Loading...
21-228 Amendment #1 TJKM for Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification1 FIRST AMENDMENT TO AGREEMENT 234 BETWEEN THE CITY OF CUPERTINO AND TJKM TRANSPORTATION CONSULTANTS FOR PROFESSIONAL DESIGN SERVICES FOR HOMESTEAD RD & N DE ANZA BLVD TRAFFIC SIGNAL MODIFICATION, CITY PROJECT NO. 2021-01, FEDERAL PROJECT NO. HSIPL-5381 (030) This First Amendment to Agreement 234 between the City of Cupertino and TJKM Transportation Consultants is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and TJKM Transportation Consultants, a Corporation (“Contractor”) whose address is 4305 Hacienda Dr., Suite 550, Pleasanton, CA 94588, and is made with reference to the following: RECITALS: A. On April 06, 2021 Agreement 234 (“Agreement”) was entered into by and between City and Contractor for Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification, City Project No. 2021-01, Federal Project No. HSIPL-5381 (030). B. The City and the Contractor desire to continue Consultant’s services under the Agreement, and hereby affirm their intent that it remain in full force and effect as amended and restated by this First Amendment. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. Paragraph 3.1 of the Agreement is modified to read as follows: 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. 2. 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 TJKM TRANSPORTATION CONSULTANTS By Title Date EXPENDITURE DISTRIBUTION Item PO Number Amount Original Agreement 2021-400 $51,982.23 1st Amendment Extend term to 12/31/2022 - Rutvij Patel Senior Project Manager Sep 30, 2022 Christopher D. Jensen Director Sep 30, 2022 Sep 30, 2022 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 7/25/2022 AssuredPartners Design Professionals Insurance Services,LLC 3697 Mt.Diablo Blvd Suite 230 Lafayette CA 94549 Doris A.Chambers 510-272-1499 510-452-2193 Doris.Chambers@AssuredPartners.com License#:6003745 Travelers Property Casualty Company of America 25674 TJKMTRANS Travelers Casualty and Surety Co of America 31194TJKM dba:TJKM Transportation Consultants 4305 Hacienda Dr.,Suite 550 Pleasanton CA 94588 The Travelers Indemnity Company of Connecticut 25682 357384480 A X 1,000,000 X 1,000,000 10,000 1,000,000 2,000,000 X Y Y 6800J039683 4/1/2022 4/1/2023 2,000,000 C 1,000,000 X X X Y Y BA5R185660 4/1/2022 4/1/2023 A X X 5,000,000YCUP0D4518984/1/2022Y 4/1/2023 5,000,000 A X N Y UB0K938923 4/1/2022 4/1/2023 1,000,000 1,000,000 1,000,000 B Professional Liability Y 106898029 4/1/2022 4/1/2023 $4,000,000 per Claim $4,000,000 Annl Aggr TJKM’s Professional Liability policy with Travelers includes Pollution Liability coverage. The Excess-Umbrella Liability is Following Form to the General Liability,Automobile Liability and Employers'Liability policies. REF:Homestead Rd &N De Anza Blvd Traffic Signal Modification.GENERAL LIABILITY/AUTOMOBILE LIABILITY ADDITIONAL INSURED:The City of Cupertino,its City Council,officers,officials,employees,agents,servants and volunteers are named as Additional Insured as respects General Liability and Auto Liability as required per written contract or agreement.General Liability is Primary/Non-Contributory per policy form wording.Waiver of Subrogation applies to Commercial General Liability,Automobile Liability and Workers Compensation.Retroactive Date:1/1/1974.Professional Liability Deductible:35,000. 30 Day Notice of Cancellation. 30 Day NOC/10 Day for NonPay of Prem City of Cupertino Department of Public Works 10300 Torre Avenue Cupertino CA 95014       COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. AUTO COVERAGE PLUS ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage.However,coverage for any injury,damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part,and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement.The following listing is a general cover- age description only.Limitations and exclusions may apply to these coverages.Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights,duties,and what is and is not covered. A.BLANKET ADDITIONAL INSURED H.AUDIO,VISUAL AND DATA ELECTRONIC EQUIPMENT INCREASED LIMITB.EMPLOYEE HIRED AUTO I.WAIVER OF DEDUCTIBLE GLASSC.EMPLOYEES AS INSURED J.PERSONAL PROPERTYD.SUPPLEMENTARY PAYMENTS INCREASED LIMITS K.AIRBAGS E.TRAILERS INCREASED LOAD CAPACITY L.AUTO LOAN LEASE GAP F.HIRED AUTO PHYSICAL DAMAGE M.BLANKET WAIVER OF SUBROGATION G.PHYSICAL DAMAGE TRANSPORTATION EXPENSES INCREASED LIMIT A.BLANKET ADDITIONAL INSURED performing duties related to the conduct of your business.The following is added to Paragraph A.1.,Who Is An Insured,of SECTION II COVERED AUTOS 2.The following replaces Paragraph b.in B.5., LIABILITY COVERAGE:Other Insurance,of SECTION IV BUSI- NESS AUTO CONDITIONS:Any person or organization who is required under a written contract or agreement between you and b.For Hired Auto Physical Damage Cover- that person or organization,that is signed and age,the following are deemed to be cov- executed by you before the "bodily injury"or ered "autos"you own: "property damage"occurs and that is in effect (1)Any covered "auto"you lease,hire,during the policy period,to be named as an addi-rent or borrow;andtionalinsuredisan"insured"for Covered Autos (2)Any covered "auto"hired or rented byLiabilityCoverage,but only for damages to which your "employee"under a contract inthisinsuranceappliesandonlytotheextentthat an "employee's"name,with yourpersonororganizationqualifiesasan"insured" permission,while performing dutiesundertheWhoIsAnInsuredprovisioncontained related to the conduct of your busi-in Section II. ness.B.EMPLOYEE HIRED AUTO However,any "auto"that is leased,hired,1.The following is added to Paragraph A.1.,rented or borrowed with a driver is not aWhoIsAnInsured,of SECTION II COV-covered "auto".ERED AUTOS LIABILITY COVERAGE: C.EMPLOYEES AS INSUREDAn"employee"of yours is an "insured"while The following is added to Paragraph A.1.,Who Isoperatingacovered"auto"hired or rented An Insured,of SECTION II COVERED AUTOSunderacontractoragreementinan"em- LIABILITY COVERAGE:ployee's"name,with your permission,while CA T4 20 02 15 ©2015 The Travelers Indemnity Company.All rights reserved.Page 1 of 3 Includes copyrighted material of Insurance Services Office,Inc.with its permission. BA5R185660 COMMERCIAL AUTO (2)An adjustment for depreciation and physicalAny"employee"of yours is an "insured"while us- ing a covered "auto"you don't own,hire or borrow condition will be made in determining actual in your business or your personal affairs.cash value in the event of a total "loss". D.SUPPLEMENTARY PAYMENTS INCREASED (3)If a repair or replacement results in better LIMITS than like kind or quality,we will not pay for the amount of betterment.1.The following replaces Paragraph A.2.a.(2)of SECTION II COVERED AUTOS LIABILITY (4)A deductible equal to the highest Physical COVERAGE:Damage deductible applicable to any owned covered "auto".(2)Up to $3,000 for cost of bail bonds (in- (5)This Coverage Extension does not apply to:cluding bonds for related traffic law viola- tions)required because of an "accident"(a)Any "auto"that is hired,rented or bor- we cover.We do not have to furnish rowed with a driver;orthesebonds. (b)Any "auto"that is hired,rented or bor-2.The following replaces Paragraph A.2.a.(4)of rowed from your "employee".SECTION II COVERED AUTOS LIABILITY G.PHYSICAL DAMAGE TRANSPORTATIONCOVERAGE: EXPENSES INCREASED LIMIT (4)All reasonable expenses incurred by the The following replaces the first sentence in Para-"insured"at our request,including actual graph A.4.a.,Transportation Expenses,oflossofearningsupto$500 a day be-SECTION III PHYSICAL DAMAGE COVER-cause of time off from work. AGE:E.TRAILERS INCREASED LOAD CAPACITY We will pay up to $50 per day to a maximum ofThefollowingreplacesParagraphC.1.of SEC-$1,500 for temporary transportation expense in- TION I COVERED AUTOS:curred by you because of the total theft of a cov- 1."Trailers"with a load capacity of 3,000 ered "auto"of the pri ate passenger type.v pounds or less designed primarily for travel H.AUDIO,VISUAL AND DATA ELECTRONIC on public roads.EQUIPMENT INCREASED LIMIT F.HIRED AUTO PHYSICAL DAMAGE Paragraph C.1.b.of SECTION III PHYSICAL The following is added to Paragraph A.4.,Cover-DAMAGE COVERAGE is deleted. age Extensions,of SECTION III PHYSICAL I.WAIVER OF DEDUCTIBLE GLASS DAMAGE COVERAGE: The following is added to Paragraph D.,Deducti- Hired Auto Physical Damage Coverage ble,of SECTION III PHYSICAL DAMAGE COVERAGE:If hired "autos"are covered "autos"for Covered Autos Liability Coverage but not covered "autos"No deductible for a covered "auto"will apply to for Physical Damage Coverage,and this policy glass damage if the glass is repaired rather than replaced.also provides Physical Damage Coverage for an owned "auto",then the Physical Damage Cover-J.PERSONAL PROPERTY age is extended to "autos"that you hire,rent or The following is added to Paragraph A.4.,Cover-borrow subject to the following:age Extensions,of SECTION III PHYSICAL DAMAGE COVERAGE:(1)The most we will pay for "loss"to any one "auto"that you hire,rent or borrow is the Personal Property Coverage lesser of:We will pay up to $400 for "loss"to wearing ap- (a)$50,000;parel and other personal property which is: (1)Owned by an "insured";and(b)The actual cash value of the damaged or stolen property as of the time of the (2)In or on your covered "auto". "loss";or This coverage only applies in the event of a total (c)The cost of repairing or replacing the theft of your covered "auto". damaged or stolen property with other No deductibles apply to Personal Property cover- property of like kind and quality.age. Page 2 of 3 ©2015 The Travelers Indemnity Company.All rights reserved.CA T4 20 02 15 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL AUTO K.AIRBAGS (2)Any: The following is added to Paragraph B.3.,Exclu-(a)Overdue lease or loan payments at the sions,of SECTION III PHYSICAL DAMAGE time of the "loss"; COVERAGE:(b)Financial penalties imposed under a Exclusion 3.a.does not apply to "loss"to one or lease for excessive use,abnormal wear more airbags in a covered "auto"you own that in-and tear or high mileage; flate due to a cause other than a cause of "loss"(c)Security deposits not returned by the les-set forth in Paragraphs A.1.b.and A.1.c.,but sor;only: (d)Costs for extended warranties,Credit Lifea.If that "auto"is a covered "auto"for Compre- Insurance,Health,Accident or DisabilityhensiveCoverageunderthispolicy; Insurance purchased with the loan orb.The airbags are not covered under any war-lease;andranty;and (e)Carry-over balances from previous loansc.The airbags were not intentionally inflated.or leases. We will pay up to a maximum of $1,000 for any M.BLANKET WAIVER OF SUBROGATIONone"loss". The following replaces Paragraph A.5.,TransferL.AUTO LOAN LEASE GAP Of Rights Of Recovery Against Others To Us, The following is added to Paragraph A.4.,Cover-of SECTION IV BUSINESS AUTO CONDI- age Extensions,of SECTION III PHYSICAL TIONS:DAMAGE COVERAGE: 5.Transfer Of Rights Of Recovery AgainstAutoLoanLeaseGapCoverageforPrivateOthersToUsPassengerTypeVehicles We waive any right of recovery we may haveIntheeventofatotal"loss"to a covered "auto"of against any person or organization to the ex-the private passenger type shown in the Schedule tent required of you by a written contract exe-or Declarations for which Physical Damage Cov- cuted prior to any "accident"or "loss",pro-erage is provided,we will pay any unpaid amount vided that the "accident"or "loss"arises out ofdue on the lease or loan for such covered "auto" the operations contemplated by such con-less the following: tract.The waiver applies only to the person or(1)The amount paid under the Physical Damage organization designated in such contract.Coverage Section of the policy for that "auto"; and CA T4 20 02 15 ©2015 The Travelers Indemnity Company.All rights reserved.Page 3 of 3 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this methoo, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non-Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis. this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury'' or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit perioo we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation , and send us copies at such times as we may request. 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written not ice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V -DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, prooucts or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 © 2017 The Travelers Indemnity Company. All rights reserved. CG T1000219 Includes copyrighted material of Insurance Services Office, Inc. with its permiss ion. Policy #6800J039683 6800J0396836800J039683 COMMERCIAL GENERAL LIABILITY that is available to any of your "employees"occupational therapist or occupational for "bodily injury" that arises out of providingtherapy assistant, physical therapist or or failing to provide "incidental medicalspeech-language pathologist; or services" to any person to the extent not(b)First aid or "Good Samaritan services"subject to Paragraph 2.a.(1)of Section II –by any of your "employees" or "volunteer Who Is An Insured.workers", other than an employed or volunteer doctor. Any such "employees"K. MEDICAL PAYMENTS – INCREASED LIMIT or "volunteer workers" providing or failing The following replaces Paragraph 7.ofto provide first aid or "Good Samaritan SECTION III – LIMITS OF INSURANCE:services" during their work hours for you 7.Subject to Paragraph 5.above, the Medicalwill be deemed to be acting within the scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage C for all medical expenses of your business.because of "bodily injury" sustained by any one person, and will be the higher of:3.The following replaces the last sentence of Paragraph 5.of SECTION III – LIMITS OF a.$10,000; orINSURANCE: b.The amount shown in the Declarations ofFor the purposes of determining the this Coverage Part for Medical Expenseapplicable Each Occurrence Limit, all related Limit.acts or omissions committed in providing or failing to provide "incidental medical L. AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION – PROFESSIONAL LIABILITYservices" to any one person will be deemed The following is added to Paragraph 4.b.,to be one "occurrence".Excess Insurance, of SECTION IV –4.The following exclusion is added to COMMERCIAL GENERAL LIABILITYParagraph2.,Exclusions, of SECTION I –CONDITIONS: COVERAGES – COVERAGE A – BODILY This insurance is excess over any of the otherINJURY AND PROPERTY DAMAGE insurance, whether primary, excess, contingentLIABILITY:or on any other basis, that is ProfessionalSale Of Pharmaceuticals Liability or similar coverage, to the extent the "Bodily injury" or "property damage" arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage A or Coverage B. ordinance relating to the sale of M. BLANKET WAIVER OF SUBROGATION –pharmaceuticals committed by, or with the WHEN REQUIRED BY WRITTEN CONTRACTknowledge or consent of the insured.OR AGREEMENT5.The following is added to the DEFINITIONS The following is added to Paragraph 8.,TransferSection: Of Rights Of Recovery Against Others To Us,"Incidental medical services" means:of SECTION IV – COMMERCIAL GENERAL a.Medical, surgical, dental, laboratory, x-LIABILITY CONDITIONS: ray or nursing service or treatment,If the insured has agreed in a written contract oradvice or instruction, or the related agreement to waive that insured's right offurnishing of food or beverages; or recovery against any person or organization, we b.The furnishing or dispensing of drugs or waive our right of recovery against such personmedical, dental, or surgical supplies or or organization, but only for payments we makeappliances.because of: 6.The following is added to Paragraph 4.b.,a."Bodily injury" or "property damage" thatExcess Insurance, of SECTION IV –occurs; orCOMMERCIAL GENERAL LIABILITY b."Personal and advertising injury" caused byCONDITIONS: an offense that is committed;This insurance is excess over any valid and subsequent to the signing of that contract orcollectible other insurance, whether primary, excess, contingent or on any other basis,agreement. CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved.Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy #6800J039683 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76 (A) POLICY NUMBER: WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT CALIFORNIA (BLANKET WAIVER) We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be %of the California workers'compensation pre- mium. Schedule Person or Organization Job Description This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Insurance Company Countersigned by DATE OF ISSUE:Page 1 of 1 Any Person or organization for which the insured has agreed by written contract executed prior to loss to furnish this waiver. UB0K938923 Travelers Property Casualty Company of America 7/25/2022 Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 1 of 11 Design Professional Agr (Single) / Nov. 2020 DESIGN PROFESSIONAL SERVICES AGREEMENT (SINGLE) WITH TJKM TRANSPORTATION CONSULTANTS 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and TJKM Transportation Consultants (“Consultant”), a Corporation for Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification (“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 the City’s Shelter In Place and Social Distancing Requirements, attached here and incorporated as Exhibit A-A. 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 September 22, 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 Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 2 of 11 Design Professional Agr (Single) / Nov. 2020 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 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 $51,982.23 (“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 $51,982.23 (“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. Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 3 of 11 Design Professional Agr (Single) / Nov. 2020 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 San 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 Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 4 of 11 Design Professional Agr (Single) / Nov. 2020 amounts payable under this Agreement, or to promptly remint to City any payments due by the City as a result of such determination, so that the City’s total expenses under this Agreement are not greater than they would have been had the determination not been made. 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 Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 5 of 11 Design Professional Agr (Single) / Nov. 2020 copied on both sides, except for one single-sided original. Large-scale architectural plans and similar 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 Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 6 of 11 Design Professional Agr (Single) / Nov. 2020 officers, officials, agents, employees, and volunteers (collectively and/or individually “City”) from and against any and all liabilities, claims, damages, losses, costs, or expenses (including, without limitation, costs, attorneys’ fees, and expert fees of litigation and alternative dispute resolution) of every nature to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of Consultant or any of its officers, employees, servants, agents, or subcontractors (collectively and/or individually “Consultant”), in the performance of this Agreement or failure to comply with any obligations of the Agreement. If it is finally determined (through a non-appealable judgment or an agreement between City and Consultant) that liability is caused by the comparative negligence or willful misconduct of City, then Consultant’s indemnification and hold harmless obligation shall not exceed Consultant’s finally determined percentage of liability based upon the comparative fault of Consultant. Irrespective of any language to the contrary in this Agreement, the Consultant has no duty to provide or to immediately pay for an up-front defense of City against unproven claims or allegations, but shall reimburse those litigation costs and expenses (including, without limitation, attorneys’ fees, and expert fees) incurred by the City to the extent caused by the negligence, recklessness, or willful misconduct of Consultant. In no event shall the cost to defend charged to Consultant exceed Consultant’s proportional percentage of fault, except as described in Section 2782.8(a) and (e) of the California Civil Code. b. Claims Involving Intellectual Property. Consultant shall indemnify, defend, and hold harmless Indemnitees from and against any claim involving intellectual property, infringement, or violation of a United States patent right or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights, which arises out of, pertains to, or relates to Consultant’s negligence, recklessness, or willful misconduct. Such costs and expenses will include reasonable attorney fees for legal counsel of City’s choice, expert fees, and all other costs and fees of litigation. c. Claims for Other Liability. Except as provided in subsections 11.1(a) and (b), to the fullest extent permitted by law, Consultant shall hold harmless, defend (with counsel agreed to by City), and indemnify City and its officers, officials, agents, employees, and volunteers (collectively and/or individually “City”) from and against any and all liability, claim, loss, damage, expense, costs (including, without limitation, costs, attorneys’ fees, and expert fees of litigation) of every nature arising out of, related to, or in connection with the performance of work hereunder by Consultant or any of its officers, employees, servants, agents, or subcontractors, or the failure of the same to comply with any of the obligations contained in this Agreement, except such loss or damage which was caused by the sole negligence or sole willful misconduct of the City. Consultant’s duty to defend applies immediately, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the claim does not relieve Contractor from its separate and distinct obligation to defend as stated herein. 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. Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 7 of 11 Design Professional Agr (Single) / Nov. 2020 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. Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 8 of 11 Design Professional Agr (Single) / Nov. 2020 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 Prashanth Dullu, 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 Atul Patel, 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 Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 9 of 11 Design Professional Agr (Single) / Nov. 2020 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. Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 10 of 11 Design Professional Agr (Single) / Nov. 2020 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: Prashanth Dullu Email: PrashanthD@cupertino.org To Consultant: TJKM Transportation Consultants 4305 Hacienda Dr., Suite 550, Pleasanton, CA 94588 Attention: Atul Patel Email: apatel@tjkm.com 27. VALIDITY OF CONTRACT This Agreement is valid and enforceable only if it complies with the contract provisions of Cupertino Municipal Code Chapters 3.22 and 3.23, is signed by the City Manager or authorized designee, and is approved for form by the City Attorney’s Office. 28. EXECUTION The person executing this 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. Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification 11 of 11 Design Professional Agr (Single) / Nov. 2020 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the Effective Date stated earlier in this Agreement. CITY OF CUPERTINO TJKM TRANSPORTATION CONSULTANTS A Municipal Corporation By Name Title Date By Name Title Date APPROVED AS TO FORM: HEATHER M. MINNER Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Atul Patel Director of Design/ITS Apr 5, 2021 Atul Patel Heather M. Minner Apr 5, 2021 Director of Public Works Roger Lee Apr 6, 2021 Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 1 APPENDIX 1 to Professional Design Services for the Homestead Road & North De Anza Boulevard Traffic Signal Modification, City Project No. 2021-01, Federal Project No. HSIPL-5318 (030) REQUIREMENTS FOR LOCAL ASSISTANCE FEDERAL-AID PROJECT CONSULTANT CONTRACTS The undersigned Consultant agrees to the following additional terms to its Agreement with the City of Cupertino (“City”) for Professional Design Services for the Homestead Road & North De Anza Boulevard Traffic Signal Modification, City Project No. 2021-01, Federal Project No. HSIPL-5318 (030). 1. This Project is funded in whole or in part by the federal funds administered under Caltrans’ Local Assistance Procedures Manual (“LAPM”). The United States Government requires the inclusion of the following contract provisions for projects and services that may receive federal funds. The Parties must comply with these provisions as a minimum. In the event of a conflict with other provisions in this Agreement that address the same or a similar requirement, the provisions that are stricter and impose the greater duties upon Consultant shall apply. 2. Consultant must complete the following forms as part of this Agreement: a. LAPM, Exhibit 10-K b. LAPM, Exhibit 10-O2 c. LAPM, Exhibit 10-Q 3. Cost Principles and Administrative Requirements a. Consultant agrees that 48 Code of Federal Regulations (“C.F.R.”) Part 31, Contract Cost Principles and Procedures, shall be used to determine the allowability of individual terms of cost. b. Consultant agrees to comply with the Federal procedures in accordance with 2 C.F.R. Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. c. Any costs for which payment has been made to the Consultant that are determined by subsequent audit to be unallowable under 48 C.F.R. Part 31 or 2 C.F.R. Part 200 must be repaid by the Consultant to City. 4. If this value of this Agreement is more than $150,000, the following provision applies: Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 2 Remedies for Breach. In addition to all other remedies included in this Agreement, Consultant shall, at a minimum, be liable to City for all foreseeable damages it incurs as a result of Consultant violation or breach of the terms of this Agreement. This includes without limitation any costs incurred to remediate defects in Consultant’s services and/or the additional expenses to complete Consultant’s services beyond the amounts agreed to in this Agreement, after Consultant has had a reasonable opportunity to remediate and/or complete its services as otherwise set for in this Agreement. All remedies provided for in this Agreement may be exercised individually or in combination with any other remedy available hereunder or under applicable laws, rules, and regulations. The exercise of any remedy shall not preclude or in any way be deemed to waive any other remedy. 5. If this value of this Agreement is more than $10,000, the following provisions apply: Termination for Convenience. City shall have the option, in its sole discretion, to terminate this Agreement at any time for convenience and without cause. City shall exercise this option by giving Consultant written notice of termination. The notice shall specify the date on which termination shall become effective. City will pay Consultant for satisfactory services rendered through the date of termination. In no event shall City be liable for costs incurred by Consultant or any of its subcontractors after the termination date specified by City, except for those costs reasonably necessary to effectuate demobilization or transition from the work. Final payment shall not be made to Consultant until Consultant closes out the Services and delivers the Work Product. Termination for Cause. On and after any event of default by Consultant, City may immediately terminate this Agreement for cause. City shall exercise this option by giving Consultant written notice of termination and such termination shall take effect immediately, and City will not be liable for costs incurred by Consultant or any of its subcontractors after that time. City shall have the right to offset from any amounts due to Consultant under this contract or any other contract between City and Consultant all damages, losses, costs or expenses incurred by City as a result of such event of default and any liquidated damages due from Consultant pursuant to the terms of this Agreement. City will pay Consultant for satisfactory services rendered through the date of termination, less any such offset. 6. If this Agreement constitutes a “federally assisted construction contract,” as defined in 41 C.F.R. § 60-1.3, the following provision applies: Equal Employment Opportunity. During the performance of this Agreement, Consultant agrees as follows: (a) Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 3 sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (b) The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. (c) The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee’s essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant’s legal duty to furnish information. (d) The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers’ representatives of the Consultant’s commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (e) The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (f) The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 4 and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (g) In the event of the Consultant’s noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (h) The Consultant will include the provisions of this section in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance. Provided, however, that in the event a Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. 7. Disadvantaged Business Enterprises (“DBE”) Participation a. Consultant, City, or subconsultant shall take necessary and reasonable steps to ensure that DBEs have opportunities to participate in the contract (49 C.F.R. 26). To ensure equal participation of DBEs provided in 49 C.F.R. 26.5, City shows a contract goal for DBEs. Consultant shall make work available to DBEs and select work parts consistent with available DBE subconsultants and suppliers. Consultant shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate good faith efforts to meet this goal. It is Consultant’s responsibility to verify that the DBE firm is certified as DBE at date of proposal opening and document the record by printing out the California Unified Certification Program (“CUCP”) data for each DBE firm. A list of DBEs certified by the CUCP can be found at https://dot.ca.gov/programs/civil- rights/dbe-search. All DBE participation will count toward the California Department of Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 5 Transportation’s federally mandated statewide overall DBE goal. Credit for materials or supplies Consultant purchases from DBEs counts towards the goal in the following manner: • 100 percent counts if the materials or supplies are obtained from a DBE manufacturer. • 60 percent counts if the materials or supplies are purchased from a DBE regular dealer. • Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49 C.F.R. 26.55 defines “manufacturer” and “regular dealer.” This Agreement is subject to 49 C.F.R. Part 26 entitled “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs.” Consultants who enter into a federally-funded agreement will assist the City in a good faith effort to achieve California’s statewide overall DBE goal. b. The goal for DBE participation for this Agreement is 0 %. Participation by DBE consultant or subconsultants shall be in accordance with information contained in Exhibit 10-O2: Consultant Contract DBE Commitment attached hereto and incorporated as part of the Agreement. If a DBE subconsultant is unable to perform, Consultant must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met. c. Consultant can meet the DBE participation goal by either documenting commitments to DBEs to meet the Agreement goal, or by documenting adequate good faith efforts to meet the Agreement goal. An adequate good faith effort means that the Consultant must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal. If Consultant has not met the DBE goal, complete and submit Exhibit 15-H: DBE Information – Good Faith Efforts to document efforts to meet the goal. Exhibit 15-H is available here: https://dot.ca.gov/-/media/dot-media/programs/local- assistance/documents/lapm/c15/15h.pdf. Refer to 49 C.F.R. Part 26 for guidance regarding evaluation of good faith efforts to meet the DBE goal. d. Contract Assurance. Under 49 C.F.R. 26.13(b): Consultant, subrecipient, or subconsultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. Consultant shall carry out applicable requirements of 49 C.F.R. 26 in the award and administration of federal-aid contracts. Failure by the Consultant to carry out these requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the recipient deems appropriate, which may include, but is not limited to: (1) Withholding monthly progress payments; Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 6 (2) Assessing sanctions; (3) Liquidated damages; and/or (4) Disqualifying Consultant from future proposing as non-responsible e. Termination and Substitution of DBE Consultants. Consultant shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless Consultant or DBE subconsultant obtains the City’s written consent. Consultant shall not terminate or substitute a listed DBE for convenience and perform the work with their own forces or obtain materials from other sources without authorization from the City. Unless the City’s consent is provided, the Consultant shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 10-02 Consultant Contract DBE Commitment form. The City authorizes a request to use other forces or sources of materials if Consultant shows any of the following justifications: 1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project. 2. The City stipulated that a bond is a condition of executing the subcontract and the listed DBE fails to meet the City’s bond requirements. 3. Work requires a consultant’s license and listed DBE does not have a valid license under Contractors License Law. 4. Listed DBE fails or refuses to perform the work or furnish the listed materials (failing or refusing to perform is not an allowable reason to remove a DBE if the failure or refusal is a result of bad faith or discrimination). 5. Listed DBE’s work is unsatisfactory and not in compliance with the contract. 6. Listed DBE is ineligible to work on the project because of suspension or debarment. 7. Listed DBE becomes bankrupt or insolvent. 8. Listed DBE voluntarily withdraws with written notice from the contract 9. Listed DBE is ineligible to receive credit for the type of work required. 10. Listed DBE owner dies or becomes disabled resulting in the inability to perform the work on the contract. 11. The City determines other documented good cause. Consultant shall notify the original DBE of the intent to use other forces or material sources and provide the reasons and provide the DBE with 5 days to respond to the notice and advise Consultant and the City of the reasons why the use of other forces or sources of materials should not occur. Consultant’s request to use other forces or material sources must include: 1. One or more of the reasons listed in the preceding paragraph. 2. Notices from Consultant to the DBE regarding the request. 3. Notices from the DBEs to Consultant regarding the request. Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 7 If a listed DBE is terminated or substituted, Consultant must make good faith efforts to find another DBE to substitute for the original DBE. The substitute DBE must perform at least the same amount of work as the original DBE under the contract to the extent needed to meet or exceed the DBE goal. f. Commitment and Utilization. The City’s DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization. The LOCAL AGENCY shall request Consultant to: 1. Notify the City’s contract administrator or designated representative of any changes to its anticipated DBE participation 2. Provide this notification before starting the affected work 3. Maintain records including: • Name and business address of each 1st-tier subconsultant • Name and business address of each DBE subconsultant, DBE vendor, and DBE trucking company, regardless of tier • Date of payment and total amount paid to each business If Consultant is a DBE Consultant, they shall include the date of work performed by their own forces and the corresponding value of the work. If a DBE is decertified before completing its work, the DBE must notify Consultant in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify Consultant in writing of the certification date. Consultant shall submit the notifications to the City. On work completion, Consultant shall complete a Disadvantaged Business Enterprises (DBE) Certification Status Change, Exhibit 17-O, form and submit the form to the City within 30 days of contract acceptance. Exhibit 17-O is available at https://dot.ca.gov/-/media/dot-media/programs/local- assistance/documents/lapm/c17/17o.pdf. Upon work completion, Consultant shall complete Exhibit 17-F Final Report – Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors and submit it to the City within 90 days of contract acceptance. The City will withhold $10,000 until the form is submitted. The City will release the withhold upon submission of the completed form. Exhibit 17-F is available at https://dot.ca.gov/-/media/dot-media/programs/local- assistance/documents/lapm/c17/17f.pdf. In the City’s reports of DBE participation to Caltrans, the City will display both commitments and attainments. g. A DBE is only eligible to be counted toward the Agreement goal if it performs a commercially useful function (“CUF”) on the Agreement. CUF must be evaluated on an agreement by agreement basis. A DBE performs a CUF when it is Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 8 responsible for execution of the work of the Agreement and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies used on the Agreement, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself. To determine whether a DBE is performing a CUF, evaluate the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the Agreement is commensurate with the work it is actually performing, and other relevant factors. h. A DBE does not perform a CUF if its role is limited to that of an extra participant in a transaction, agreement, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra participant, examine similar transactions, particularly those in which DBEs do not participate. i. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its agreement with its own work force, or the DBE subcontracts a greater portion of the work of the agreement than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF. j. Consultant shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier. The records shall show the date of payment and the total dollar figure paid to all firms. DBE Consultants shall also show the date of work performed by their own forces along with the corresponding dollar value of the work. k. If a DBE subconsultant is decertified during the life of the Agreement, the decertified subconsultant shall notify Consultant in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the Agreement, the subconsultant shall notify Consultant in writing with the date of certification. Any changes should be reported to City’s Contract Administrator within thirty (30) calendar days. l. After submitting an invoice for reimbursement that includes a payment to a DBE, but no later than the 10th of the following month, the prime contractor/consultant shall complete and email the Exhibit 9- F: Disadvantaged Business Enterprise Running Tally of Payments (available at https://dot.ca.gov/-/media/dot- media/programs/local-assistance/documents/lapm/c09/09fe.xlsx) to business.support.unit@dot.ca.gov with a copy to the City. m. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of this section. Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 9 8. National Labor Relations Board Certification. In accordance with Public Contract Code § 10296, Consultant hereby states under penalty of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against Consultant within the immediately preceding two-year period, because of Consultant failure to comply with an order of a federal court that orders Consultant to comply with an order of the National Labor Relations Board. 9. Evaluation of Consultant. Consultant’s performance will be evaluated by City. A copy of the evaluation will be sent to Consultant for comments. The evaluation together with the comments shall be retained as part of the Agreement record. 10. If this Agreement is a construction contract in excess of $2,000, the following provisions apply: a. Davis-Bacon Act. Consultant must comply with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, Consultant must pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, Consultant must pay wages not less than once a week. The decision to award this Contract is expressly conditioned upon the acceptance of the wage determination. City will report all suspected or reported violations to the Federal awarding agency. b. Copeland “Anti-Kickback” Act. i. Consultant. The Consultant shall comply with 18 U.S.C. § 874, 40 U.S.C. § 3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this Agreement. ii. Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clause above and such other clauses as FEMA or any other Federal awarding agency may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these contract clauses. iii. Breach. A breach of the contract clauses above may be grounds for termination of the Agreement, and for debarment as a Consultant and subcontractor as provided in 29 C.F.R. § 5.12. 11. If this value of this Agreement is more than $100,000 and the Agreement involves the employment of mechanics or laborers, the following provision applies: Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 10 Compliance with the Contract Work Hours and Safety Standards Act. (a) Overtime requirements. No Consultant or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (b) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (a) of this section, the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, Consultant and subcontractor(s) shall be liable to the United States for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (a) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (a) of this section. (c) Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the same prime Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime Consultant, such sums as may be determined to be necessary to satisfy any liabilities of such Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b) of this section. (d) Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (a) through (d) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (a) through (d) of this section. 12. Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the City in entering this Agreement with a small business firm or nonprofit organization for the Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 11 purpose of the substitution of parties, assignment, or performance of experimental, developmental, or research work under the Federal “funding agreement,” Consultant must comply with the requirements of 37 C.F.R. Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. 13. If this value of this Agreement is more than $150,000, the following provision applies: Clean Air Act and Federal Water Pollution Control Act. Consultant must comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to City, the Federal awarding agency, and the Regional Office of the Environmental Protection Agency (“EPA”). When reported to the City, the City will ensure that the violations are reported to the Federal awarding agency and the Regional Office of the EPA. Consultant will include these requirements in each subcontract exceeding $150,000 that is, in whole or in part, federally funded. 14. If the value of this Agreement is more than $25,000, or if this Agreement requires the approval of the federal funding agency, the following provision applies: Debarment and Suspension. (a) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. Part 3000. As such, the Consultant is required to verify that none of the Consultant’s principals (defined at 2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (b) The Consultant must comply with 2 C.F.R. Part 180, subpart C and 2 C.F.R. Part 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (c) By signing this Appendix 1, Consultant certifies that to the best of its knowledge and belief, that it and its principals are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency. (c) Consultant’s certification is a material representation of fact relied upon by the City. If it is later determined that the Consultant did not comply with 2 C.F.R. Part 180, subpart C and 2 C.F.R. Part 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 12 (d) The Consultant agrees to comply with the requirements of 2 C.F.R. Part 180, subpart C and 2 C.F.R. Part 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The Consultant further agrees to include a provision requiring such compliance in its lower tier covered transactions. 15. Procurement of Recovered Materials. a. In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: i. Competitively within a timeframe providing for compliance with the contract performance schedule; ii. Meeting contract performance requirements; or iii. At a reasonable price. b. Information about this requirement, along with the list of EPA-designated items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. c. The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act 16. If this Agreement is for construction or facility improvement and exceeds the Simplified Acquisition Threshold set forth in 2 C.F.R. § 200.88, the following provision applies: Bonding Requirements. Consultant must satisfy the following minimum bid guarantee and bonding requirements: (a) A bid guarantee equivalent to five percent (5%) of the bid price. The “bid guarantee” must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. (b) A performance bond on the part of the Consultant for one hundred percent (100%) of the contract price. A “performance bond” is one executed in connection with a contract to secure fulfillment of all the Consultant's obligations under such contract. (c) A payment bond on the part of the Consultant for one hundred percent (100%)of the contract price. A “payment bond” is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 13 17. Access to Records. The following access to records requirements apply to this Agreement: a. In addition to the requirements of Section 8 of the Agreement, the Consultant agrees to provide City, the State, the Federal funding agency, the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the Consultant which are directly pertinent to this Agreement for the purposes of making audits, examinations, excerpts, and transcriptions. b. The Consultant agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. c. The Consultant agrees to provide the Federal funding agency or its authorized representatives access to construction or other work sites pertaining to the work being completed under the Agreement. 18. No Obligation by Federal Government. The Federal Government is not a party to this Agreement and is not subject to any obligations or liabilities to the non-Federal entity, Consultant, or any other party pertaining to any matter resulting from the Agreement. 19. Program Fraud and False or Fraudulent Statements or Related Acts. The Consultant acknowledges that 31 U.S.C. Ch. 38 (Administrative Remedies for False Claims and Statements) applies to the Consultant’s actions pertaining to this Agreement. 20. Consultant agrees to take all necessary affirmative steps to assure that minority businesses, women’s business enterprises, and labor surplus area firms are used when possible. Affirmative steps must include: a. Placing qualified small and minority businesses and women’s business enterprises on solicitation lists; b. Assuring that small and minority businesses, and women’s business enterprises are solicited whenever they are potential sources; c. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women’s business enterprises; d. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women’s business enterprises; and e. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 14 21. Byrd Anti-Lobbying Amendment. If this value of this Agreement is more than $100,000, Consultant, and its lower tiers, must sign and submit the following certification to the City: APPENDIX A, 44 C.F.R. PART 18 – CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The Consultant, TJKM Transportation Consultants, a Corporation, certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Consultant understands and agrees that the provisions of 31 U.S.C. Ch. 38, Administrative Remedies for False Claims and Statements, apply to this certification and disclosure, if any. _________________________________________ Appendix 1 – Homestead Rd & N. De Anza Blvd Traffic Signal Modification, CPN 2021-01/FPN HSIPL-5318 (030) Page 15 Signature of Consultant’s Authorized Official _________________________________________ Name and Title of Consultant’s Authorized Official _____________ Date Consultant agrees to the terms of this Appendix 1 to the Agreement. TJKM TRANSPORATION CONSULTANTS CONSULTANT By:_ Name: Title: Date: Local Assistance Procedures Manual exhibits to this appendix (note that LAPM and exhibits may be updated regularly: a. Exhibit 10-I, available at https://dot.ca.gov/-/media/dot-media/programs/local- assistance/documents/lapm/c10/10i.pdf b. Exhibit 10-K, available at https://dot.ca.gov/-/media/dot-media/programs/local- assistance/documents/lapm/c10/10k.pdf c. Exhibit 10-O2, available at https://dot.ca.gov/-/media/dot-media/programs/local- assistance/documents/lapm/c10/10o2.pdf d. Exhibit 10-Q, available at https://dot.ca.gov/-/media/dot-media/programs/local- assistance/documents/lapm/c10/10q.pdf e. Word versions of the above are available at: https://dot.ca.gov/programs/local- assistance/forms/local-assistance-procedures-manual-forms TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 1 of 15 PROJECT No. 2021-01 Exhibit A Scope of Services TJKM (Hereafter referred to as “DESIGN PROFESSIONAL”) shall perform professional services as detailed in the following sections related to the design, bidding and construction for PROJECT the Homestead Road and De Anza Boulevard Traffic Signal Modification. (Hereafter referred to as “PROJECT) SECTION 1. GENERAL A. General PROJECT Description: The PROJECT involves design development, construction document preparation, bid support, and construction administration services for the PROJECT. The PROJECT will be for the modification of an existing traffic signal focused on the removal of signal standards in median islands. PROJECTDESIGN PROFESSIONAL B. General Performance Requirements: 1. The performance of all services by DESIGN PROFESSIONAL shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this scope of services and the standard of care provisions contained in this AGREEMENT. 2. The CITY’s Department of Public Works shall manage the PROJECT and this AGREEMENT. DESIGN PROFESSIONAL shall receive final direction from the CITY’s Director of Public Works or his/her authorized designee (hereinafter collectively “CITY”) only. The CITY shall resolve any conflicting direction from other groups, departments or agencies. 3. DESIGN PROFESSIONAL shall coordinate this scope of services with the CITY as well as with other CITY consultants and contractors, as needed or as directed by the CITY. DESIGN PROFESSIONAL shall schedule meeting and prepare meeting agendas and minutes for all PROJECT meetings during the design phase under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. DESIGN PROFESSIONAL shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. DESIGN PROFESSIONAL shall coordinate all responses to comments through the CITY. 4. DESIGN PROFESSIONAL shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. DESIGN PROFESSIONAL shall not substitute any team members without the prior approval of the CITY. 5. DESIGN PROFESSIONAL’s services shall be performed as expeditiously as is consistent with professional skill and care and the orderly process of the work. TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 2 of 15 PROJECT No. 2021-01 The schedule for the performance included in EXHIBIT B, may be adjusted by mutual agreement. 6. DESIGN PROFESSIONAL shall manage its SUBCONSULTANTS, and administer the PROJECT. DESIGN PROFESSIONAL shall consult with the CITY, research applicable design criteria, and communicate with members of the PROJECT team. 7. When the CITY determines that the PROJECT requirements have been sufficiently identified, DESIGN PROFESSIONAL shall prepare and update a PROJECT schedule for the CITY at the beginning of each TASK as defined in SECTION 2 - “TASK” of this EXHIBIT A. The PROJECT schedule shall identify milestone dates for decisions required of the CITY, design services furnished by DESIGN PROFESSIONAL and CONSULTANT’s SUBCONSULTANTS, dates of reviews and approvals required by all governmental agencies that have jurisdiction over the PROJECT, deliverables to be furnished by DESIGN PROFESSIONAL, completion of documentation provided by DESIGN PROFESSIONAL, commencement of construction and substantial completion of the construction of the PROJECT, and as identified in the exhibits under this AGREEMENT. 8. DESIGN PROFESSIONAL shall submit construction documents to the CITY, according to SECTION 2 – “TASKS”, of this EXHIBIT A for purposes of evaluation and approval by the CITY. The CITY including the Department of Public Works Engineering and other CITY department as necessary will review the documents during each phase. DESIGN PROFESSIONAL will meet with the CITY for progress review at various stages of the PROJECT. DESIGN PROFESSIONAL will be responsible for causing the appropriate SUBCONSULTANT(S) to attend any meetings included in this SCOPE OF SERVICES. DESIGN PROFESSIONAL shall make revisions to the construction documents as required for each task in a timely manner. 9. DESIGN PROFESSIONAL shall assist the CITY, as requested by the CITY, in connection with the CITY’s responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the PROJECT, including submitting to the CITY’s Building Department for a building permit if required. 10. DESIGN PROFESSIONAL shall prepare and present to the CITY an Organization Chart, Directory, and Communication Flow Chart at the PROJECT Kick-Off Meeting. This meeting shall introduce team members, establish routes of communication, and discuss the participants' roles, responsibilities, and authority. C. Estimate of Probable Construction Cost: DESIGN PROFESSIONAL shall be responsible to design the PROJECT and provide an Estimate of Probable Construction Cost consistent with the following procedures and requirements. TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 3 of 15 PROJECT No. 2021-01 1. DESIGN PROFESSIONAL shall be responsible for designing the PROJECT so that the Estimate of Probable Construction Cost is less than or equal to the CONSTRUCTION BUDGET established by the CITY for the PROJECT. As the design process progresses DESIGN PROFESSIONAL shall update and refine the Estimate of Probable Construction Cost as required in SECTION 2 – “SCOPE OF SERVICES” of this EXHIBIT A. DESIGN PROFESSIONAL shall advise the CITY in writing of any adjustments to previous Estimates of Probable Construction Cost indicated by changes in PROJECT requirements or general market conditions. 2. Should the Estimate of Probable Construction Cost exceed the CONSTRUCTION BUDGET, DESIGN PROFESSIONAL shall, during the design phases of the PROJECT, revise, without additional cost to the CITY, the design documents and/or Construction Documents incorporating scope and quality changes to reduce the estimated costs for construction, to within the CONSTRUCTION BUDGET. DESIGN PROFESSIONAL shall make changes only as approved by the CITY in writing. Reductions in scope may be required to meet the CITY’s budget, and the CITY will not unreasonably withhold permission for such reductions in scope order for the DESIGN PROFESSIONALS to meet the budget. Notwithstanding the foregoing, to the extent the Estimate of Probable Construction Cost exceeds the CONSTRUCTION BUDGET due to any program, design or budget changes, initiated and authorized by the CITY which are beyond DESIGN PROFESSIONAL’s control, any changes required in the design documents, shall be considered as Additional Services as noted in EXHIBIT C of this AGREEMENT. 3. In preparing the Estimate of Probable Construction Cost, DESIGN PROFESSIONAL, in consultation with the CITY, shall do each of the following: (a) include contingencies for design, bidding, and price escalations to determine which materials, equipment, component systems and type of construction are to be included in the PROJECT, and (b) make reasonable adjustments and/or to value engineer various items in all required submittal cost estimates of the PROJECT, including alternate bids, in order to adjust the estimated construction cost to be less than or equal to the CONSTRUCTION BUDGET. 4. If bidding has not commenced within 90 days after DESIGN PROFESSIONAL submits the Construction Documents to the CITY, DESIGN PROFESSIONAL shall adjust the Estimate of Probable Construction Cost to reflect changes in the general level of prices in the construction industry. This will be an additional service. 5. DESIGN PROFESSIONAL shall identify, develop and incorporate into the Construction Documents “Add or Deduct Alternate” construction cost elements that may be chosen to meet the CITY’s budget. Alternates shall be approved by the CITY before being incorporated into the Construction Documents. 6. Should the lowest responsive bid exceed the CONSTRUCTION BUDGET by more than ten percent (10%), DESIGN PROFESSIONAL shall, if directed by the CITY, submit without additional cost to the CITY, revised Construction TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 4 of 15 PROJECT No. 2021-01 Documents reflecting changes, approved by the CITY, to reduce the Construction Costs to within the CONSTRUCTION BUDGET. The CITY acknowledges that the DESIGN PROFESSIONAL does not control market conditions and agrees that they may allow reductions in scope in order to meet the CITY’s construction budget. Task 1.0 Data Collection and Project Initiation 1.01 Existing Data Assembly: DESIGN PROFESSIONAL shall review PROJECT data provided by the CITY including, but not limited to: topographic survey, geotechnical reports, traffic studies, CEQA documents, other environmental studies, tree surveys, arborist’s reports, approved Master Plan, or other such data. The DESIGN PROFESSIONAL shall be entitled to reasonably rely upon the accuracy and sufficiency of any information provided to the DESIGN PROFESSIONAL by the CITY or the CITY’s agents. 1.02 The DESIGN PROFESSIONAL shall identify discrepancies or shortcomings among the existing data, and identify solutions for resolution, and propose generation of additional site information necessary to provide an accurate PROJECT base map. 1.03 The DESIGN PROFESSIONAL shall utilize existing data to the extent possible and inform the CITY immediately of problems associated with using existing data for PROJECT base information. 1.04 Utility Coordination: Coordinate with all utility owners who may have facilities within the PROJECT area or that may be impacted by the PROJECT work. Transmit preliminary plans for identification of potential conflicts. Coordinate potholing by utility companies and owners as required. 1.05 Field Survey: Perform field survey of existing control and monumentation. Locate existing survey monuments and accessible property corners and compute the existing right-of-way based on boundary evidence, record maps and preliminary title reports. Prepare a calculated base map of the existing right-of-way for use in design. 1.06 Right of Way: CITY will provide the DESIGN PROFESSIONAL CITY drawing files that include existing right of way information in the PROJECT area. 1.07 Supplemental Topographic Survey: CITY will provide the DESIGN PROFESSIONAL TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 5 of 15 PROJECT No. 2021-01 available drawing files that include topographic surveys in the PROJECT area. The DESIGN PROFESSIONAL shall perform supplemental topographic surveys necessary for the development of the PROJECT plans. PROJECTPROJECT Topographic survey data and mapping should include, but is not limited to the following: • Vertical and horizontal control tied to the CITY of Cupertino Horizontal and Vertical System; • All existing topography, within the designated intersections, including all existing fences, curb and gutter, sidewalks, driveways, pavement, trees, drainage structures, monuments, poles, and utility facilities that are visible or that are available from utility companies and record drawings; • Striping and edge of pavement for approximately 250 feet for each approach; and • Height of overhead utility lines within the intersections. 1.08 Base Sheet Preparation : The DESIGN PROFESSIONAL shall compile survey and other data as made available into a base sheet create PROJECT base information in AutoCAD 2019 for use in subsequent PROJECT design tasks and submit to the CITY for review and comment. The base information shall utilize topographic survey as furnished by the CITY or by the DESIGN PROFESSIONAL, according to the agreement. 1.0 Deliverables: (all deliverables digital unless otherwise noted) 1.01 Source Document Listing 1.02 Proposal of Additional Investigative Actions 1.03 Details of Problematic Data with solutions for resolution 1.04 Summary of Utility Companies Contacted and Actions Taken 1.05 Prepare calculated base map of ex. Right-of-Way 1.06 None 1.07 AutoCAD file of topographic survey data 1.08 Scaled Base Map in AutoCAD (2019) Format, including PROJECT Area Surface Features listed in section 1.05. TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 6 of 15 PROJECT No. 2021-01 Task 2.0: Preliminary (35%) Design 2.01 Meetings: The DESIGN PROFESSIONAL shall participate in one (1) design team meeting with representatives of the CITY during the Preliminary Design phase and provide written meeting minutes to the CITY within three (3) business days. 2.02 Preliminary 35% Plans: Prepare 35% Design Plans and submit them to the CITY for CITY for review and comment. The plans shall be prepared digitally using current AutoCAD 2019 software. The plans shall be formatted per CITY standards and submitted with other Preliminary Design Documents as noted below. The Preliminary Plans will include the major items of work needed to accomplish the PROJECT goals. The sheets to be provided for this Preliminary Plan submittal may include: • Cover sheet and plan sheet with base mapping and preliminary details • Documentation of outreach with franchise utility companies for facilities needed to be relocated or adjusted to grade as a result of the proposed construction activities. • Project schedule update • 35% design plans 2.03 Preliminary Estimate: Prepare a Preliminary Estimate of Probable Construction Cost based on items and quantities of work shown on the Preliminary Plans and other anticipated improvements. Prices will be based on the magnitude of the quantities and the DESIGN PROFESSIONALs experience with similar local PROJECTs and engineer’s judgement. 2.0 Deliverables: (all deliverables digital unless otherwise noted) 2.01 Meeting Notes 2.02 Preliminary (35%) Plans and documents 2.04 Preliminary Estimate of Probable Construction Cost Task 3. 0 Construction Document Development 3.01 Meeting: The DESIGN PROFESSIONAL shall participate in three (3) design team meetings with representatives of the CITY during the Construction Document phase and provide written meeting minutes to the CITY within three (3) business days. 3.02 65% Construction Documents: The 65% Construction Documents shall be a refinement of TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 7 of 15 PROJECT No. 2021-01 the 35% Design documents and are based on comments received from the CITY’S Review. The 65% Plans, Draft Technical Specifications, and 65% Cost Estimate shall be submitted together. • 65% Plans: Prepare 65% Design Plans and submit them to the CITY for review and comment. 65% plans shall include any sheets not previously submitted (erosion control, draft details, etc.). Advance the design to the point that all major design issues and solutions are represented in the plans. The following types of plans may be prepared: o Cover Sheet o General Note Sheet o Traffic Signal Removal Plan o Traffic Signal Modification Plan o Conductor and Equipment Schedule o Electrical Detail Sheets o Photometric Layout Exhibit o Signing and Striping Plans • 65% Technical Specifications: Prepare Draft Technical Specifications and submit them to the CITY for review and comment. The Technical Specifications are to reference CITY or Caltrans Standard Specifications for the various items of work, including measurement and payment provisions. • 65% Cost Estimate: Prepare a 65% Estimate of Probable Cost based on items and quantities of work shown on the 65% Plans and other anticipated improvements. Prices will be based on the magnitude of the quantities and the DESIGN PROFESSIONAL’s experience with similar local PROJECTs and engineer’s judgment. 3.03 95% Construction Documents: The 95% Construction Documents shall be a refinement of the 65% Design Documents and are to be based on comments received for the 65% review. The 95% Plans, Final Technical Specifications, and 95% Cost Estimate shall be submitted together. • 95% Plans: Prepare 95% Design Plans and submit them to the CITY for review and TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 8 of 15 PROJECT No. 2021-01 comment. • Final Technical Specifications: Update the Draft Technical Specifications and submit the Final Technical Specifications to the CITY for review and comment. The technical specifications are to reference CITY or Caltrans Standard Specifications for the various items of work, including measurement and payment provisions. • 95% Cost Estimate: Prepare a 95% Estimate of Probable Cost as needed based on items and quantities of work shown on the 95% Plans and other anticipated improvements. Prices will be based on the magnitude of the quantities and the DESIGN PROFESSIONAL’s experience with similar local PROJECTs and engineer’s judgment • Caltrans Submittal Package: Federal forms required, Engineers estimate, Right of Way certification short form, and DBE goal calculations to Caltrans Local Assistance staff for their review. 3.0 Deliverables: (all deliverables digital unless otherwise noted) 3.01 Meeting Notes 3.02 65% Design Plans, 65% Technical Specification, 65% Construction Cost Estimate 3.03 95% Design Plans, 95% Technical Specification, 95% Construction Cost Estimate and . Caltrans submittal package. Task 4.0 Final (100%) Construction Documents 4.01 100% Construction Documents: The 100% Construction Documents shall address any comments received for the 95% review. The 100% Plans, Technical Specifications, and Cost Estimate shall be submitted together on a flash drive. CITY will review the 100% Construction Documents for confirmation that responses to all previously provided comments are appropriately integrated. DESIGN PROFESSIONAL is to make any changes to the 100% plans that are requested by the CITY. 4.02 100% Plans: Prepare 100% Design Plans and submit them to the CITY for review and approval. 4.03 100% Technical Specifications: Update the Final Technical Specifications and submit the 100% Technical Specifications to the CITY. TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 9 of 15 PROJECT No. 2021-01 4.04 100% Cost Estimate: Prepare a 100% Estimate of Probable Construction Cost as needed based on items and quantities of work shown on the 100% Plans 4.0 Deliverables: (all deliverables digital unless otherwise noted) 4.01 100% Plans 4.02 100% Technical Specifications 4.03 100% Cost Estimate Task 5.0: Bid and Award Support This task shall be paid on a time and material basis. 5.01 Bid Period Assistance: DESIGN PROFESSIONAL shall provide the following bid phase services, at the CITY’s request, through award of the construction contract: a. Attend the general contractor’s pre-bid meeting. b. Respond to bidders’ questions until the question cutoff period identified in the bid documents package. c. Assist in the review and processing of substitution submittals during the Bid phase. d. Assist in the evaluation of bids as requested by the CITY. 5.02 Addenda Preparation: As requested by the CITY, prepare addenda to PROJECT documents including, but not limited to, new or revised Plans, new or revised Technical Specifications and/or removal of items from the PROJECT Plans and/or Specifications. 5.03 PROJECT Document Conformance: DESIGN PROFESSIONAL shall update the Construction Document package to include all addenda issued during the Bid process and submit a Conformed Set of drawings and specifications to the CITY within ten (10) days of the contract award by the CITY Council. DESIGN PROFESSIONAL a. The DESIGN PROFESSIONAL shall provide one (1) complete electronic format Conform Set Construction Documents and Technical Specifications in TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 10 of 15 PROJECT No. 2021-01 both native file formats (AutoCAD, MS Word) and pdf on a CITY compatible a flash drive. 5.0 Deliverables: (all deliverables digital unless otherwise noted) 5.01b Written response to Bidders’ questions 5.01c Written evaluation of substitution submittals 5.02 PROJECT Addenda 5.03 Conformed PROJECT Documents Task 6.0: Construction Administration This task shall be paid on a time and material basis. DESIGN PROFESSIONAL’s responsibility to provide the Construction Administration Services commences with the construction contract award and ends with submission of the final PROJECT Punch List. DESIGN PROFESSIONAL shall advise the CITY, in writing, of any construction items that are not in conformance with the Contract Documents. DESIGN PROFESSIONAL shall have reasonable access to the construction of the PROJECT wherever it is in preparation or progress as appropriate to meet its obligations under this Agreement. Duties, responsibilities and limitations of authority of DESIGN PROFESSIONAL under this Task shall not be restricted, modified or extended except by advance, written agreement between CITY and DESIGN PROFESSIONAL. 6.01 Submittal Review: The DESIGN PROFESSIONAL shall review and approve or reject the Contractor’s submittals within five (5) working days of receipt. The DESIGN PROFESSIONAL may request additional review time for particularly complex or unusual submittals. The CITY shall not grant additional review time for standard construction item submittals. The DESIGN PROFESSIONAL shall maintain a detailed record of all submittals and content supplied by the Contractor. 6.02 Requests for Information: The DESIGN PROFESSIONAL shall review Contractor’s Requests for Information and provide a written response to the DESIGN PROFESSIONAL with a copy to the CITY, within five (5) working days of receipt. The TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 11 of 15 PROJECT No. 2021-01 DESIGN PROFESSIONAL’s response shall provide, with advance CITY approval, supplemental drawings and/or specifications necessary to clarify the RFI. The DESIGN PROFESSIONAL shall maintain a detailed record of all RFI’s and responses supplied to the Contractor. 6.03 Change Orders: DESIGN PROFESSIONAL shall review and advise the CITY on requests by the CITY or Contractor for changes in the construction of the PROJECT. The DESIGN PROFESSIONAL shall review CITY prepared Contract Change Orders and, where necessary, prepares Drawings and Specifications to describe Work to be added, deleted or modified. The DESIGN PROFESSIONAL shall maintain all records relative to changes in the construction. 6.04 Construction Meetings: Attend up to two (2) site meetings in the Construction phase and provide meeting minutes to the CITY within two (2) business days. 6.05 Record Drawings: DESIGN PROFESSIONAL shall revise the contract plans to include all change orders, RFI responses and field changes to reflect actual conditions. Utilizing the contractor’s red-line mark-up plan set the DESIGN PROFESSIONAL shall transfer these changes to the record drawings. 6.0 Deliverables (all deliverables shall be digital unless otherwise noted) 6.01 Responses to submittals 6.02 Responses to Requests for Information 6.03 Review comments for CITY prepared Change Orders 6.04 Meeting Minutes 6.05 Record Drawings Task 7.0: Optional Services This task shall be paid on a time and material basis. 7.01 Ground Penetrating Radio and Potholing Signal Foundations: At the CITY’s request, the DESIGN PROFESSIONAL shall conduct Ground Penetrating Radio for the proposed signal pole locations and potholing for the proposed signal pole standard with mast arm locations (two total) if there are utilities close to the proposed foundations. TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 12 of 15 PROJECT No. 2021-01 7.0 Deliverables: (all deliverables digital unless otherwise noted) 7.01 Ground Penetrating Radio and Potholing Signal Foundations Report Task 8.0: Additional Services DESIGN PROFESSIONAL services not specifically identified in the Scope of Services shall be considered Additional Services. At the CITY’s request, the DESIGN PROFESSIONAL shall provide a fee proposal for specific additional services consistent with the professional rate schedule in Exhibit C. Other Tasks/Services that may be assigned per PROJECT needs: • Plan line study • Traffic Counts or analysis • Traffic Signal Coordination Timing Plans • Geotechnical Monitoring • Corridor study • Community Outreach Support/Design Visualization • Minor Civil Improvements, Hazardous Waste testing, monitoring and contingency plan for both site and building demolition work Construction management, inspection, supervision and scheduling environmental clearance or studies • Construction Staking • Record Survey, Final and Tentative Maps, Aerial Photometric Survey • Legal Descriptions and Plat Maps ADDITIONAL SERVICES DESIGN PROFESSIONAL Services beyond the work in these tasks may be provided by DESIGN PROFESSIONAL as Additional Services only if such Additional Services are authorized in writing by the CITY in advance. An Additional Services amount of FIVE THOUSAND DOLLARS ($ 5,000.00) is made a part of this agreement. Additional services may be paid for as a negotiated maximum not to exceed amount or by a time and materials cost accounting with a maximum not to exceed. TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 13 of 15 PROJECT No. 2021-01 EXHIBIT B SCHEDULE OF PERFORMANCE DESIGN PROFESSIONAL shall complete all work by February 25th, 2022. This Schedule of Performance establishes the milestones for commencement and completion of the Tasks for Basic Services as specified in Exhibit A, Scope of Services. TASK # TASK DESCRIPTION DURATION Task #1: Data Collection and Project Initiation 2 weeks after Notice to Proceed (NTP) for this Task Task#2: Preliminary (35%) Design 2 weeks after Notice to Proceed (NTP) for this Task Task#3: Construction Document Development 6 weeks after Notice to Proceed (NTP) for this Task Task #4: Final (100%) Construction Documents 3 weeks after Notice to Proceed (NTP) for this Task Task #5: Bid and Award Support 7 weeks During Bidding Period for this Task Task #6: Construction Support TBD Task #7: Optional Services TBD EXHIBIT C TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 14 of 15 PROJECT No. 2021-01 COMPENSATION Capitalized terms which are defined in the Agreement have the same meaning in this Exhibit C. This Exhibit C on Compensation supplements the provisions of Section 4 of the Agreement on Compensation, as further specified in Section 4. 1. BASIC SERVICES BUDGET SCHEDULE The following budget schedule will be used to determine monthly compensation for Basic Services based on the degree of completion, subject to confirmation and agreement by the CITY, and budget for each listed Task: TASK # TASK DESCRIPTION TASK BUDGET 1 Data Collection and Project Initiation $ 9,669 2 Preliminary (35%) Design $ 4,714 3 Construction Document Development $ 8,494 4 Final (100%) Construction Documents $ 2,431 5 Bid and Award Support (Paid on Time and Material Basis) $ 558 6 Construction Support (Paid on Time and Material Basis) $ 4,674 7 Optional Services (Paid on Time and Material Basis) $16,442 Total for Basic Services including Optional Services: $ _46,982_ DESIGN PROFESSIONAL may not bill in excess of the Task Budget amount for any Task without prior written authorization from the CITY. The CITY has the discretion, but not the obligation, to reallocate the budgeted amounts for each Task, subject to the not to exceed limit specified in Section 4. TJKM Exhibit A, B & C Homestead Rd & N. De Anza Blvd Traffic Signal Modification 15 of 15 PROJECT No. 2021-01 2. HOURLY COMPENSATION FOR ADDITIONAL SERVICES A. Hourly Rate Schedule. The CITY will compensate the DESIGN PROFESSIONAL for satisfactory performance of duly authorized Additional Services which are subject to hourly billing, based on the hourly rate(s) set forth below, but subject to the compensation limits in Section 4 of the Agreement. The hourly rates are deemed to include all costs including, salary, wages, benefits, taxes, insurance, and the like paid to or on behalf of each individual providing the Services, and are also deemed to include profit, overhead, vehicle, equipment and supply costs and the like. The hourly rates do not include Reimbursable Expenses, which are addressed below and in Section 4 of the Agreement. These hourly rates will remain in effect for the Term of the Agreement unless changed by written amendment to the Agreement. DESIGN PROFESSIONAL Hourly Rates: Principal $ 252.38 Project Manager $ 232.91 QA/QC Manager $ 225.33 Senior Engineer $ 167.74 Associate Engineer 2 $ 101.02 Associate Engineer 1 $ 94.04 Admin $ 58.31 B. Reimbursable Expenses. The following are allowed Reimbursable Expenses for authorized Additional Services compensated on an hourly basis (time and expenses), subject to the compensation limits in Section 4 of the Agreement: <modify as appropriate> • Necessary subconsultant services • Individual or multiple document reproductions that exceed 50 pages • Drawing or bid set reproductions to the extent authorized by CITY • Special software required by CITY specifically for the PROJECT, excluding standard software programs such as Microsoft Office suite applications (i.e. Word, Excel, PowerPoint, PROJECT, etc.), Adobe Acrobat, or standard photo editing programs • Necessary travel expenses to the extent allowed by CITY policy, with mileage reimbursed per the current IRS standard mileage rate at the time of travel • Safety equipment required by CITY policy or the PROJECT scope of services • Mass mailing notifications • Special expenses for public meetings, such as refreshments, interpreters, security, valet parking, facility rental, tents or booths, easels, markers, paper, or presentation equipment END OF EXHIBITS Revised: April 30, 2020 – Services Agreements 1 Exhibit A-A – SHELTER IN PLACE AND SOCIAL DISTANCING REQUIREMENTS A. Health Laws Acknowledged. It is acknowledged that Consultant’s/Contractor’s (“Contractor”) duty to comply with Laws, as defined in Section 13 of the Contract/Agreement (“Contract”), includes immediate compliance by Contractor and its subcontractors with the restrictions on travel and the Social Distancing Requirements set forth in the most recent health order issued by the County of Santa Clara Health Department in response to the COVID-19 pandemic, and any subsequent amendments or superseding orders thereto (the “Health Order”), and any other local, state, or federal laws that have been or may be enacted in response to the COVID-19 pandemic (collectively, “Health Laws”). B. Health Order Compliance. Contractor shall comply with any restrictions on travel and social distancing requirements in the Health Order when preforming work under this Contract. If a scope of work item, notice to proceed, or work order under this Contract specifies work that cannot be performed in compliance with the Health Order or other Health Laws, Contractor shall refrain from conducting the work and immediately inform the City. C. Individuals at High Risk of Severe Illness. Nothing in this Contract shall be interpreted to require any person at high risk of severe illness from COVID-19 to leave their residence to perform work under the Contract. Contractor will inform the City if other arrangements for the work must be made, and City will do so, with no penalty to Contractor, although Contractor will not be compensated for work performed by the City or third parties. Information from the Center for Disease Control (“CDC”) on “high risk” categories is available at the CDC's website at: https://www.cdc.gov/coronavirus/2019-ncov/specific-groups/people-at-higher-risk.html. D. Health Order Requirements and Best Practices. Contractor will immediately undertake all appropriate measures to ensure compliance with the Social Distancing Requirements in the Health Order by all individuals performing work under this Contract, including Contractor's or any subcontractor's workers, employees, representatives, vendors, or suppliers (collectively, "workers"), and shall maintain these measures for as long as required by the Health Order or other Health Laws. As long as required by the operative Health Order or other Health Laws, these measures shall include, but are not limited to, the following: 1. Meetings/Site Access. Use electronic alternatives to in person meetings, e.g., conference calls, video-conferencing, etc., to the greatest extent possible. Limit access to any project site or any work area to workers who are necessary to perform in-person work. Require non-essential personnel to work from home to the extent possible. Avoid all non-essential travel. 2. Distancing. Where workers perform in-person work at a project site or a work area, prohibit workers from being less than six feet apart, unless and only to the extent that would compromise worker safety or violate safety Laws for specific operations. Prohibit handshaking or any physical contact among workers, with the sole and limited exception Revised: April 30, 2020 – Services Agreements 2 of any physical contact required for worker safety or to comply with safety Laws. Prohibit workers from sharing a vehicle. E. Changed Requirements. It is understood and acknowledged that circumstances pertaining to the COVID-19 pandemic are evolving rapidly and that new local, state, or federal requirements may modify the requirements under this Exhibit. Contractor agrees to work cooperatively with the City to implement new or changed requirements as quickly as possible. F. Subcontracts. Contractor shall include the terms of this Exhibit in all subcontracts and require any agents, subcontractors, or subconsultants to comply with its provisions. 1229192.7 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 3/30/2021 Dealey,Renton &Associates 3697 Mt.Diablo Blvd,Suite 230 Lafayette CA 94549 Doris A.Chambers 510-465-3090 510-452-2193 dchambers@dealeyrenton.com Travelers Property Casualty Company of America 25674 TJKMTRANS Travelers Casualty and Surety Co of America 31194TJKM dba:TJKM Transportation Consultants 2055 Gateway Place,Suite 400 San Jose CA 95110-2798 The Travelers Indemnity Company of Connecticut 25682 395325998 A X 1,000,000 X 1,000,000 10,000 1,000,000 2,000,000 X Y Y 6800J039683 4/1/2021 4/1/2022 2,000,000 C 1,000,000 X X X Y Y BA5R185660 4/1/2021 4/1/2022 A X X 5,000,000YCUP0D4518984/1/2021Y 4/1/2022 5,000,000 A X N Y UB0K938923 4/1/2021 4/1/2022 1,000,000 1,000,000 1,000,000 B Professional Liability Y 106898029 4/1/2021 4/1/2022 $4,000,000 $4,000,000 per Claim Annl Aggr. TJKM’s Professional Liability policy with Travelers includes Pollution Liability coverage. The Excess-Umbrella Liability is Following Form to the General Liability,Automobile Liability and Employers'Liability policies. REF:Apple Campus 2 TDM Monitoring Program.GENERAL LIABILITY AND AUTOMOBILE LIABILITY ADDITIONAL INSURED:City,its City Council,boards and commissions,officers,officials,employees,agents and volunteers.Commercial General Liability Insurance is primary and non contributory per policy form. Waiver of Subrogation applies to Commercial General Liability Automobile Liability and Workers'Compensation.Cancellation provisions are solely as shown on this certificate.Cancellation:30 Day/10 Day for Non Payment of Premium. 30 Day NOC/10 Day for NonPay of Prem City of Cupertino Department of Public Works 10300 Torre Avenue Cupertino CA 95014 ÐÑÔ×ÝÇÒËÓÞÛÎ COMMERCIAL GENERAL LIABILITY ISSUED DATE: ÌØ×ÍÛÒÜÑÎÍÛÓÛÒÌÝØßÒÙÛÍÌØÛÐÑÔ×ÝÇòÐÔÛßÍÛÎÛßÜ×ÌÝßÎÛÚËÔÔÇò    ̸·­»²¼±®­»³»²¬³±¼·º·»­·²­«®¿²½»°®±ª·¼»¼«²¼»®¬¸»º±´´±©·²¹æ ÝÑÓÓÛÎÝ×ßÔÙÛÒÛÎßÔÔ×ßÞ×Ô×ÌÇÝÑÊÛÎßÙÛÐßÎÌ    øײº±®³¿¬·±²®»¯«·®»¼¬±½±³°´»¬»¬¸·­Í½¸»¼«´»ô·º²±¬­¸±©²¿¾±ª»ô©·´´¾»­¸±©²·²¬¸»Ü»½´¿®¿¬·±²­ò÷ Í»½¬·±²×× É¸±×­ß²×²­«®»¼·­¿³»²¼»¼¬±·²ó ̸·­·²­«®¿²½»¼±»­²±¬¿°°´§¬±þ¾±¼·´§·²¶«®§þ±® ½´«¼»¿­¿²¿¼¼·¬·±²¿´·²­«®»¼¬¸»°»®­±²ø­÷±® þ°®±°»®¬§¼¿³¿¹»þ±½½«®®·²¹ô±®°»®­±²¿´·²¶«®§Œ ±®¹¿²·¦¿¬·±²ø­÷­¸±©²·²¬¸»Í½¸»¼«´»ô¾«¬±²´§ ±®¿¼ª»®¬·­·²¹·²¶«®§Œ¿®·­·²¹±«¬±º¿²±ºº»²­» ©·¬¸®»­°»½¬¬±´·¿¾·´·¬§º±®þ¾±¼·´§·²¶«®§þôþ°®±°»®¬§ ½±³³·¬¬»¼ô¿º¬»®æ ¼¿³¿¹»þôþ°»®­±²¿´·²¶«®§Œ±®¿¼ª»®¬·­·²¹·²¶«®§þ ß´´©±®µô·²½´«¼·²¹³¿¬»®·¿´­ô°¿®¬­±®»¯«·°ó½¿«­»¼ô·²©¸±´»±®·²°¿®¬ô¾§æ ³»²¬º«®²·­¸»¼·²½±²²»½¬·±²©·¬¸­«½¸©±®µô DZ«®¿½¬­±®±³·­­·±²­å±®±²¬¸»°®±¶»½¬ø±¬¸»®¬¸¿²­»®ª·½»ô³¿·²¬»ó ²¿²½»±®®»°¿·®­÷¬±¾»°»®º±®³»¼¾§±®±²̸»¿½¬­±®±³·­­·±²­±º¬¸±­»¿½¬·²¹±²§±«®¾»¸¿´º±º¬¸»¿¼¼·¬·±²¿´·²­«®»¼ø­÷¿¬¬¸»´±½¿ó¾»¸¿´ºå ¬·±²±º¬¸»½±ª»®»¼±°»®¿¬·±²­¸¿­¾»»²½±³ó·²¬¸»°»®º±®³¿²½»±º§±«®±²¹±·²¹±°»®¿¬·±²­º±®°´»¬»¼å±®¬¸»¿¼¼·¬·±²¿´·²­«®»¼ø­÷¿¬¬¸»´±½¿¬·±²ø­÷¼»­·¹ó ̸¿¬°±®¬·±²±ºþ§±«®©±®µþ±«¬±º©¸·½¸¬¸»²¿¬»¼¿¾±ª»ò ·²¶«®§±®¼¿³¿¹»¿®·­»­¸¿­¾»»²°«¬¬±·¬­·²óÉ·¬¸®»­°»½¬¬±¬¸»·²­«®¿²½»¿ºº±®¼»¼¬±¬¸»­»¬»²¼»¼«­»¾§¿²§°»®­±²±®±®¹¿²·¦¿¬·±²¿¼¼·¬·±²¿´·²­«®»¼­ô¬¸»º±´´±©·²¹¿¼¼·¬·±²¿´»¨½´«ó ±¬¸»®¬¸¿²¿²±¬¸»®½±²¬®¿½¬±®±®­«¾½±²¬®¿½ó­·±²­¿°°´§æ ¬±®»²¹¿¹»¼·²°»®º±®³·²¹±°»®¿¬·±²­º±®¿ °®·²½·°¿´¿­¿°¿®¬±º¬¸»­¿³»°®±¶»½¬ò ݱ°§®·¹¸¬îððë̸»Í¬òп«´Ì®¿ª»´»®­Ý±³°¿²·»­ôײ½òß´´®·¹¸¬­®»­»®ª»¼ò п¹»ï±ºï ײ½´«¼»­½±°§®·¹¸¬»¼³¿¬»®·¿´±º×²­«®¿²½»Í»®ª·½»­Ñºº·½»ôײ½ò©·¬¸·¬­°»®³·­­·±²ò Any person or organization that you agree in a written contract, on this Coverage Part, provided that such written contract was signed and executed by you before, and is in effect when the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. Any project to which an applicable written contract with the described in the Name of Additional Insured Person(s) or Organization(s) section of this Schedule applies. 6800J039683 3/30/2021 ÐÑÔ×ÝÇÒËÓÞÛÎæ COMMERCIAL GENERAL LIABILITY ISSUED DATE: ÌØ×ÍÛÒÜÑÎÍÛÓÛÒÌÝØßÒÙÛÍÌØÛÐÑÔ×ÝÇòÐÔÛßÍÛÎÛßÜ×ÌÝßÎÛÚËÔÔÇò   ̸·­»²¼±®­»³»²¬³±¼·º·»­·²­«®¿²½»°®±ª·¼»¼«²¼»®¬¸»º±´´±©·²¹æ ÝÑÓÓÛÎÝ×ßÔÙÛÒÛÎßÔÔ×ßÞ×Ô×ÌÇÝÑÊÛÎßÙÛÐßÎÌ    ײº±®³¿¬·±²®»¯«·®»¼¬±½±³°´»¬»¬¸·­Í½¸»¼«´»ô·º²±¬­¸±©²¿¾±ª»ô©·´´¾»­¸±©²·²¬¸»Ü»½´¿®¿¬·±²­ò ·­¿³»²¼»¼¬±·²ó ´±½¿¬·±²¼»­·¹²¿¬»¼¿²¼¼»­½®·¾»¼·²¬¸»­½¸»¼«´»±º ½´«¼»¿­¿²¿¼¼·¬·±²¿´·²­«®»¼¬¸»°»®­±²ø­÷±®±®ó ¬¸·­»²¼±®­»³»²¬°»®º±®³»¼º±®¬¸¿¬¿¼¼·¬·±²¿´·²ó ¹¿²·¦¿¬·±²ø­÷­¸±©²·²¬¸»Í½¸»¼«´»ô¾«¬±²´§©·¬¸ ­«®»¼¿²¼·²½´«¼»¼·²¬¸»þ°®±¼«½¬­ó½±³°´»¬»¼±°»®¿ó ®»­°»½¬¬±´·¿¾·´·¬§º±®þ¾±¼·´§·²¶«®§þ±®þ°®±°»®¬§¼¿³ó ¬·±²­¸¿¦¿®¼þò ¿¹»þ½¿«­»¼ô·²©¸±´»±®·²°¿®¬ô¾§þ§±«®©±®µþ¿¬¬¸» ×ÍÑЮ±°»®¬·»­ôײ½òôîððì п¹»ï±ºï Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the "products- completed operations hazard", provided that such contract was signed and executed by you before, and is in effect when, the bodily injury or property damage occurs. Any project to which an applicable contract described in the Name of Additional Insured Person(s) or Organization(s) section of this Schedule applies. 3/30/20216800J039683 NAMED INSURED: POLICY NUMBER: <PNUM> ADDITIONAL COVERAGES BY WRITTEN CONTRACT OR AGREEMENT This is a summary of the coverages provided under the following forms (complete forms available): Page 1 COMMERCIAL GENERAL LIABILITY COVERAGE Excerpt from COMMERCIAL GENERAL LIABILITY COVERAGE (FORM #CG T1 00 02 19) SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS 4. OTHER INSURANCE - d. PRIMARY AND NON-CONTRIBUTORY INSURANCE IF REQUIREDBY WRITTEN CONTRACT: If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such insured which covers such insured as a namedinsured, and we will not share with that other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and(2) The "personal and advertising injury" for which coverage is sought is caused by an offense that iscommitted; subsequent to the signing of that contract or agreement by you. Excerpt from XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS AND SURVEYORS (FORM #CG D3 79 02 19) PROVISION M. - BLANKET WAIVER OF SUBROGATION - WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT: If the insured has agreed in a written contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person ororganization, but only for payments we make because of: a."Bodily injury" or "property damage" that occurs; orb. "Personal and advertising injury" caused by an offense that is committed; subsequent to the signing of that contract or agreement. T J K M 6800J039683 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5.,Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us,of the prior to any "accident"or "loss",provided that the CONDITIONS Section:"accident"or "loss"arises out of the operations 5.Transfer Of Rights Of Recovery Against Oth-contemplated by such contract.The waiver ap- ers To Us plies only to the person or organization desig- nated in such contract.We waive any right of recovery we may have against any person or organization to the extent CA T3 40 02 15 ©2015 The Travelers Indemnity Company.All rights reserved.Page 1 of 1 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy #BA5R185660 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76 (A) POLICY NUMBER: WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT CALIFORNIA (BLANKET WAIVER) We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be %of the California workers'compensation pre- mium. Schedule Person or Organization Job Description This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Insurance Company Countersigned by DATE OF ISSUE:Page 1 of 1 Any Person or organization for which the insured has agreed by written contract executed prior to loss to furnish this waiver. UB0K938923 Travelers Property Casualty Company of America 3/30/2021 POLICY NUMBER:COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II – Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I – Covered Autos Coverages of the Auto Dealers Coverage Form. BA5R185660 T J K M 4/1/2021 TJKM for Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification Final Audit Report 2022-09-30 Created:2022-09-26 By:City of Cupertino (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAhB748Fl5DSOvad9266_V_n06NwI10FQg "TJKM for Professional Design Services for Homestead Rd & N De Anza Blvd Traffic Signal Modification" History Document created by City of Cupertino (webmaster@cupertino.org) 2022-09-26 - 10:56:14 PM GMT- IP address: 35.229.54.2 Document emailed to Julia Kinst (juliak@cupertino.org) for approval 2022-09-26 - 10:58:31 PM GMT Document approved by Julia Kinst (juliak@cupertino.org) Approval Date: 2022-09-26 - 11:07:53 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2022-09-26 - 11:07:57 PM GMT Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2022-09-26 - 11:39:02 PM GMT - Time Source: server- IP address: 73.170.27.253 Document emailed to apatel@tjkm.com for signature 2022-09-26 - 11:39:05 PM GMT City of Cupertino (webmaster@cupertino.org) added alternate signer rpatel@tjkm.com. The original signer apatel@tjkm.com can still sign. 2022-09-28 - 11:29:06 PM GMT- IP address: 174.208.108.254 Document emailed to rpatel@tjkm.com for signature 2022-09-28 - 11:29:06 PM GMT Email viewed by rpatel@tjkm.com 2022-09-29 - 0:06:40 AM GMT- IP address: 73.170.131.216 Email viewed by rpatel@tjkm.com 2022-09-30 - 2:49:24 PM GMT- IP address: 73.170.131.216 Signer rpatel@tjkm.com entered name at signing as Rutvij Patel 2022-09-30 - 2:53:59 PM GMT- IP address: 73.170.131.216 Document e-signed by Rutvij Patel (rpatel@tjkm.com) Signature Date: 2022-09-30 - 2:54:02 PM GMT - Time Source: server- IP address: 73.170.131.216 Document emailed to christopherj@cupertino.org for signature 2022-09-30 - 2:54:05 PM GMT Email viewed by christopherj@cupertino.org 2022-09-30 - 4:11:50 PM GMT- IP address: 172.225.89.34 Signer christopherj@cupertino.org entered name at signing as Christopher D. Jensen 2022-09-30 - 4:51:58 PM GMT- IP address: 136.24.42.212 Document e-signed by Christopher D. Jensen (christopherj@cupertino.org) Signature Date: 2022-09-30 - 4:51:59 PM GMT - Time Source: server- IP address: 136.24.42.212 Document emailed to Matthew Morley (mattm@cupertino.org) for signature 2022-09-30 - 4:52:06 PM GMT Email viewed by Matthew Morley (mattm@cupertino.org) 2022-09-30 - 4:58:26 PM GMT- IP address: 64.165.34.3 Document e-signed by Matthew Morley (mattm@cupertino.org) Signature Date: 2022-09-30 - 4:58:59 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2022-09-30 - 4:59:03 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2022-09-30 - 6:28:12 PM GMT- IP address: 104.47.73.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2022-09-30 - 6:28:22 PM GMT - Time Source: server- IP address: 162.245.20.145 Agreement completed. 2022-09-30 - 6:28:22 PM GMT