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18-001 Grassroots Ecology
i CITY OF No. FY2018-20 CUPERTINO RECREATION SERVICES AGREEMENT 1. Parties.This contract is made and entered into as of 10/1/2018 ("Effective Date'),by and between the City of Cupertino, a municipal corporation("City"), and with GRASSROOTS ECOLOGY, 3921 EAST BAYSHORE ROAD, PALO ALTO, CA 94303-4303 ("Contractor'), a NON-PROFIT for MCCLELLAN RANCH PRESERVE MEADOW RESTORATION. 2. Services.Contractor agrees to provide the Services included in the Scope of Work and in accordance with the Schedule of Performance attached in Exhibit A. 3. Term. This contract begins on the Effective Date and ends on 9/30/2020 ("Contract Time"),unless extended or terminated as provided herein. Time is of the essence and Contractor must have sufficient time,resources, and qualified staff to deliver the Services as required. Contractor must promptly notify City of any actual or potential delays to afford the Parties adequate opportunity to address or mitigate such delays. 4. Compensation.City will pay Contractor for satisfactory performance of the Services an amount that will based upon actual costs but that will be capped so as not to exceed$150,000("Contract Price"),based upon the Scope of Services,budget,performance schedule,and rates included in Exhibit A. The maximum compensation includes all costs, expenses and reimbursements and will remain in place even if Contractor's actual costs exceed the capped amount.Contractor must submit invoices and the information required in Exhibit A in order to receive payment. City will compensate Contractor within 30 days after approval of written invoices. Invoices are subject to review and audit by City during regular business hours upon 24-hours' notice. Contractor must maintain complete and accurate records of payrolls, expenditures, disbursements and other cost items charged to City or establishing the basis for an invoice, for a minimum of four(4) years from the date of final payment. 5. Independent Contractor.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.No civil service status or other right of employment will be acquired by virtue of Contractor's performance of the Services. Contractor is not entitled to City's health benefits, worker's compensation or any other benefit. Contractor must have the skills and qualifications to perform the Services in a competent and professional manner. Contractor will supply all tools, materials and equipment required to perform the Services under this Contract. Contractor is responsible for obtaining permits and licenses required by law and must obtain a City business license. Recreation Services Agreement/Rev. 3-27-2018 Page I of 7 6. Proprietary/Confidential Information.To the extent Contractor may have access to private or confidential information owned or controlled by the City, Contractor agrees to treat it confidential and use it solely to perform this Agreement. Contractor must exercise the same standard of care to protect City information as a reasonably prudent Contractor would use to protect its own proprietary data. 7. Ownership of Materials.To the extent Contractor prepares written material, drawings or data in connection with this contract, City will have the property rights to those materials and all copyrights,if any,to such work product will constitute City property. 8. Records.Contractor must maintain complete,accurate,and detailed accounting records relating to its performance in accordance with generally accepted accounting principles and procedures. The records must include detailed information about Contractor's services,benchmarks, deliverables and costs/fees,and must be made reasonably available to City.The records and supporting documents must be kept separate from other files and maintained for four years from the date of City's final payment. 9. Assignment.This Contract is not assignable. Contractor may not substitute another or transfer any rights or obligations under this Contract without prior written approval of City.Only those persons whose names are included in Exhibit A may perform the Services. 10. Publicity and Signs.Any publicity generated by Contractor related to this contract or the Services during the Contract Time and for one year thereafter must reference City contributions. The words "City of Cupertino" shall be displayed in all pieces of publicity, including flyers, press j 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 under this Agreement without prior written approval from City. 11. Indemnification.To the fullest extent allowed by law and except for losses caused by the sole negligence or willful misconduct of City personnel, Contractor agrees to indemnify, defend, and hold harmless the City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers and Contractors (collectively, "Indemnitees"), through legal counsel acceptable to City, from and against any liability for damages, claims, actions, causes of action, demands,charges, losses, costs and expenses(including attorney fees,legal costs and expenses related to litigation,arbitrations,administrative and regulatory proceedings),of every nature,arising out of or in any way related to Contractor's or Contractor's agents performance of this contract or the Services. This includes but is not limited to Liability resulting in personal injury, death, property damage, or economic losses. Contractor must pay any costs City may incur in enforcing this provision and must accept a tender of defense upon receiving notice from City.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 Contract. 12. Insurance.Contractor shall comply with the insurance requirements in Exhibit B. City will not execute the Agreement until it has received and approved satisfactory certificates of insurance and endorsements evidencing the type, amount, and dates of coverage. Alternatively, City in its sole discretion may purchase insurance and deduct the costs from payments to Contractor,or terminate the contract. Recreation Services Agreement/Rev. 3-27-2018 Page 2 of 7 13. Compliance with Laws and Other City Requirements. Requirements for all Contracts. This contract is subject to local, state and federal laws and regulations prohibiting discrimination,including Title VII of the Civil Rights Act of 1964,the California Fair Employment Practices Act, the Americans with Disabilities Act of 1990,and other laws that pertain to fair employment and anti-discrimination practices. Contractor must comply with labor laws pertaining to prevailing wages, working hours, overtime, payroll records, and other requirements imposed by the Department of Industrial Relations.If Contractor does not have employees,it must sign the Affidavit of No Employees, attached as Exhibit C. Contractor is responsible for verifying employment eligibility of employees pursuant to the Immigration Reform and Control Act of 1986. Contractor must comply with conflict of interest laws and regulations applicable to this Agreement and avoid conflicts of interest. Contractor may be required to file a conflict of interest form for engaging in governmental decisions or serving in a staff capacity,and is hereby advised to review the requirements of California Political Reform Act and the California Code of Regulations. Services may only be performed by persons who are not employed by City and who do not have a contractual relationship with City other than this contract. Contractor agrees to abide by City policies and administrative rules prohibiting gifts to City officials and employees. Additional Requirements for Services Provided to Minors: Contractor and its employees who provide services under this Agreement must comply with these additional requirements: A. Undergo fingerprinting and a criminal background check and verify all employees providing services under this contract have met this requirement. B. Complete a Tuberculosis screening test as required by law and as set forth in Exhibit D. C. Comply with the Mandatory Reporting under California Penal Code 11164-11174.3 and with the protocols, reporting, and training required under California Health and Safety Code Section 124235, AB2007, and other laws pertaining to concussion evaluation, removal from play, and return to play protocols. (Refer to Center for Disease Control & Prevention, httl2s://www.cdc.goviheadsup/index.html D. Submit required forms and acknowledgments included in Exhibit D, and ensure its each participant is provided with a concussion information sheet, signs and returns the forms to the City as required by Health and Safety Code Section 124235. Require coaches and administrators to successfully complete the concussion and head injury education at least once either online or in person, before supervising a participant. Contractor shall offer training, educational materials, or both to each Contractor administrator on a yearly basis. (Training resources are available at the Center for Disease Control&Prevention(link cited above). E. If providing instruction, Contractor must acknowledge and comply with all requirements set forth in the Recreation&Community Services Instructor Manual. Check one(if applicable): ❑ This contract requires services for children. Recreation Services Agreement/Rev. 3-27-2018 Page 3 of 7 ® This contract currently does not require services for children. If in the future, services for children are required,the contract will require a'written amendment' to include the appropriate insurance coverages as required in'Exhibit B-Insurance Requirements for Recreation Contracts', proof of finger printing and additional requirements under Paragraph 13. The contract amendment will also require the approval of the Director of Recreation and Community Services and City Attorney. 14. Coordination of Services. The Parties designate the following persons as Services Coordinators with the responsibility to oversee the delivery of Services in accordance with the terms of this Agreement. Contractor's designation and any substitution are subject to City approval. For City: For Contractor: Name:Kim Calame Name:Alex Von Feldt Position:Recreation Supervisor Position: Executive Director Contact:kimc@cupertino.org;408.777.3139 Contact:alex@grassrootsecology.org; 650.419.9880 15. Abandonment.City may abandon or postpone the Activity or Program and will notify Contractor as soon as possible. Contractor will be paid for satisfactory Services rendered through the date of abandonment upon submission of final invoices approved by City. 16. Termination. City may terminate this contract for cause or without cause at any time and will notify Contractor as soon as possible.Contractor will be paid for satisfactory services rendered through the date of termination upon submission of final invoices approved by City. 17. Governing Law,Venue and Dispute Resolution.This contract is governed by the laws of the State of California. Any legal actions or proceedings filed against City in connection with this contract must comply with the government claims filing requirements and must be filed with the Superior Court for the County of Santa Clara, State of California. At City's request, Contractor is required to continue to provide Services pending resolution of any 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 is required to pursue litigation,arbitration or other administrative or regulatory proceeding to enforce its rights or the terms of this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. This Section survives this Agreement. 19. Third Party Beneficiaries.There are no third party beneficiaries under this Contract. 20. Waiver.Neither acceptance of Services nor payment thereof constitutes a waiver of any contract provision. City waiver of a breach shall not constitute waiver of another term, provision, covenant or condition; or a subsequent breach,whether of the same or a different character. 21. Entire Agreement.This Agreement and all referenced Exhibits are hereby attached and incorporated into the Agreement by this reference and represent the full and complete understanding as to those matters contained herein,and supersede any other contract or understanding,either oral or Recreation Services Agreement/Rev. 3-27-2018 Page 4 of 7 written,between the Parties.This Agreement may not be modified or amended except in writing signed by both Parties.If there is any inconsistency between the main contract and any attachments or exhibits thereto,the main contract shall prevail. 22. Inserted Provisions.Each provision or clause required by law or this contract is deemed to be included and will be inferred herein. Either party may request an amendment to cure any mistaken insertion or omission of a required provision. 23. Headings. The headings are for convenience only and are not a part of the contract or intended to affect,limit or amplify the terms or provisions of this Agreement. 24. Severability/Partial Invalidity.If any contract term or provision,or their application to a particular situation, is found by the court to be void, invalid, illegal or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling.All other contract terms and provisions and their application to specific situations will remain in full force and effect. 25. Survival.All provisions which by their nature must continue after the Agreement ends, including without limitation Indemnification,Insurance,Ownership of Materials,Records, Governing Law and Attorney Fees,will survive the expiration or termination of this Agreement. 26. Notices.All notices and instruments pertaining to material provisions of this contract or significant disputes which are required by law or under this contract to be in writing must be sent to the persons listed below. The notices will be deemed effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service,on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered. or certified, or the next business day following electronic submission. To City of Cupertino: To Contractor: Office of the City Manager 3921 East Bayshore Road 10300 Torre Ave.,Cupertino CA 95014 Palo Alto,CA 94303-4303 cc:Representative/Coordinator: cc:Representative/Coordinator: Kim Calame Alex Von Feldt Email: kimc@cupertino.org Email: alex@grassrootsecology.org 27. Validity of Contract.This contract is valid and enforceable only if'it complies with the provisions of Cupertino Municipal Code Chapters 3.22 and 3.23, is signed by the City Manager or authorized designee, and is approved for form by the City Attorney's Office. 28. Execution. The person executing this contract on behalf of Contractor represents and warrants that Contractor has full right, power, and authority to execute this contract and to carry out all actions and services required. This contract constitutes a legally binding obligation of Contractor, and may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. Recreation Services Agreement/Rev. 3-27-2018 Page 5 of 7 and may be executed in counterparts each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. IN WITNESS WHEREOF,the parties have caused this contract to be executed. CONTRACTOR CITY OF CUPERTINO Grassroots Ecology A Municipal Corporation By By Name -Al-CX VM F-C 4- Title V-VCkkj VL Ny'eciD Title f j�enc'iY✓'" Date �- fl.ulfr Date Tax I.D. No.: APPROVED AS TO FORM: n ATTEST: rL OCIO FIERRO GRACE SCHMIDT Cupert n Acting City Attorney City Clerk C.ontractlEncumbered Amount: Account No.: Recreation Services Agreement/Rev. 3-27-2018 Page 6 of 7 I Exhibit A September 19, 2018 Scope of Work Grassroots Ecology is contracted for stewarding McClellan Ranch Preserve, Blackberry Farm and the Stocklmeir Orchard.This document outlines activities and volunteers that Grassroots Ecology will manage and perform from July 2018-June 2020. Workdays Grassroots Ecology will conduct a minimum of 42 total volunteer workdays, per year,at McClellan Ranch, Blackberry Farm and the Stocklmeir Orchard. The main activities will include installing native plants and controlling non-native invasive species(i.e.weeds).Grassroots Ecology will manage the outreach and registration of all volunteers,and will determine activities to be done as well as oversee the volunteers for safety and quality of work.The workdays will be divided among the two sites with roughly 75%going towards the McClellan Ranch and Blackberry Farm areas and 25%towards the Stocklmeir area. Location At McClellan Ranch,Grassroots Ecology will install plants and manage weeds inside the native plant islands.The area surrounding the native plant islands will also be targeted to help reduce seed dispersal from weeds into the islands. McClellan Scope of Work Map: 0 SHARE EMT - O Mcclellan Planting and Weeding Areas _ c Iawedz !-,Islands a qr r`4 - :'_' oIDia CMFS'trEui FaYtlGloOr.US i9 Diu We will also continue to remove invasives along the creek in the Blackberry Farm area. 3921 East Bayshore Road Palo Alto,CA 94303-4303 650.419.9880 1 info@grassrootsecology.org grossrootsecology.org At Stocklmeir Orchard,we will install native plants in the dry meadow in the immediate upland areas on the orchard side of the creek, manage weeds(blackberry and ivy)along the creek upstream of the pedestrian bridge, and stake willows in areas of high erosion downstream of the pedestrian bridge. Stocklmeir Scope of Work Map: E SHARE EDIT ® Jr. and Weeding Areas •i p Willow staking "*a a Plant and water to this area p Remove Cape"and Blackbeny C� O Rerrime Johnson grass and Di[Irldiia Plant Honeysuckle - Ci Remo•e bermuda grass n f Nap deli D201af �e hragery p1a19.CNEE: - ,y.L'SD4 F3rtn Se vKY Age y Terma 'W' Native Plant Installation Approximately 300 plants will be installed at volunteer workdays. 75%of these container plants will be installed in the McClellan project area and 25%in the Stocklmeir project area. Willows will also be collected and installed along Stevens Creek within the Stocklmeir area. Grassroots Ecology staff will site plants in the field to assure appropriate sun exposure,drainage needs and distance to creek. Newly installed plants will be watered by volunteers and/or Grassroots Ecology staff. Grassroots Ecology will continue to manage the watering in the McClellan project area, but the City will now take on the role of funding ongoing watering for both the Stocklmeir and McClellan project areas. Plant maintenance will be done by Grassroots Ecology staff. Vegetation monitoring will also be done to keep track of the survival rate anVgrowth of native plants. , Non-native Invasive Plant Management Non-native Invasive Plant Management Grassroots Ecologpvill dedicate a portion of the workdays to remove non-native invasive plant species i when it is appropriate.Weeding will start around the month of October when cooler temperatures and rain start the growing season for invasive plants. Depending on the species,we will use the appropriate removal protocol to make sure we are reducing the seed bank and preventing them from spreading. The focus of the weeding workdays will be to remove invasive plants around the native plants. I Following is a list of the non-native invasive species that we will target for removal: • Italian thistle • Milk thistle • Mustard • Radish • Stinkwort • Cape ivy • Curly Dock • Gopher spurge • Horehound • Bittercress • Vinca • Annual grasses(ie.wild oats,farmer's foxtail, ripgut brome) Draft Plant List Grassroots Ecology will supply the native plants local to the Stevens Creek Watershed from our Native Plant Nursery. We have drafted the plant list for next year based on what has done well in previous years as well as trying out a few new species. Gophers and ground squirrels continue to be the main challenge to plant survival,so the majority of our plant list has proven to be resistant to rodent herbivory. Please see the appendix for more information about the plants and our best practices. Site Species Name Common Name Stocklmeir Meadow Syphyotrichum chilense California aster Fragaria vesca Woodland strawberry Juncus patens Wood rush Carex tumuicola Foothill sedge Verbena lasiostachys Verbena Potentilla glandulosa Sticky cinquefoil Solidago velutina Goldenrod i i 1 i 3 I McClellan;Ranch Islands i Higher/dryer spots Monardella villosa Coyote mint Verbena lasiostachys Verbena Grindelia stricta Gumplant Acmispon glaber Deer weed Madia elegans Elegant tarweed Epilobium canum California fuchsia Lonicera hispidula Hairy honeysuckle Fragana vesca Woodland strawberry Ribes malvaceum Chaparral currant Wetter/lower spots Juncus patens Woodrush Perideridia kellogii Yampah Achillea millefolium Yarrow Asclepias fascicularis Narrow leaf milkweed Symphyotricum chilense California aster Solidago velutina ssp.californica Goldenrod Artemisia douglasii Mugwort Solanum umbelliferum Blue witch Schedule Quarter Activity Restoration Milestones/Deliverables July-September Planning Weeding 6 workdays Native plant propagation Volunteer outreach Workday scheduling October-December Weeding 150 native plants installed i Native plant installation 14 workdays i i i 4 i I i 9 I, Targeted watering of new plants 1 Workday management January-March Weeding 150 native plants installed Native plant installation 14 workdays Targeted watering of new plants Workday management April-June Weeding 8 workdays Workday management Vegetation survey Vegetation monitoring Employees Jeremy Merckling, Project Manager-Onsite Shelley Pneh, Ecologist Junko Bryant,Assistant Director Paul Heiple,Staff Botanist Nikki Hanson, Nursery Manager AmeriCorps members(2) starting in October-Onsite Budget This year's budget includes the volunteer management,workdays, plants,tools and supplies for the same$68,000 as FY17-18. This contract reflects the encumbered amount of$68,000 for each of two years plus$7,000 for each year. In order to meet the watering needs, Grassroots Ecology will organize and oversee 5-tatering contractor that uses recycled water to irrigate the McClellan Meadow. This cost will not exceed$7,000 and will be added to the original budget amount. -)(-- ran The City of Cupertino is responsible for Stocklmeir watering since contracted watering is not an option for this area.Grassroots Ecology will provide hand watering at the site immediately after plant installation and as much as time and budget allow 2018-2019 $75,000 Account:-100 63 612 750-006-$68,000 100 63 612 750-006-$7,000(Watering) 2019-2020 $75,000 Account: 100 63 612 750-006-$68,000 100 63 612 750-006-$7,000(Watering) Grassroots Ecology has used and will continue to use its own sources to pay for some of the project costs, including the educational programs. We have been tentatively awarded a grant from the Santa Clara Valley Water District to monitor water quality along Stevens Creek that will in part pay for the monthly water quality monitoring and bug club sessions. We plan to continue the Youth Stewards program as well contingent on funding from other external sources. Budget with City reimbursing irrigation costs 2018-2020 Budget Per Year units cost per Total Cupertino GrE Restoration Project Support project planning and coordination I 35 50 $1,750 $1,750 outreach and volunteer coordination I 300 50 $15,000 $14,000 $1,000 workdays 42 600 $25,200 $25,200 staff maintenance I 310 40 $12,400 $12,400 project mgmt I 180 50 $9,000 $9,000 Education Programs Earth Stewards 20 $250 $5,000 $0 $5,000 Stevens creek water quality monitoring I 12 750 $9,000 $750 $8,250 field trips I 15 250 $3,750 $0 $3,750 Bug Club I 12 250 $3,000 $500 $2,500 Reimbursable Expenses Purple Pipe watering at McClellan I 14 500 $7,000 $7,000 workday snacks I 42 25 $1,050 $1,050 $0 supplies I $500 $500 $0 plants I 300 8 $2,400 $2,400 $0 mileage 1000 0.55 $550 $450 $100 Totals $95,600 $75,000 $20,600 1 I I �q it Appendix: Native Plant Information and Planting Protocol f 1 Grassroots Ecology's Native Plant Nursery grows plants that are local to this watershed and are grown according to the best management phytosanitary practices.We will start planting in the month of November once the rains begin and as our nursery indicates that the plants are ready for outplanting. Planting early will allow the native plants to develop a strong root system throughout the rainy season. To minimize the risk of transferring Phytophthora tentaculata when we install the plants,we will be following these best management practices: • At the beginning of the planting season and at the end of each workday,tools and gloves will be cleaned and disinfected following these steps: o First,soil from tools will be brushed off. o Then they will be sprayed with isopropyl alcohol(at least 70%)and wiped down with a clean cloth. We will be using the following planting protocol: • Go over tool safety. If we are using pick mattocks,we will demonstrate how those work. • First dig a hole that is deep enough to fit the whole plant(DEMONSTRATE) • Then remove the plant from the pot, loosen roots if root bound,then place it in the hole. Make sure the top of the soil around the plant is a bit higher than the top of the soil in the ground as the soil around the plant will settle down overtime(DEMONSTRATE). • Where sheet mulch is present,we will explain what sheet mulch is and how to plant into it (brushing the mulch away until you see the cardboard, poking a hole in the cardboard, and planting into the soil beneath the cardboard). • Plant into the soil'instead of into the mulch (explain the difference between soil and mulch) • Make sure that the roots are fully submerged in the soil and that there are no air pockets in the soil by pressing down on the soil around the plant. • When done planting, place a flag next to the plant as this will mark where a plant is,so no one will step on it,as well as indicate where we should come back and water. • Make sure to water each plant after they have been planted. I Exhibit B Insurance Requirements for Recreation Contracts j As required by Section 12 of the Agreement, Contractor shall procure and maintain the following insurance for the duration of the contract against claims arising from or in connection with Contractor, its agents, representatives, employees or subcontractors Services under this Agreement. s Minimum Scope and Limit of Insurance. Coverage shall be at least as broad as: 1. Commercial General Liability(CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, it must apply separately to this project/location(CG 25 03 or 25 04)or be twice the required occurrence limit. 2. Automobile Liability: ISO CA 0001 covering Code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned),with limits no less than$1,000,000 per accident for bodily injury and property damage. i Required if automobile is used to perform work under this contract. ❑ Otherwise, proof of Contractor's personal auto insurance with limits required by state law suffices. Contractor shall not transport or use its personal vehicle to transport participants or perform work under this contract. 3. Workers' Compensation: As required by the State of California, with Statutory and Employer's Liability Insurance limits of no less than$1,000,000 per accident for bodily injury or disease. Di Required if Contractor has employees. ❑ If no employees, Contractor must sign Affidavit of No Employees. 4. Sexual Abuse/Molestation: Insurance or the equivalent as required for activities/services involving minors, (i.e., after school activities, recreational programs, athletics, study/training events and transportation of minors). Coverage may be included under General Liability or be obtained in a separate policy, such as Educators Legal Liability (ELL) policy, with a limit of no less than $1,000,000 per occurrence. If a general aggregate limit applies, it must apply separately to this contract or be twice the required occurrence limit. ❑ Required if Contract involves services to children. Insurance coverage required may be satisfied by a combination of Primary and Excess/Umbrella insurance. Self-Insured Retentions: Self-insured retentions must be approved by City. City may require Contractor to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language must provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. i Acceptability of Insurers:Insurance must be issued by insurers acceptable to City and licensed to do business in the State of California,with an A.M.Best's financial strength rating of"A"or better and a financial size s rating of"VII"or better. a d OTHER INSURANCE PROVISIONS: The CGL policy must contain, or be endorsed to contain, the following provisions: 1. The City, its City Council, boards and commissions, officers, officials, employees, agents, servants and volunteers are to be covered as additional insureds with respect to liability arising out of work or Exh.B Insurance for Recreation Contracts Updated 3-26-I8 1 � operations performed by or on behalf of the Contractor including materials, parts or equipment furnished in connection with such work or operations. 2. Contractor's insurance shall be primary insurance coverage at least as broad as ISO CG 20 0104 d 13 as respects the City,its officers,officials, employees,agents,and volunteers. 3. The Insurance Company agrees to waive all rights of subrogation against the City,its elected or appointed officers,officials, agents, and employees for losses paid under the terms of any policy which arise from work performed by Contractor for City.This provision also applies to the i Contractor's Workers' Compensation policy. 4. Each insurance policy required by this contract shall provide that coverage shall not be canceled, except with notice to the City. Primary Coverage: The Additional Insured coverage under Contractor's policy shall be primary non- contributory and at least as broad as ISO CG 20 01 04 13 as respects the City and all the insureds/indemnitees. If the limits of insurance required are satisfied in part by Umbrella/Excess Insurance, the Umbrella/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 the Additional Insureds before City's own insurance is triggered. Notice of Cancellation:Each insurance policy shall provide that coverage shall not be canceled or allowed to expire without written notice to City 30 days in advance or. 10 days in advance if due to non-payment of premiums. Such notice must be sent to City via email or certified mail to the attention of the City Manager. Waiver of Subrogation:Contractor grants City a waiver of any right to subrogation which any insurer of said Contractor may acquire against City by virtue of payment of any loss under such insurance. Contractor will . obtain any endorsement that may be necessary to effect this waiver of subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Verification of Coverage:Contractor shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this clause.All certificates and endorsements are to be received and approved by the City before work commences.The City reserves the right to require complete, certified copies of all required insurance policies,including endorsements affecting the coverage required by these specifications,at any time.At a minimum Contractor must provide acceptable copies of the policy declarations and endorsement page verifying the required insurance coverages. Homeowner's Insurance:Contractor's homeowner's liability insurance may provide coverage sufficient to meet these requirements.Contractor should provide these requirements to his or her agent to confirm and provide verification to City. Special Events Coverage:Insurers may provide special events coverage for a reduced fee,or City may be able to offer this coverage.Contractor should contact the City Manager's Office for information or assistance. Special Risks or Circumstances:City reserves the right to modify these requirements based on the nature of the risk,prior experience,insurer,coverage,or other special circumstances. i 1 1 a Exh. B Insurance for Recreation Contracts Updated 3-26-18 2 � ZLP AlCi/ CERTIFICATE OF LIABILITY INSURANCE DATE(MWDDNYYY) V 1 07/03/2018 i THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: SteelBridge Customer Service SteeiBridge Insurance Services,Inc. alc°No Ext; (831)425-6640 plc,No): (888)338 7277 E-MAIL csr@steelbddgeins.com ADDRESS: PO BOX 629 INSURER(S)AFFORDING COVERAGE NAIC# Santa Cruz CA 95061 INSURERA: GreatAmerican Ins Co INSURED INSURER B: New York Marine and General Insurance Company Grassroots Ecology INSURER C 3921 East Bayshore Road INSURER D: Suite 202 INSURER E Palo Alto CA 94303-4326 INSURER F: COVERAGES CERTIFICATE NUMBER: 2018-2019 Certificates REVISION NUMBER: THIS IS TO CERTIFY THATTHE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR AIJUL 5UHR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICYNUMBER MMIDD/YYYY MMIDDIYYYY LIMITS x COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE OCCUR PREMISES Ea occurrence $ 50,000 MED EXP(Any one person) $ 10,000 A Y PAC2619893 00 07/01/2018 07/01/2019 PERSONAL&ADVINJURY $ 1,000,000 GEN'LAGGREGATE DMITAPPLIES PER: GENERALAGGREGATE $ 3,000,000 POLICY❑JEa LOC _ PRODUCTS-COMPlOPAGG $ 3,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Ea accident 1,000,000 IX ANY AUTO BODILY INJURY(Per person) $ AOWNED SCHEDULED CAP261989400 07/01/2018 07/01/2019 BODILY $ AUTOS ONLY AUTOS ) HIRED �/ NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY /� AUTOS ONLY Per accident Uninsured motorist BI- $ 1,000,000 X UMBRELLALIAB OCCUR EACH OCCURRENCE $ 2,000,000 A EXCESS LIAB HCLAIMS-MADE UMB2619895 07/01/2018 07/01/2019 AGGREGATE $ DED I I RETENTION$ $ WORKERS COMPENSATION I PER OTH- AND EMPLOYERS'LIABILITY y/N STATUTE ER B ANY PROPRIETOR/PARTNER/EXECUTIVE El WC201800017455 07/01/2018 07/01/2019 E.L.EACH ACCIDENT $ 1,000,000 D?OFFICERIMEMBER EXCLUDE (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 Improper Sexual Conduct A PAC2619893 00 07/01/2018 07/01/2019 OCC $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached N more space is required) City of Cupertino,its City Council,boards and commissions,officers,officials,employees,agents,servants,volunteers and contractors are named as Additional Insured with respect to liability arising out of the operations of the named insured. 30 day notice of cancellation applies if required by contract. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Ave. AUTHORIZED REPRESENTATIVE I Cupertino CA 95014 j i ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 26(2016103) The ACORD name and logo are registered marks of ACORD S1*07/16/18*PAC261989893-00 CG8980-002(05/11) I THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. I CANCELLATION NOTICE TO SCHEDULED ADDITIONAL INSURED OR CERTIFICATE HOLDER This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROFESSIONAL LIABILITY COVERAGE PART COMMERCIAL CRIME COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART COMMERCIAL AUTOMOBILE COVERAGE PART SCHEDULE OF ADDITIONAL INSUREDS OR CERTIFICATE HOLDERS Al or CH Additional Insured or Certificate Holder Address Al The City of Cupertino 10300 Torre St. Cupertino,CA 95014 The following is added to A.CANCELLATION of the Common Policy Conditions of the above applicable coverage part: A. In the event we cancel the policy in accordance with the policy's terms and conditions,we will endeavor to mail written notice of cancellation to Additional Insureds or Certificate Holders, shown in the above SCHEDULE within the time frame listed below. However,failure to mail such notice shall impose no obligation of any kind upon us,our agents or representatives. 1. 30 days before the effective date of cancellation if we cancel for any reason other than for non-payment of premium. As respects Additional Insureds,the above cancellation provision applies only when the Additional Insured shown in the above SCHEDULE is added to the policy by a separate additional insured endorsement as the CANCELLATION NOTICE TO ADDITIONAL INSURED OR CERTIFICATE HOLDER does not provide additional insured coverage. s Page 1 of 11 i C SI-0711,6118*11DAC26198'93-00 121202914 * D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO CG 89 70 (Ed. 11/14) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SIGNATURE GENERAL LIABILITY BROADENING ENDORSEMENT This Endorsement modifies and is subject to the insurance provided under the following form: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following extension only applies in the event that no other specific coverage for the indicated loss exposure is provided under this Policy. If other specific coverage applies, the terms, conditions and limits of that Coverage are the exclusive coverage applicable under this Policy, unless otherwise noted in this Endorsement. This is a summary of the various additional coverages and coverage modifications provided by this Endorsement. For complete details on specific coverages, consult the actual policy wording. Coverage Description Limit of Insurance Page Non-Owned Aircraft Included 2 Non-Owned Watercraft Included 2 Bodily Injury - Mental Injury, Mental Anguish, Humiliation or Shock Included 3 Medical Payments $ 20,000 3 Damage to Premises Rented to You $ 1,000,000 3 Supplementary Payments - Bail Bonds $ 3,000 4 Supplementary Payments - Loss of Earnings $ 1,000 per day 4 Newly Formed or Acquired Organizations Included 4 Unintentional Failure to Disclose Hazards Included 5 Knowledge of Occurrence, Claim or Suit Included 5 Property Damage Liability - Elevators Included 5 Property Damage Liability - Borrowed Equipment Included 5 Liberalization Clause Included 6 Amendment of Pollution Exclusion (Premises) Included 6 Limited Property Damage to Property of Others $ 5,000 6 Additional Insured - Manager or Lessor of Premises Included 7 CG 89 70 (Ed. 11/14) (Page 1 of 12) C * S1*07116.118*P,AC2619893-00 121202914 *D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO Coverage Description Limit of Insurance Page Additional Insured - Funding Sources Included 7 A.d.difionai insured - By Contract Included 8 Primary and Non-Contributory Additional Insured Extension Included 10 Additional Insureds - Protection of Your Limits Included 10 Blanket Waiver of Transfer of Rights of Recovery Against Others Included to Us (Subrogation) 11 Property Damage Extension With Voluntary Payments $ 1,000/$ 5,000 11 Who Is An Insured - Fellow Employee Extension - Management Included 12 Employees Broadened Personal and Advertising Injury Included 12 A. Non-Owned Aircraft Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, exclusion g. Aircraft, Auto or Watercraft does not apply to an aircraft provided: 1. it is not owned by any insured; 2. it is hired, chartered or loaned with a trained paid crew; 3. the pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating him or her a commercial or airline pilot; and 4. it is not being used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the Insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically in excess of this Policy), contingent or on any other basis, that would also apply to the loss covered under this provision. B. Non-Owned Watercraft Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, subparagraph (2) of exclusion g. Aircraft, Auto or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) less than 60 feet long; and CG 89 70 (Ed. 11/14) (Page 2 of 12) C S1 *0711611.6*iPAC2619693-9a 121202914 *D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO (b) not being used to carry persons or property for a charge. C. Bodily Injury - Mental Injury, Mental Anguish, Humiliation or Shock Under SECTION V - DEFINITIONS, Definition 3. is replaced by the following: 3. "Bodily Injury" means physical injury, sickness, or disease, including death of a person. "Bodily Injury" also means mental injury, mental anguish, humiliation, or shock if directly resulting from physical injury, sickness, or disease to that person. D. Medical Payments If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this Policy are amended as follows: The Medical Expense Limit in paragraph 7. of SECTION III - LIMITS OF INSURANCE is replaced by the following Medical expense Limit: The Medical Expense Limit provided by this Policy shall be the greater of: a. $ 20,000; or b. the amount shown in the Declarations for Medical Expense Limit This provision 7. is subject to all the terms of SECTION 111 - LIMITS OF INSURANCE. E. Damage to Premises Rented to You If Damage to Premises Rented to You is not otherwise excluded from this Coverage Part: 1. Under paragraph 2. Exclusions of SECTION 1 - COVERAGE A - Bodily Injury and Property Damage Liability: 3. The last paragraph of paragraph 2. Exclusions is deleted in its entirety and replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, leakage from an automatic fire protection system or water to premises while rented to you or temporarily occupied by you with permission of the owner. A separate Limit of Insurance applies to this coverage as described in SECTION III - LIMITS OF INSURANCE. However, this insurance does not apply to damage to premises while rented to you, or temporarily occupied by you with the permission of the owner, caused by: L rupture, bursting, or operation of pressure relief devices; 1i. rupture or bursting due to expansion or swelling of the contents of any building or structure, caused by or resulting from water; iii. explosion of steam boilers, steam pipes, steam engines, or steam turbines: or iv. flood 2. Paragraph 6. Under SECTION III - LIMITS OF INSURANCE is deleted in its entirety and replaced with the following: CG 89 70 (Ed. 11/14) (Page 3 of 12) C S1*07f16[18*PAC2619893-00 121202914 *D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO 6. Subject to paragraph 5. above, the most we will pay under Coverage A for damages because of property damage" to any one premises, while rented to you, or in the case of damage caused by fire, lightning, explosion, smoke, leakage from automatic fire protection system or water while rented to you or temporarily occupied by you with the permission of the owner, for all such damage caused by fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water or any combination of the six, is the higher of $ 1,000,000 or the amount shown in the Declarations for the Damage to Premises Rented to You Limit. 3. Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, subsection 4. Other Insurance, paragraph b. Excess Insurance where the words "Fire insurance" appear they are changed to "insurance for fire, lightning, explosion, smoke, leakage from an automatic fire protection system or water." 4. As regards coverage provided by this provision I. Damage to Premises Rented to You - paragraph 9.a. of Definitions is replaced with the following: 9. a. a contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water to premises while rented to you or temporarily occupied by you with the permission of the owner is not an "insured contract"; F. Supplementary Payments 1. In the Supplementary Payments - Coverages A and B provision, paragraph 1.b. is replaced with: b. Up to $ 3,000 for the cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 2. Paragraph 1.d. is replaced by the following: d. All reasonable expenses incurred by the Insured at our request to assist us in the investigation or defense of the claim or "suit," including actual loss of earnings up to $ 1,000 a day because of time off work. G. Newly Formed or Acquired Organizations Paragraph 3. of SECTION II - WHO IS AN INSURED is replaced by the following: 3. Any organization you newly acquire or form and over which you maintain ownership or majority interest, will qualify as a named insured if there is no other similar insurance available to that organization. However: a. coverage under this provision is afforded only until the expiration of the policy period in which the entity was acquired or formed by you; b. coverage A does not apply to "bodily injury" or property damage that occurred before you acquired or formed the organization; and c, coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. CG 89 70 (Ed. 11/14) (Page 4 of 12) C S1"07/16118'PAC2619'89'3-90 121202914 `D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO d. records and descriptions of operations must be maintained by the first named insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a named insured in the Declarations or qualifies as an insured under this provision. H. Unintentional Failure to Disclose Hazards Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 6. Representations: Failure of the Insured to disclose all hazards existing as of the inception date of this Policy shall not prejudice the insurance with respect to the coverage afforded by this Policy, provided such failure or omission is not intentional on the part of the Insured. I. Knowledge of Occurrence, Claim or Suit Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 2. Duties in the Event of Occurrence, Offense, Claim or Suit: Knowledge of any occurrence, claim, or suit by any agent, servant or employee of the Named Insured does not in itself constitute knowledge by the Insured unless notice of such injury, claim or suit shall have been received by: a. you, if you are an individual; b. a partner, if you are a partnership c. an executive officer or insurance manager, if you are a corporation. J. Property Damage Liability - Elevators 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, subparagraphs (3), (4) and (6) of exclusion j. Damage to Property do not apply if such property damage results from the use of elevators. 2. The following is added to SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, Condition 4. Other Insurance, paragraph b. Excess Insurance: The insurance afforded by this provision of this Endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. K. Property Damage Liability - Borrowed Equipment 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, subparagraph (4) of exclusion j. Damage to Property does not apply to "property damage" to borrowed equipment while not being used to perform operations at a jab site. 2. The following is added to SECTION IV - COMMERCIAL GENERAL LIABILITY Conditions, Condition 4. Other Insurance, paragraph b. Excess Insurance: The insurance afforded by this provision of this Endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. CG 89 70 (Ed. 11/14) (Page 5 of 12) C ; 1 *07116i18 PAC26198'93-00 121202914 *D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO L. Liberalization Clause If we revise this Signature General Liability Broadening Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the date the revision is effective in your state. M. Amendment of Pollution Exclusion (Premises) 1. The following is added to paragraph (1)(a) of Exclusion f. of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: (iv) "Bodily injury" or "property damage" arising out of the actual discharge, dispersal, seepage, migration, release or escape of "pollutants." As used in this Endorsement, the actual discharge, dispersal, seepage, migration, release or escape of pollutants must: (aa) commence on a clearly identifiable day during the policy period; and (bb) end, in its entirety, within seventy-two (72) hours of the commencement of the discharge, dispersal, seepage, migration, release or escape of "pollutants"; and (cc) be discovered and reported to us within fifteen (15) days of the clearly identifiable day that the discharge, dispersal, seepage, migration, release or escape of "pollutants" commences; and (dd) be neither expected nor intended from the standpoint of any insured; and (ee) be unrelated to any previous discharge, dispersal, seepage, migration, release or escape; and (ff) not originate at or from a storage tank or other container, duct or piping which: a. is below the surface of the ground or water; or b. at any time has been buried under the surface of the ground or water and then is subsequently exposed. 2. For the purposes of this coverage, the following is added to the definition of "property damage" of SECTION V - DEFINITIONS and applies only as respects this coverage: Land or water, whether below ground level or not, is not tangible property. 3. Coverage provided hereunder does not apply to any discharge, dispersal, seepage, migration, release or escape that is merely threatened or alleged rather than shown to have actually occurred. N. Limited Property Damage to Property of Others The following is added under SECTION I - SUPPLEMENTARY PAYMENTS - COVERAGES A and B: 3. We will pay up to $ 5,000 for loss to personal property of others while in the temporary care, custody or control of an insured caused by any person participating in your organized activities. For the purpose of this supplementary payment, loss shall mean damage or destruction but does not include mysterious disappearance or loss of use. In the event of a theft, a police report must be filed. This supplementary payment does not apply if: a. coverage is otherwise provided by the Property Coverage part (if any) of this Policy; or CG 89 70 (Ed. 1 1/14) (Page 6 of 12) C * S1 "07f1'6118*1P AC26119693-Q0 121202914 *D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO b. the loss is covered by any other insurance you have or by any insurance of such person who causes such loss. These payments will not reduce the Limits of Insurance. O. Additional Insured - Manager or Lessor of Premises 1. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any person or organization from whom you lease or rent property and which requires you to add such person or organization as an additional insured on this Policy under: (a) a written contract; or (b) an oral agreement or contract where a Certificate of Insurance showing that person or organization as an additional insured has been issued; but the written or oral contract or agreement must be an "insured contract," and, (i) currently in effect or become effective during the term of this Policy; and (ii) executed prior to the "bodily injury," "property damage," "personal and advertising injury." 2. With respect to the insurance afforded to the Additional Insured identified in paragraph 1. above, the following additional provisions apply: (a) This insurance applies only with respect to the liability arising out of the ownership, maintenance or use of that part of the premises leased to you. (b) The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. (c) In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. (d) Coverage provided herein is excess over any other valid and collectible insurance available to the Additional Insured whether the other insurance is primary, excess, contingent or on any other basis unless a written contractual arrangement specifically requires this insurance to be primary. (e) This insurance applies only to the extent permitted by law. 3. This insurance does not apply to: (a) Any "occurrence" or offense which takes place after you cease to be a tenant in that premises. (b) Structural alterations, new construction or demolition operations performed by or on behalf of the Additional Insured. P. Additional Insured - Funding Sources 1. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any Funding Source which requires you in a written contract to name the Funding Source as an additional insured but only with respect to liability arising out of: CG 89 70 (Ed. 11/14) (Page 7 of 12) C * S1 *07/1606*PAC2619893-00 121202914 *D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO a. your premises; or b. "your work" for such additional insured; or C. acts or omissions of such additional insured in connection with the general supervision of "your work" and only to the extent set forth as follows: a. The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. b. The insurance afforded to the Additional Insured only applies to the extent permitted by law c. If coverage provided to the Additional Insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. d. In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. Ct. Additional Insureds - By Co.iTtract 1. SECTION 11 - WHO IS AN INSURED is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of: a. your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the Additional Insured that are subject of the written contract or written agreement provided that the "bodily injury" or "property damage occurs, or the "personal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement; or b. the maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or c. the Additional Insureds financial control of you; or d. operations performed by you or on your behalf for which the state or political subdivision has issued a permit However: 1. the insurance afforded to such additional insured only applies to the extent permitted by law; and 2. if coverage provided to the Additional Insured is required by contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide such additional insured. With respect to paragraph 1.a. above, a person's or organization's status as an additional insured under this Endorsement ends when: CG 89 70 (Ed. 11/14) (Page 8 of 12) C * S1 *07/16/18*PAC2619893-00 121202914 *D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO (1) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed for or on behalf of the Additional Insured(s) at the location of the covered operations has been completed; or a (2) that portion of "your work" out of which the injury or damage arises has been put to its " intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to paragraph 1.b. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this Endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage." We have no duty to defend an additional insured under this Endorsement until we receive written notice of a "suit" by the Additional Insured as required in paragraph b. of Condition 2. Duties in the Event of Occurrence, Offense, Claim or Suit under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITION. 2. With respect to the insurance provided by this Endorsement, the following are added to paragraph 2. Exclusions under SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: This insurance does not apply to: a. "Bodily injury" or "property damage" that occurs prior to your commencing operations at the location where such "bodily injury" or "property damage" occurs. b. "Bodily injury," "property damage" or "personal and advertising injury" arising out of the rendering of, or failure to render, any professional architectural, engineering or surveying services, including: (1) the preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that Insured, if the 'occurrence" which caused the "bodily injury" or "property damage," or the offense which caused the "personal and advertising injury," involved the rendering of, or failure to render, any professional architectural, engineering or surveying services. c. "Bodily injury" or "property damage" occurring after: (1) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed for or on behalf of the Additional Insured(s) at the location of the covered operations has been completed; or (2) that portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. i i CG 89 70 (Ed. 11/14) (Page 9 of 12) C * S1 *07/16/18*PAC2619893-00 121202914 *D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO d. Any person or organization specifically designated as an additional insured for ongoing operations by a separate additional insured endorsement issued by us and made part of this Policy. 3. With respect to the insurance afforded to these Additional Insureds, the following is added to SECTION III - LIMITS OF INSURANCE: If coverage provided to the Additional Insured is required by a contract or agreement, the most we will pay on behalf of the Additional Insured is the amount of insurance: a. required by the contract or agreement; or b. available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This Endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. R. Primary and Non-Contributory Additional Insured Extension This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. Condition 4. Other Insurance of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: a. The following is added to paragraph a. Primary Insurance: This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) the Additional Insured is a named insured under such other insurance; and (2) you have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. b. The following is added to paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the Additional Insured is designated as a named insured. Regardless of the written agreement between you and an additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the Additional Insured has been added as an additional insured on other policies. S. Additional Insureds - Protection of Your Limits This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. 1. The following is added to Condition 2. Duties in the Event of Occurrence, Offense, Claim or Suit: An additional insured under this Endorsement will as soon as practicable: CG 89 70 (Ed. 11/14) (Page 10 of 12) C * S1 *07/ 16/18*PAC2619893-00 121202914 * D/B ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO a. give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b. tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the Additional Insured; and c. agree to make available any other insurance which the Additional Insured has for a loss we cover under this Coverage Part. d. we have no duty to defend or indemnify an additional insured under this Endorsement until we receive written notice of a "suit" by the Additional Insured. 2. The Limits of Insurance applicable to the Additional Insured are those specified in a written contract or written agreement or the Limits of Insurance stated in the Declarations of this Policy and defined in SECTION III - LIMITS OF INSURANCE of this Policy, whichever are less. These limits are inclusive of and not in addition to the Limits of Insurance available under this Policy. T. Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 8. Transfer of Rights of Recovery Against Others to Us: If required by a written contract or written agreement, we waive any right of recovery we may have against a person or organization because of payment we make for injury or damage arising out of your ongoing operations or "your work" done under a contract for that person or organization and included in the "products-completed operations hazard" provided that the injury or damage occurs subsequent to the execution of the written contract or written agreement. U. Property Damage Extension with Voluntary Payments 1. The following is added to paragraph 1. Insuring Agreement of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: At your request we will pay for "loss" to property of others caused by your business operations for which this Policy provides liability insurance. Such payment will be made without regard to your legal obligation to do so. The 'loss" must occur during the policy period and must take place in the "coverage territory." 2. With respect to the coverage afforded under paragraph 1. above, paragraph 2. Exclusions of SECTION I - COVERAGES A - Bodily Injury and Property Damage Liability is amended as follows: Exclusions j.(3), j.(4), j.(5) and j.(6) are deleted. 3. As respects coverage afforded by this coverage, SECTION III - LIMITS OF INSURANCE is replaced by the following: Regardless of the number of insureds, claims made or "suits" brought or persons or organizations making claims or bring "suits": 1. Subject to 2. Below, the most we will pay for one or more "loss" arising out of any one "occurrence" is $ 1,000. 2. The aggregate amount we will pay for the sum of all "loss" in an annual period is $ 5,000. This aggregate amount is part of and not in addition to the General Aggregate Limit described in paragraph 2. of SECTION III - LIMITS OF INSURANCE. CG 89 70 (Ed. 11/14) (Page 11 of 12) C * S1 *07/16/18*PAC2619893-00 121202914 * D/13 ORIG IMAGE COPY 0253769 GREAT AMERICAN INSURANCE CO I i V. Who Is an Insured - Fellow Employee Extension - Management Employees 1 I. 1. The following is added to paragraph 2.a.(1) of SECTION II - WHO IS AN INSURED: S Paragraph (a) and (b) above do not apply to "bodily injury" or "personal and advertising injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, including the direct supervision of other "employee" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and advertising injury" arising out of their willful conduct, which is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury," caused in whole or in part by their intoxication by liquor or controlled substances. This coverage is excess over any other valid and collectable insurance available to your "employee." W. Broadened Personal and Advertising Injury 1. Unless "Personal and Advertising ►njury" is excluded from this Policy, the following is added to SECTION V - DEFINITIONS Item 14.: h. mental injury, mental anguish, humiliation, or shock, if directly resulting from Items 14.a. through 14.e. i i a CG 89 70 (Ed. 11/14) (Page 12 of 12) ADDENDUM TO CONTRACT BETWEEN CITY OF CUPERTINO AND GRASSROOTS ECOLOGY Labor Laws&Prevailing Wages. Contractor warrants it understands the labor laws, particularly with respect to prevailing wage,and that it will comply with all applicable rules. Should any aspect of this contract be subject to prevailing wage requirements,Contractor agrees to comply with all relevant laws and the provisions of Part 7 of Division 2 of the California Labor Code(Sections 1720 and following),including the following provisions: 1. Pay prevailing wages under Labor Code Section 1775, as applicable in Santa Clara County for each craft,classification, or type of worker needed to perform the Work,including health, pension and vacation.The prevailing wage rates are on file with the City Engineer's office and ` are available online at http://www.dir.ca.gov[DLSR; 2. Comply with apprenticeship requirements under Labor Code Section 1777.5.Contractor's attention is directed to the provisions in Sections 1777.5 and 1777.6 of the California Labor Code concerning the employment of apprentices by the Contractor or any subcontractor. It shall be the responsibility of the Contractor to effectuate compliance on the part of itself and any subcontractors with the requirements of said sections in the employment of apprentices. Information relative to apprenticeship standards,wage schedules,and other requirements may be obtained from the Director of Industrial Relations,ex-officio the Administrator of Apprenticeship,San Francisco, California,or from the Division of Apprenticeship Standards and its branch offices. 3. Maintain certified payroll records in accordance with Labor Code Sections 1776 and 1812, and electronically submit them to the Labor Commissioner as required by the regulations of California,Department of Industrial Relations("DIR"); 4. Comply with DIR Monitoring,Enforcement and Registration requirements of Labor Code Section 1725.5. 5. If workers who are paid less than prevailing wages or required to work more than a legal day's work,Contractor must provide additional compensation to said workers.Contractor will also be required to pay City a twenty-five dollars($25)penalty per worker for each day of violation. As required by Labor Code Section 1861,by signing this contract Contractor certifies as follows: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions before commencing the performance of the work of this contract." Third Party Beneficiaries. There are no intended third party beneficiaries of this contract. CONTP OR CITY OF CUPERTINO k i 's i i 1 i