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20-154 Rewire Leadership Institute, Coaching and ConsultingPage 1 of 9 Professional/Consulting Svcs Agreement PROFESSIONAL/CONSULTING SERVICES AGREEMENT 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Rewire Leadership Institute (“Contractor”), a California limited liability company for Coaching and Consulting, and is effective on the last date signed below (“Effective Date”). 2. SERVICES Contractor agrees to provide the services and perform the tasks (“Services”) set forth in detail in Scope of Services, attached here and incorporated as Exhibit A. Contractor further agrees to carry out its work in compliance with the City’s Shelter In Place and Social Distancing Requirements, attached here and incorporated as Exhibit A-A. 3. TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on April 30, 2021 “Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the Effective Date and shall be completed by April 30, 2021. The City’s appropriate department head or the City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City’s purchasing policy. 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 performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $7,379.16 (“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 permitted without prior written approval of City. Page 2 of 9 Professional/Consulting Svcs Agreement 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. 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 perform the Services as required by law and have procured a City Business License, if required by the Cupertino Municipal Code. 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 Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor’s business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. Should any court, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS), the Internal Revenue Service or the State Employment Development Division, determine that Contractor, or any of its employees, agents, or subcontractors, is an employee for any purpose, then Contractor agrees to a reduction in amounts payable under this Agreement, or to promptly remint to City any payments due by the City as a result of such determination, so that the City’s total expenses under this Agreement are not greater than they would have been had the determination not been made. Page 3 of 9 Professional/Consulting Svcs 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 information provided by City to Contractor and use it only to perform this Agreement. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. 7. OMITTED 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed information of Contractor’s performance, 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 (4) 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 term 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 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: Page 4 of 9 Professional/Consulting Svcs Agreement (a) Breach of contract, obligations, representations, or warranties; (b) Negligent or willful acts or omissions committed during performance of the Services; (c) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; (d) Unauthorized use or disclosure of City’s confidential and 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 party. 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. 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. 11.5. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor, or any other person or entity involved by, for, with, or on behalf of Contractor in the performance of this Agreement. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. 11.6. This Section 11 shall survive termination of the Agreement. 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. Page 5 of 9 Professional/Consulting Svcs Agreement 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 orientation, gender identity, Acquired-Immune 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 discrimination, 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 Government Code Section 1090 et seq. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of Title 2 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, requiring reimbursements or terminating 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 Dianne Thompson as the City’s representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor. Contractor Project Manager. Subject to City approval, Contractor assigns Judith Belle 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 performed through the date of abandonment, and will be Page 6 of 9 Professional/Consulting Svcs Agreement 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 terminate this Agreement for cause or without cause at any time. Contractor will be paid for satisfactory Services rendered through the date of termination, 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 abridge this Agreement. If there is any inconsistency between any term, clause, or provision of the main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling. 22. INSERTED PROVISIONS Each provision and clause required by law for this Agreement is deemed to be included and will Page 7 of 9 Professional/Consulting Svcs Agreement be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. The Parties will collaborate to implement this Section, as appropriate. 23. HEADINGS The headings in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit, or amplify the terms or provisions of this Agreement. 24. SEVERABILITY/PARTIAL INVALIDITY If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in force and effect to the extent 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 carry 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. NOTICES All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the date 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 Attention: Dianne Thompson Email: DianneT@cupertino.org To Contractor: Judith Bell Rewire Leadership Institute 19 Winged Foot Drive, Novato, CA 94949 Attention: Email: judith@rewireleadership.com 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, Page 8 of 9 Professional/Consulting Svcs Agreement (b) is signed by the City Manager or an authorized designee, and (c) is approved for form by the City Attorney’s Office. 28. EXECUTION The person executing this Agreement on behalf of Contractor represents and warrants 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 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 the Agreement to be executed. CITY OF CUPERTINO CONTRACTOR A Municipal Corporation By By Name Dianne Thompson Name Judith Bell Title Assistant City Manager Title President Date Date Tax I.D. No.: APPROVED AS TO FORM: HEATHER M. MINNER Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk DATE: Judith Bell Nov 18, 2020 Heather M. Minner Dianne Thompson Nov 19, 2020 Kirsten Squarcia 11/19/20 Revised: April 30, 2020 – Services Agreements 1 Exhibit A-A – SHELTER IN PLACE AND SOCIAL DISTANCING REQUIREMENTS A. Health Laws Acknowledged. It is acknowledged that Consultant’s/Contractor’s (“Contractor”) duty to comply with Laws, as defined in Section 13 of the Contract/Agreement (“Contract”), includes immediate compliance by Contractor and its subcontractors with the restrictions on travel and the Social Distancing Requirements set forth in the most recent health order issued by the County of Santa Clara Health Department in response to the COVID-19 pandemic, and any subsequent amendments or superseding orders thereto (the “Health Order”), and any other local, state, or federal laws that have been or may be enacted in response to the COVID-19 pandemic (collectively, “Health Laws”). B. Health Order Compliance. Contractor shall comply with any restrictions on travel and social distancing requirements in the Health Order when preforming work under this Contract. If a scope of work item, notice to proceed, or work order under this Contract specifies work that cannot be performed in compliance with the Health Order or other Health Laws, Contractor shall refrain from conducting the work and immediately inform the City. C. Individuals at High Risk of Severe Illness. Nothing in this Contract shall be interpreted to require any person at high risk of severe illness from COVID-19 to leave their residence to perform work under the Contract. Contractor will inform the City if other arrangements for the work must be made, and City will do so, with no penalty to Contractor, although Contractor will not be compensated for work performed by the City or third parties. Information from the Center for Disease Control (“CDC”) on “high risk” categories is available at the CDC's website at: https://www.cdc.gov/coronavirus/2019-ncov/specific-groups/people-at-higher-risk.html. D. Health Order Requirements and Best Practices. Contractor will immediately undertake all appropriate measures to ensure compliance with the Social Distancing Requirements in the Health Order by all individuals performing work under this Contract, including Contractor's or any subcontractor's workers, employees, representatives, vendors, or suppliers (collectively, "workers"), and shall maintain these measures for as long as required by the Health Order or other Health Laws. As long as required by the operative Health Order or other Health Laws, these measures shall include, but are not limited to, the following: 1. Meetings/Site Access. Use electronic alternatives to in person meetings, e.g., conference calls, video-conferencing, etc., to the greatest extent possible. Limit access to any project site or any work area to workers who are necessary to perform in-person work. Require non-essential personnel to work from home to the extent possible. Avoid all non-essential travel. 2. Distancing. Where workers perform in-person work at a project site or a work area, prohibit workers from being less than six feet apart, unless and only to the extent that would compromise worker safety or violate safety Laws for specific operations. Prohibit handshaking or any physical contact among workers, with the sole and limited exception Revised: April 30, 2020 – Services Agreements 2 of any physical contact required for worker safety or to comply with safety Laws. Prohibit workers from sharing a vehicle. E. Changed Requirements. It is understood and acknowledged that circumstances pertaining to the COVID-19 pandemic are evolving rapidly and that new local, state, or federal requirements may modify the requirements under this Exhibit. Contractor agrees to work cooperatively with the City to implement new or changed requirements as quickly as possible. F. Subcontracts. Contractor shall include the terms of this Exhibit in all subcontracts and require any agents, subcontractors, or subconsultants to comply with its provisions. 1229192.7 Exhibit A Hourly Rate - $409.95/hour (as per RLI’s GSA contract for Management coaching), charged by the minutes used with no minimum amount of time stipulated. In general, the initial intake sessions and final session are 90-120 minutes. Exhibit B We will agree on goals and outcomes and I will then create a program custom designed for the individual leader. • Month #1 - 1 meeting at up to 90 minutes each • Month #2 - 2 meetings at up to 90 minutes each • Month #3 - 2 meetings at up to 90 minutes each – Evaluation of need for additional meetings • Month #4 - 2 meetings at up to 90 minutes each • Month #5 - 2 meetings at up to 90 minutes each • Month #6 - 2 meetings at up to 90 minutes each • Month #7 – 1 meeting at up to 90 minutes each Exhibit C Description Hourly Rate Total Estimated Costs November 2020 -1 meeting at up to 90 minutes each Initial intake meetings – 90 minutes avg. each $409.95/hr $ 614.93 December - 2 meetings at up to 90 minutes each With Est. 60 minutes $409.95/hr $ 819.90 January- 2 meetings at up to 90 minutes each With est. 60 minutes – Evaluation of need for additional sessions $409.95/hr $ 819.90 February - 2 meetings at up to 90 minutes each With est. 60 minutes $409.95/hr $ 819.90 March - 2 meetings at up to 90 minutes each With est. 60 minutes $409.95/hr $ 819.90 April - 2 meetings at up to 90 minutes each With est. 90 minutes $409.95/hr $ 1,229.85 May – 1 meeting at up to 90 minutes each With est. 90 minutes $409.95/hr $ 614.93 Total if based on 1- 90 minutes session to begin and to end; 2-60 min sessions per month for 5 months $409.95/hr 5329.36 Total based on 90 minute sessions for 6 months 7,379.16 Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 1 Form Updated Sept. 2019 Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a. It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Consultant's policy shall be "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 01 (04/13). c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary basis for the benefit of City before the City’s own insurance or self- insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers’ Compensation: As required by the State of California, with Statutory Limits and Employer’s Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease.  Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant’s profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the Services. EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 2 Form Updated Sept. 2019 OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers (“Additional Insureds”) are to be covered as additional insureds on Consultant’s CGL and automobile liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant’s insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions are used). Primary Coverage Coverage afforded to City/Additional Insureds shall be primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant’s insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Consultant, its employees, agents and subconsultants. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City. At City’s option, either: the insurer must reduce or eliminate the deductible or self-insured retentions as respects the City/Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the insured or the City. Acceptability of Insurers Insurers must be licensed to do business in California with an A.M. Best Rating of A-VII, or better. Verification of Coverage Consultant must furnish acceptable insurance certificates and mandatory endorsements (or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time during the Contract term. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant’s insurance policies. Higher Insurance Limits If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Consultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature of the risk, prior experience, insurer or other special circumstances, with not less than ninety (90) days prior written notice. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 11/6/2020 Don Ramatici Insurance,Inc. 731A Southpoint Boulevard Petaluma CA 94954 Wade Gordon 707-782-9200 707-782-9300 wade@ramaticiins.com License#:0449871 AMCO Insurance Company 19100 RELATHA-01 Rewire Leadership Institute,Inc. 19 Winged Foot Drive Novato CA 94949-5947 687226722 A X 1,000,000 X 300,000 5,000 1,000,000 2,000,000 X Y Y ACPBPO7823182253 1/5/2020 1/5/2021 2,000,000 City of Cupertino,its City Council,Boards and Commissions,Officers,Officials,Employees,Agents,Servants,Volunteers and Consultants are additional insureds as required by written contract in respects to General Liability,per attached.The General Liability policy evidenced herein is Primary & Non-Contributory where required by written contract with the named insured.A Waiver of Subrogation is granted in favor of the additional insureds with respects to General Liability per attached policy form PB00061114. City of Cupertino 10300 Torre Ave. Cupertino CA 95014 Account Number:CA REWI 1900 Date: 7/21/20 Initials:CA CERTIFICATE OF INSURANCE ALLIED WORLD INSURANCE COMPANY C/O: American Professional Agency, Inc. 95 Broadway, Amityville, NY 11701 800-421-6694 This is to certify that the insurance policies specified below have been issued by the company indicated above to the insured named herein and that, subject to their provisions and conditions, such policies afford the coverages indicated insofar as such coverages apply to the occupation or business of the Named Insured(s) as stated. THIS CERTIFICATE OF INSURANCE NEITHER AFFIRMATIVELY NOR NEGATIVELY AMENDS, EXTENDS OR ALTERS THE COVERAGE(S) AFFORDED BY THE POLICY(IES) LISTED ON THIS CERTIFICATE. Name and Address of Named Insured:Additional Named Insureds: REWIRE LEADERSHIP JUDITH BELL INSTITUTE INC DANIEL ELLENBERG 19 WINGED FOOT DR NOVATO CA 94949 Type of Work Covered:MENTAL HEALTH COUNSELING CORPORATION Location of Operations:N/A (If different than address listed above) Claim History: Retroactive date is 08/07/2015 Policy Effective Expiration Limits of Coverages Number Date Date Liability PROFESSIONAL/2,000,000 LIABILITY 5004-0844 8/07/20 8/07/21 4,000,000 NOTICE OF CANCELLATION WILL ONLY BE GIVEN TO THE FIRST NAMED INSURED, WHO SHALL ACT ON BEHALF OF ALL INSUREDS WITH RESPECT TO GIVING OR RECEIVING NOTICE OF CANCELLATION. Comments: This Certificate Issued to: Name:REWIRE LEADERSHIP INSTITUTE INC Address:19 WINGED FOOT DR Authorized Representative NOVATO CA 94949 APA 00138 00 (06/2014) PREMIER OFFICE LIABILITY DECLARATIONS Policy Period: Policy Number: ACP BPO From 01-05-20 To 01-05-21 LIMITS OF INSURANCE Each OccurrenceLimit of Insurance Per Occurrence Per PersonMedical Payments Coverage Sub Limit Per Covered LossTenants Property Damage Legal Liability Sub Limit Per Person Or OrganizationPersonal and Advertising Injury All OccurrencesProducts – Completed Operations Aggregate All OccurrencesGeneral Aggregate (Other than Products – Completed Operations) AUTOMATIC ADDITIONAL INSUREDS STATUS The following personsor organizationsare automatically insureds when you and they have agreed in a written contract or agreement that such person or organizationbe added as an additional insured on your policy. Co-Owners of Insured Premises Controlling Interest Grantor of Franchise or License Lessors of Leased Equipment Managersor Lessors of Leased Premises Mortgagee, Assignee or Receiver Owners or Other Interest from Whom Land has been Leased State or Political Subdivisions - Permits Relating to Premises PROPERTY DAMAGE DEDUCTIBLE NONE OPTIONAL COVERAGES NONE PROVIDED PB 81 03 (06-12)Page 1 of 2AMCO INSURANCE COMPANY DIRECT BILL MACH MAC INSURED COPY UID Z1 47 15038 PB 00 06 11 14 HOWEVER, their status as additional HOWEVER, their status as additional insured under this policy ends when their insured under this policy ends when you contract or agreement with you for such cease to lease that land. leased equipment ends.h.State or Political Subdivisions - e.Managers or Lessors of Leased Permits Relating to Premises Premises Any state or political subdivision which Any person or organization from whom has issued a permit in connection with you lease premises is an additional premises insured by this policy which you insured, but only with respect to their own, rent, or control is an additional liability arising out of your use of that part insured, but only with respecttothe of the premises leased to you, subject to following hazards: the following additional exclusion:(1) The existence,maintenance, repair, This insurance, including any duty we construction, erection, or removal of have to defend "suits", does not apply to advertising signs, awnings, canopies, structural alterations, new construction or cellar entrances,coal holes, demolition operations performed by or for driveways, manholes, marquees, such person or organization. hoistaway openings, sidewalk vaults, street banners, or decoration andHOWEVER, their status as additional similar exposures;insured under this policy ends when you cease to be a tenant of such premises. (2) The construction, erection, or removal of elevators; orf.Mortgagee, Assignee or Receiver (3) The ownership, maintenance,or useAny person or organization who has of any elevators covered by thisstatus as mortgagee, assignee or insurance.receiver of your property is an additional insured, but only with respect to their HOWEVER, their status as additional liability as mortgagee, assignee or insured under this policy ends when the receiver arising out of your ownership, permit ends. maintenance,or use of such premises,III.LIMITS OF INSURANCE AND DEDUCTIBLEsubject to the following additional 1. The Limits of Insuranceshown in theexclusion:Declarations and the rules below fix the mostThis insurance, including any duty we we will pay regardless of the number of:have to defend "suits", does not apply to a. Insureds;structural alterations, new construction or demolition operations performed by or for b. Claims made or "suits" brought; or such person or organization.c. Persons or organizationsmaking claims HOWEVER, their status as additional or bringing "suits". insured under this policy ends when their 2.General Aggregate Limit of Insurancestatus as mortgagee, assignee or (Other than Products-Completed Operations)receiver ends.The General Aggregate Limit is the most weg.Owners or Other Interest from Whom will pay for the sum of:Land has been Leased a. Medical expensesunder COVERAGE C;Any person or organization from whom you b. Damages under COVERAGE A, exceptlease premises is an additional insured, but damagesbecauseof "bodily injury" oronly with respect to their liability arising out "property damage" included in theof your maintenanceor use of that part of "products-completed operationshazard";the land leased to you, subject to the andfollowing additional exclusion: c. Damages under COVERAGE B.This insurance, including any duty we The General Aggregate Limit applieshave to defend "suits", does not apply to separately to each of your describedstructural alterations, new construction or premises. For the purposes of this provision,demolition operations performed by or for premises means involving the same orsuch person or organization. connectinglots, or premises whose connectionis interrupted only by a public PB 00 06 11 14 Page 17 of 23Includes copyrighted material of Insurance Services Office, Inc., with its permission. ACP BPO 7873182253 INSURED COPY 78 27172 PB 00 06 11 14 street, roadway or waterway, or railroad right- If a deductibleamount is shown in the Liability of-way. Declarations, the following provisions apply: 3.Products-Completed Operations a. If a deductibleamount for Property Damage Aggregate Limit of Insurance is shown in the Liability Declarations, any obligation by us under this policy to payThe Products-Completed Operations Aggregate Limit is the most we will pay under COVERAGE A for damagesbecauseof the deductible amount shown in the"bodily injury" and "property damage" included in the "products-completed operations hazard". b. If a deductibleamount for Car Wash Property Damage is shown in the Liability4.Personal and Advertising Injury Limit of Declarations, any obligation by us under thisInsurancepolicy to pay sums on your behalf becauseSubject to paragraph2. above, the Personal and Advertising Injury Limit is the most we will in excess of the deductible amount shown inpay under COVERAGE B for the sum of all the Declarations for any one claim.damagesbecauseof all "personal and c. If we pay all or any part of a deductible toadvertising injury" sustainedby any one person or organization.of such paymentby us, you shall5.Each Occurrence Limit of Insurance promptly reimburse us for the amount ofSubject to paragraph2. or 3. above,the deductible that has been paid by us.whichever applies, the Each OccurrenceLimit IV. LIABILITY CONDITIONSis the most we will pay for the sum of: a. Damages under COVERAGE A; and The following conditions apply in additiontothe COMMON POLICY CONDITIONS.b. Medical expensesunder COVERAGE C 1.Bankruptcybecauseof all "bodily injury" and "property damage"arising out of any one "occurrence". Bankruptcyor insolvencyof the insured or of the insured's estate will not relieve us of our6.Tenants Property Damage Legal Liability obligations under this policy.Limit of Insurance 2.Duties In The Event Of Occurrence,Subject to paragraph5. above, the Tenants Offense, Claim Or SuitProperty Damage Legal Liability Limit is the most we will pay under COVERAGE A for a. You and any insured must see to it that damagesbecauseof all "property damage" to we are notified as soon as practicable of premises, while rented to you or temporarily an "occurrence"or an offense that may occupiedby you with permission of the result in a claim. To the extent possible, owner, notice should include: 7.Medical Payments Limit of Insurance (1) How,when and where the "occurrence"or offense took place;Subject to paragraph5. above, the Medical Payments Limit is the most we will pay under (2) The names and addressesof any COVERAGE C for all medical expenses injured persons and witnesses; and becauseof "bodily injury" sustained by any (3) The nature and location of any injuryone person.or damagearising out of the 8. The Limits of Insuranceof this policy apply "occurrence"or offense. separately to each consecutiveannual period b. If a claim is made or "suit" is broughtand to any remaining period of less than 12 against any insured, you must:months, starting with the beginning of the policy (1) Immediately record the specifics ofperiod shown in the Declarations, unless the the claim or "suit" and the datepolicy period is extended after issuancefor an received; andadditional period of less than 12 months. In that (2) Notify us as soon as practicable.case, the additional period will be deemedpart of the last precedingperiod for purposesof You must see to it that we receive written determining the Limits of Insurance.notice of the claim or "suit" as soon as practicable.9.Property Damage Deductible c. You and any other involved insured must: Page 18 of 23 PB 00 06 11 14Includes copyrighted material of Insurance Services Office, Inc., with its permission. ACP BPO 7873182253 INSURED COPY 78 27173 PB 00 06 11 14 (1) Immediately send us copies of any in this policy to the first Named Insured, this demands, notices, summonses or insurance applies: legal papers received in connection a. As if each Named Insured were the onlywith the claim or "suit";Named Insured; and (2) Authorize us to obtain records and b. Separately to each insured against whomother information;claim is made or "suit" is brought. (3) Cooperate with us in the investigation V. DEFINITIONSor settlement of the claim or defense against the "suit";The (4) Assist us,upon our request, in the Coverage Form. The following words or phrases,enforcementof any right against any which appear in quotation marks throughoutthisperson or organization that may be Coverage Form and any of its endorsements,areliable to the insured becauseof injury defined as follows:or damageto which this insurance may also apply; and 1. means a notice that is"Advertisement" broadcastor published to the general public(5) Agree to be examined under oath,or specific market segmentsabout yourwhile not in the presenceof any other goods, products or services for the purpose ofinsured and at such times as may be attracting customers or supporters. For thereasonablyrequired, about any purposesof this definition:matter relating to this insurance or the claim or "suit". At our option and a. Notices that are published include expense,any examination under oath material placed on the Internet or on may be video or audio taped as well similar electronic means of as being recorded by stenographic communication;and record. In the event of an b. Regarding websites, only that part of aexamination, an insured's answers web-site that is about your goods,must be signed.products or services for the purposesof d.attracting customers or supporters is own cost, voluntarily make a payment,consideredan advertisement. assume any obligation, or incur any 2. means:"Auto"expense,other than for first aid, without a. A land motor vehicle, trailer or semitrailerour consent.designedfor travel on public roads,3.Legal Action Against Us including any attached machinery or No person or organizationhas a right under equipment; or this policy:b. Any other land vehicle that is subject to a a. To join us as a party or otherwise bring us compulsoryor financial responsibility law into a "suit" asking for damagesfrom an or other motor vehicle insurance or motor insured; or vehicle registration law where it is licensed or principally garaged.b. To sue us on this policy unless all of its terms have been fully complied with.HOWEVER, "auto"does not include "mobile equipment".A person or organization may sue us to recover on an agreed settlement or on a final 3. means bodily injury, sickness"Bodily injury" judgment against an insured; but we will not or disease sustained by a person, including be liable for damages that are not payable death resulting from any of these at any time. under the terms of this policy or that are in 4. means:"Coverage territory"excess of the applicable limit of insurance. An a. The United States of America (includingagreed settlement means a settlement and its territories and possessions),Puertorelease of liability signed by us, the insured Rico and Canada;and the claimant or the claimant's legal b. International waters or airspace, but onlyrepresentative. if the injury or damage occurs in the4.Separation Of Insureds course of travel or transportation betweenExcept with respect to the Limits of Insurance,any places included in paragrapha.and any rights or duties specifically assigned above; or PB 00 06 11 14 Page 19 of 23Includes copyrighted material of Insurance Services Office, Inc., with its permission. ACP BPO 7873182253 INSURED COPY 78 27174 50689 NATIONWIDE MUTUAL INSURANCE COMPANY 1100 LOCUST ST DEPT 1100 DES MOINES,IA 50391-2000 Policy Number:ACP BA 3038511481 Item One Policy Period From To 12:01 AM Standard Time at the mailing address below12/22/2020 12/22/2021 Named Insured:REWIRE LEADERSHIP INSTITUTE Mailing Address:19 WINGED FOOT DR NOVATO,CA 94949-5947 Agency Name:PROFESSIONAL INS ASSOC INC 84 50689-009 015 47 CSC Agency Address:SAN CARLOS CA 94070-1266 (650)592-7333 Form of Business CORPORATION In return for the payment of the premium,and subject to the terms of this policy,we agree with you to provide the insurance stated in this policy. Item Two Schedule of Coverages and Covered Autos This policy provides only those coverages where a charge is shown in the premium column below.Each of these coverages will apply only to those "autos"shown as covered "autos"."Autos"are shown as covered "autos"for a particular coverage by the entry of one or more of the symbols from the COVERED AUTOS section of the Business Auto or Motor Carrier Coverage Form next to the name of the coverage. Coverage Covered Autos Limit and Deductible -the most we Premium will pay for any one accident or loss LIABILITY 1 1,000,000 1,108.00 PERSONAL INJURY PROTECTION No Coverage MEDICAL PAYMENTS 7 See State Schedule 32.00 UNINSURED MOTORISTS 7 See State Schedule 211.00 UNDERINSURED MOTORISTS (WHEN NOT No Coverage INCL IN UNINSURED MOTORISTS) -------------------------------------------------------------------------------------- COMPREHENSIVE 7 8 Actual Cash Value or Cost of 149.00 COLLISION 7 8 Repair Minus the Deductible 717.00 in Item Three or Item Four -------------------------------------------------------------------------------------- TOWING 7 See Vehicle Schedule 1.00 OTHER COVERAGES See Schedule 51.00 Estimated Basic Premium $ Estimated Assessments and Surcharges $ Estimated Total Premium $ PVDECP1 (09-13)00 MACHINE MACH 2020297 INSURED COPY ACP BA 3038511481 283187184 47 0002966 NATIONWIDE MUTUAL INSURANCE COMPANY MUTUAL COMPANY CONDITIONS ENDORSEMENT POLICYHOLDER MEMBERSHIP IN THE COMPANY (Applicable Only to Policies Issued by Nationwide Mutual Insurance Company in States other than the State of Texas) Because this policy is issued by Nationwide Mutual Insurance Company (the “Company”),the first named insured listed on the declarations page (“named insured”)is a member of the Company issuing the policy while this or any other policy issued by the Company is in force.While a member,the named insured is entitled to one vote only – regardless of the number of policies issued to the named insured –either in person or by proxy at meetings of members of the Company. The annual meeting of members of the Company will be held each year at the Home Office of the Company in Columbus,Ohio,at 10 a.m.on the first Thursday of April.If the Board of Directors of Nationwide Mutual Insurance Company should elect to change the time or place of that meeting,the Company will mail notice of the change to the member’s last known address.The Company will mail this notice at least 10 days in advance of the meeting date. This policy is non-assessable,meaning that the named insured is not subject to any assessment beyond the premiums required for each policy term. POLICYHOLDER DIVIDEND PROVISIONS The named insured is entitled to any Dividends which are declared by the Board of Directors of the Company in accordance with law and which are applicable to coverages provided in this policy. POLICYHOLDER MEMBERSHIP IN THE COMPANY IN TEXAS (Applicable Only to Policies Issued by Nationwide Mutual Insurance Company in the State of Texas) 1.MUTUALS –MEMBERSHIP AND VOTING NOTICE.The named insured is notified that,by virtue of this policy,the named insured is a member of the Nationwide Mutual Insurance Company of Columbus,Ohio,(the “Company”)and is entitled,as is lawfully provided in the charter,constitution,and by-laws to vote either in person or by proxy in any or all meetings of said Company.Each member is entitled to only one vote regardless of the number of policies owned.The annual meetings of the members of the Company are held in the Home Office,at Columbus,Ohio,on the first Thursday of April,in each year,at 10:00 o’clock a.m. 2.MUTUALS –PARTICIPATION CLAUSE WITHOUT CONTINGENT LIABILITY .No Contingent Liability:This policy is non-assessable.The named insured is a member of the Company and shall participate,to the extent and upon the conditions fixed and determined by the Board of Directors in accordance with the provisions of law,in the distribution of dividends so fixed and determined. POLICYHOLDER DIVIDEND PROVISIONS The named insured shall be entitled to participate in a distribution of the surplus of the Company,as determined by its Board of Directors from time to time,after approval in accordance with the provision of the Texas Insurance Code,of 1951,as amended. IN WITNESS WHEREOF:Nationwide Mutual Insurance Company has caused this policy to be signed by its President and Secretary,and countersigned by a duly authorized representative of the Company. Secretary President SP 00 01 09 16 Page 1 of 1 ACP BA 30-3-8511481 MACH 20297 INSURED COPY 0001 47 0002967 CA CA FRAUD ASSESSMENT SURCHARGE $1.76 Total:$1.76 MACHINE MACH 2020297 INSURED COPY ACP BA 3038511481 283187184 47 0002968 SCHEDULE(S) NATIONWIDE MUTUAL INSURANCE COMPANY 1100 LOCUST ST DEPT 1100 DES MOINES,IA 50391-2000 The following schedule(s)is/are a continuation of the declarations. Number:Effective from toACPBA303851148112/22/2020 12/22/2021 Named Insured:REWIRE LEADERSHIP INSTITUTE Agency Name:PROFESSIONAL INS ASSOC PHSCHED (01-97) MACHINE MACH 2020297 INSURED COPY ACP BA 3038511481 283187184 47 0002969 Professional/Consulting Services Agreement Rewire Leadership Institute Final Audit Report 2020-11-19 Created:2020-11-18 By:Mariela Vargas (marielar@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAA-M2JqMSqn-chpNtKDgTwjjJSoNQp6YLp "Professional/Consulting Services Agreement Rewire Leadershi p Institute" History Document created by Mariela Vargas (marielar@cupertino.org) 2020-11-18 - 1:12:21 AM GMT- IP address: 24.176.239.103 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2020-11-18 - 1:14:53 AM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2020-11-18 - 3:05:01 PM GMT - Time Source: server- IP address: 73.170.27.253 Document emailed to Judith Bell (judith@rewireleadership.com) for signature 2020-11-18 - 3:05:06 PM GMT Email viewed by Judith Bell (judith@rewireleadership.com) 2020-11-18 - 3:57:47 PM GMT- IP address: 64.38.186.208 Document e-signed by Judith Bell (judith@rewireleadership.com) Signature Date: 2020-11-18 - 11:17:20 PM GMT - Time Source: server- IP address: 64.38.186.208 Document emailed to Heather M. Minner (minner@smwlaw.com) for signature 2020-11-18 - 11:17:24 PM GMT Email viewed by Heather M. Minner (minner@smwlaw.com) 2020-11-19 - 6:34:21 PM GMT- IP address: 45.41.142.83 Document e-signed by Heather M. Minner (minner@smwlaw.com) Signature Date: 2020-11-19 - 6:34:49 PM GMT - Time Source: server- IP address: 52.39.49.65 Document emailed to Dianne Thompson (diannet@cupertino.org) for signature 2020-11-19 - 6:34:53 PM GMT Email viewed by Dianne Thompson (diannet@cupertino.org) 2020-11-19 - 6:40:21 PM GMT- IP address: 99.179.16.200 Document e-signed by Dianne Thompson (diannet@cupertino.org) Signature Date: 2020-11-19 - 7:38:47 PM GMT - Time Source: server- IP address: 99.179.16.200 Document emailed to Kirsten Squarcia 11/19/20 (kirstens@cupertino.org) for signature 2020-11-19 - 7:38:49 PM GMT Email viewed by Kirsten Squarcia 11/19/20 (kirstens@cupertino.org) 2020-11-19 - 7:45:57 PM GMT- IP address: 174.194.205.151 Document e-signed by Kirsten Squarcia 11/19/20 (kirstens@cupertino.org) Signature Date: 2020-11-19 - 7:46:35 PM GMT - Time Source: server- IP address: 174.194.205.151 Agreement completed. 2020-11-19 - 7:46:35 PM GMT