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18-240 West Coast Code Consultants, Inc., Plan Review Services for Apple Campus 2CITY OF fl PROFESSIONAL/CONSULTING SERVICES AGREEMENT CUPERTINO 1. PARTIES This Agreement is made and entered into as of July 1, 2018 -~~--------------- ("Effective Date") by and between the City of Cupertino , a municipal corporation ("City"), and West Code Coast Consultants ("Contractor"), a cor oration for plan review services for Apple Campus 2 2. SERVICES Contractor agrees to provide the services and perform the tasks ("Services") set fo1ih 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 , 2019 ("Contract Time"), unless terminated earlier as provided herein. Contractor's Services shall begin on July 1, 2018 and shall be completed byJ_u_n_e_3_0~, 2_0_1_9 _____ _ 3.2 Schedule of Performance. Contractor must deliver the Services in accordance with the Schedule of Performance , attached and incorporated here Exhibit B. 3.3 Time is of the essence for the performance of all the Services . Contractor must have sufficient time , resources , and qualified staff to deliver the Services on time. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory perfonnance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $ 24 ,000 ("Contract Price"), based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here . The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor's actual costs exceed the capped amount. No extra work or payment is pennitted without prior written approval of City. 4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty (30) days of completion of Services, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement. Project AC2 Page I of 8 Profess ional/Co nsulting Contracts /Vers ion: May 22 , 2018 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits , worker's compensation or other benefits from the City. 5.2 Contractor's Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed, registered, and/or certified to perfonn the Services as required by law and have procured a City Business License . 5.4 Subcontractors. Only Contractor 's employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools, Materials and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of Taxes. Contractor must pay income taxes on the money earned under this Agreement. Upon City's request, Contractor will provide proof of payment and will indemnify City for violations pursuant to the indemnification provision of this Agreement. 6. PROPRIETARY/CONFIDENTIAL INFORMATION In performing this Agreement, Contractor may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City infonnation provided by City to Contractor and use it only to perfonn this Agreement. Contractor shall exercise the same standard of care to protect City infonnation as a reasonably prudent contractor would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record , document or other information or work , in any medium ( collectively, "Work Product"), prepared by Contractor in connection with this Agreement will be the exclusive property of the City 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, Contractor assigns to City all Work Product copyrights . Contractor may use copies of the Work Product for promotion only with City's written approval. Project AC2 Page 2 of 8 Professio n al/Co ns ulting Contra cts /Ve rsion : May 22. 20 /8 7.3 Patents and Licenses . Contractor must pa y royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-contractors prepared or created under this Agreement, to execute or implement any of the following: (a) The original Services for which Contractor was hired ; (b) Completion of the original Services by others; (c) Subsequent additions to the 01iginal Services; and/or ( d) Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides , except for one single-sided 01iginal. 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its perfonnance in accordance with generally accepted accounting principles. The records must include detailed infonnation of Contractor's perfonnance, benchmarks and deliverables , which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four years from the date of City's final payment. 9. ASSIGNMENT Contractor shall not assign , sublease, hypothecate , or transfer this Agreement , or any interest therein , directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity is considered an assignment of the Agreement and subject to City approval , which shall not be unreasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity. 10. PUBLICITY/ SIGNS Any publicity generated by Contractor for the project under this Agreement, during the 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, except signage required by law or this Contract, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law , and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend and hold Proj ec t AC2 Page 3 of 8 Profess ional/Co ns u lt in g Co ntracts /Ve rs ion : May 22 , 201 8 harmless City, its City Council, boards and commissions, officers, officials , employees, agents , servants, volunteers and consultants ("Indemnitees"), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes of action, demands, charges, losses, costs and expenses (including attorney fees, legal costs and expenses related to litigation and dispute resolution proceedings) of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations, representations or warranties; (b) Negligent or willful acts or omissions committed during perfonnance of the Services; ( c) Personal injury, property damage, or economic loss resulting from the work or perfonnance of Contractor or its subcontractors or sub-subcontractors; (d) Unauthorized use or disclosure of City's confidentia1 ano proprietary Information; (e) Claim of infringement or violation of a U.S. patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third pmiy. 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim, in accordance with California Public Contract Code Section 9201. At City's request, Contractor will assist City in the defense of a claim, dispute or lawsuit arising out of this Agreement. 11.3 Contractor's duties under this section are not limited to the Contract Price, workers' compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee. 11.4. Contractor's payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, a purchase order, or other transaction. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit D , and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type , amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor's compensation or terminating the Agreement. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state and federal laws and regulations applicable to this Agreement. Contractor will promptly notify City of changes in the law or other conditions that may affect the Project or Contractor 's ability to perform. Contractor is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act. Project AC2 Page 4 of 8 Profess ional/Co n s ultin g Contracts /Version: May 22, 20 18 13.2 Labor Laws. Contractor shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a "public works" component, Contractor is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race, religious creed , color, ancestry, national origin , ethnicity, handicap , disability, marital status, pregnancy, age, sex, gender, sexual 01ientation, gender identity, Acquired-Iirunune Deficiency Syndrome (AIDS) or any other protected classification. Contractor shall comply with all anti-discrimination laws , including Government Code Sections 12900 and 11135, and Labor Code Sections 1735 , 1777 and 3077.5. Consistent with City policy prohibiting harassment and disc1imination , Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person , by Contractor or its employees or sub-contractors will not be tolerated. 13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor warrants that no public official , employee , or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement, in violation of California Governm ent Code Section 1090 et seq . Contractor may be required to file a conflict of interest fonn if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of the California Code of Regulations. Contractor agrees to abide by the City's rules governing gifts to public officials and employees . 13 .5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments , requi1ing 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 Albert Salvador, Building Official as the City's representative for all purposes under this Agreement, with auth01ity to oversee the progress and performance of the Scope of Services . City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor. Contractor Project Manager. Subject to City approval , Contractor assigns Giyan Senaratne ______ as its single Representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. Contractor 's Project manager is responsible for coordinating and scheduling the Services in accordance with the Scope of Services and the Schedule of Performance. Contractor must regularly update the City's Project Manager about the progress with the work or any delays , as required under the Scope of Services. City written approval is required prior to substituting a new Representative. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts therefor at any time. Contractor will be compensated for satisfactory Services perfonned through the date of abandonment, and will be Proj e ct AC2 Page 5 of 8 Pr ofess io nal/Co ns ulting Co n tracts /Ve rs io n : May 22, 20 18 given reasonable time to assemble the work and close out the Services. With City's pre-approval in writing, the time spent in closing out the Services will be compensated up to a maximum of ten percent (10%) of the total time expended to date in the performance of the Services. 16. TERMINATION City may tenninate this Agreement for cause or without cause at any time. Contractor will be paid for satisfactory Services rendered through the date of tennination, but final payment will not be made until Contractor closes out the Services and delivers the Work Product. 17. GOVERNING LAW, VENUE AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises, Contractor must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator's award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal, or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City's waiver of a breach shall not constitute waiver of another provision or breach. 21. ENTIRE AGREEMENT This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. Any modification of this Agreement will be effective only if in writing and signed by each Party's authorized representative. No verbal agreement or implied covenant will be valid to amend or ab1idge this Agreement. If there is any inconsistency between the main Agreement and the attaclunents or exhibits thereto, the text of the main Agreement shall prevail. Proj ect AC2 Page 6 of 8 Profess ional/Cons ulting Co ntrac ts /Ve rsion: May 22 , 2 01 8 22. INSERTED PROVISIONS Each provision and clause r equir e d by l aw for this Agreem ent is deemed to be included and will be infened herein . Either party may request an amendment to cure mistaken inse1iions or omissions of required provisions. The Paiiies will collaborate to implement this Section, as appropriate. 23. HEADINGS The headings in this Agreement are for convenience only , are not a pati of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement. 24. SEVERABILITY /PARTIAL INVALIDITY If any tenn 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 te1m or provision shall remain in force and effect to the ext ent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this Agreement to caiTy out its intent. 25. SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated , including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law and Attorney Fees, shall survive the Agreement and remain in full force and effect. 26. NOTICE~ All notices, requests and approvals must be sent in writin g to the persons below, which will be considered effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail , postage prepaid , registered or cetiified, or the next business day following electronic submission: To City of Cupertino 10300 Torre Ave., Cupertino CA 95014 Attention : Albert Salvador Email: alberts@cupertino .org To Contrac tor: West Coast Code Consultants, Inc 2400 Camino Ramon, Suite 240 San Ramon, C A 94583 Attention: Gi y an Senaratne Email : --------------- 27. VALIDITY OF CONTRACT 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 form by th e City Attorney's Office. Proj ec t AC2 P age 7 of 8 Professiona l/Consu lt ing Co n tracts /Ve rs io n: May 22, 2018 2~. EXECUT!Ol - The person executing this Agreement on behalf of Contractor represents and wanants that Contractor has full right, power, and authority to enter into and carry out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Contractor. This Agreement may be executed in counterpa1is, each one of which is deemed an origina l and all of which, taken together, constitute a single binding instrument. IN WITNESS WHERE OF, the parties have caused the Agreement to be executed. .,::::t;;.~~a_::=~"':"o-:$e:X::i et a~J r--.Q / Title ---"=i=::....->Q,,,___ ____ _ Date_la_µ~+-'-'j \3'.....,________ CI TY OF CUPER TINO A Municipal Corporation By ~~1't12< Name /fJ'Jfj{/( ~fpc{L Tit le WI 1))1[\}b P'.(1{1 e,ill Date ti,\~\'& ---------- DA_ TO FORM: ;f-A/fli'1J 1/L f j/.L- j_j J 2 -ti --J "<? !::_1'rJ-£ t. om ~·y -R-O-CI-0--1=.'-'F'--TE-R-""R'-0--1-----J l--I --I & f [pd 3 o -J 1 Cupertin Acting City Attorney ATTEST: ~It+ GRACE SCHMI DT [-f-(; City Clerk ------------·· --···-·f·----·--------------·--··..,____... ______ :,-.--.-·---,- Prnjcct AC2 Page 8 of 8 Professio11 a/l C011sulti11 g Contra cts !Version .· May 22 . 2018 EXHIBIT A November 09, 2018 Mr. Albert Salvador, P.E., Chief Building Official City of Cupertino 10300 Torre Avenue Cupertino, CA 95014-3255 Re: Cost Proposal to Continue to Provide Professional Building Department Services for the Apple Campus 2 Project. Dear Mr. Salvador , It has been a pleasure for West Code Consultants, Inc. (WC 3) to work on behalf of the City of Cupertino on the Apple Campus II project for the last three (3+) years . Thank you for allowing WC3 to be part of your team. Please consider this letter as West Coast Code Consultants (WC 3) proposal to continue to provide the following services for the Apple Campus II project: Plan Reviews Performed at WC 3 Offices: • Provide Senior Plan Check Engineer level staff to review submittals that are not reviewed and approved by the in-house staff at the Apple Campus II site. o RFI's. o ASI's o Change orders o As-built drawings. o Bulletins. o In addition, assist with the coordination of submittals with other City Departments, attend meetings, etc .. Document Control: • Use ofWC3 's propriety eProcess360 electronic document managing system (EDMS) to perform the following: o Enable the Design Team to submit all required documents electronically to the City of Cupertino for plan review. o WC 3 staff to review electronically the submittals and issue plan review comments. o WC 3 staff to electronically approve documents on behalf of the City of Cupertino. o Continue to use the "RFI " EDMS to manage on going day-to-day revisions submitted by the design team . The current Agreement terms commenced on July 1, 2016 and will terminate on December 31 , 2018. WC3 has invoiced $991 ,801.88 against the total Agreement amount of$991,881.88, leaving a balance of $80.00. WC 3 Cos t Proposal Con tinu e to Pr ovide Professional Building Department Services fo r th e Apple Campus 2 Project November 09, 2018 Page2 WC3 proposes the following fees to continue to perform the building department services listed above: Exhibit B &C Invoices for -Oct 2018 to Dec 2018 -150 hours @$160.00 I hour $24,000.00 Total NTE till Dec 31, 2018 I $ 24,000.00 Contract Balance Forward - Additional Compensation - The above plan review fees will be invoiced at the end of each month. $80.00 $23,920.00 In closing, we would like to thank you for the opportunity to continue to be of service to you , your staff, and the City of Cupertino. If you have any questions, please feel free to call me on my cell at (925) 766-5600 or my office at (925) 275-1700. Sincerely, ~ ~-(JP-~~==~ Giyan A. Senaratne, S.E., P.E., LEED AP, CASp. Principal / CEO West Coast Code Consultants , Inc. -WC 3 2400 Camino Ramon, Suite #240 San Ramon, CA -94583 EXHIBIT D Insurance Requirements Des ign Professiona ls & Co11sulta11ts Contracts Co ns ultant shall pro c ur e pri or to co mm ence ment of Se rv ices and maint a in fo r th e dur ati o n o f th e co nt rac t, at its ow n cos t a nd ex pense, th e fo ll ow in g in s ura nce po li cies and coverage with co mp a ni es do in g bu sin ess in Ca li fo rni a and acce pta bl e to City. INSURAN CE POLICIES AND MLNJMUMS REQUIRED I. Commercial Gen era l Lia b ility (CG L) fo r bod il y injury, prope rty damage, pe rso na l injury li a bility fo r pr emi ses o pera ti o ns, pro du cts a nd co mple ted op era ti ons, cont ract ual li a bili ty, and pe rso na l a nd ad ve rti s in g injury with limi ts no less th an $2 ,00 0,00 0 per occ urr e nce (I SO Fo rm CG 00 0 I ). If a ge ne ral aggrega te limit a ppli es, eith er the ge nera l agg regate limit sha ll a ppl y se parate ly to thi s proj ec t/loca ti on (ISO Fo rm CG 25 03 o r 25 04) or it sha ll be tw ice th e required occ urre nce lim it. a. It sh a ll be a requir eme nt th at any ava il ab le in sur a nce procee ds broa de r th a n o r in ex cess of th e s pec ified minimum in s ur a nce cove ra ge re quireme nt s and /o r limi ts s ha ll be made av ailabl e to the Addition a l In sur e d and shall b e (i) th e minimum cove ra ge/limit s s pec ifi ed in thi s ag ree m ent ; o r (ii ) th e broa d e r cove rage a nd max imum limi ts of cove ra ge of a ny in suran ce po li cy, which eve r is grea ter . b. Addi t io na l In s ur ed coverage unde r Cons ult ant 's po li cy shall be "pri mary a nd no n-c ontribu tory," w ill not see k co nt ribu t ion fro m City's in sura nce /se lf-in sura nce, an d s hall be at least as bro ad as ISO Fo rm CG 2 0 0 I (0 4/13 ). c . T he limit s of in sur ance requ ired may be sat isfie d by a co mbin at ion of prim a1y an d umbre ll a or excess ins ura nce , pro v id ed eac h p o li cy co mpli es w ith t he require ments set fo rth in thi s Co nt ract. Any um bre lla or excess in s ura n ce sha ll co nt a in o r be e nd o rse d to cont a in a pro v is io n that s uc h cove ra ge s ha ll a lso a ppl y o n a prim a ry a nd non-co ntribut ory bas is fo r th e be nefi t of C ity befo re th e C ity's ow n ins ura nce o r se lf-i nsura nce sha ll b e ca ll ed up o n to protect C ity as a name d in s ured. 2. Automobile Liability : ISO CA 00 0 1 cove rin g any aut o (in c ludin g ow ned, hired, a nd no n-ow ned autos ) with limit s no less th a n $1 ,000 ,0 00 per acc id e nt fo r bodil y injury and p ro pe rt y dam age. 3. Workers' Co mp ensatio n: As requ ir ed by the State of Ca li fo rni a, w ith Statut o 1y L imits a nd Empl oye r 's Li a bi I ity In sura nce of no less th an $1,000 ,000 per occ urre nce fo r bodil y injury or di sease . 0 Not required. Consu ltan t has prov ided wri tten verificat ion of no employees. 4. Professional Liability for profess io na l acts, erro rs a nd omi ss io ns, as a pp ro pri ate to Co ns ul ta nt 's profess ion , w ith I imit s no less th a n $2,0 00,00 0 per occ urr e nce o r $2,0 00,0 00 agg regate. If writt e n on a c la im s made fo rm: a. T he Re tro ac ti ve Date 111 ust be s how n and mu st be befo re th e Effect ive Date of th e Co ntra ct. b. In s uranc e mu s t be maint a in ed fo r at leas t fi ve (5 ) yea rs afte r compl eti o n o f th e Se rvices. c. If coverage is ca nce led o r non-r e newed, a nd not re pl ace d with a no th e r c la im s-m ade po li cy fo rm w ith a Retro active Da te pri or to th e Co nt rac t Effec ti ve Date, the Co ns ul ta nt mu st pu rc hase "exte nd ed re po rtin g" cove ra ge fo r a minimum of fi ve (5) yea rs a ft e r co mpl et io n o f th e Se rv ices. OTHER INSURANCE PROVIS IONS T he afo re me nt io ned in s urance sha ll be e nd o rsed a nd have all t he fo ll ow in g co nd it io ns a nd prov is io ns: Exh. D-lns ur ance Req ui rem entsfor Des ig n Profess ionals & Co 11 s11 /tan ls Con trac ts Fo rm Upda ted Feb . 20 /8 1 A dditio11a/ In s ure d Status T he C ity of Cup erti no, it s C ity Co un c il , office rs, offic ia ls, empl oyees, age nts , serva nt s and vo lunteers ("A dditi ona l In sur ed s") are to be cove red as a ddi t iona l in s ur e ds on Co nsul ta nt 's CG L polic y. Ge nera l Liab ilit y coverage ca n be provided in the for m of an e nd o rse me nt to Consu lt ant 's in s uran ce (at least as broad as I SO Form CG 20 IO ( I I/ 85) or both CG 20 IO and CG 20 3 7 fo rm s, if later edit io ns are use d). P rimm y Coverage Coverage afforded to C ity/Add iti o na l In s ur eds s hall be prim a ry in suran ce. Any in s uranc e o r self-insurance maintain ed by City, it s office rs, offic ia:~, e mpl oyees , or vo lunt ee rs sh a ll be excess of Co ns ult a nt's in sur ance and shall not co ntribu te to it. Notice of Cancellation Eac h in s urance po li cy s ha ll sta te th at coverage s ha ll not be cance led or a ll owe d to expi re, exce pt with writt en noti ce to C ity 30 cla ys in ad va nce o r IO cla ys in adva nce if clue to non-payment of premiums. Wa iver of Subrogation Co ns ul ta nt wa ives any right to subro gat ion aga in st C ity/Ad diti o na l In s ur ed s fo r recovery of damages to the exte nt sa id los ses a re cov e red by the in s uran ce po li c ies req uired here in. Spec ifi ca ll y, the Workers' Co mp ensat ion po li cy sha ll be e nd orsed with a wa iver of s ub rogat io n in favor of C ity for all wo rk perfo rm ed by Co nsult a nt , it s e mpl oyees, age nts and s ub co nsultant s. T hi s pro v isio n ap pli es rega rdl ess of whet he r or not the C ity has rec e ive d a waiv e r of su br oga ti o n endorse ment from the in s ur e r. Deductibles and Self-Insured Rete ntions Any d educt ibl e o r se lf-in sur e d rete nti on mu st be dec lar ed to and approve d by the C it y . At C it y's o ption , e ith er: the insure r mu s t redu ce o r e limin a te th e deductible or se lf-in s ur ed rete nti on s as resp ec ts th e C ity /Additional In s ur ed s; o r Co nsultan t mu st s how proof of ab ility to pay losses and co sts re lated investigations , c la im admini stra ti o n and defe nse expe nses. T he policy shall prov id e, o r be end orse d to provide , that th e se lf-in s ur ed retention may be sa tisfied by e ith er the in s ur ed o r th e City. Acceptability of In surers In sur e rs mu st be lic ensed to do bu s in ess in Ca li fornia with an A.M. Be st Rating of A-VII , or better. Ver ific ation of Coverage Co nsultant must furni s h acce ptabl e insurance certificates and ma ndat o ry e nd orseme nt s ( o r copies of the po lici es effec tin g th e coverage req ui re d by this Contract), and a co py of the D ec larati o ns and End o rse ment Pa ge of the CGL po lic y li st in g a ll polic y end orse me nt s pri or to co mm e nc em ent of the Contract. C ity reta in s th e right to de ma nd ve rifi ca ti o n of compliance at any ti me durin g the Co ntra ct term. S ubcon su ltan ts Co ns ultant s hall require and ve ri fy that a ll s ub co ns ul ta nts maintain in s ur ance th at meet the require ment s of this Co ntra ct, in c ludin g namin g th e C ity as a n additional in s ur ed on sub co ns ultant's in s uran ce po li c ies. Higher In s urance Limits If Co ns ultant mainta in s broad e r cov e rage and /o r hi ghe r limit s th an th e minimum s s how n above , C it y s ha ll be e ntitl ed to coverage fo r th e hi g her in s urance limit s ma int a in ed byCo ns ultant. A dequacy of Coverage C ity reserves the ri g ht to modify th ese in suran ce requireme nt s/cove rage ba se d o n th e nat ur e of th e ri sk, pr ior exper ie nc e , in sur er o r oth er s pecial c ir cum sta nces , ,v it h not less th a n nin ety (90) da ys pri or writt e n noti ce. Exh. D-lns uran ce Req uire ments/or Des ig n /Jr oj ess ion als & Co ns ultants Contrac ts Fo rm Updated Feb. 20 18 2 ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM /DD/YYYY) ~ 5/22/2 018 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 AM END, EXTEND OR ALT ER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING I NSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, th e po li cy(ies ) must have ADDITIO NAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and cond i tions of the poli cy , c ertain policies m ay require an endorsement. A statement on this certificate does not confer rights to the certificate holder in li eu of such endorsement(s). PRODUCER ~~mACT A lison Ols en Dea ley, Renton & Associates p~~NJn !=x tl · 51 0-4 6 5-3 090 I FAX P. 0. B ox 12675 fA/C Nol: 510-452-2193 Oakland , CA 94604-2675 ~fl~~ss: lnsura nce .Certificates@Dealevrenton.com Li cense #0020739 INSUR ERISI AFFOR DING COVERAGE I NAIC # I INSURER A : Travelers Proo e 1·tv Casualty Co of A m eri I 25674 IN SUR ED \f\'E.STCOAST5 INSU RER B : Travelers Indemn ity Co . of Con nec ti cu t I 25682 We s t Coast Code Consultants, Inc. IN SURER c: Continenta l Cas u alty Company I 20443 2400 Camin o R amon , S te . 240 I San Ramon , CA 9 4583 INSURER D : 925-275-1700 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER : 6965447 REVISION NUMBER: THI S IS TO CER TI FY THAT THE POLI CIES OF INSURANCE LISTED BELOW HAV E BE EN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLI CY PERIOD INDI CATED . NOTWITHSTAND ING ANY REQUIREMEN T, TE RM OR COND ITI ON OF ANY CONTRACT OR OTH ER DOC UMEN T WITH RESPEC T TO WHICH T HIS CE RTIFICATE MAY BE ISSUED OR MAY PERT AIN , THE INSURANCE AFFOR DED BY THE POLI CIES DESCR IBED HEREIN IS SUBJEC T TO ALL THE TERMS , EXCLUSIONS AND CONDI TI ONS OF SUCH POLICI ES. LI MITS SHO WN MAY HAV E BEE N REDUC ED BY PAID CLAIMS. tf't TYPE OF INSURANCE !ADDL!SUBR I i lN SD W\ln I y I A I X i COMMERCIAL GENERAL LIABILITY [I] CLA IMS -MADE 0 OCCUR I X I Conlraclual Liab I, , __ l _____________ i l GEN'L AGGREGATE LIMIT APPLIES PER: u POLICY 0 mg: o LOC I ! ! OTHER: 8 I AU TO MOBILE LI AB ILITY rxl ANY AUTO 1--! OWNED !~ SCHEDULED ~ . AUTOS ONLY ! AUTOS ~~RTrgiS ONLY I x ~3i'o~"b~,i~ n I . ! y A ~ UMBR EL LA LI AS ~ OCCUR i y i : EXC ESS LI AS I I CLA IMS-MADE! I I I ! DED I X RETEN TIONS 1n nnn A ! :ii~~:~i~t:S~~l~B~~~;y Y I N I ANYPROPRIETOR/PAR TNER/EXECUT II/E D I OFFICE R/MEMBEREXC LUO ED ? N / A I (Mandalo,y In NH) If yes , de scribe under i DESCRIPTION OF OPERATIONS below C Professional lia bility y '{ y y I POLI CY NUMBER 68D007K83 1631 8A7K635875 CUP71<838484 UB007K838122 MCH591900192 POLICY EFF POLICY EXP (MM /DDIYYYYl (MM /DD/YYYYI 4/28/2018 4/28/2019 4/28/2018 4/26/2019 4/28/2018 4/28/2019 4/28/2018 4128/2019 4/26/2016 4/28/2019 LIMITS EACH OCCURRENCE S 2.000.000 DAMAGE TO RENTED PREMISES (Ea occurrencei S 1,000.000 rv\ED EXP (Any one person) S 10,000 PERSONAL & ADV INJURY S 2,000 .000 GENERAL AGGREGATE S 4,000 ,000 PRODUC TS -COMPiOP AGG S 4,000 .000 s COMB INED SINGLE LIMIT S 1,000 ,000 (Ea acc1denti BODILY INJURY (Per person) s BODILY INJURY (Per accidenlj s PROPERTY DAMAGE s (Per accident) s EACH OCCURRENCE S 4,000 .000 AGGREGATE S 4.000 ,000 Is X ! PE R _ I I OT H- -! ST ATUT~_1.__ _ _j ER -· ---------------- E.L. EACH ACC IDEN T _ s_~1.o_o_o_.ao_o _____ -l EL DISE~SE -~~~P~~,.21._oo_a~.o_o_o ______ 1 E.L. DISEASE -POLICY LI MIT S 1.00D .000 I S2.000.000 S2 .000 .000 per Claim Annual Aggregate I DESCRIPTION OF OPERATIONS/ LOC ATION S/ VEHICLES (ACOR D 101 , Additional Remarks Schedule , may be atta ched if more space is requ ired) Umbrella Liability po licy is follo w-form to underlyi ng Gene ral Liability/A u to Li ab ility/Employe rs Li abil ity. Proj ect Name: Ap pl e Campus 2 -Tl1e C ity of Cupert ino, it s City Council . officers, officials. emp loyees, agents . servants and vo lunteers are named as Ad ditional Insure d as respects General and Auto Li abi lity as required per written contra ct or agreement. Ge n eral Liability is Primary/Non-Co ntributory per policy form wording. Ins ur an ce coverage in clud es Waiver of Subrogation per the attached. CERTIFICAT E HOLDER ay o ice o CANCELLATION 30 D N t IC II t ance a 10n SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CAN CE LLED BEFORE TH E EXP IRATION DATE THEREOF, NOT ICE WIL L BE DELIVERED IN ACCORDANCE WITH THE PO LIC Y PROVISIONS. C ity of Cupertino 10300 Torre A ven ue AUTHORIZED RE PRESENTATI VE Cupe rtin o CA 95014-3255 Oi , I ~lffv1 ONbvL- © 19 88 -2015 ACORD CORPORATION. All ri ghts reserved . ACORD 25 (2016 /03) Th e ACORD name and logo are registered marks of ACORD TH IS CERT IFICATE SUPERSEDES PREV IOUSLY ISSUED CERT IFICATE TRAVELERS J WORKERS COMPENSAT ION AND EMPLOYERS LIABILITY POLICY E N DORSE M ENT WC 99 03 76(00) -001 POLICY NUMBER: UB007 K83 8122 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMEN T CALIFORNIA (BLANKET WAIVER) We have the right to recover our payments from anyo ne li ab le for an in jury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. You must maintain payro ll records accurately segregating the remuneration of your employe es whi le engaged in the work described in the Schedule. The add itiona l premium for this en do rs em e nt sha ll be 3.00 % of the California workers ' compensation prem iu m othervvise due on such remuneration. Person or Organi z ation City of Cup ertino 10 300 Torre Avenue Cup e rtino CA 95014-3255 DATE OF IS SUE: 5/22 /2018 0171 06 Sche du le Job Descri pt ion Project Nam e: Apple C a mpus 2 --The City of Cupertino, its City Council , officers, officials , employees , agents , servants and volunteers ST A SSIGN: CA POLICY NUMBER: BA7K 835875 COMMERCIAL AUTO CA 20 48 1 0 13 THIS ENDORSEMENT CHANG ES THE POLICY . PLEASE READ IT CAREFULLY . DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided und er th e follow ing : A UT O DEA L ERS COVERAG E FORM BUS INESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respec t to coverage provided by this endo rsement , the provisions of the Coverage Form app ly un less modified by this endorsement. T his endorsement iden t ifies perso n(s) o r organiz ation(s) who are "insureds " fo r Covered Autos Li ab il ity Cove rage under t l1e Who Is An Insure d provision of the Coverage Form . Th is endo rsement does not a lter co verage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unl ess anoth er date is indi ca ted be low . Nam ed Insured: W est Co as t Code Consul tants, In c. Endorsement Effective Date: 4/28/2018 SCHEDULE Name Of Person(s ) Or Organization(s): Project Name Apple Campus 2 --The City of Cup ert ino , its City Coun ci l, officers, officials , emp loyees , agen t s, servants and vo lunteers Information required to compl ete this Schedule , if not shown above , will be shown in th e Decl a rat ion s. Eac h person o r organization s how n i n the Schedule is a n "insured" fo r Covered Autos Liab ility Cov erage, but only to th e extent th a t pe rson or organi za tion qualifies as a n "insu red" unde r the Who Is An Insured provisio n contained in P a ragraph A.1 . of Secti o n II - Covered Autos Li ab ility Coverage in the Bu sines s Auto and Motor Carri e r Coverage Fo rms and Parag raph D.2. of Section I -Covered Autos Coverag es of the Auto De alers Coverage Form. CA 20 48 10 13 © Ins urance Services Office, Inc., 201 1 Page 1 of 1 Policy # BA7K835875 COMMERC IA L AUTO THIS ENDORSEMENT CHANGES THE POLICY . PLEASE READ IT CAREFULLY . BLANKET WAIVER OF SUBROGATION Thi s endorse ment modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FO RM The following replaces Para graph A.5., Transfer of Rights Of Recovery Against Others To Us , of the CONDITIONS Section: 5. Transfer Of Rights Of Recovery Against Oth - ers To Us We waive any right of recovery we may hav e against any person or organization to the exte nt re quired of you by a written contract executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such contract. The waiver ap- plies only to the person or organization desig- nat ed in such contract. CA T3 40 02 15 © 20 15 The Tra vele rs Ind em nity Company . All rights reserved . Page 1 of 1 In clud es copy rigl1l ed mate ri al of Insura nce Services Offi ce, In c . w ith it s pe rm issio n . COMMERC IAL GENERAL LI AB ILI TY POLICY NUMBER: 680007K831631 T H IS E N DORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Th is endorse ment m od ifi es in s urance provided under the fo ll ow in g : COMMERC IA L GENERA L LI ABI LITY COVERAGE PART SCHEDULE Name of Person or Organization: As requ ired by written contract (If no ent ry appears above, informat ion requ ired to comp lete this endorsement will be show n i n the Decl a rations as app licable to this endorsement.) The TRAN SFER OF RIGH TS OF RECOVERY AGA IN ST OTHERS TO US Condition (Section IV- COMMERCIAL GENER A L LI AB ILITY COND ITIONS) is amended by the addi ti on of the fol lowing: We waive any right of recovery we may have aga i nst th e person or organization shown in the Schedule above because of paym e nts we make for injury or da mage ar ising out of y our ongoi ng operations or "your work" don e und e r a contract w ith that pe rs o n or organization and in c luded in the "produ cts- comp le t ed operat ions hazards." Th is waiver app lies on ly to the person o r organizatio n shown in the Schedule above. CG 24 0410 93 Copyrig ht, In s urance Se r vices Offi ce, In c., 1992 Page 1 of 1 POLICY NUMBER 680007K831631 COMMERCIAL GENERAL LI A BILITY THI S E N DORSE MENT CHANGES THE POLICY. PL EASE READ IT CAR EFU LL Y . OTHER INSURANCE ADDITIONAL INSUREDS PRIMARY AND NQN..,CONTRIBUTORY W IT H RESPECT TO CERTAIN OTHER INSURANCE This endorsement modifi es insurance pro v ided under the following: COMMERC IAL GENERAL LI ABI LI TY COVERAGE PART The following is added to Paragraph 4 . a., Primary Insurance, of SECTION IV COMMERCIAL GEN- ERAL LIABILI T Y CONDITIONS: However, if you specifically agree in a written contract or agreement that the insurance afforded to an addi- tiona l insured under thi s Covernge Part must app ly o n a primary basis , or a primary a nd non-contributory basis, this in surance is primary to other insurance that is availab le to such additional insured which covers such additional insured as a named insured , and we will not share with that other insurance , provided that: (1) The "bodily in j u,y" or "property damage" for which coverage is sought is caused by an "occurrence" that takes p lace; and (2 ) The "persona l injury" or "advertising injury " for wh ich coverage is sought ar ises out of an offense that is committed; subsequent to the signing and execution of that con- tract or agreement by you . CG 04 25 07 0 8 © 2008 Th e Tra ve lers Comp a ni es , Inc . Page 1 of 1 COMMERC I AL GENERAL LI AB ILITY POLICY NUMBER: 680 007K 83163 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY . ADDITIONAL INSURED OWNERS , LESSEES OR CONTRACTORS COMPLETED OPERATIONS This e ndorsement modifi es in surance provided under the following: COMMERC IAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Any person or organization, except any architect, engineer or surveyor, that you agree in a written contract to inc lu de as an additiona l insured on this Coverage Part for "bodily injury" or "property damage" includ ed in the "products-completed operations hazard", provided that such contract was signed and executed by you before , and is in effect when , the "bodily injury or "property damage" occurs . Location And Description Of Completed Operations Any project to which an app li cab le written contract described in the Name of Additiona l In su red Person(s) or Organ ization(s) section of this Schedule app li es . lnfo 1rnat ion required to comp lete this Schedule, if not shown above, will be shown in the D eclaratio ns. Section II Who Is An Insu red is amended to in- clud e as an additional in sured th e person(s) or or- ganization(s) shown in the Schedule , but on ly with respect to liability for "bodily inju1·y" or "prope1iy dam- age" caused, in wl1o le or in part, by "your work" at the location des ignated and described in the schedule of this endorsement pe1iormed for that additional in - sured and includ ed in the "products-completed op e ra- tions hazard". CG 20 37 07 04 ISO Prop e1ii es, In c., 2004 Pag e 1 of 1 COMMERCIAL GENERAL LI ABILITY POLICY NUMBER: 680007K831631 T HIS ENDORSEMENT CH AN GES T HE POLICY. PLEASE READ IT CAREFU LL Y. ADDITIONAL INSURED OWNERS , LESSEES OR CONTRACTORS SCHEDULED PERSON OR ORGANIZATION This endorsement modifi e s insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Names of Additional Insured Person(s) or Organization(s): Any person or organization, except any architect, engineer or surveyor , that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed and executed by you before, and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. Location of Covered Operations: Any proj ect to which an applicable written contract described in the Names of Additional Insured Person(s) or Organization(s) section of this Schedule applies. (Information required to complete this Schedule, if not shown above , will be shown in the Declarations.) A. Section II Who Is An Insured is amended to in- clude as an additional insured the person(s) or organization(s) shown in the Sch edu le , but only with respect to liability for "bodily injury", "property damage", "p erso nal injury" or "adverti sing injury" caused , in whole or in part , by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional in sured(s) at the location(s) desig- nated above. 8. With respect to the insurance afforded to these additional insureds, the following additional exclu - sions app ly: This insuran ce does not apply to "bodily injury" or "property damage" occurring, or "perso nal injury" or "advertis ing injury" arising out of an offense committed, after: 1. All work, including materials , parts or equip- ment furnished in connection with su c h work , on the project (other th an se rvice, mainte- nance or repairs) to be performed by or 011 behalf of th e additional insured(s) at the lo ca - tion of the covered op erations has bee n com- pleted; or 2. That portion of "your work" out of which the injury or damage arises has bee n put to its in - tended use by any pe rson or organization other than another contractor or subcontrac- tor engaged in performing op erations for a principal as a part of the same project. CG 03 61 03 05 Copyright 2005 The St. Paul Travelers Compani es, Inc. All rights reserved . Page 1 of 1 Includ es copyrighted 111 ate 1·ia l of Insurance Services Office, Inc. with it s permission.