provide guidance to the City regarding the necessary notification (i.e ., Notice of Intent to Adopt a Mitigated Negative Declaration) associated with distribution of the public review Draft IS . DJP&A can provide drafts of the notices for use by the City, if requested . Th is scope assumes that all the necessary notification postings associated with distribution of the public review Draft IS will be completed by the City, including publication in a regional newspaper. RESPONSE TO PUBLIC COMMENTS DJP&A will assist the City in responding to substantive comments received on the Draft IS during the public review period . This scope of work includes approxima tely eight hours to respond to written comments received from the public and/or governmental agencies as a result of circulation of the Draft IS . The responses will be provided to City staff in the form of a memorandum that can be attached to the Staff Report for the project. This scope of work does not include work related to a protest of the Negative Declaration. Because we cannot predict what issues might be raised in such a protest, we cannot budget the time to respond . We can, however, provide assistance to the City staff in defending a Negative Declaration if it is protested , and if requested to do so . The cost would be on a time and materials basis. MITIGATION MONITORING, OR REPORTING PLAN A Mitigation, Monitoring, or Reporting Plan (MMRP) will be prepared in conformance with the CEQA Guidelines and City of Cupertino requirements . The MMRP will identify significant adverse impacts, proposed mitigation, and the person or agency responsible for overseeing the mitigation and the method for ensuring the mitigation is implemented . The MMRP will be designed to fit into the City's ex isting entitlement and project review process . A draft MMRP will be provided to the City prior to consideration of the project by the decision-makers . After review and comment on the Draft MMRP, DJP&A will revise the MMRP according to the comments provided, and will submit the Final MMRP to the City. ATIEND HEARINGS/MEETINGS This scope of work inc ludes DJP&A attendance at up to two (2) meetings and/or public hearings. If additional meetings are needed, they can be added upon City approval, on a time and materials basis . Page 2 PREPARATION OF NOTICE OF DETERMINATION DJP&A will prepare the Notice of Determination (NOD) for the CEQA process. DJP&A can also file the NOD at the County Clerk's office within five working days after the decision to approve the project has been made. This scope does not include DJP&A payment of County Clerk filing fees or the California Department of Fi sh and Wildlife filing fee (appro xima tely $2 ,500} for the IS/MND . PROJECT MANAGEMENT AND COORDINATION DJP&A will oversee the management of the IS, including document production, QA/QC, and related activities. These activities include management of the project scope, budget, and schedule for environmental compliance activities. SCHEDULE DJP&A proposes the following optimum schedule for preparation of the Initial Study . DJP&A can commit to maintaining the schedule in the areas that are within our control. Completion of the environmental documentation, as described in the schedule below, is based upon receipt of all necessary project information on schedule. Delays in receiving requested information or respon ses by others will result in at least day-for-day delays in the overall schedule . McClellan Ranch West Parking Lot Optimum IS/MND Schedule Task/Product Completed at End of Week Receive Au thorization to Proceed --- DJP&A revises Initial St ud y and submi ts Administra ti ve Draft 15/MND to City Week 2 City staff review of Administrative Draft 15/MND (assumes 2 week review) Week4 DJP&A revises 15/MND per comments received & prepares Screencheck Weeks 15/MND* City reviews and approves Screencheck 15/MND Week 7 DJP&A revises Screencheck 15/MND and prints 15/MND for Circulation Week8 End of 20-day public review period Week 11 DJP&A assists City in preparation of Responses to Comment (if necessary) and Week 13 prepare draft Mitigation Monitoring and Reporting Program (MMRP) City staff review of responses to comments and draft MMRP Week 14 Revise MMRP per comments received -prepare Final MMRP Week 14.5 Attend Public Hearing -adoption of MND TBD Prepare and File NOD Within 5 days of adoption of MND Page3 COST ESTIMATE We anticipate that the cost to complete the IS/MND will not exceed $9,420, based on the cost breakdown below . This scope of work can be attached to a standard City of Cupertino contract . All costs would be charged on a time and materials basis commensurate with the work completed . David J. Powers & Associates Preparation of 15/MND Reproduction & Reimbursable Expenses* ESTIMATED TOTAL * Materials, outside services, and subconsultants include our standard 15% administrative fee . $8,414 $1,006 $9,420 We app r eciate your consideration of our firm for this work and loo k forward to continuing to working with you on the environmental review for this project. Please contact me with any questions regard i ng this scope of work. Page4 Regards, JOOI :::,1aro1ra Principal Project Manager (408) 454-3437 !IE ~AYII! J. ~OWERS El~ ~ NMHNTAL CONSULTANTS CHARGE RATE SCHEDULE 1 Senior Principal $ 275.00 Principal Project Manager $ 250.00 Senior Environmental Specialist $ 220.00 Senior Project Manager $ 195.00 Environmental Specialist $ 180.00 Biologist $ 170.00 Project Manager $ 170.00 Associate Project Manager $ 145.00 Assistant Project Manager $ 120.00 Researcher $ 105.00 Draftsperson/Graphic Artist $ 110.00 Document Processor/Quality Control $ 100.00 Administrative Manager $ 100.00 Office Support $ 85.00 Materials, outside services and subconsultants include a 15 % administration fee . Mileage will be charged per the current IRS standard mileage rate at the time co sts occur. Subject to revi sion January 1, 2018 . 1 Dav id J. Powers & Assoc iat es, Inc. prov ides r eg ul ar, clea r and accurate i nvo ices as the work on t hi s proj ect proceeds, in accorda nce w it h no r ma l compa ny bill ing pr oce dures. Th e cost est im ate p repared fo r thi s proj ect does not inc lude specia l acco un ting or bookkeeping procedu res, no r does it inclu de prepa ratio n of ext raordi nary o r unique st ate me nts o r i nvoices. If a spec ial in voice o r acco unti ng process is req ues t ed, the serv ice ca n be prov ide d o n a t im e and mate r ia ls bas is. ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (M M/DD /YYYY) ~ 11 /20/2017 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($), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and cond itions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder i n lieu of such endorsement(s). PRODUCER CO NTACT Di ana C hau NAME: SelectSolutions In sura nce Services f.,tJgNJ0 Extl : (866)500 -6359 I FAX (AJC , No ): (925)95 1-0077 1107 Investment Blvd E-MAIL dianac@ppibselect.com ADDRESS: Suite 100 INSURER(S) AFFORDING COVERAGE NAIC # El Dora do Hills CA 95762 INSURER A : Travele rs Prope rt y Casualty Compa ny of Amer ica 25674 INSURED IN SURER B : The Travelers Indemnity Company of Connecticut 25682 David J . Powers & Associates, In c. INSURER C: Th e Hanover A merican In sura nce Com pa ny 36064 1871 T he A lameda INSURER D : Continenta l Casualty Company 20443 S uite 200 INSURER E : Sa n Jo se CA 95 126 INSURER F: COVERAGES CERTIFICATE NUMBER : 17/18 REVISION NUMBER: TH IS IS TO CERTI FY TH AT THE PO LI C IE S OF INS URANC E LI STED BE LOW HAV E BEE N ISS UED TO THE IN SURED NAMED ABOV E FOR THE PO LI CY PERIOD INDI CATED. NOTWITHSTA NDI NG ANY REQUIREM ENT, TE RM OR CO NDITION OF A NY CON TRAC T OR OTHER DOC UMEN T WI TH RESPEC T TO WHI CH THI S C ERTIFI CATE MAY BE ISS UED OR MAY PERTA IN, THE INS URANC E AFFOR DED BY TH E PO LI CI ES DESCR IBED HER EIN IS SUBJ ECT TO A LL TH E TE RMS, EXCLUSIONS AND CON DITI ONS OF SUCH POLIC IE S. LI MI TS SHOWN MAY HAVE BEE N REDUC ED BY PAID CLA IMS. INSR POLICY EFF POLICY E X P LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LI M ITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 -:=:J CLAIMS-MADE [8] OCCUR DAMAG!c 10 l<CN, cu 1 ,000,000 PREMISES (Ea occurrence) $ - MED EXP (Any one person) $ 5,000 - A y y 6805 H000284 1 12/03/2017 12/03/2018 PERSONAL & ADV INJURY $ 2,000,000 I-- GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 Fl POLICY C8l m?-r D LOG PRODUCTS -COMP/OP AGG $ 4,000,000 OTHER: $ ·-COMBINED SINGLE LIMIT 1 ,000,000 AUTOMO BILE LIABILITY (Ea accident) $ 1--- X ANY AUTO BODILY INJURY (Per person) $ 1---OWNED ~ SCHEDULED y y BA6820L 153 1 12/03/2017 12/03/2018 B BOD ILY INJURY (Per accident) $ 1---AUTOS ONLY 1---AUTOS X HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ON LY (Per accident) -1--- U ninsured motorist Bl $ 1,000,000 X UMBRELLA LIAB ................. 1,000,000 ~ OCCUR EAC H OCCURRENCE $ -A EXCESS LIAB CLAIMS-MADE C UP2C5902 111 12/03/2017 12/03/2018 AGGREGATE $ 1 ,000,000 DED I XI RETENTION s 0 $ WORKERS COMPEN SATION XI ~ffTuTE I I OTH- AND EMPLO YE RS ' LI A BILITY ER YI N 1 ,000 ,000 C ANY PROPRIETOR/PARTNER/EXECUTIVE ~ N /A WZ398 16300 01/13/2017 01/13/20 18 E .L. EACH ACCIDENT $ OFF ICER/MEMBER EXC LUDED? 1,000,000 (Man datory in NH) E.L. DISEASE -EA EMPLOYEE $ If yes, describe unde r 1,000,000 DESCRIPTION O F OPERATIONS below E.L. DISEASE -POLICY LIMIT $ PE R C LA IM $2 ,000 ,000 PRO FESS IO NA L LI A BILI TY D EEH288347490 03/26/20 17 03/26/2018 AGG R E GATE $2,000 ,00 0 DESCRIPTION OF OPERATIO NS/ LOCATIONS/ VEHICLES (A CO RD 101 , Additio n al Remarks Sc hed u le, m ay b e attac hed if m o re s pace is requi red ) Re: Proj ect# 16-187 Cupertin o Pedestria n Maste r Pl an. As Pe r Contract or Ag reeme nt o n Fil e with the Ins ured. C ity of C upertino, its C ity Cou ncil , boards a nd commissions, officers, employees and volunteers are named as additi onal insured on General Liabil ity a nd Automobile Li ability po li cies if required by w ri tten contract pe r attached en dorsements. Waive r of subrogation applies to General Li ability and Auto mobile Li abili ty poli cies if requi red by written co ntract pe r the attached endorsements. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLIC IES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVE RED IN City of Cupertino Attn: Ju lie Ch iu ACCORDANCE WITH THE POLICY PROVISIONS . 10300 Torre Ave. A UTHORIZ ED REPRESE NTATIVE Cupertino CA 95014 r1~ {J;'--w1fv~ I 7 {v © 1988-2015 ACORD CORPORAT ION. All rights r eserve d. ACORD 25 (2016/03) The ACORD name a nd logo a re r e giste red m a rks of ACORD COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II -WHO IS AN INSURED: Any person or organization that you agree in a "written contract requiring insurance" to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. If. and only to the extent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies , or in connection with premises owned by or rented to you. The person or organization does not qualify as an additional insured: c. With respect to the independent acts or omissions of such person or organization ; or d. For "bodily injury", "property damage" or "personal injury" for which such person or organization has assumed liability in a contract or agreement. The insurance provided to such additional insured is limited as follows: e. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this Coverage Part. f. This insurance does not apply to the rendering of or failure to render any "professional services". g. In the event that the Limits of Insurance of the Coverage Part shown in the Declarations exceed the limits of liability required by the "written contract requiring insurance", the insurance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement does not increase the limits of insurance described in Section Ill - Limits Of Insurance . h. This insurance does not apply to "bodily injury" or "property damage" caused by "your work" and included in the "products- completed operations hazard" unless the "written contract requiring insurance" specifically requires you to provide such coverage for that additional insured , and then the insurance provided to the additional insured applies only to such "bodily injury" or "property damage" that occurs before the end of the period of time for which the "written contract requiring insurance" requires you to provide such coverage or the end of the policy period , whichever is earlier . 2. The follow ing is added to Paragraph 4.a. of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: The insurance provided to the additional insured is excess over any valid and collectible other insurance. whether primary , excess . contingent or on any other basis , that is ava ilable to the additional insured for a loss we cover. However. if you specifically agree in the "written contract requiring insurance" that this insurance provided to the additional insured under this Coverage Part must apply on a primary basis or a primary and non-contributory basis, this insurance is primary to other insurance available to the additional insured which covers that person or organizations as a named insured for such loss , and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs ; and (2) The "personal injury" for which coverage is sought arises out of an offense committed ; after you have signed that "written contract requiring insurance". But this insu rance provided to the additional insured still is excess over valid and collectible other insurance, whether primary , excess , contingent or on any other basis , that is available to the additional insured when that person or organization is an additional insured under any other insurance . CG D3 81 09 15 © 2015 T he Travelers Indemnity Compa ny . A ll rights reserved. Page 1 of 2 Includes the copyrighted material of Ins urance Services Office , Inc., with its permission COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against others To Us, of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS : We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, done under a "written contract requiring insurance" with that person or organization . We waive this right only where you have agreed to do so as part of the "written contract requ ir ing insurance" with such person or organization signed by you before , and in effect when, the "bodily injury" or "property damage" occurs , or the "personal injury" offense is committed . 4 . The following definition is added to t he DEFINITIONS Section : "Written contract requiring insurance" means that part of any written contract under which you are required to include a person or organ ization as an additiona l insured on this Coverage Part , provided that the "bodily injury" and "property damage" occurs and the "personal injury" is caused by an offense committed : a. After you have signed that written contract; b. While that part of the written contract is in effect ; and c. Before the end of the policy period. Page 2 of 2 © 2015 The Travelers Indemnity Co mpany. All ri ghts reserved. CG D3 81 09 15 Incl ud es th e copyrig hte d material of Insurance Services Office , In c ., w ith it s permission COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTO COVERAGE PLUS ENDORSEMENT This endorsement modifies insurance provided under the following : BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE -This endorsement broadens coverage . However, coverage for any injury , damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties , and what is and is not covered. A. BLANKET ADDITIONAL INSURED B. EMPLOYEE HIRED AUTO C. EMPLOYEES AS INSURED D. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS E. TRAILERS -INCREASED LOAD CAPACITY F. HIRED AUTO PHYSICAL DAMAGE G. PHYSICAL DAMAGE -TRANSPORTATION EXPENSES -INCREASED LIMIT A. BLANKET ADDITIONAL INSURED The following is added to Paragraph A.1., Who Is An Insured , of SECTION II -COVERED AUTOS LIABILITY COVERAGE : Any person or organization who is required under a written contract or agreement between you and that person or organization , that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period , to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage , but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II . B. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured , of SECTION II -COV- ERED AUTOS LIABILITY COVERAGE : An "employee" of yours is an "insured" while operating a covered "auto" hired or rented under a contract or agreement in an "em - ployee's" name , with your permission, while f'.t,,. T.t ?fl fl? 1!'> H. I. J. K. L. M. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT -INCREASED LIMIT WAIVER OF DEDUCTIBLE -GLASS PERSONAL PROPERTY AIRBAGS AUTO LOAN LEASE GAP BLANKET WAIVER OF SUBROGATION performing duties related to the conduct of your business . 2. The following replaces Paragraph b. in 8.5., Other Insurance, of SECTION IV -BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age , the following are deemed to be cov - ered "autos" you own : (1) Any covered "auto" you lease , hire, rent or borrow ; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased , hired , rented or borrowed with a driver is not a covered "auto". C. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured , of SECTION II -COVERED AUTOS LIABILITY COVERAGE : COMMERCIAL AUTO Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs . D. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2) of SECTION II -COVERED AUTOS LIABILITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4) of SECTION II -COVERED AUTOS LIABILITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request , including actual loss of earnings up to $500 a day be- cause of time off from work . E. TRAILERS -INCREASED LOAD CAPACITY The following replaces Paragraph C.1. of SEC- TION I -COVERED AUTOS: 1. "Trailers" with a load capacity of 3,000 pounds or less designed primarily for travel on public roads. F. HIRED AUTO PHYSICAL DAMAGE The following is added to Paragraph A.4., Cover- age Extensions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Hired Auto Physical Damage Coverage If hired "autos" are covered "autos" for Covered Autos Liability Coverage but not covered "autos" for Physical Damage Coverage, and this policy also provides Physical Damage Coverage for an owned "auto", then the Physical Damage Cover- age is extended to "autos" that you hire , rent or borrow subject to the following: (1) The most we will pay for "loss" to any one "auto" that you hire, rent or borrow is the lesser of: (a) $50 ,000 ; (b) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (c) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality. (2) An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss". (3) If a repair or replacement results in better than like kind or quality, we will not pay for the amount of betterment. (4) A deductible equal to the highest Physical Damage deductible applicable to any owned covered "auto". (5) This Coverage Extension does not apply to : (a) Any "auto" that is hired, rented or bor- rowed with a driver; or (b) Any "auto" that is hired , rented or bor- rowed from your "employee". G . PHYSICAL DAMAGE -TRANSPORTATION EXPENSES -INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION Ill -PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportat ion expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT -INCREASED LIMIT Paragraph C.1.b. of SECTION Ill -PHYSICAL DAMAGE COVERAGE is deleted. I. WAIVER OF DEDUCTIBLE -GLASS The following is added to Paragraph D., Deducti- ble , of SECTION Ill -PHYSICAL DAMAGE COVERAGE : No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. J . PERSONAL PROPERTY The following is added to Paragraph A.4., Cover- age Extensions , of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Personal Property Coverage We will pay up to $400 for "loss" to wearing ap- parel and other personal property which is : (1) Owned by an "insured"; and (2) In or on your covered "auto". This coverage only applies in the event of a total theft of your covered "auto". No deductibles apply to Personal Property cover- age . P ::inA? nf 1 /'A ?n 1 ~ Tho Tr--=i\lolo,-e lnrlom nih, rnmn-:Jn\l A ll rinhtc rA-c:Aon1Arl CA T.4 20 02 15 K. AIRBAGS The following is added to Paragraph 8.3., Exclu- sions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE : Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated . We will pay up to a maximum of $1,000 for any one "loss". L. AUTO LOAN LEASE GAP The following is added to Paragraph A.4., Cover- age Extensions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE : Auto Loan Lease Gap Coverage for Private Passenger Type Vehicles In the event of a total "loss" to a covered "auto" of the private passenger type shown in the Schedule or Declarations for which Physical Damage Cov- erage is provided, we will pay any unpaid amount due on the lease or loan for such covered "auto" less the following: (1) The amount paid under the Physical Damage Coverage Section of the policy for that "auto"; and COMMERCIAL AUTO (2) Any: (a) Overdue lease or loan payments at the time of the "loss"; (b) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; (c) Security deposits not returned by the les- sor; (d) Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (e) Carry-over balances from previous loans or leases. M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -BUSINESS AUTO CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract exe- cuted prior to any "accident" or "loss", pro- vided that the "accident" or "loss" arises out of the operations contemplated by such con- tract. The waiver applies only to the person or organization designated in such contract. r.A T.:1 ?n n, 1~ ff) ')n1" Th o. Tr-:,"a l o rc lnrl omnih, ('n mn ~n\/ tdl r in h k r oc:on/lC::i.rl