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21-219 Amendment #2 dated 9-12-22 Freyer & Laureta, Inc for Memorial Park Pond Removal Engineering & Landscape Design Services1 SECOND AMENDMENT TO AGREEMENT 350 BETWEEN THE CITY OF CUPERTINO AND FREYER & LAURETA, INC., FOR MEMORIAL PARK POND REMOVAL ENGINEERING & LANDSCAPE DESIGN SERVICES This Second Amendment to Agreement 350 between the City of Cupertino and Freyer & Laureta, Inc., is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and Freyer & Laureta, Inc., a Corporation (“Contractor”) whose address is 150 Executive Park Blvd, Suite 4200, San Francisco, CA 94134, and is made with reference to the following: RECITALS: A. On September 29, 2021 Agreement 350 (“Agreement”) was entered into by and between City and Contractor for Memorial Park Pond Removal Engineering & Landscape Design Services; and B. The City and the Consultant entered into a First Amended Agreement for Memorial Park Pond Removal Engineering & Landscape Design Services (“First Amended Agreement”) effective February 8, 2022; and C. City and Contractor desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. Paragraph 4.1 Maximum Compensation of the Agreement is modified to read as follows: City will pay Consultant for satisfactory performance of the Basic Services and Additional Services, if approve, a cumulative total amount that will be capped so as not to exceed $174,700.00 (“Contract Price”), in addition to 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. Exhibits A and A-1 of the Agreement are modified to include Exhibit A-2, Additional Services, attached hereto. 2. Paragraph 4.2 Additional Services of the Agreement is modified to read as follows: City has the discretion, but not the obligation, to authorize Additional Services up to an amount not to exceed $53,200.00. Additional Services provided to City’s reasonable satisfaction will be compensated on a lump sum basis or based on time and expenses, in accordance with 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. Exhibits A and A-1of the Agreement is modified to include Exhibit A-2, Additional Services, attached hereto. 2 3. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CITY OF CUPERTINO By Title Date APPROVED AS TO FORM City Attorney ATTEST: City Clerk Date FREYER & LAURETA, INC. By Title Date EXPENDITURE DISTRIBUTION Item PO Number Amount Original Agreement $121,500.00 Amendment #1 $4,400.00 Amendment #2 $48,800.00 Total $174,700.00 President Sep 12, 2022 Christopher D. Jensen Director of Public Works Sep 12, 2022 Sep 12, 2022 Headquarters: North Bay Office: East Bay Office: 150 Executive Park Blvd, Suite 4200 505 San Marin Drive, Suite A220 825 Washington Street, Suite 237 San Francisco, CA 94134 Novato, CA 94945 Oakland, CA 94607 Tel: (415) 534-7070 Tel: (415) 534-7070 Tel: (510) 937-2310 www.freyerlaureta.com CIVIL ENGINEERS • SURVEYORS • CONSTRUCTION MANAGERS August 23, 2022 Ms. Ayano Hattori Project Manager Public Works City of Cupertino 10300 Torre Avenue Cupertino, CA 95014-3202 RE: BOUNDARY AND TOPOGRAPHIC SURVEY MEMORIAL PARK, CUPERTINO, CA Dear Ayano, Thank you very much for the opportunity to present this proposal to you for surveying services for Memorial Park. We propose the following Scope of Services: BASIC SERVICES The intent of this Proposal is to provide surveying services to define the property boundary and provide full site topographic survey. The proposed scope of our responsibilities is outlined be- low. Task I: Boundary and Pre-Pond Repurposing Topographic Survey Freyer & Laureta (F&L) will conduct a topographic and boundary survey of the subject park, which we understand is comprised of three separate parcels. The survey will be conducted based on current title reports for each parcel provided by the City. Boundary and topographic survey will conform to the following requirements: Research and Plot Offsite Utilities •F&L will contact utility companies to obtain system maps. System maps will be used to help validate offsite utility field survey. On-site Underground Utility Locating •Site utilities will be located by Ground Penetrating Radar Surveys. We do not propose potholing as a part of this work. Boundary Survey will be conducted as follows: •Based on the current title reports, Freyer & Laureta will locate property lines shown in that document by field survey. Exhibit A-2 - Additional Services August 23, 2022 Page 2 of 3 FREYER & LAURETA, INC. •Boundary mapping will be performed to close the boundary of the property. Research & Plot Onsite Easements •Based on the current title reports, Freyer & Laureta will locate easements shown in those documents. Topographic Survey - Existing outside of the pond area •Topographic survey will be performed for areas outside of the pond area as needed to master plan the park. •Vertical control will be based on NAVD 88 benchmark and California Coordinates which is the same control used for the current pond project. •Inverts, pipe sizes and direction of flow will be collected for gravity utilities (storm drains/sewers, manholes, and catch basins). •Visible improvements, utilities, and existing U.S.A. markings within the project area will be located. •Utility research will be performed, and utility locations interpreted from utility company system drawings will be drawn onto the survey base. •Survey information will be translated to AutoCad drawings and stitched to existing survey performed by F&L for the pond area. Task II: Post-Pond Repurposing Topographic Survey Freyer & Laureta (F&L) will conduct a topographic survey of the repurposed pond area and stitch to survey performed in Task I. Assumptions •The scope of services does not include payment of any fees. •F&L will not obtain Title Reports. It is understood that we will receive Title Reports with supporting information from the City. •Setting property corners or monuments is not included in our proposal. August 23, 2022 Page 3 of 3 FREYER & LAURETA, INC. COMPENSATION We propose to provide our professional services on a lump sum basis as follows: Work Task Fee Task I: Boundary and Topographic Survey $37,300 Breakdown: Research & Plot Offsite Utilities $3,500 Underground Utility Locating $7,000 Boundary Survey/Record of Survey $8,000 Research & Plot Onsite Easements $2,800 Topographic Survey - Existing outside of the pond area $16,000 Task II: Topographic Survey – Post-Pond Repurposing $11,500 TOTAL $48,800 Thank you again for the opportunity of submitting this proposal to you. If you have any ques- tions, please feel free to call us. Sincerely, FREYER & LAURETA, INC. Richard J. Laureta, P.E. President 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 6/3/2022 (HD)Heffernan Insurance Brokers 1350 Carlback Avenue Walnut Creek CA 94596 Elizabeth Lee 925-934-8500 925-934-8278 elizabethl@heffins.com Hanover American Insurance Company 36064 FREY&LA-02 Travelers Casualty and Surety Company of America 31194Freyer&Laureta,Inc. 150 Executive Park Blvd,Suite 4200 San Francisco CA 94134 Allmerica Financial Benefit Insurance Company 41840 The Hanover Insurance Company 22292 1104426553 A X 2,000,000 X 100,000 10,000 2,000,000 4,000,000 X Y Y ZZFH80857800 10/19/2021 10/19/2022 4,000,000 C 1,000,000 X Y Y AWF910222712 6/25/2022 6/25/2023 D X X 5,000,000YUHFH8085790010/19/2021Y 10/19/2022 5,000,000 A XYWZF9120231126/7/2022 6/7/2023 1,000,000 1,000,000 1,000,000 B B Professional Liability (E&O) Crime/Employee Theft 105305036 107372060 6/25/2022 1/14/2022 6/25/2023 1/14/2023 PER CLAIM/AGGREGATE AGGREGATE $5,000,000 $1,000,000 The City of Cupertino,its City Council,officers,officials,employees,agents,servants and volunteers are included as an additional insured on a primary and non-contributory basis on the General Liability and Automobile Liability policies per the attached endorsements,if required.Waiver of Subrogation is included on General Liability,Auto Liability and Workers Compensation per the attached endorsement,if required. City of Cupertino 10300 Torre Avenue Cupertino CA 95014 6/7/2022 Freyer & Laureta, Inc. POLICY NUMBER: AWF-9102227-12 POLICY NUMBER: AWF-9102227-12 6/25/2022 Freyer & Laureta, Inc. POLICY NUMBER: AWF-9102227-12 421-2915 06 15 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 4 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY BROADENING ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SUMMARY OF COVERAGES 1. Additional Insured by Contract, Agreement or Permit Included 2. Additional Insured – Primary and Non-Contributory Included 3. Blanket Waiver of Subrogation Included 4. Bodily Injury Redefined Included 5. Broad Form Property Damage – Borrowed Equipment, Customers Goods & Use of Elevators Included 6. Knowledge of Occurrence Included 7. Liberalization Clause lncluded 8. Medical Payments – Extended Reporting Period Included 9. Newly Acquired or Formed Organizations - Covered until end of policy period Included 10. Non-owned Watercraft 51 ft. 11. Supplementary Payments Increased Limits - Bail Bonds $2,500 - Loss of Earnings $1000 12. Unintentional Failure to Disclose Hazards Included 13. Unintentional Failure to Notify Included This endorsement amends coverages provided under the Commercial General Liability Coverage Part through new coverages, higher limits and broader coverage grants. 1. Additional Insured by Contract, Agreement or Permit The following is added to SECTION II – WHO IS AN INSURED: Additional Insured by Contract, Agreement or Permit a. Any person or organization with whom you agreed in a written contract, written agreement or permit that such person or organization to add an additional insured on your policy is an additional insured only with respect to liability for “bodily injury”, “property damage”, or “personal and advertising injury” caused, in whole or in part, by your acts or omissions, or the acts or omissions of those acting on your behalf, but only with respect to: (1) "Your work" for the additional insured(s) designated in the contract, agreement or permit; (2) Premises you own, rent, lease or occupy; or (3) Your maintenance, operation or use of equipment leased to you. b. The insurance afforded to such additional insured described above: (1) Only applies to the extent permitted by law; and (2) Will not be broader than the insurance which you are required by the contract, agreement or permit to provide for such additional insured. ZZF H808578 00 5701464 421-2915 06 15 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 4 (3) Applies on a primary basis if that is required by the written contract, written agreement or permit. (4) Will not be broader than coverage provided to any other insured. (5) Does not apply if the “bodily injury”, “property damage” or “personal and advertising injury” is otherwise excluded from coverage under this Coverage Part, including any endorsements thereto. c. This provision does not apply: (1) Unless the written contract or written agreement was executed or permit was issued prior to the "bodily injury”, “property damage", or "personal injury and advertising injury". (2) To any person or organization included as an insured by another endorsement issued by us and made part of this Coverage Part. (3) To any lessor of equipment: (a) After the equipment lease expires; or (b) If the “bodily injury”, “property damage”, “personal and advertising injury” arises out of sole negligence of the lessor (4) To any: (a) Owners or other interests from . whom land has been leased which takes place after the lease for the land ex- pires; or (b) Managers or lessors of premises if: (i) The occurrence takes place after you cease to be a tenant in that premises; or (ii) The "bodily injury", "property damage", "personal injury" or "advertising injury" arises out of structural alterations, new con- struction or demolition operations performed by or on behalf of the manager or lessor. (5) To “bodily injury”, “property damage” or “personal and advertising injury” arising out of the rendering of or the failure to render any professional services. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the “occurrence” which caused the “bodily injury” or “property damage” or the offense which caused the “personal and advertising injury” involved the rendering of or failure to render any professional services by or for you. d. With respect to the insurance afforded to these additional insureds, the following is added to SECTION III – LIMITS OF INSURANCE: The most we will pay on behalf of the additional insured for a covered claim is the lesser of the amount of insurance: 1. Required by the contract, agreement or permit described in Paragraph a.; or 2. Available under the applicable Limits of Insurance shown in the Declarations. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. 2. Additional Insured – Primary and Non- Contributory The following is added to SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 4. Other insurance: Additional Insured – Primary and Non- Contributory If you agree in a written contract, written agreement or permit that the insurance provided to any person or organization included as an Additional Insured under SECTION II – WHO IS AN INSURED, is primary and non-contributory, the following applies: If other valid and collectible insurance is available to the Additional Insured for a loss covered under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary to other insurance that is available to the Additional Insured which covers the Additional Insured as a Named Insured. We will not seek contribution from any other insurance available to the Additional Insured except: (1) For the sole negligence of the Additional Insured; (2) W hen the Additional Insured is an Additional Insured under another primary liability policy; or (3) when b. below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in c. below. ZZF H808578 00 5701464 421-2915 06 15 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 4 b. Excess Insurance (1) This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (b) That is Fire insurance for premises rented to the Additional Insured or temporarily occupied by the Additional Insured with permission of the owner; (c) That is insurance purchased by the Additional Insured to cover the Additional Insured’s liability as a tenant for "property damage" to premises rented to the Additional Insured or temporarily occupied by the Additional with permission of the owner; or (d) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of SECTION I – COVERAGE A – BODILY INURY AND PROPERTY DAMAGE LIABILITY. (2) When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. (3) When this insurance is excess over other Insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. 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 method, 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 3. Blanket Waiver of Subrogation The following is added to SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against any person or organization with whom you have a written contract that requires such waiver because of payments we make for damage under this coverage form. The damage must arise out of your activities under a written contract with that person or organization. This waiver applies only to the extent that subrogation is waived under a written contract executed prior to the “occurrence” or offense giving rise to such payments. 4. Bodily Injury Redefined SECTION V – DEFINITIONS, Definition 3. “bodily injury” is replaced by the following: 3. “Bodily injury” means bodily injury, sickness or disease sustained by a person including death resulting from any of these at any time. “Bodily injury” includes mental anguish or other mental injury resulting from “bodily injury”. 5. Broad Form Property Damage – Borrowed Equipment, Customers Goods, Use of Elevators a. SECTION I – COVERAGES, COVERAGE A – BODILIY INJURY AND PROPERTY DAMAGE LIABILITY, Paragraph 2. Exclusions subparagraph j. is amended as follows: Paragraph (4) does not apply to "property damage" to borrowed equipment while at a jobsite and not being used to perform operations. Paragraphs (3), (4) and (6) do not apply to "property damage" to "customers goods" while on your premises nor do they apply to the use of elevators at premises you own, rent, lease or occupy. b. The following is added to SECTION V – DEFINTIONS: 24. "Customers goods" means property of your customer on your premises for the purpose of being: ZZF H808578 00 5701464 421-2915 06 15 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 4 of 4 a. worked on; or b. used in your manufacturing process. c. The insurance afforded under this provision is excess over any other valid and collectible property insurance (including deductible) available to the insured whether primary, excess, contingent 6. Knowledge of Occurrence The following is added to SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. Duties in the Event of Occurrence, Offense, Claim or Suit: e. Notice of an "occurrence", offense, claim or "suit" will be considered knowledge of the insured if reported to an individual named insured, partner, executive officer or an "employee" designated by you to give us such a notice. 7. Liberalization Clause The following is added to SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS: Liberalization Clause If we adopt any revision that would broaden the coverage under this Coverage Form without additional premium, within 45 days prior to or during the policy period, the broadened coverage will immediately apply to this Coverage Part. 8. Medical Payments – Extended Reporting Period a. SECTION I – COVERAGES, COVERAGE C – MEDICAL PAYMENTS, Paragraph 1. Insuring Agreement, subparagraph a.(3)(b) is replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident; and b. This coverage does not apply if COVERAGE C – MEDICAL PAYMENTS is excluded either by the provisions of the Coverage Part or by endorsement. 9. Newly Acquired Or Formed Organizations SECTION II – WHO IS AN INSURED, Paragraph 3.a. is replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 10. Non-Owned Watercraft SECTION I – COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Paragraph 2. Exclusions, subparagraph g.(2) is replaced by the following: g. Aircraft, Auto Or Watercraft (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person who, with your consent, either uses or is responsible for the use of a watercraft. 11. Supplementary Payments Increased Limits SECTION I – SUPPLEMENTARY PAYMENTS COVERAGES A AND B, Paragraphs 1.b. and 1.d. are replaced by the following: 1.b. Up to $2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 1.d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or “suit", including actual loss of earnings up to $1000 a day because of time off from work. 12. Unintentional Failure to Disclose Hazards The following is added to SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 6. Representations: We will not disclaim coverage under this Coverage Part if you fail to disclose all hazards existing as of the inception date of the policy provided such failure is not intentional. 13. Unintentional Failure to Notify The following is added to SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. Duties in the Event of Occurrence, Offense, Claim or Suit: Your rights afforded under this policy shall not be prejudiced if you fail to give us notice of an "occurrence", offense, claim or "suit", solely due to your reasonable and documented belief that the "bodily injury" or "property damage" is not covered under this policy. ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED. ZZF H808578 00 5701464 1 FIRST AMENDMENT TO AGREEMENT 350 BETWEEN THE CITY OF CUPERTINO AND FREYER & LAURETA, INC., FOR MEMORIAL PARK POND REMOVAL ENGINEERING & LANDSCAPE DESIGN SERVICES This First Amendment to Agreement 350 between the City of Cupertino and Freyer & Laureta, Inc., is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and Freyer & Laureta, Inc., a Corporation (“Contractor”) whose address is 150 Executive Park Blvd., Suite 4200, San Francisco, CA 94134, and is made with reference to the following: RECITALS: On September 29, 2021 Agreement 350 (“Agreement”) was entered into by and between City and Contractor for Memorial Park Pond Removal Engineering & Landscape Design Services. A. City and Contractor desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: 1. Paragraph 4.1 Maximum Compensation of the Agreement is modified to read as follows: City will pay Consultant for satisfactory performance of the Basic Services and Additional Services, if approve, a cumulative total amount that will be capped so as not to exceed $125,900.00 (“Contract Price”), in addition to 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. Exhibit A of the Agreement is modified to include Exhibit A-1, Additional Services, attached hereto. 2. Paragraph 4.2 Additional Services of the Agreement is modified to read as follows: City has the discretion, but not the obligation, to authorize Additional Services up to an amount not to exceed $4,400.00. Additional Services provided to City’s reasonable satisfaction will be compensated on a lump sum basis or based on time and expenses, in accordance with 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. Exhibit A of the Agreement is modified to include Exhibit A-1, Additional Services, attached hereto. 3. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. SIGNATURES CONTINUE ON THE FOLLOWING PAGE 2 IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CITY OF CUPERTINO By Title Date APPROVED AS TO FORM City Attorney ATTEST: City Clerk Date FREYER & LAURETA, INC. By Title Date EXPENDITURE DISTRIBUTION Item PO Number Amount Original Agreement $121,500.00 Amendment #1 $4,400.00 Total $125,900.00 Richard Laureta President Feb 8, 2022 Christopher D. Jensen Acting Director of Public Works Feb 8, 2022 Feb 8, 2022 Headquarters: North Bay Office: East Bay Office: 150 Executive Park Blvd, Suite 4200 505 San Marin Drive, Suite A220 825 Washington Street, Suite 237 San Francisco, CA 94134 Novato, CA 94945 Oakland, CA 94607 Tel: (415) 534-7070 Tel: (415) 534-7070 Tel: (510) 937-2310 www.freyerlaureta.com CIVIL ENGINEERS • SURVEYORS • CONSTRUCTION MANAGERS February 3, 2022 Mr. Chad Mosley Assistant Director/City Engineer Public Works City of Cupertino 10300 Torre Avenue Cupertino, CA 95014-3202 Re: ADDITIONAL IRRIGATION AND PLANTING DESIGN PROPOSAL MEMORIAL PARK POND REMOVAL PROJECT Dear Mr. Mosley, Our team meeting with the City was helpful to understand the City’s desire to integrate the new irrigation in the pond infill areas with the existing park irrigation system in a manner that will simplify park maintenance. This would be achieved by splitting Memorial Park roughly in half to create two irrigation zones with a separate water service point for each zone. The de- sign process would require additional field review of the existing irrigation system that was not anticipated when we originally scoped the project. In addition to irrigation items, the City’s comments on the 50% submittal also request expanded limits of shrub and groundcover planting, which will require more design effort to select, and layout plants compared to the lim- ited amount of container planting that was originally scoped. We propose the following tasks to implement the irrigation and planting design changes as described above. Items shown in bold-face italics are documents that would be prepared as part of our subconsultants additional tasks. Scope Site Meeting: Meet with City maintenance staff on-site to verify the number and location of existing valves throughout the park (which will suggest an approximate routing of the existing mainline). City staff to operate each valve to determine the approximate limit of coverage. Document field notes to create a zone map of the existing system showing mainline routing and approximate limits of each valve. Submit map to the City in electronic format for future reference. Irrigation Schematic: Utilize information gathered during the site meeting to prepare a sche- matic irrigation plan indicating how the existing park irrigation system will be split into two Exhibit A-1 Additional Services Mr. Chad Mosley Page 2 of 2 February 3, 2022 FREYER & LAURETA, INC. separate water service points and be integrated with new irrigation valves in the pond area. Submit plan in electronic format for City review. 90% and Final Submittals: Upon receiving comments from the City on the irrigation sche- matic, revise the irrigation plan to include modifications to the existing park irrigation system. It is anticipated that a new irrigation plan sheet will be necessary to show the entire park. Re- vise the planting plan to show additional shrub and groundcover planting as indicated in the City’s 50% submittal comments. Construction Administration: Supplement existing Bidding and Construction Administration budget to allow for additional contractor RFI responses during construction that are associated with modifications to the existing irrigation system. Proposed Fee Schedule All work will be on a time and materials (t&m) basis not to exceed $4,400 for the landscape items described above. The added civil engineering scope and project management cost as- sociated with the work described above will be performed at no additional cost to the City. Chad, thank you for allowing us to submit this add services proposal to you and for your consid- eration. If you have any questions, please feel free to call us. Sincerely, FREYER & LAURETA, INC. Richard J. Laureta, P.E. President Memorial Park Pond Removal Engineering & Landscape Design Services 1 of 11 Design Professional Agr (Single) / August 2021 DESIGN PROFESSIONAL SERVICES AGREEMENT (SINGLE) WITH FREYER & LAURETA, INC 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Freyer & Laureta, Inc (“Consultant”), a Corporation for Memorial Park Pond Removal Engineering & Landscape Design Services (“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, 2022, 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 Memorial Park Pond Removal Engineering & Landscape Design Services 2 of 11 Design Professional Agr (Single) / August 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 $121,500.00 (“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 $121,500.00 (“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. Memorial Park Pond Removal Engineering & Landscape Design Services 3 of 11 Design Professional Agr (Single) / August 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 Memorial Park Pond Removal Engineering & Landscape Design Services 4 of 11 Design Professional Agr (Single) / August 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 Memorial Park Pond Removal Engineering & Landscape Design Services 5 of 11 Design Professional Agr (Single) / August 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. 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 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 Memorial Park Pond Removal Engineering & Landscape Design Services 6 of 11 Design Professional Agr (Single) / August 2021 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. 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. Memorial Park Pond Removal Engineering & Landscape Design Services 7 of 11 Design Professional Agr (Single) / August 2021 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 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. Memorial Park Pond Removal Engineering & Landscape Design Services 8 of 11 Design Professional Agr (Single) / August 2021 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 Chad Mosley, 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 Rich J. Laureta, P.E., 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. 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 Memorial Park Pond Removal Engineering & Landscape Design Services 9 of 11 Design Professional Agr (Single) / August 2021 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. 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. Memorial Park Pond Removal Engineering & Landscape Design Services 10 of 11 Design Professional Agr (Single) / August 2021 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: Chad Mosley Email: chadm@cupertino.org To Consultant: Freyer & Laureta, Inc 150 Executive Park Blvd, Suite 4200 San Francisco, CA 94134 Attention: Rich J. Laureta, P.E. Email: laureta@freyerlaureta.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. SIGNATURES CONTINUE ON THE FOLLOWING PAGE Memorial Park Pond Removal Engineering & Landscape Design Services 11 of 11 Design Professional Agr (Single) / August 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 FREYER & LAURETA, 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 President Sep 29, 2021 Richard Laureta Christopher D. Jensen Sep 29, 2021 Director of Public Works Roger Lee Sep 29, 2021 San Francisco Office: San Mateo Office: Oakland Office: 150 Executive Park Blvd., #4200 144 North San Mateo Drive 825 Washington St., #237 San Francisco, CA 94134 San Mateo, CA 94401 Oakland, CA 94607 CIVIL ENGINEERS • SURVEYORS • CONSTRUCTION MANAGERS September 16, 2021 Mr. Chad Mosley Assistant Director/City Engineer Public Works City of Cupertino 10300 Torre Avenue Cupertino, CA 95014-3202 Re: ENGINEERING AND LANDSCAPE DESIGN SERVICES PROPOSAL MEMORIAL PARK POND REMOVAL PROJECT Dear Mr. Mosley, Thank you for your proposal request to provide engineering design, landscape design, and surveying services for the pond removal project at Memorial Park. We look forward to the op- portunity of working with you toward a successful project. Below is our Project Understand- ing, Description of Services, and Fee Schedule for this project. Understanding We understand the City of Cupertino would like to remove the concrete lined pond at Memorial Park and replace its footprint with approximately 1.6 acres of new landscaping. Improvements are as described in the attached Description of Improvements exhibit prepared by the City. The City asked Freyer & Laureta, Inc. (F&L) to submit a proposal for the preparation of construction documents for the improvements which includes, demolition, grading and drainage, landscape, and irrigation de- sign to support elements of the project. Scope of Work will include the preparation of a topographic survey of the area and the preparation of documents detailing demolition, erosion control, grading, drainage, and landscape. We understand that most of the landscape area will be turf, with a small amount of drought tolerant container plantings. Under contract to F&L, Callander Associates (CALA) will prepare plans and specifications for landscape improvements. Description of Services We propose the following engineering, landscape design, and surveying services. Task I: Project Management and Coordination • F&L and CALA will attend a virtual kickoff meeting and follow up meeting to start coordi- nating for this project and discuss overall goals and anticipated design elements. Exhibits A, B & C Mr. Chad Mosley Page 2 of 4 September 16, 2021 FREYER & LAURETA, INC. • F&L will provide QA/QC and monitor schedule and budget. Task II: Site Investigation, Data Collection, Research/Study • Topographic survey will be performed for the site using a combination of aerial survey and ground surveys as needed to design the improvements for the project. • Vertical control will be based on NAVD 88 benchmark and California Coordinates. • Inverts, pipe sizes and direction of flow will be collected for gravity utilities (storm drains/sewers, manholes, and catch basins). • Visible improvements, pond limits, utilities, and existing U.S.A. markings within the project area will be located. • Utility research will be performed, and utility locations interpreted from utility company system drawings will be drawn onto the survey base. • Survey information will be translated to AutoCad drawings for use in the design effort. • Confirm available irrigation record drawings and appropriate contact for site investiga- tion. With survey base files and irrigation record drawings in-hand, meet with City staff to confirm layout and operation of existing irrigation system. Verify preferences for irri- gation equipment and identify potential points of connection. Take note of overall site features and existing landscape conditions. Photo document site for reference during plan development. • Assist the City in selecting a coring contractor (coring contractor to contract directly with the City). Task III: Concept Design • Concept Plans (50% Submittal): Prepare concept plans that illustrate proposed im- provements. Plans to be prepared in AutoCAD using the project topo base file and shall consist of the following: o Conceptual Demolition Plan: Highlighting areas of removal and areas to be pro- tected in place. o Conceptual Grading and Drainage Plan: Showing proposed grading and drain- age concepts. o Conceptual Irrigation Plan: Identifying irrigation equipment list, points of connec- tion, and limits of new irrigation zones. o Conceptual Planting Plan: Identifying plant list, landscape boulder type and loca- tions, extent of turf areas, and areas of shrub and groundcover massings. Add limited color to above drawings to assist in communicating proposed improve- ments. • Prepare a cost estimate for elements with unit costs and quantities of each item. Sub- mit plans and estimate as digital file for review by the City. • Review Meeting: Participate in a single virtual meeting with you and City staff to review the concept plans, respond to questions, and collect comments. Mr. Chad Mosley Page 3 of 4 September 16, 2021 FREYER & LAURETA, INC. Task IV: Construction Documents • 90% Submittal: Prepare construction drawings to a 90% level of completion that incor- porate comments received on concept plans. Plans sheets to include the following: o Title Sheet o General Notes o Topographic Survey Drawing o Demolition Plans o Grading and Drainage Plans o Grading and Drainage Details o Erosion Control Plan o Irrigation Plans o Landscape Documentation with calculations to comply with the City’s Water Effi- cient Landscape Ordinance o Planting Plans o Landscape Details • Prepare technical specifications for the project. • Update cost estimate to reflect revised plans. • Submit above documents to you as digital files for review by the City. • Review Meeting: Participate in a single virtual meeting with you and City staff to review comments on the 90% submittal. • Final Submittal: Based on comments received on the 90% submittal, update plans, specifications, and the cost estimate to create final bid documents. Submit digitally signed and stamped pdf files to the City for incorporating into the overall bid package. Task V: As Needed Bid Support and Construction Administration Bid Support and Construction Administration services will be provided to assist the City in obtaining construction work that is in substantial conformance to the contract documents. Our services will consist of the following: • Attend Pre-Bid Meeting and respond to any contractor request for information during the bid period. • Interpretation of contract documents, review of extra work requests, review of shop drawings and other contractor submittals. • When requested, site visits will be made to resolve field issues. We have included 2 site visits in our fee proposal. • Transfer Contractor As-Builts into AutoCAD drawings for City archiving. • Provide project close-out support. Reimbursable Expenses In addition to billing for the above services, we would bill for all printing and reproduction, delivery, mileage, subconsultant administration and other reimbursable expenses associated with the project. Mr. Chad Mosley Page 4 of 4 September 16, 2021 FREYER & LAURETA, INC. Exclusions This proposal has the following exclusions: • The scope of services does not include payment of any permit fees. • Geotechnical Investigation is not included in this proposal. • Construction staking. • Meetings in excess as those listed in this proposal. Proposed Fee Schedule All work will be on a time and materials (t&m) basis per Table 1 – Estimated Budget for Design Services, not to exceed the following limits without City authorization: Task I: Project Management and Coordination $6,600 Task II: Site Investigation, Data Collection, Record Research $26,400 Task III: Concept Design $29,700 Task IV: Construction Documents $44,100 Task V: As-Needed Bid Support and Construction Administration $14,700 $121,500 Chad, thank you for allowing us to submit this proposal to you and for your consideration. If you have any questions, please feel free to call us. Sincerely, FREYER & LAURETA, INC. Richard J. Laureta, P.E. President MEMORIAL PARK POND REMOVAL PROJECT ESTIMATED EXPENSES AND ADMINISTRATION ESTIMATED COST LABOR (Hours) TOTAL Personnel & Rates ($/hr) TOTAL UNIT QNTY UNIT 5% COST SUB F& L A d m i n i s t r a t i v e 2- M a n S u r v e y C r e w F& L P r o j e c t M a n a g e r F& L P r i n c i p a l CA P r i n c i p a l CA P r o j e c t M a n a g e r I CA D e s i g n e r 1 CA A d m i n i s t r a t o r LABOR COST ($) COST ($) MARKUP ($) PER ITEM ($) TOTALS ($) 85 400 205 235 228 171 141 118 Task I: Project Management and Coordination Kickoff Meetings 4114 $1,967 $1,967 Monitor budget and project schedule 44 $1,160 $1,160 QA/QC 8 $1,824 $1,824 Monthly progress and cost summary report, invoices 442 $1,630 $1,630 Subtotal Labor Hours - Task I $6,581 Estimated Cost - Task I $6,600 Task II: Site Investigation, Data Collection, Record Research Review existing records, drawings, limits of project, field reconnaissance 41 $3,215 $3,215 Perform field investigation and survey of project area 30 4 2 8 8 $17,946 $17,946 Develop design base map 21 $2,805 $2,805 Concrete coring assistance 22 $1,406 $1,406 Reimbursables $1,000 Subtotal Labor Hours - Task II $25,372 $26,400 Task III: Concept Design 50% Concept Plans 24 8 2 12 32 1 $27,438 $27,438 Review Meeting 2112 $1,215 $1,215 Reimbursables $1,000 Subtotal Labor Hours - Task III $28,653 $29,700 Task IV: Construction Documents 90% Submittal 16 4 6 24 48 2 $30,196 $30,196 Review Meeting 2112 $1,215 $1,215 Final Submittal 8228161$11,708 $11,708 Reimbursables $1,000 Subtotal Labor Hours - Task IV $43,119 $44,100 Task V: Construction Documents Provide bid assitance, clarifcation, prepare addenda 112 $1,045 $1,045 Conduct two (2) site vistings 4444 $3,356 $3,356 Prepare Responses to Requests for Information 21111 $1,725 $1,725 Review Submittals 224$2,666 $2,666 Review Change Orders 21 24 $2,631 $2,631 Prepare Record Drawings 18 $3,109 $3,109 Reimbursables $200 Subtotal Labor Hours - Task V $14,532 $14,700 Total Labor Hours 8 30 88 29 37 71 113 4 $118,257 Total Estimated Cost $121,500 Notes: 1) Subconsultant fees include a 5% markup 2) Fees are rounded to the nearest $100. Estimated Cost - Task V TABLE 1: ESTIMATED BUDGET FOR DESIGN SERVICES TASKS Estimated Cost - Task II Estimated Cost - Task III Estimated Cost - Task IV Memorial Park Budget FINAL.xlsx/Budget_Estimate_Final (2) Page 1 of 1 Freyer & Laureta, Inc. Last Printed: 9/16/2021 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 9/9/2021 (HD) Heffernan Insurance Brokers 1350 Carlback Avenue Walnut Creek CA 94596 Elizabeth Lee 925-934-8500 925-934-8278 elizabethl@heffins.com Hanover American Insurance Company 36064 FREY&LA-02 Travelers Casualty and Surety Company of America 31194Freyer & Laureta, Inc. 144 North San Mateo Drive San Mateo CA 94401 Allmerica Financial Benefit Insurance Company 41840 1872218660 A X 2,000,000 X 1,000,000 5,000 2,000,000 4,000,000 X Y Y OZF9134651 6/25/2021 6/25/2022 4,000,000 C 1,000,000 X X X Y Y AWF9102227 6/25/2021 6/25/2022 A X X 5,000,000YOZF91346516/25/2021Y 6/25/2022 5,000,000 A XYWZF9120231116/7/2021 6/7/2022 1,000,000 1,000,000 1,000,000 B B Professional Liability (E&O) Crime/Employee Theft 105305036 107372060 6/25/2021 1/14/2021 6/25/2022 1/14/2022 PER CLAIM/ AGGREGATE AGGREGATE $5,000,000 $1,000,000 The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are included as an additional insured on a primary and non-contributory basis on the General Liability and Automobile Liability policies per the attached endorsements, if required. Waiver of Subrogation is included on General Liability, Auto Liability and Workers Compensation per the attached endorsement, if required. City of Cupertino 10300 Torre Avenue Cupertino CA 95014 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 37 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 !!!! ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property dam- age" caused, in whole or in part, by "your work" at the location designated and described in the sched- ule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". OZF9134651 Freyer & Laureta, Inc. 6/25/2021 POLICY NUMBER: AWF9102227 POLICY NUMBER OZF9134651 Exhibit E Labor Code Requirements 1. The following prevailing wage provisions apply to this Agreement. 1.1 In General. For purposes of California labor law, this is a public works contract subject to the provisions of Part 7 of Division 2 of the California Labor Code (Sections 1720 et seq.). In accordance with Labor Code Section 1771, Contractor and all subcontractors shall pay not less than current prevailing wage rates as determined by the California Department of Industrial Relations (“DIR”) to all workers employed on this project as applicable. In accordance with Labor Code Section 1815, Contractor and all subcontractors shall pay all workers employed on this project 1 ½ the basic rate of pay for work performed in excess specified hour limitations. The work performed pursuant to this Agreement is subject to compliance monitoring and enforcement by the Department of Industrial Relations. 1.2 Registration. Contractor and all subcontractors are not qualified to bid on or be listed in a bid proposal, subject to the requirements of section 4104 of the California Public Contract Code, and shall not engage in the performance of any work under this Agreement, unless currently registered and qualified to perform public work pursuant to section 1725.5 of the California Labor Code. Contractor represents and warrants that it is registered and qualified to perform public work pursuant to section 1725.5 of the Labor Code and will provide its DIR registration number, along with the registration numbers of any subcontractors as required, to the City. 1.3 Posting. Contractor shall post at the job site the determination of the DIR director of the prevailing rate of per diem wages together with all job notices that are required by regulations of the DIR. 1.4 Reporting. Contractor and any subcontractors shall keep accurate payroll records in accordance with Section 1776 of the Labor Code and shall furnish the payroll records directly to the Labor Commissioner in accordance with the law. 1.5 Report on Prevailing Rate of Wages. The City has obtained the general prevailing rate of per diem wages in the vicinity of the project for each type of worker needed, a copy of which is on file at the City of Cupertino City Hall, and shall be made available to any interested party upon request. 1.6 Employment of Apprentices. Contractor’s attention is directed to the provisions in Sections 1777.5 and 1777.6 of the Labor Code concerning the employment of apprentices by the Contractor or any subcontractor. It shall be the responsibility of the Contractor to effectuate compliance on the part of itself and any subcontractors with the requirements of said sections in the employment of apprentices. Information relative to apprenticeship standards, wage schedules, and other requirements may be obtained from the Director of Industrial Relations, ex-officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. 1.7 Penalties. Contractor’s attention is directed to provisions in Labor Code Sections 1775 and 1813. In accordance with Labor Code Section 1775, Contractor and subcontractors may be subject to penalties for Contractor’s and subcontractors’ failure to pay prevailing wage rates. In accordance with Labor Code Section 1813, Contractor or subcontractors may be subject to penalties for Contractor’s or subcontractors’ failure to pay overtime pay rates for hours worked by workers employed on this project in excess specified hour limitations. 1090602.1 Freyer & Laureta, Inc for Memorial Park Pond Removal Engineering & Landscape Design Services Final Audit Report 2022-09-12 Created:2022-09-12 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAEgs1bo6aP_YQdjMO7AgJ-BguA1_qu_zX "Freyer & Laureta, Inc for Memorial Park Pond Removal Engine ering & Landscape Design Services" History Document created by City of Cupertino (webmaster@cupertino.org) 2022-09-12 - 5:14:19 PM GMT- IP address: 35.229.54.2 Document emailed to Julia Kinst (juliak@cupertino.org) for approval 2022-09-12 - 5:17:01 PM GMT Document approved by Julia Kinst (juliak@cupertino.org) Approval Date: 2022-09-12 - 5:37:38 PM GMT - Time Source: server- IP address: 216.198.111.214 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2022-09-12 - 5:37:45 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2022-09-12 - 6:30:28 PM GMT - Time Source: server- IP address: 73.170.27.253 Document emailed to Richard Laureta (laureta@freyerlaureta.com) for signature 2022-09-12 - 6:30:37 PM GMT Email viewed by Richard Laureta (laureta@freyerlaureta.com) 2022-09-12 - 7:23:16 PM GMT- IP address: 24.5.224.198 Document e-signed by Richard Laureta (laureta@freyerlaureta.com) Signature Date: 2022-09-12 - 7:42:44 PM GMT - Time Source: server- IP address: 24.5.224.198 Document emailed to christopherj@cupertino.org for signature 2022-09-12 - 7:42:51 PM GMT Email viewed by christopherj@cupertino.org 2022-09-12 - 7:44:58 PM GMT- IP address: 104.47.73.254 Signer christopherj@cupertino.org entered name at signing as Christopher D. Jensen 2022-09-12 - 7:45:52 PM GMT- IP address: 136.24.42.212 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2022-09-12 - 7:45:54 PM GMT - Time Source: server- IP address: 136.24.42.212 Document emailed to Matt Morley (mattm@cupertino.org) for signature 2022-09-12 - 7:46:01 PM GMT Email viewed by Matt Morley (mattm@cupertino.org) 2022-09-12 - 8:31:49 PM GMT- IP address: 47.35.4.156 Document e-signed by Matt Morley (mattm@cupertino.org) Signature Date: 2022-09-12 - 8:32:48 PM GMT - Time Source: server- IP address: 47.35.4.156 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2022-09-12 - 8:32:57 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2022-09-12 - 8:43:23 PM GMT- IP address: 104.47.73.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2022-09-12 - 8:43:30 PM GMT - Time Source: server- IP address: 162.245.20.145 Agreement completed. 2022-09-12 - 8:43:30 PM GMT