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21-271 MIG, Completion of the Lawrence-Mitty Park and Trail Master Plan
Completion of the Lawrence-Mitty Park and Trail Master Plan 1 of 11 Design Professional Agr (Single) / October 2021 DESIGN PROFESSIONAL SERVICES AGREEMENT (SINGLE) WITH MIG, INC 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and MIG, Inc (“Consultant”), a Corporation for Completion of the Lawrence-Mitty Park and Trail Master Plan (“Project”), and is effective on the last date signed below (“Effective Date”). 2. SERVICES 2.1 Basic Services. Consultant agrees to provide the Basic Services for the Project, which are set forth in detail in the Scope of Services, attached here and incorporated as Exhibit A, and as further specified in Consultant’s written Proposal as approved by City, except for any provision in the Proposal which conflicts or is inconsistent with this Agreement and the Exhibits hereto, or as otherwise expressly rejected by City. Consultant further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. 2.2 Additional Services. City may request at any time during the Contract Time that Consultant provide additional services for the Project, which are not already encompassed, expressly or implicitly, in the Agreement, the Scope of Services, or the Proposal (“Additional Services”). Additional Services must be authorized in writing by City and Consultant will not be paid for unauthorized Additional Services rendered. Additional Services are subject to all the provisions applicable to Basic Services, except and only to the extent otherwise specified by City in writing. All references to “Services” in the Agreement include Basic Services and Additional Services, unless otherwise stated in writing. The Services may be divided into separate sequential tasks, as further specified in this Agreement, the Scope of Services, and Consultant’s Proposal. Consultant is solely responsible for its errors and omissions and those of its subconsultants, and must promptly correct them at its sole expense. Consultant must take appropriate measures to avoid or mitigate any delay, liability, and costs resulting from its errors or omissions. 3. TIME OF PERFORMANCE 3.1 Term. This Agreement begins on the Effective Date and ends on December 31, 2023, unless terminated earlier as provided herein (“Contract Time”). The City’s appropriate department head or 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. All Services must be provided within the times specified in Exhibit B, Schedule of Performance, attached and incorporated here. Consultant must promptly notify City of any actual or potential delay in providing the Services as scheduled to afford the Parties adequate opportunity to address or mitigate delays. If the Services are divided by tasks, Consultant must begin Completion of the Lawrence-Mitty Park and Trail Master Plan 2 of 11 Design Professional Agr (Single) / October 2021 work on each separate task upon receiving City’s Notice to Proceed (“NTP”), and must complete each task within the time specified in Exhibit B. 3.3 Time is of the essence for the performance of all the Services. Consultant must have sufficient time, resources, and qualified staff to deliver the Services on time. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Consultant for satisfactory performance of the Basic Services and Additional Services, if approved, a cumulative total amount that will be capped so as not to exceed $293,784.00 (“Contract Price”), as specified in Exhibit C, Compensation, attached and incorporated here. The Contract Price includes all expenses and reimbursements and will remain in place even if Consultant’s actual costs exceed the capped amount. No extra work or payment is permitted in excess of the Contract Price. 4.2 Basic Services. City will pay Consultant $293,784.00 (“Lump Sum Price”) for the complete and satisfactory performance of the Basic Services in accordance with Exhibit C. The Lump Sum Price is inclusive of all time and expenses, including, but not limited to, sub-Consultants’ costs, materials, supplies, equipment, travel, taxes, overhead, and profit. If the Basic Services are not fully completed, Consultant will be compensated a percentage of the Lump Sum Price proportionate to the percentage of Basic Services that were completed to City’s reasonable satisfaction. 4.3 Additional Services. City has the discretion, but not the obligation, to authorize Additional Services up to an amount not to exceed $0.00 Additional Services provided to City’s reasonable satisfaction will be compensated on a lump sum basis or based on time and expenses, in accordance will the Hourly Rates and Reimbursable Expenses Schedules included in Exhibit C. If paid on an hourly basis, Consultant will be compensated for actual costs only of normal business expenses and overhead, with no markup or surcharge (“Reimbursable Expenses”). Consultant will not be entitled to reimbursement for copying, printing, faxes, telephone charges, employee overtime, or travel to City offices or to the Project site. 4.4 Invoices and Payments. Monthly invoices must describe the Services completed and the Amount due for the preceding month. City will pay Consultant within thirty (30) days following receipt of a properly submitted and approved invoice for Services. The invoice must separately itemize and provide subtotals for Basic Services and Additional Services, and must state the percentage of completion for each task, as specified in Exhibit C. City will notify Consultant in writing of any disagreements with the invoice or the stated percentage of completion of tasks. If the disagreement is unresolved, City will pay Consultant only for the undisputed portion of the Services. Disputed amounts shall be subject to the Dispute Resolution provision of this Agreement. a. Time and Expenses. For Additional Services provided on an hourly basis, each invoice must also include, for each day of Services provided: (i) name and title of each person providing Services; (ii) a succinct summary of the Services performed by each person; (iii) the time spent per person, in thirty (30) minute increments; (iv) the hourly billing rate or Sub- Consultant charge and payment due; and (v) an itemized list with amounts and explanation for all permitted reimbursable expenses. Completion of the Lawrence-Mitty Park and Trail Master Plan 3 of 11 Design Professional Agr (Single) / October 2021 b. Rates and Receipts. All hourly rates and reimbursable expenses must conform to the City- approved rates set forth in Exhibit C, which will be in effect for the entire Contract Time. Each invoice must attach legible, dated receipts for Reimbursable Expenses. 5. INDEPENDENT CONTRACTOR 5.1 Status. Consultant is an independent Consultant and not an employee, partner, or joint venture of the City. Consultant is solely responsible for the means and methods of performing the Services and shall exercise full control over the employment, direction, compensation and discharge of all persons assisting Consultant in performing the Services. Consultant is not entitled to health benefits, worker’s compensation, retirement, or any City benefit. 5.2 Qualifications and Standard of Care. Consultant represents on behalf of itself and its sub- Consultants that they have the qualifications and skills to perform the Services in a competent and professional manner, as exercised by design professionals performing similar services in the S an Francisco Bay Area. Services may only be performed by qualified and experienced personnel or subconsultants who are not employed by City and do not have any contractual relationship with City excepting this Agreement. All Services must be performed as specified to City’s reasonable satisfaction. 5.3 Permits and Licenses. Consultant warrants on behalf of itself and any sub-Consultants that they are properly licensed, registered, and/or certified to perform the Services, as required by law, and that they have procured a valid City Business License, if required by the Cupertino Municipal Code. 5.4 Sub-Consultants. Unless prior written approval from City is obtained, only Consultant’s employees and sub-Consultants whose names are included in this Agreement and incorporated Exhibits may provide Services under this Agreement. Consultant must require all sub-Consultants to furnish proof of insurance for workers’ compensation, commercial liability, auto, and professional liability in reasonable conformity to the insurance required of Consultant. The terms and conditions of this Agreement shall be binding on all sub-Consultants relative to the portion of their work. 5.5 Tools, Materials, and Equipment. Consultant will supply and shall be responsible for all tools, materials, and equipment required to perform the Services under this Agreement. 5.6 Payment of Benefits and Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Consultant 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. Consultant shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Consultant’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 Consultant. 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 Consultant, or any of its employees, agents, or subcontractors, is an employee for any purpose, then Consultant agrees to a reduction in amounts payable under this Agreement, or to promptly remint to City any payments due by the City Completion of the Lawrence-Mitty Park and Trail Master Plan 4 of 11 Design Professional Agr (Single) / October 2021 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. 5.7 Errors and Omissions. Consultant is solely responsible for its errors and omissions and those of its sub-Consultants, and must take prompt measures to avoid, mitigate, and correct them at its sole expense. 6. PROPRIETARY/CONFIDENTIAL INFORMATION During the Contract Time, Consultant may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City. Consultant shall hold in confidence all City information and use it only to perform this Agreement. Consultant shall exercise the same standard of care to protect City information as a reasonably prudent Consultant would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Subject to City meeting its payment obligations for the Services, any interest (including copyright interests) of Consultant in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium, prepared by Consultant under this Agreement (“Work Product”), will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement, to the extent requested by City. In any case, no Work Product shall be shown to a third-party without prior written approval by City 7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all copyrights to the Work Product prepared/created by Consultant and its sub-Consultants and all copyrights in such Work Product shall constitute City property. If it is determined under federal law that the Work Product is not “works for hire,” Consultant hereby assigns to City all copyrights to the Work Product when and as created, and shall require sub-Consultants to do the same. Consultant may retain copyrights to its standard details, but hereby grants City a perpetual, non-exclusive license to use such details. 7.3 Patents and Licenses. Consultant must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Consultant and its sub-Consultants to execute or implement any of the following, but Consultant shall not be responsible or liable for City’s re-use of Work Product: (a) For work related to the original Services for which Consultant was hired; (b) To complete the original Services with City personnel, agents or other Consultants; (c) To make subsequent additions to the original Services; and/or (d) For other City projects. 7.5 Deliverables and Format. Electronic and hard copies of the Work Product constitute part of the Deliverables required under this Agreement, which shall be provided to City on recycled paper and copied on both sides, except for one single-sided original. Large-scale architectural plans and similar Completion of the Lawrence-Mitty Park and Trail Master Plan 5 of 11 Design Professional Agr (Single) / October 2021 items must be in CAD and PDF formats, and unless otherwise specified, other documents must be in Microsoft Office applications and PDF formats. 8. RECORDS 8.1 Consultant must maintain complete, accurate, and detailed accounting records relating to the Services and Compensation, in accordance with generally accepted accounting principles and procedures. The records must include detailed information about Consultant’s performance, benchmarks, and deliverables. The records and supporting documents must be kept separate from other files and maintained for a period of four (4) years from the date of City’s final payment. 8.2 Consultant will provide City full access to Consultant’s books and records for review and audit, to make transcripts or copies, and to conduct a preliminary examination of all the work, data, documents, proceedings, and activities related to this Agreement. If a supplemental examination or audit of Consultant’s records discloses non-compliance with appropriate internal financial controls, a contract breach, or a failure to act in good faith, City will be entitled to recover from Consultant the costs of the supplemental examination. If this is a lump sum fee Agreement, City will be provided access to records of reimbursable expenses and the instruments of service/deliverables for review and audit. This Section 8 survives the expiration/termination of this Agreement. 8.3 Consultant acknowledges that certain documents generated or received by Consultant in connection with the performance of this Agreement, including but not limited to correspondence between Consultant and any third party, are public records under the California Public Records Act, California Government Code section 6250 et seq. Consultant shall comply with all laws regarding the retention of public records and shall make such records available to the City upon request by the City, or in such manner as the City reasonably directs that such records be provided. 9. ASSIGNMENT Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Consultant as a legal entity will be considered an Assignment subject to City approval, which shall not be unreasonably withheld. For purposes of this provision, control means fifty percent (50%) or more of the voting power of the business entity. This Agreement binds Consultant, its heirs, successors and assignees. 10. PUBLICITY / SIGNS Any publicity generated by Consultant for the project under this Agreement, during the term of this Agreement and for one (1) 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 Agreement, 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 or active Completion of the Lawrence-Mitty Park and Trail Master Plan 6 of 11 Design Professional Agr (Single) / October 2021 negligence or willful misconduct of City personnel, Consultant agrees to indemnify, defend, and hold harmless the City as follows: a. Indemnity for Design Professional Liability: With respect to the performance of design professional services by a design professional as defined in California Civil Code Section 2782.8, to the fullest extent permitted by law, Consultant shall indemnify and hold harmless City, its officers, officials, agents, employees, and volunteers (collectively and/or individually “City”) from and against any and all liabilities, claims, damages, losses, costs, or expenses (including, without limitation, costs, attorneys’ fees, and expert fees of litigation and alternative dispute resolution) of every nature to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of Consultant or any of its officers, employees, servants, agents, or subcontractors (collectively and/or individually “Consultant”), in the performance of this Agreement or failure to comply with any obligations of the Agreement. If it is finally determined (through a non-appealable judgment or an agreement between City and Consultant) that liability is caused by the comparative negligence or willful misconduct of City, then Consultant’s indemnification and hold harmless obligation shall not exceed Consultant’s finally determined percentage of liability based upon the comparative fault of Consultant. Irrespective of any language to the contrary in this Agreement, the Consultant has no duty to provide or to immediately pay for an up-front defense of City against unproven claims or allegations, but shall reimburse those litigation costs and expenses (including, without limitation, attorneys’ fees, and expert fees) incurred by the City to the extent caused by the negligence, recklessness, or willful misconduct of Consultant. In no event shall the cost to defend charged to Consultant exceed Consultant’s proportional percentage of fault, except as described in Section 2782.8(a) and (e) of the California Civil Code. b. Claims Involving Intellectual Property. Consultant shall indemnify, defend, and hold harmless Indemnitees from and against any claim involving intellectual property, infringement, or violation of a United States patent right or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights, which arises out of, pertains to, or relates to Consultant’s negligence, recklessness, or willful misconduct. Such costs and expenses will include reasonable attorney fees for legal counsel of City’s choice, expert fees, and all other costs and fees of litigation. c. Claims for Other Liability. Except as provided in subsections 11.1(a) and (b), to the fullest extent permitted by law, Consultant shall hold harmless, defend (with counsel agreed to by City), and indemnify City and its officers, officials, agents, employees, and volunteers (collectively and/or individually “City”) from and against any and all liability, claim, loss, damage, expense, costs (including, without limitation, costs, attorneys’ fees, and expert fees of litigation) of every nature arising out of, related to, or in connection with the performance of work hereunder by Consultant or any of its officers, employees, servants, agents, or subcontractors, or the failure of the same to comply with any of the obligations contained in this Agreement, except such loss or damage which was caused by the sole negligence or sole willful misconduct of the City. Consultant’s duty to defend applies immediately, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the claim does not relieve Contractor from its separate and distinct obligation to defend as stated herein. Completion of the Lawrence-Mitty Park and Trail Master Plan 7 of 11 Design Professional Agr (Single) / October 2021 11.2 Consultant will assist City, at no additional cost, in the defense of any claim, dispute, or lawsuit arising out of this Agreement. Consultant’s duties herein are not limited to or subject to the Contract Price, to Workers’ Compensation claims, or to the Insurance or Bond limits and provisions. Nothing in this Agreement shall be construed to give rise to an implied right of indemnity in favor of Consultant against any Indemnitee. 11.3 Consultant agrees to pay the reasonable costs City may incur in enforcing this provision related to Consultant’s indemnification duties, including reasonable attorney fees, fees for legal counsel acceptable to City, expert fees, and all other costs and expenses related to a claim or counterclaim, a purchase order, another transaction, litigation, or dispute resolution. Without waiving any rights, City may deduct money from Consultant’s payments to cover moneys due to City. 11.4 Consultant 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 Consultant 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. 11.5 This Section 11 shall survive expiration or termination of this Agreement. 12. INSURANCE On or before the Contract Time commences, Consultant shall furnish City with proof of compliance with City Insurance Requirements, attached and incorporated here as Exhibit D. City will not execute the Agreement until Consultant has submitted and City has reasonably approved receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Alternatively, City may terminate this Agreement or in its sole discretion purchase insurance at Consultant’s expense and deduct costs from payments to Consultant. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Consultant shall comply with all laws and regulations applicable to this Agreement. Consultant will promptly notify City of changes in the law or other conditions that may affect the Project or Consultant’s ability to perform. Consultant is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act, or other federal or state law, rule or regulation. 13.2 Labor Laws. Consultant shall comply with all labor laws applicable to this Agreement. If the Services include a “public works” component, Consultant must comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. To the extent applicable, Consultant must comply with City’s Labor Compliance Program and with state labor laws pertaining to working days, overtime, payroll records and DIR Registration and Oversight. If the Contract Price is $30,000 or more, Consultant must comply with the apprenticeship requirement in Labor Code Section 1777.5. 13.3 Discrimination Laws. Consultant shall not discriminate on the basis of race, religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS), or any other protected classification. Consultant shall comply with all anti-discrimination laws, including Completion of the Lawrence-Mitty Park and Trail Master Plan 8 of 11 Design Professional Agr (Single) / October 2021 Government Code Section 12900 and 11135, and Labor Code Section. 1735, 1777, and 3077.5. Consistent with City policy prohibiting it, Consultant understands that harassment and discrimination by Consultant or any of its sub-Consultants toward a job applicant, an employee, a City employee, or any other person is strictly prohibited. Consultant agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 13.4 Conflicts of Interest. Consultant shall comply with all conflict of interest laws and regulations applicable to this Agreement and must avoid any conflict of interest. Consultant warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement in violation of California Government Code Section 1090 et seq. Consultant may be required to file a conflict of interest form if Consultant makes certain governmental decisions or serves in a staff capacity, as provided in Section 18700 of Title 2 of the California Code of Regulations and other laws. Services may only be performed by persons who are not employed by City and who do not have any contractual relationship with City, with the exception of this Agreement. Consultant is familiar with and agrees to abide by the City’s rules governing gifts to public officials and employees. 13.5 Remedies. A violation of this Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursement, or terminating this Agreement. City reserves all its rights and remedies under law and this Agreement, including the right to seek indemnification under Section 11. Consultant agrees to indemnify, defend, and hold City harmless from and against any loss, liability, and expenses arising from noncompliance with this Section. 14. PROJECT COORDINATION 14.1 City Project Manager. The City’s Project Manager for all purposes under this Agreement will be Lisa Cameli, who shall have the authority to manage this Agreement and oversee the progress and performance of the Services. City in its sole discretion may substitute another Project Manager at any time and will advise Consultant of the new representative. 14.2 Consultant Project Manager. Subject to City’s reasonable approval, Consultant’s Project Manager for all purposes under this Agreement will be Steven Lang, who shall be the single representative for Consultant with the authority to manage compliance with this Agreement and oversee the progress and performance of the Services. This includes responsibility for coordinating and scheduling the Services in accordance with City instructions, service orders, and the Schedule of Performance, and providing regular updates to the City’s Project Manager on the Project status, progress, and any delays. City written approval is required prior to Consultant substituting a new Project Manager, which shall result in no additional costs to City or Project delays. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project with thirty (30) calendar days written notice to Consultant. Consultant will be compensated for satisfactory Services performed through the date of abandonment and will be given reasonable time to assemble the work and close out the Services. No close out work shall be conducted without City reasonable approval of closure costs, which may not exceed ten percent (10%) of the total time expended to the date of abandonment. All charges including job closure costs will be paid in accordance with the provisions of this Agreement and within thirty (30) days of Consultant’s final invoice reasonably approved by the City. Completion of the Lawrence-Mitty Park and Trail Master Plan 9 of 11 Design Professional Agr (Single) / October 2021 16. TERMINATION City may terminate this Agreement for cause or without cause at any time, following reasonable written notice to Consultant at least thirty (30) calendar days prior to the termination date. Consultant will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Consultant closes out the Services and delivers all Work Product to City. All charges approved by City including job closure costs will be paid within thirty (30) days of Consultant’s final invoice. 17. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California, excepting any choice of law rules which may direct the application of laws of another jurisdiction. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Consultant must comply with the claims filing requirements under the Government Code prior to filing a civil action in court against City. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities). If a dispute arises, Consultant must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator’s award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. This Section 18 survives the expiration/termination of this Agreement. 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 any breach shall not be deemed to 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 represents the full and complete understanding of the Parties, of every kind or nature, and supersedes any and all other agreements and understandings, either oral or written, between them. 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 this 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. Completion of the Lawrence-Mitty Park and Trail Master Plan 10 of 11 Design Professional Agr (Single) / October 2021 22. INSERTED PROVISIONS Each contractual provision or clause that may be required by law is deemed to be included and will be inferred in this Agreement. Either party may request an amendment to cure any mistaken insertion or omission of a required provision. 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. 25. SURVIVAL All provisions which by their nature must continue after the Agreement ends, including without limitation those referenced in specific Sections herein, survive this Agreement and shall remain in full force and effect. 26. NOTICES All notices, requests, and approvals must be sent to the persons below in writing to the persons below, and will be considered effective on the date of personal delivery, the delivery 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: Office of the City Manager 10300 Torre Ave. Cupertino, CA 95014 Attention:Lisa Cameli Email: LisaC@cupertino.org To Consultant: MIG, Inc 2055 Junction Ave, Suite 205 San Jose, CA 95131 Attention: Steven Lang Email: SteveL@migcom.com 27. EXECUTION The person executing this Agreement on behalf of Consultant represents and warrants that Consultant has the right, power, and authority to enter into this Agreement and carry out all actions herein, and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Consultant. 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. Completion of the Lawrence-Mitty Park and Trail Master Plan 11 of 11 Design Professional Agr (Single) / October 2021 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the Effective Date stated earlier in this Agreement. CITY OF CUPERTINO MIG, INC A Municipal Corporation By Name Title Date By Name Title Date APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Vice President/Chief Development Officer Nov 24, 2021 Chris Beynon Christopher D. Jensen Acting City Manager Dec 9, 2021 Dianne Thompson (she/her) Dec 9, 2021 EXHIBIT A 1 Lawrence Mitty Park and Trail Master Plan, Cupertino, CA Scope of Work November 17, 2021 MIG has prepared the following Scope of Work to illustrate how we will facilitate successful completion of the Lawrence Mitty Park and Trail Master Plan project. This scope captures and clarifies assumptions of the tasks incorporated in the attached Fee Proposal spreadsheet. The details are based on our understanding of the project requirements stated in the City of Cupertino’s (“the City”) Lawrence Mitty Park and Trail Master Plan RFQ, dated August 12,2021, and Addenda. In the tasks listed below, meetings are expected to be virtual except when noted otherwise. Meeting notes allow for one set of revisions to incorporate City input per meeting notes. Project Understanding The City wishes to develop a Park and Trail Master Plan for the Lawrence-Mitty site (“Master Plan”), located on the east side of Cupertino between the Lawrence Expressway and Saratoga Creek, as shown in the RFQ. The purpose of the Master Plan is to determine how to best meet the future recreation, trail, and open space needs of citizens through enhancement of the site. Additionally, there is the intent to connect the Saratoga Creek Trail through the Lawrence-Mitty site to San Jose and Santa Clara to the North. The Master Plan process will result in a conceptual design for a premier park with recreation activities that will attract and accommodate all residents. The City envisions a destination that provides all ages, but especially children, with a memorable experience of outdoor play, exercise, and educational opportunities while providing much-needed open space to the east side of Cupertino, which is underserved in terms of park space and recreational opportunity. The resulting Master Plan will also provide an exciting and inviting space for all age groups through an extension of the Saratoga Creek walking and biking trail. The comprehensive Master Plan will provide technical analysis of the site as described below, identify community values and needs, align with the City’s 2020 Parks and Recreation System Master Plan and result in a ready-to- implement vision for the Lawrence Mitty park site. The City Council-approved conceptual design and report will be used to guide future recreational and programmatic decisions and capital improvement planning for the site. PHASE 1 –EXISTING CONDITIONS AND TECHNICAL ANALYSIS 1.1 Project Kick-Off Meeting and Work Plan The project kick-off meeting will include City staff, MIG’s Project Manager (PM), and key personnel within each designated specialty to discuss design objectives, issues, and a draft work plan. Following the kick-off, MIG will develop a detailed work plan with roles, responsibilities, and schedule; prepare a data request; and coordinate a site visit. Deliverables: Kick-off Agenda Kick-off Notes Draft Work Plan and Schedule Final Work Plan and Project Schedule (PDF) EXHIBIT A 2 1.2 Community Engagement Initial Planning MIG will review existing input from the 2020 Parks and Recreation System Master Plan and 2017 community site walk. We will collaborate with City staff to identify stakeholders and prepare for outreach. Deliverables: Communications Plan including schedule (PDF, Draft and Final) 1.3 Evaluate Existing Conditions Information The MIG Team will review existing conditions information and additional background documents noted in the RFQ. BKF will evaluate existing utilities and easements, hydrologic information, and adequate survey info, and alert the City if there is a need for any additional information. Deliverables: Summary report of site-specific findings and jurisdictional regulations that may impact or influence the final conceptual design for the Master Plan including specifics per the RFQ. Summary of how the proposed Master Plan conforms to Citywide Parks Goals and Regulations as well as requirements of other jurisdictions. Summary of review of existing ATLA/NSPS Land Survey and verification of site improvement and topo accuracy or statement of inconsistencies with fee proposal for corrections. Summary of the MIG Team’s research and understanding of existing on-site and adjacent utilities, easements, and hydrologic information. Includes assessment of any potential impacts on site design concepts. 1.4 Team Site Tour In collaboration with City staff, the MIG Team will meet at the site to walk the park and trail, observing specific concerns and discussing questions. Deliverables: Meeting notes from Site Tour 1.5 Transportation Study Hexagon Transportation Consultants will prepare a short vehicle miles travelled (VMT) project screening memo to describe how the project would be screened out of a full VMT analysis under the City’s criteria. Hexagon will also analyze the potential multi-modal/pedestrian safety impacts of the park and trail project. Deliverables: VMT Screening and Multimodal/Pedestrian Safety Impacts Memo 1.6 Phase I ESA Update and Phase II Investigation Cornerstone will prepare a Phase I Environmental Site Assessment (ESA) Update, a Phase II Soil Quality Evaluation, and a Health and Safety Plan for personnel conducting earthwork activities at the site prior to the initiation of the Phase II soil sampling. Meeting attendance will be charged on a time and materials basis. Deliverables: Meeting Notes from meeting documenting approach and decisions for further environmental analysis. Summary of full review of existing Environmental Reports for the site. List of any proposed additional testing locations and purpose of sampling Draft and Final Phase II Environmental Site Assessment Report for City review and approval Completion of a Phase III ESA if requested by the City and recommended in the Phase II ESA (Scope and fee to be negotiated after Phase II ESA is complete) EXHIBIT A 3 1.7 Acoustical Assessment for Noise Reduction MIG will prepare a technical noise report that summarizes the existing ambient noise environment at the project site (based on measurements and modeling results), the ambient environment that could exist under three different sound attenuation options at the site, and preliminary recommendations for recreation options based on reduced noise levels. MIG’s approach to completing the noise report (i.e., the protocol) will be summarized in a technical memorandum for City approval after MIG has discussed various modeling options with the City during a kick-off call. Noise reduction measures will be integrated into the final conceptual design and final Master Plan report. Deliverables: Technical noise memorandum for protocol for review and acceptance (within two weeks of kick-off call) Draft Noise Report (PDF, within five weeks of protocol approval) Final Noise Report 1.8 Biological Resources Report MIG biologists will prepare a stand-alone Biological Resources Report that will include a Jurisdictional Delineation. These reports will be used to inform the project design and as supporting documentation for the CEQA analysis and any future resource agency permits that may be required for the project. Deliverables: Biological Resources Report Jurisdictional Delineation 1.9 Tree Survey and Condition Assessment SBCA Tree Consulting will perform an assessment of on-site trees including an evaluation of tree size and health, tree site location, identification of structural defects, pruning needs, and pests. Work will include one (1) pre-inventory meeting with the City Project Manager and Arborist. Deliverables: Draft and final copy of proposed tree inventory methodology and attributes to be collected for City review and approval. One (1) PDF copy and one (1) AutoCAD version 2019 or newer copy of tree survey overlayed onto the existing 2020 topographic survey within the project area at 1"= 20' scale. One (1) PDF of Arborist Report on trees, potential construction impacts and recommendations to be integrated into the final Master Plan Report. 1.10 Site Environmental Summary Report MIG, along with consultant expertise, will synthesize findings into an Environmental Summary Report (to include a brief summary of all of the above reports) and Opportunities and Challenges Diagrams for use in future community meetings. Deliverables: Environmental Summary Report (PDF) Opportunities and Challenges Diagrams (PDF) 1.11 City Meeting: Review Phase I Findings The City and MIG will meet to review technical analysis and findings. We will also discuss emerging site possibilities and the team’s approach to community input moving forward. 1.12 Phase 1 City Coordination and Project Management MIG’s PM and the City will hold weekly update calls with additional project team members attending periodically. EXHIBIT A 4 Deliverables: Meeting Notes highlighting key decisions PHASE 2 – COMMUNITY VISION 2.1 Public Survey and Analysis Initial planning for the survey will occur early in Phase 1. At that time the City and MIG will discuss the workplan and confirm if this survey may launch before the technical analysis is 100% complete. MIG will develop the public internet survey, along with graphics for print materials for use by the City to distribute by US Mail. MIG will also provide additional advice on outreach and publicity to reach nearby residents, and will develop a poster or a street decal with a QR code to be posted in and around the project area. The City will assist with placing posters. MIG will compile results from the survey in an easy-to-digest analysis for the City. The City and MIG will meet to review findings and inform next outreach steps. Deliverables: Updated Communications Plan including schedule Draft Community Survey for City staff comment Final Community Survey to be distributed to the public Development of poster or street decal with QR code to publicize survey Outreach advice on reaching neighbors regarding the survey Survey Analysis Meeting Notes highlighting key decisions and next steps 2.2 Develop Graphics and Outreach Tools Using the knowledge gained from Phase 1 and the public survey, MIG will develop graphics and tools for community input. We will summarize important site information from Phase 1 for the community and elicit feedback in multiple ways. Methods will be determined in collaboration with the City and may include options such as interactive polling, shared Mural boards, and breakout groups, along with printed materials for in-person feedback. Deliverables: Draft Graphics for Review (PDF) Final Graphics (PDF for one zoom meeting, large-size prints for one on-site open house) 2.3 Community Meetings (2) MIG will organize and present at two (2) community meetings to solicit additional input on the community’s interests, clarify community priorities, and to help guide development of the three design alternatives. To encourage more input and respond to both the pandemic and varying schedules, we propose one meeting via Zoom and one outdoor in-person casual open-house event/site tour starting at Sterling-Barnhart Park, to allow the community to walk the currently fenced site. Deliverables: Two (2) Community Meeting Agendas & Presentations 2.4 Community Pop-Up Events (2) MIG will organize and present at two (2) community pop-up events to solicit additional input from key stakeholder groups identified earlier in Phase 1. Examples include a table at a Farmer’s Market or School, joining a neighborhood block meeting, or similar style event. The intent of these events is to solicit input from additional park users, or future users, by going to them. EXHIBIT A 5 Deliverables: Printed materials for Two (2) Community Pop-Ups 2.5 Synthesize Community Vision Results Community meeting results, along with survey input, will be compiled by MIG into a summary report for review by the City and for use in upcoming Commission/Council presentations. MIG and the City will meet to review results and inform next steps. Deliverables: Analysis and Synthesis Report of public survey and meeting findings Meeting Notes highlighting key decisions and next steps 2.6 Commissions and City Council Presentations: Initial Meeting MIG will prepare slideshows and present to the Parks and Recreation Commission, the Bicycle-Pedestrian Commission, Planning Commission, and City Council to receive feedback. The presentation will include a summary of input and priorities from the community meetings and survey responses. Deliverables: Prepare draft slideshow presentation for City approval Parks and Recreation Commission Agenda, Presentation, and Report Planning Commission Agenda, Presentation, and Report Bicycle-Pedestrian Commission Agenda, Presentation, and Report City Council Study Session Presentation and Report 2.7 Develop Recommended Improvements and Programming Incorporating community input and comments from the Commissions and Council, the MIG Team will develop a set of recommended improvements and programming for the Lawrence-Mitty site. The City and MIG will meet to review the recommendations and consider directions for the three alternatives. Deliverables: Written Recommendations for Improvements and Programming Meeting Notes highlighting key decisions and next steps 2.8 Phase 2 City Coordination and Project Management MIG’s PM and the City will hold weekly update calls with additional project team members attending periodically. Deliverables: Meeting Notes highlighting key decisions PHASE 3 – CONCEPTUAL DESIGN ALTERNATIVES 3.1 Develop Concept Alternatives and Costs The MIG Team will create three (3) rough draft alternatives for initial review by the City that utilize planning studies and reports and incorporate community input, feedback from the City, and comments from the commission/council reviews. MIG will incorporate the City’s consolidated input to finalize three (3) final alternatives for presentation to the community and prepare a rough order of magnitude cost estimate for each. Each Conceptual Design Alternative will include a colored plan with callouts for program elements. Precedent images will be used to help the community envision the various program elements. EXHIBIT A 6 Deliverables: Conceptual Design Alternatives (PDF and 1 hard copy) Meeting Notes from Consultant and City staff design review of Draft Concepts 3 Conceptual Design Alternatives (PDF) Rough order of magnitude cost estimate for each alternative (PDF and Excel) 3.2 Develop Graphics and Outreach Tools MIG will develop graphics and outreach tools to continue to engage the community, Commissions, and City Council for additional input as outlined in the RFQ. Deliverables: Draft Graphics for Review (PDF) Final Graphics (PDF for one Zoom meeting, large-size prints for one on-site open house) Draft Mailer of 3 Conceptual Design Alternatives for City staff review (PDF) Final Postal Mailer of 3 Conceptual Design Alternatives to be sent to the public (PDF) 3.3 Community Meetings (2): Alternatives MIG will organize and present the three community-driven design alternatives for public input with tools designed to help the community arrive at one final plan. Final planning will be confirmed with the City, but is currently assumed to be one Zoom meeting and one in-person casual open house similar to Phase 2. Deliverables: Two (2) Meeting Agendas and Notes from Alternatives Community Presentation and Feedback Meetings 3.4 Community Pop-Up Events (2) MIG will organize and present at two (2) community pop-up events to solicit additional input from key stakeholder groups identified earlier in Phase 1. Examples include a table at a Farmer’s Market or School, joining a neighborhood block meeting, or similar style event. The intent of these events is to solicit input from additional park users, or future users, by going to them. Deliverables: Printed materials for Two (2) Community Pop-Ups 3.5 Analysis of Community Input Community meeting results will be compiled into a summary report for review by the City and for use in upcoming Commission/Council presentations. MIG and the City will meet to review results and direction prior to Commission/Council presentations. Deliverables: Analysis and Synthesis Report of community input and meeting findings Meeting Notes highlighting key decisions and next steps 3.6 Commissions and City Council Presentations (3): Alternatives MIG will prepare slideshows and present to the Parks and Recreation Commission, the Bicycle-Pedestrian Commission, and City Council to receive feedback. The presentation will include a summary of input and priorities from the community meetings. Deliverables: Prepare draft slideshow presentation for City approval and final version EXHIBIT A 7 Parks and Recreation Commission Meeting Agenda, Presentation, and Report Bicycle-Pedestrian Commission Meeting Agenda, Presentation, and Report City Council Study Session Presentation and Report 3.7 Develop Preferred Conceptual Design Plan MIG and the City will meet to discuss community input and Commission/Council feedback, recommendations, and direction for a Preferred Concept. This may be one chosen alternative or a combination of alternatives. MIG will produce a single Draft Conceptual Design for the site for review with the City and incorporate feedback into the Final Conceptual Design. Deliverables: Draft Conceptual Design Plan (PDF) Final Conceptual Design Plan (PDF) 3.8 Phase 3 City Coordination and Project Management MIG’s PM and the City will hold weekly update calls with additional project team members attending periodically. Deliverables: Meeting Notes highlighting key decisions PHASE 4 – DRAFT AND FINAL MASTER PLAN 4.1 Develop Draft Master Plan Report MIG will prepare a draft outline for the Lawrence-Mitty Park and Trail Master Plan. The approach and specific sections will be confirmed with the City, followed by creation of the full draft for City review. The draft master plan will be the culmination of key elements of design, input provided by the public, site study findings, and the physical and jurisdictional constraints of the site. MIG and the City will meet to discuss the City’s consolidated review comments and determine final edits. Deliverables: Draft Lawrence-Mitty Park and Trail Master Plan (PDF) Meeting Notes from Draft Master Plan Review Meeting with City staff 4.2 Present Draft Master Plan to Community MIG recommends that the Draft Master Plan be posted on the City’s website for comments due to the difficulty of reviewing a lengthy document in a public meeting. This can be followed by a Zoom Open House, including a brief summary presentation and plenty of time for questions and answers. We will be happy to make adjustments to this plan if the City prefers a different format. Deliverables: JPEGs of major maps and a PDF of the document for the City website Draft and Final slideshow Meeting Agenda and Notes from the Community Presentation/Meeting 4.3 Present Draft Master Plan to Commissions and City Council (4) MIG will present the Draft Master Plan to the Park and Recreation Commission, Bicycle-Pedestrian Commission, Planning Commission and City Council for final input and consideration of minor edits. EXHIBIT A 8 Deliverables: Draft and Final slideshow Meeting Agenda and Notes from each of the four (4) Presentations/Meetings 4.4 Finalize Master Plan MIG will collect input from meeting reviews and incorporate edits from stakeholders as directed by the City. There will be one (1) Draft Master Plan review meeting with City staff to ensure all design and study elements are incorporated prior to final Master Plan submittal. Deliverables: Lawrence-Mitty Park and Trail Master Plan (2 printed/bound copies; 1 unbound copy; PDF) 4.5 Develop Cost Estimate and Implementation/Phasing Timeline MIG will provide to the City, in a document separate from the Master Plan, a rough order of magnitude cost estimate for implementation of the final conceptual design, including the specifics noted in the RFQ. MIG will also submit a proposed implementation and phasing timeline for completion of the built infrastructure reflected in the adopted Master Plan. Deliverables Rough Order of Magnitude Cost Estimate for Master Plan Implementation electronic (PDF and Excel) Proposed Master Plan implementation and phasing timeline for site improvements with consideration of timeline for jurisdictional permits or permissions in MS Project format. (PDF) 4.6 Present Final Master Plan to City Council for Acceptance MIG will present the Master Plan in collaboration with City staff to City Council for final approval, which is required for adoption as City policy. Deliverables: One (1) Meeting Agenda and Notes from the final Acceptance Meeting 4.7 Phase 4 City Coordination and Project Management MIG’s PM and the City will hold weekly update calls with additional project team members attending periodically. Deliverables: Meeting Notes highlighting key decisions PHASE 5 – CEQA MIG assumes the project will qualify for an Initial Study/Mitigated Negative Declaration (IS/MND) under CEQA and will prepare an analysis of the project according to the CEQA Guidelines and City of Cupertino requirements. The final IS/MND will be presented to the City Council for adoption with the approval of the Master Plan. 5.1 Prepare Administrative Draft Initial Study MIG will prepare and electronically submit for the City’s review an Administrative Draft Initial Study. The submittal will include copies of all technical studies. Deliverables: Administrative Draft Initial Study Technical studies – Air quality/greenhouse gas emissions, biological resources, hazardous materials (Updated Phase I Environmental Site Assessment, limited soil testing), transportation (VMT project screening and multimodal/pedestrian safety impact analysis memo) EXHIBIT A 9 5.2 Prepare Public Draft Initial Study/Mitigated Negative Declaration MIG will address any comments from the City on the Administrative Draft IS and then produce a Screen Check document for final City approval. Once the Screen Check document is approved, MIG will prepare the Public Draft IS/MND for public circulation and a PDF version for the City to post on the City’s website. Deliverables: Screen Check IS Public Draft IS/MND for public circulation PDF Version Public Draft IS/MND for posting on City’s website 5.3 Prepare Final IS/MND, Mitigation Monitoring and Reporting Program, and Notice of Determination Following conclusion of the 30-day public review period, MIG will prepare the Administrative Draft and Screen Check Response to Comments documents that will contain a summary of all comments received during the public comment period, responses to comments, and changes to the Draft IS text or errata as necessary. Concurrent with the preparation of the Response to Comments, MIG will finalize the Mitigation Monitoring and Reporting Program (MMRP) and prepare a Notice of Determination (NOD) for the City to finalize and submit to the County Clerk’s office and the State Office of Planning and Research. Deliverables: Administrative and Screen Check versions of Responses to Comments Final MMRP Draft NOD Prepare any required documents containing findings and resolution for certification, public notice, and/or filing of environmental documents as needed. 5.4 Attend Public Meetings/Hearings MIG’s CEQA Director will attend one (1) remote community meeting held by the City (estimated at 2 hours) and two (2) remote public hearings. In addition to the public meetings and hearings, the MIG CEQA Director and CEQA Project Manager will attend one (1) remote CEQA Kick-off meeting with City staff. 5.5 Phase 5 City Coordination and Project Management MIG’s CEQA Project Manager will be the primary point of contact for CEQA work and will keep the City apprised of project progress at key points. Weekly meetings are not anticipated in this phase. Assumptions, Exclusions & Additional Services The MIG team’s assumptions for included scope and level of work effort are based on the scope of work outline in the RFQ. If a need arises in the Phase 1 analysis period for additional survey information or studies, beyond what is currently scoped, the City and MIG team will work together to determine the corresponding effort and fee to deliver these additional scope items. All meetings, except where noted, are assumed to be remote via screen share, which enables more team members to participate efficiently. A single round of consolidated comments for each City review item is assumed. Additional Services: The MIG Team has a broad range of experience, skills and services. The following is a non-exhaustive list of items that are not included in this scope but could be provided as additional services if they are needed or desired by the City: EXHIBIT A 10 Use of Maptionnaire is noted as an Optional Task/Additional Service, and could supplement the public survey task Additional community engagement beyond the scoped items in the process (including digital advertisement, intercept surveys, additional surveys/workshops/open houses/pop-up events). Additional public meetings beyond the scoped items in the process (including attending City Council meetings, public hearings, hearing examiner meetings, public open houses, and local association meetings). City project team meetings beyond those listed Additional design alternative drafts or renderings other than those listed. Preparation of construction documents. Preparation of special studies outside our scope of work. Intensive research and testing to determine conditions of existing site utilities (i.e., potholing, smoke testing, dye testing, pressure testing, fire flow testing, videotaping, etc.). Utility Relocation Plans Supplemental surveying services Appeal, Design Exception, and Alternative Review applications. Services related to future facilities and improvements. Design of water capture/re-use systems, pump stations, sump pumps, or force mains for sanitary sewer or storm drainage systems, if required. Design of systems to comply with or obtain LEED certification, including preparation of LEED documentation and addressing review comments from the USGBC. Design for areas outside of the limits noted in the RFQ. Value Engineering. If the MIG Team is needed to assist with VE and/or bid negotiations, it is available on a Time and Materials basis. Project Scope Assumptions: CLIENT: ‘The City’ refers to the City of Cupertino’s Lawrence Mitty project team. DELIVERABLES: Unless otherwise indicated, all deliverables will be provided in PDF format. Native files will be created in software selected at the consultant team’s discretion. If the City desires printed copies or specific file formats, the MIG Team is happy to work with the City to develop a strategy that meets the project’s budget and needs. IN-PERSON MEETINGS: Team meetings and most community engagement events are assumed to be virtual with some limited outdoor engagement events where noted. TRANSLATION: All documentation will be in English; however, as an additional service, the MIG Team can provide exhibits in other languages. CONSOLIDATED COMMENTS: The City will provide MIG with (1) set of vetted and consolidated comments from all parties/agencies in all tasks involving review and feedback. PERMIT FEES: All permit fees and agency charges will be paid by others, if applicable. OFFSITE UTILITIES/STREET/PARKING DESIGN: Offsite utility or street/parking design beyond the identified park and trail area is not included in this proposal. ENVIRONMENTAL WORK: Floodplain, wetland, soil remediation or environmental work outside of what is noted is not included in this proposal. CONSTRUCTION TESTING + INSPECTIONS: Not included. City of Cupertino I Lawrence Mitty Master Plan & Trail BKF SBCA CORNER STONE HEXAGON Civil Engineer/ Surveyor Arborist Ph I+II ESA Work Transportation Engineer Phase and Tasks Hrs@ $225 Hrs@ $165 Hrs@ $165 Hrs@ $125 Hrs@ $110 PHASE 1: Existing Conditions & Technical Analysis Project Kick-Off Meeting 3 $675 3 $495 2 $330 2 $250 $0 $0 $690 $780 $680 $3,900 $450 $450 $4,350 Work Plan & Schedule 2 $450 8 $1,320 2 $330 2 $250 $0 $0 $0 $0 $0 $2,350 $0 $2,350 1.2 Community Engagement Initial Planning 2 $450 4 $660 3 $495 16 $2,000 8 $880 $0 $0 $0 $0 $4,485 $0 $4,485 1.3 Evaluate Existing Conditions Information 3 $675 16 $2,640 $0 2 $250 10 $1,100 $0 $2,120 $0 $0 $6,785 $4,000 $4,000 $10,785 1.4 Team Site Tour $0 6 $990 $0 6 $750 6 $660 $0 $1,060 $0 $0 $3,460 $400 $400 $3,860 1.5 Prelim. Transportation Study $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,500 $1,500 $1,500 1.6 Phase I ESA Update and Phase II Investigation $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $17,275 $17,275 $17,275 1.7 Acoustical Assessment for Noise Reduction 1 $225 $0 $0 $0 $0 $0 $0 $11,205 $0 $11,430 $0 $537 $11,967 1.8 Biological Resources Report 1 $225 1 $165 $0 $0 $0 $0 $18,070 $0 $0 $18,460 $0 $18,460 1.9 Tree Survey & Condition Assessment $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $11,000 $11,000 $11,000 1.10 Site Environmental Summary Report 1 $225 8 $1,320 $0 $0 $0 $0 $0 $0 $390 $1,935 $1,000 $1,000 $2,935 1.11 City Meeting: Review Phase 1 Findings 1 $225 3 $495 1 $165 1 $125 $0 $0 $690 $0 $195 $1,895 $400 $400 $2,295 1.12 Phase 1 City Coordination & Project Management $0 24 $3,960 $0 $0 $0 $0 $0 $0 $0 $3,960 $0 $1,000 $4,960 Subtotal 14 $3,150 73 $12,045 8 $1,320 29 $3,625 24 $2,640 $0 $22,630 $11,985 $1,265 $58,660 $6,250 $11,000 $17,275 $1,500 $36,025 $1,537 $96,222 PHASE 2: Community Vision Public Survey 1 $225 4 $660 2 $330 16 $2,000 20 $2,200 $0 $0 $0 $0 $5,415 $0 $5,415 Analysis of Survey Results 1 $225 2 $330 $0 6 $750 $0 $0 $0 $0 $0 $1,305 $0 $1,305 2.2 Develop Graphics & Outreach Tools $0 2 $330 $0 16 $2,000 16 $1,760 $0 $0 $0 $0 $4,090 $0 $4,090 2.3 Community Meetings (2) 4 $900 16 $2,640 $0 16 $2,000 $0 $0 $0 $0 $0 $5,540 $0 $800 $6,340 2.4 Pop-ups (2)$0 18 $2,970 $0 18 $2,250 8 $880 $0 $0 $0 $0 $6,100 $0 $800 $6,900 2.5 Synthesize Community Vision Results 2 $450 2 $330 $0 4 $500 4 $440 $0 $0 $0 $0 $1,720 $0 $1,720 Commissions & Council - Prepare Materials 2 $450 2 $330 $0 $0 8 $880 $0 $0 $0 $0 $1,660 $0 $1,660 Commissions & Council (4) - Present at Meetings 8 $1,800 10 $1,650 $0 $0 $0 $0 $0 $0 $0 $3,450 $0 $3,450 2.7 Develop Recommended Improvements and Programming 1 $225 8 $1,320 2 $330 1 $125 $0 $0 $0 $0 $0 $2,000 $0 $2,000 2.8 Phase 2 City Coordination & Project Management $0 30 $4,950 $0 $0 $0 $0 $0 $0 $0 $4,950 $0 $500 $5,450 Subtotal 19 $4,275 94 $15,510 4 $660 77 $9,625 56 $6,160 $0 $0 $0 $0 $36,230 $0 $0 $0 $0 $0 $2,100 $38,330 PHASE 3: Conceptual Design Alternatives 3.1 Develop Three Concept Alternatives & Costs 6 $1,350 12 $1,980 $0 $0 36 $3,960 $0 $0 $0 $0 $7,290 $3,000 $3,000 $10,290 3.2 Develop Graphics & Outreach Tools 1 $225 2 $330 $0 16 $2,000 16 $1,760 $0 $0 $0 $0 $4,315 $0 $4,315 3.3 Community Meetings (2): Alternatives 2 $450 16 $2,640 $0 16 $2,000 $0 $0 $0 $0 $0 $5,090 $0 $800 $5,890 3.4 Pop-ups (2)$0 18 $2,970 $0 18 $2,250 8 $880 $0 $0 $0 $0 $6,100 $0 $800 $6,900 3.5 Analysis of Community Input 1 $225 2 $330 $0 6 $750 12 $1,320 $0 $0 $0 $0 $2,625 $0 $2,625 Commissions & City Council - Prepare Materials 2 $450 2 $330 $0 $0 8 $880 $0 $0 $0 $0 $1,660 $0 $1,660 Commissions & Council (3) - Present at Meetings 6 $1,350 8 $1,320 $0 $0 $0 $0 $0 $0 $0 $2,670 $0 $2,670 3.7 Develop Preferred Conceptual Design Plan 2 $450 6 $990 $0 $0 16 $1,760 $0 $0 $0 $0 $3,200 $1,000 $1,000 $4,200 3.8 Phase 3 City Coordination & Project Management $0 30 $4,950 $0 $0 $0 $0 $0 $0 $0 $4,950 $0 $500 $5,450 Subtotal 20 $4,500 96 $15,840 0 $0 56 $7,000 96 $10,560 $0 $0 $0 $0 $37,900 $4,000 $0 $0 $0 $4,000 $2,100 $44,000 PHASE 4: Draft & Final Master Plan 4.1 Develop Draft Master Plan Report 4 $900 24 $3,960 6 $990 $0 24 $2,640 $4,000 $0 $0 $0 $12,490 $800 $800 $13,290 Develop Graphics for Community & Commissions $0 2 $330 $0 4 $500 16 $1,760 $0 $0 $0 $0 $2,590 $0 $2,590 Community Meeting(1) : Draft Master Plan $0 4 $660 $0 4 $500 4 $440 $0 $0 $0 $0 $1,600 $0 $1,600 4.3 Commissions & City Council (4): Draft Master Plan 8 $1,800 10 $1,650 $0 $0 $0 $0 $0 $0 $0 $3,450 $0 $3,450 4.4 Finalize Master Plan 4 $900 24 $3,960 6 $990 $0 24 $2,640 $1,000 $0 $0 $0 $9,490 $0 $800 $10,290 4.5 Cost Estimate & Implementation/Phasing Timeline 2 $450 8 $1,320 $0 $0 8 $880 $0 $0 $0 $0 $2,650 $600 $600 $3,250 4.6 Present Final Master Plan to City Council for Acceptance 4 $900 $0 $0 $0 $0 $0 $0 $0 $0 $900 $0 $900 4.7 Phase 4 City Coordination & Project Management $0 30 $4,950 $0 $0 $0 $0 $0 $0 $0 $4,950 $0 $500 $5,450 Subtotal 22 $4,950 102 $16,830 12 $1,980 8 $1,000 76 $8,360 $5,000 $0 $0 $0 $38,120 $1,400 $0 $0 $0 $1,400 $1,300 $40,820 e s t i m a t e d p r o j e c t c o s t MIG, Inc.Subconsultants Professional Fees Totals Steve Lang Jan Eiesland Cindy Mendoza Myrna Ortiz Direct CostsMIG Totals Sub Totals Principal-in- Charge/ Landscape Architect CEQA TEAM NOISE AssessmentBIOLOGY ReportProject Manager/ Landscape Architect Landscape Designer Project Associate GRAPHICS (Master Plan Report) Planner/ Master Plan Advisor Community Outreach Specialist (Simplified for clarity, hourly assumptions available) 1.1 2.1 2.6 3.6 4.2 MIG, Inc.City of Cupertino - Lawrence Mitty Master Plan Fee Proposal City of Cupertino I Lawrence Mitty Master Plan & Trail BKF SBCA CORNER STONE HEXAGON Civil Engineer/ Surveyor Arborist Ph I+II ESA Work Transportation Engineer Phase and Tasks Hrs@ $225 Hrs@ $165 Hrs@ $165 Hrs@ $125 Hrs@ $110 e s t i m a t e d p r o j e c t c o s t MIG, Inc.Subconsultants Professional Fees Totals Steve Lang Jan Eiesland Cindy Mendoza Myrna Ortiz Direct CostsMIG Totals Sub Totals Principal-in- Charge/ Landscape Architect CEQA TEAM NOISE AssessmentBIOLOGY ReportProject Manager/ Landscape Architect Landscape Designer Project Associate GRAPHICS (Master Plan Report) Planner/ Master Plan Advisor Community Outreach Specialist (Simplified for clarity, hourly assumptions available) PHASE 5: CEQA 5.1 Prepare Administrative Draft Initial Study 1 $225 $0 $0 $0 $0 $0 $0 $0 $31,015 $31,240 $5,000 $5,000 $700 $36,940 5.2 Prepare Public Draft Initial Study/Mitigated Negative Declaration 2 $450 $0 $0 $0 $0 $0 $0 $0 $6,525 $6,975 $0 $6,975 5.3 Prepare Final IS/MND, MMRP, and Notice of Determination 1 $225 $0 $0 $0 $0 $0 $0 $0 $8,020 $8,245 $0 $1,742 $9,987 5.4 Attend Public Meetings/Hearings $0 $0 $0 $0 $0 $0 $0 $0 $6,390 $6,390 $0 $6,390 5.5 Phase 5 City Coordination & Project Management $0 $0 $0 $0 $0 $0 $0 $0 $10,800 $10,800 $0 $500 $11,300 Subtotal 4 $900 0 $0 0 $0 0 $0 0 $0 $0 $0 $0 $62,750 $63,650 $0 $0 $0 $5,000 $5,000 $2,942 $71,592 79 $17,775 365 $60,225 24 $3,960 170 $21,250 252 $27,720 $5,000 $22,630 $11,985 $64,015 $234,560 $11,650 $11,000 $17,275 $6,500 $46,425 $9,979 $290,964 5% Markup (Direct Costs/Administrative)$2,321 $499 $2,820 $293,784 Optional Tasks Use of Maptionnaire for Survey $3,980 Site Survey by BKF (if need arises, Cost TBD by scope) TBD Additional Environmental Expertise (if need arises, Cost TBD by scope) TBD Optional Tasks Subtotal TBD TOTAL PROJECT COSTS SUBTOTAL MIG, Inc.City of Cupertino - Lawrence Mitty Master Plan Fee Proposal Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Phase 1: Existing Conditions and Technical Analysis 1.1 Project Kick-Off MeetingWork Plan and Schedule1.2 Community Engagement Initial Planning 1.3 Evaluate Existing Conditions Information 1.4 Team Site Tour 1.5 Transportation Study1.6 Phase I ESA Update and Phase II Investigation 1.7 Noise Analysis Report 1.8 Biological Resources Report 1.9 Tree Survey and Condition Assessment 1.10 Site Environmental Summary Report 1.11 City Meeting: Review Phase 1 Findings 1.12 Phase 1 City Coordination and Project Management Phase 2: Community Vision 2.1 Public Survey Analysis of Survey Results 2.2 Develop Graphics and Outreach Tools2.3 Community Meetings (2) 2.4 Pop-Ups (2) 2.5 Synthesize Community Vision Results2.6 Commissions and Council - Prepare MaterialsCommissions and Council (4) - Present at Meetings2.7 Develop Recommended Improvements and Programming2.8 Phase 2 City Coordination and Project Management Phase 3: Conceptual Design Alternatives 3.1 Develop Three Concept Alternatives and Costs3.2 Develop Graphics and Outreach Tools 3.3 Community Meetings (2): Alternatives 3.4 Pop-Ups (2) 3.5 Analysis of Community Input 3.6 Commissions and City Council - Prepare MaterialsCommissions and Council (3) - Present at Meetings3.7 Develop Preferred Conceptual Design Plan 3.8 Phase 3 City Coordination and Project Management Phase 4: Draft and Final Master Plan4.1 Develop Draft Master Plan Report 4.2 Develop Graphics for Community and CommissionsCommunity Meeting (1) : Draft Master Plan 4.3 Commissions and City Council (4): Draft Master Plan4.4 Finalize Master Plan4.5 Cost Estimate and Implementation/Phasing Timeline 4.6 Present Final Master Plan to City Council for Acceptance4.7 Phase 4 City Coordination and Project Management Phase 5: CEQA5.1 Prepare Administrative Draft Initial Study5.2 Prepare Public Draft Initial Study/Mitigated Negative Declaration5.3 Prepare Final IS/MND, MMRP, and Notice of Determination 5.4 Attend Public Meetings/Hearings 5.5 Phase 5 City Coordination and Project Management City Council Approval Approximately 6 months from approved plan, with public postings and review periods Project Schedule 2022 2023 City of Cupertino | Lawrence-Mitty Park and Trail Master Plan MIG Task MeetingOutreach Activity Document Deliverable *For clarity, only Significant Review Meetings are Shown - Exhibit B EXHIBIT C: Hourly Rates and Reimbursable Expenses Lawrence Mitty Park and Trail Master Plan, Cupertino, CA Unless specified otherwise, invoices are submitted monthly showing time and charges for professional services by staff category and a separate figure for expenses. Invoices are payable upon receipt. Invoices unpaid past 30 days are subject to interest at 1-1/2% per month. MIG Inc. labor includes all overhead. Hourly rates by position are noted below: Role $/hour Principal-in-Charge $225 Project Manager $165 Landscape Designer $110 Community Outreach Specialist $125 Project Assistant $80 Planner/Master Plan Advisor $165 CEQA/Environmental, Principal $220 CEQA/Environmental, Director $195 CEQA Project Manager $145 Senior Biologist/Senior Analyst $150 Biologist/Noise Analyst/GIS $115 Env. Project Associate $195 Expenses are as follows: Type Rate Automobile travel current IRS rate Meals cost + 5% Photocopy (letter and tabloid) $0.10/print Color copies (letter and tabloid) $0.50/print Commercial printing/plotting cost + 5% Subcontractors cost + 5% Other (lab tests, aerial photos, etc) cost + 5% Exh. D-Insurance Requirements for Design Professionals & Consultants 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 10 (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. OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultants Contracts 2 Form Updated Sept. 2019 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 11/22/2021 AssuredPartners Design Professionals Insurance Services,LLC 3697 Mt.Diablo Blvd Suite 230 Lafayette CA 94549 The Certfiicate Team CertsDesignPro@AssuredPartners.com License#:6003745 Berkley Insurance Company 32603 MIGINC0-01 Travelers Property Casualty Company of America 25674MIG,Inc. Moore Iacofano Goltsman,Inc. 800 Hearst Ave Berkeley CA 94710 The Travelers Indemnity Company of Connecticut 25682 1383047023 B X 1,000,000 X 1,000,000 X Contractual Liab 10,000 Included 1,000,000 2,000,000 X X Y Y 6801H899998 8/31/2021 8/31/2022 2,000,000 C 1,000,000 X X X Y Y BA0S579947 8/31/2021 8/31/2022 B X X 10,000,000YCUP0H7587628/31/2021Y 8/31/2022 10,000,000 X 0 B XYUB2L5539098/31/2021 8/31/2022 1,000,000 1,000,000 1,000,000 A Professional Liability N Y AEC904725003 8/31/2021 8/31/2022 Each Claim Annual Aggregate $3,000,000 $5,000,000 Umbrella Liability policy is a follow-form underlying General Liability/Auto Liability/Employers Liability. Re:Lawrence Mitty Park and Trail Master Plan The City of Cupertino,its City Council,officers,officials,employees,agents,servants and volunteers are named as an additional insured as respects general liability and auto liability as required per written contract or agreement.General Liability is Primary/Non-Contributory per policy form wording.Insurance coverage includes waiver of subrogation per the attached endorsement(s). 30 Days Notice of Cancellation City of Cupertino 10300 Torre Avenue Cupertino CA 95014 ÐÑÔ×ÝÇÒËÓÞÛÎæ COMMERCIAL GENERAL LIABILITY ÌØ×ÍÛÒÜÑÎÍÛÓÛÒÌÝØßÒÙÛÍÌØÛÐÑÔ×ÝÇòÐÔÛßÍÛÎÛßÜ×ÌÝßÎÛÚËÔÔÇò ̸·»²¼±®»³»²¬³±¼·º·»·²«®¿²½»°®±ª·¼»¼«²¼»®¬¸»º±´´±©·²¹æ ÝÑÓÓÛÎÝ×ßÔÙÛÒÛÎßÔÔ×ßÞ×Ô×ÌÇÝÑÊÛÎßÙÛÐßÎÌ ×²º±®³¿¬·±²®»¯«·®»¼¬±½±³°´»¬»¬¸·Í½¸»¼«´»ô·º²±¬¸±©²¿¾±ª»ô©·´´¾»¸±©²·²¬¸»Ü»½´¿®¿¬·±²ò ·¿³»²¼»¼¬±·²ó ´±½¿¬·±²¼»·¹²¿¬»¼¿²¼¼»½®·¾»¼·²¬¸»½¸»¼«´»±º ½´«¼»¿¿²¿¼¼·¬·±²¿´·²«®»¼¬¸»°»®±²ø÷±®±®ó ¬¸·»²¼±®»³»²¬°»®º±®³»¼º±®¬¸¿¬¿¼¼·¬·±²¿´·²ó ¹¿²·¦¿¬·±²ø÷¸±©²·²¬¸»Í½¸»¼«´»ô¾«¬±²´§©·¬¸ «®»¼¿²¼·²½´«¼»¼·²¬¸»þ°®±¼«½¬ó½±³°´»¬»¼±°»®¿ó ®»°»½¬¬±´·¿¾·´·¬§º±®þ¾±¼·´§·²¶«®§þ±®þ°®±°»®¬§¼¿³ó ¬·±²¸¿¦¿®¼þò ¿¹»þ½¿«»¼ô·²©¸±´»±®·²°¿®¬ô¾§þ§±«®©±®µþ¿¬¬¸» ×ÍÑЮ±°»®¬·»ôײ½òôîððì п¹»ï±ºï Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the "products- completed operations hazard", provided that such contract was signed and executed by you before, and is in effect when, the bodily injury or property damage occurs. Any project to which an applicable contract described in the Name of Additional Insured Person(s) or Organization(s) section of this Schedule applies. CG T8 02 XX XX DATE OF ISSUE: 6801H899998 08/31/2021 ÐÑÔ×ÝÇÒËÓÞÛÎ COMMERCIAL GENERAL LIABILITY ÌØ×ÍÛÒÜÑÎÍÛÓÛÒÌÝØßÒÙÛÍÌØÛÐÑÔ×ÝÇòÐÔÛßÍÛÎÛßÜ×ÌÝßÎÛÚËÔÔÇò ̸·»²¼±®»³»²¬³±¼·º·»·²«®¿²½»°®±ª·¼»¼«²¼»®¬¸»º±´´±©·²¹æ ÝÑÓÓÛÎÝ×ßÔÙÛÒÛÎßÔÔ×ßÞ×Ô×ÌÇÝÑÊÛÎßÙÛÐßÎÌ øײº±®³¿¬·±²®»¯«·®»¼¬±½±³°´»¬»¬¸·Í½¸»¼«´»ô·º²±¬¸±©²¿¾±ª»ô©·´´¾»¸±©²·²¬¸»Ü»½´¿®¿¬·±²ò÷ Í»½¬·±²×× É¸±×߲ײ«®»¼·¿³»²¼»¼¬±·²ó ̸··²«®¿²½»¼±»²±¬¿°°´§¬±þ¾±¼·´§·²¶«®§þ±® ½´«¼»¿¿²¿¼¼·¬·±²¿´·²«®»¼¬¸»°»®±²ø÷±® þ°®±°»®¬§¼¿³¿¹»þ±½½«®®·²¹ô±®°»®±²¿´·²¶«®§Œ ±®¹¿²·¦¿¬·±²ø÷¸±©²·²¬¸»Í½¸»¼«´»ô¾«¬±²´§ ±®¿¼ª»®¬··²¹·²¶«®§Œ¿®··²¹±«¬±º¿²±ºº»²» ©·¬¸®»°»½¬¬±´·¿¾·´·¬§º±®þ¾±¼·´§·²¶«®§þôþ°®±°»®¬§ ½±³³·¬¬»¼ô¿º¬»®æ ¼¿³¿¹»þôþ°»®±²¿´·²¶«®§Œ±®¿¼ª»®¬··²¹·²¶«®§þ ß´´©±®µô·²½´«¼·²¹³¿¬»®·¿´ô°¿®¬±®»¯«·°ó½¿«»¼ô·²©¸±´»±®·²°¿®¬ô¾§æ ³»²¬º«®²·¸»¼·²½±²²»½¬·±²©·¬¸«½¸©±®µô DZ«®¿½¬±®±³··±²å±®±²¬¸»°®±¶»½¬ø±¬¸»®¬¸¿²»®ª·½»ô³¿·²¬»ó ²¿²½»±®®»°¿·®÷¬±¾»°»®º±®³»¼¾§±®±²Ì¸»¿½¬±®±³··±²±º¬¸±»¿½¬·²¹±²§±«®¾»¸¿´º±º¬¸»¿¼¼·¬·±²¿´·²«®»¼ø÷¿¬¬¸»´±½¿ó¾»¸¿´ºå ¬·±²±º¬¸»½±ª»®»¼±°»®¿¬·±²¸¿¾»»²½±³ó·²¬¸»°»®º±®³¿²½»±º§±«®±²¹±·²¹±°»®¿¬·±²º±®°´»¬»¼å±®¬¸»¿¼¼·¬·±²¿´·²«®»¼ø÷¿¬¬¸»´±½¿¬·±²ø÷¼»·¹ó ̸¿¬°±®¬·±²±ºþ§±«®©±®µþ±«¬±º©¸·½¸¬¸»²¿¬»¼¿¾±ª»ò ·²¶«®§±®¼¿³¿¹»¿®·»¸¿¾»»²°«¬¬±·¬·²óÉ·¬¸®»°»½¬¬±¬¸»·²«®¿²½»¿ºº±®¼»¼¬±¬¸»»¬»²¼»¼«»¾§¿²§°»®±²±®±®¹¿²·¦¿¬·±²¿¼¼·¬·±²¿´·²«®»¼ô¬¸»º±´´±©·²¹¿¼¼·¬·±²¿´»¨½´«ó ±¬¸»®¬¸¿²¿²±¬¸»®½±²¬®¿½¬±®±®«¾½±²¬®¿½ó·±²¿°°´§æ ¬±®»²¹¿¹»¼·²°»®º±®³·²¹±°»®¿¬·±²º±®¿ °®·²½·°¿´¿¿°¿®¬±º¬¸»¿³»°®±¶»½¬ò ݱ°§®·¹¸¬îððë̸»Í¬òп«´Ì®¿ª»´»®Ý±³°¿²·»ôײ½òß´´®·¹¸¬®»»®ª»¼ò п¹»ï±ºï ײ½´«¼»½±°§®·¹¸¬»¼³¿¬»®·¿´±º×²«®¿²½»Í»®ª·½»Ñºº·½»ôײ½ò©·¬¸·¬°»®³··±²ò Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed by you before, and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. CG T8 01 XX XX DATE OF ISSUE: 6801H899998 08/31/2021 COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this methoo, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non-Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis. this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury'' or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit perioo we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation , and send us copies at such times as we may request. 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written not ice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V -DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, prooucts or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 © 2017 The Travelers Indemnity Company. All rights reserved. CG T1000219 Includes copyrighted material of Insurance Services Office, Inc. with its permiss ion. Policy #6801H899998 6801H8999986801H899998 COMMERCIAL GENERAL LIABILITY that is available to any of your "employees"occupational therapist or occupational for "bodily injury" that arises out of providingtherapy assistant, physical therapist or or failing to provide "incidental medicalspeech-language pathologist; or services" to any person to the extent not(b)First aid or "Good Samaritan services"subject to Paragraph 2.a.(1)of Section II –by any of your "employees" or "volunteer Who Is An Insured.workers", other than an employed or volunteer doctor. Any such "employees"K. MEDICAL PAYMENTS – INCREASED LIMIT or "volunteer workers" providing or failing The following replaces Paragraph 7.ofto provide first aid or "Good Samaritan SECTION III – LIMITS OF INSURANCE:services" during their work hours for you 7.Subject to Paragraph 5.above, the Medicalwill be deemed to be acting within the scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage C for all medical expenses of your business.because of "bodily injury" sustained by any one person, and will be the higher of:3.The following replaces the last sentence of Paragraph 5.of SECTION III – LIMITS OF a.$10,000; orINSURANCE: b.The amount shown in the Declarations ofFor the purposes of determining the this Coverage Part for Medical Expenseapplicable Each Occurrence Limit, all related Limit.acts or omissions committed in providing or failing to provide "incidental medical L. AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION – PROFESSIONAL LIABILITYservices" to any one person will be deemed The following is added to Paragraph 4.b.,to be one "occurrence".Excess Insurance, of SECTION IV –4.The following exclusion is added to COMMERCIAL GENERAL LIABILITYParagraph2.,Exclusions, of SECTION I –CONDITIONS: COVERAGES – COVERAGE A – BODILY This insurance is excess over any of the otherINJURY AND PROPERTY DAMAGE insurance, whether primary, excess, contingentLIABILITY:or on any other basis, that is ProfessionalSale Of Pharmaceuticals Liability or similar coverage, to the extent the "Bodily injury" or "property damage" arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage A or Coverage B. ordinance relating to the sale of M. BLANKET WAIVER OF SUBROGATION –pharmaceuticals committed by, or with the WHEN REQUIRED BY WRITTEN CONTRACTknowledge or consent of the insured.OR AGREEMENT5.The following is added to the DEFINITIONS The following is added to Paragraph 8.,TransferSection: Of Rights Of Recovery Against Others To Us,"Incidental medical services" means:of SECTION IV – COMMERCIAL GENERAL a.Medical, surgical, dental, laboratory, x-LIABILITY CONDITIONS: ray or nursing service or treatment,If the insured has agreed in a written contract oradvice or instruction, or the related agreement to waive that insured's right offurnishing of food or beverages; or recovery against any person or organization, we b.The furnishing or dispensing of drugs or waive our right of recovery against such personmedical, dental, or surgical supplies or or organization, but only for payments we makeappliances.because of: 6.The following is added to Paragraph 4.b.,a."Bodily injury" or "property damage" thatExcess Insurance, of SECTION IV –occurs; orCOMMERCIAL GENERAL LIABILITY b."Personal and advertising injury" caused byCONDITIONS: an offense that is committed;This insurance is excess over any valid and subsequent to the signing of that contract orcollectible other insurance, whether primary, excess, contingent or on any other basis,agreement. CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved.Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy #6801H899998 COMM RCI L AUTOE A T IS ENDORSEMENT CHANGES T E POLICY.PL ASE READ IT CAREFULLY.H H E BLANKET ADDITIONAL INSURED Thi e dorseme t m d fie i surance prov ded under he f l o ing:s n n o i s n i t o l w BUS NE S A TO OV RAGE F RMI S U C E O M TO CA RI R COV RA E F RMO R R E E G O The fo lo ing i added to Parag aphl w s r c.in A.1.,Who be ween you and that pe son or organiza ion,that istrt Is An Insu edr,of SECTION II CO E ED AU OV R T S si ned by yo be o e the "bodi y injury or "prope tyg u f r l " r L ABI I Y CO E AGEI L T V R in the BUSIN SS AUTE O dam ge occur and that is in ef e t during the pol cya " s f c i CO ERAGE FO MVR and Pa agraphr e.in A.1.,Who Is pe iod,to nam as an addi ional insured fo Cov redretr e An Insu edr,of SECT ON II CO ERED AU OIV T S Auto Liabil ty Cov rage,but o ly fo dam ges tos i e n r a L ABI I Y CO ERAGEI L T V in the MOT R CARRIEOR whi h this insurance applie an only to the ex ent ocs d t f CO ERAGE FO MVR,whichev r Co erage Form i that perso 's o o ganizat o 'se v s n r r i n lia il ty fo the co ductb i r n pa t o y ur poli y o anot er "in ured".r f o c :f h s Thi i cl de any perso or organi ation who you ares n u s n z re ui ed unde a written cont a t o ag ee entq r r r c r r m CA 4 37 2 16T 0 ©2016 The Travelers Indemnity Company.All rights reserved.Page 1 of 1 Includes copyrighted material of nsurance Services OfIf ce,Inc.with its permis ion.i s Policy:BA0S579947 Policy#: BA0S579947 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5.,Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us,of the prior to any "accident"or "loss",provided that the CONDITIONS Section:"accident"or "loss"arises out of the operations 5.Transfer Of Rights Of Recovery Against Oth-contemplated by such contract.The waiver ap- ers To Us plies only to the person or organization desig- nated in such contract.We waive any right of recovery we may have against any person or organization to the extent CA T3 40 02 15 ©2015 The Travelers Indemnity Company.All rights reserved.Page 1 of 1 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy #BA0S579947 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76 (A) POLICY NUMBER: WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT CALIFORNIA (BLANKET WAIVER) We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be %of the California workers'compensation pre- mium. Schedule Person or Organization Job Description This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Insurance Company Countersigned by DATE OF ISSUE:Page 1 of 1 Any Person or organization for which the insured has agreed by written contract executed prior to loss to furnish this waiver. UB2L553909 Travelers Property Casualty Company of America 11/22/2021 SIGNED_MIG for Completion of the Lawrence- Mitty Park and Trail Master Plan Final Audit Report 2021-12-10 Created:2021-12-09 By:Julia Kinst (juliak@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAR6Xfzh4HEGO82rG31HaD5pFnh_jwo4_5 "SIGNED_MIG for Completion of the Lawrence-Mitty Park and T rail Master Plan" History Document created by Julia Kinst (juliak@cupertino.org) 2021-12-09 - 6:44:20 PM GMT- IP address: 64.165.34.3 Document approved by Julia Kinst (juliak@cupertino.org) Approval Date: 2021-12-09 - 6:46:26 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2021-12-09 - 6:46:37 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2021-12-09 - 11:46:38 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Christopher D. Jensen (christopherj@cupertino.org) for signature 2021-12-09 - 11:46:40 PM GMT Email viewed by Christopher D. Jensen (christopherj@cupertino.org) 2021-12-10 - 0:10:03 AM GMT- IP address: 172.225.89.120 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2021-12-10 - 1:44:16 AM GMT - Time Source: server- IP address: 136.24.42.212 Document emailed to Dianne Thompson (she/her) (diannet@cupertino.org) for signature 2021-12-10 - 1:44:19 AM GMT Email viewed by Dianne Thompson (she/her) (diannet@cupertino.org) 2021-12-10 - 3:22:41 AM GMT- IP address: 104.28.123.182 Document e-signed by Dianne Thompson (she/her) (diannet@cupertino.org) Signature Date: 2021-12-10 - 3:26:12 AM GMT - Time Source: server- IP address: 99.179.16.200 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2021-12-10 - 3:26:14 AM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2021-12-10 - 4:33:36 AM GMT- IP address: 104.28.124.182 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2021-12-10 - 4:33:47 AM GMT - Time Source: server- IP address: 69.110.137.176 Agreement completed. 2021-12-10 - 4:33:47 AM GMT