10-18-2022 Searchable Packet.pdf — Cupertino City Council, October 18, 2022 (part 4 of 9)

CERTIFICATION
The Administrative Services Director hereby certifies to the accuracy of said records and to the availability of funds for payment.

CERTIFIED:

Kristina Alfaro, Director of Administrative Services
526
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Main Account - Main Checking Account
Check
730962 09/02/2022 Open Accounts Payable ADVANTAGE GRAFIX $240.62 Invoice Date Description Amount
46854 08/24/2022 PW City Hall - Eaton Meet and Walk Flyer & Bike Fest Flyers
$240.62
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$240.62
730963 09/02/2022 Open Accounts Payable AMERICAN LEGAL PUBLISHING $927.92 Invoice Date Description Amount
19018 08/30/2022 2022 S-87 Folio/Internet Supplement Pages $113.56 18990 08/31/2022 2022 S-87 Supplement Editing Pages $814.36 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$927.92
730964 09/02/2022 Open Accounts Payable Asbury Environmental Services $95.00 Invoice Date Description Amount
I500-00854374 08/25/2022 Streets - Used Oil/Mixed Oil $95.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$95.00
730965 09/02/2022 Open Accounts Payable Astrid Robles $150.00 Invoice Date Description Amount
AstridR08182022 08/18/2022 Reimbursement for ICMA Membership Dues $150.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$150.00
730966 09/02/2022 Open Accounts Payable Bay Aerials Gymnastics $9,179.40 Invoice Date Description Amount
BAG0723-0831 08/27/2022 BAG July 23 - Aug 31 $9,179.40
Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$9,179.40
730967 09/02/2022 Open Accounts Payable California Tree & Landscape Consulting, Inc.
$17,600.00
Invoice Date Description Amount
22-1198 08/31/2022 Stevens Creek Corridor Tree Inventory Additional Time/Trees
$9,800.00
22-1197 08/31/2022 Stevens Creek Corridor Cupertino Report Writing $7,800.00 Paying Fund Cash Account Amount
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$17,600.00
730968 09/02/2022 Open Accounts Payable CALIFORNIA WATER SERVICE $24,222.12 Invoice Date Description Amount
3333-082522 08/25/2022 5926633333 7/20-8/17/22 $24,222.12 Paying Fund Cash Account Amount
user: Vi Tran Pages: 1 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 527
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$24,222.12
730969 09/02/2022 Open Accounts Payable CENTURYLINK $60.32 Invoice Date Description Amount
07072022 07/07/2022 CenturyLink Phone Services - July 2022 $22.16 08072022 08/07/2022 CenturyLink Phone Services ±August 2022 $38.16 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$60.32
730970 09/02/2022 Open Accounts Payable CINTAS CORP $2,257.70 Invoice Date Description Amount
4129198143 08/23/2022 UNIFORMS SAFETY APPAREL $1,128.10 4129884497 08/30/2022 UNIFORMS SAFETY APPAREL $1,129.60 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$2,257.70
730971 09/02/2022 Open Accounts Payable Community Health Charities of California
$50.00
Invoice Date Description Amount
08262022 08/26/2022 Community Health Charities pp 8/13/22-8/26/22 $50.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$50.00
730972 09/02/2022 Open Accounts Payable COUNTY OF SANTA CLARA $60.00 Invoice Date Description Amount
1800082639 08/24/2022 Live Scan Services July 2022 $60.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$60.00
730973 09/02/2022 Open Accounts Payable County of Santa Clara $650.00 Invoice Date Description Amount
R-2022-006 08/26/2022 Exempt Filing $50.00
R-2022-019 08/26/2022 Exempt Filing $50.00
RM-2020-023 08/26/2022 Exempt Filing $50.00
RM-2022-003 08/26/2022 Exempt Filing $50.00
RM-2022-013 08/26/2022 Exempt Filing $50.00
TR-2022-001 08/26/2022 Exempt Filing $50.00
TR-2022-016 08/26/2022 Exempt Filing $50.00
TR-2022-024 08/26/2022 Exempt Filing $50.00
DIR-2022-003 08/26/2022 Exempt Filing $50.00
DIR-2022-007 08/26/2022 Exempt Filing $50.00
DIR-2022-011 08/26/2022 Exempt Filing $50.00
R-2020-035 08/26/2022 Exempt Filing $50.00
R-2021-056 08/26/2022 Exempt Filing $50.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$650.00
user: Vi Tran Pages: 2 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 528
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
730974 09/02/2022 Open Accounts Payable DEX SYSTEMS ENGINEERING $1,360.00 Invoice Date Description Amount
1566 08/21/2022 Test Brighteye, EOC Monitors, loaner projector; Cable EOC
$1,360.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,360.00
730975 09/02/2022 Open Accounts Payable DIALOG Design LP $9,917.60 Invoice Date Description Amount
LP.100519 08/15/2022 Cupertino Renovation of City Hall Annex through 07312022
$9,917.60
Paying Fund Cash Account Amount
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$9,917.60
730976 09/02/2022 Open Accounts Payable DONE RIGHT, INC. $21,000.00 Invoice Date Description Amount
7012 07/28/2022 Senior Center deck repair, 7/28/22 billing $6,050.00 7010 07/22/2022 City Hall Facia Repair, 7/22/22 billing $3,355.00 7013 07/28/2022 Senior Center deck repair, 7/28/22 billing $1,150.00 7017 08/02/2022 City Hall Facia Repair, 8/2/22 billing $10,445.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$21,000.00
730977 09/02/2022 Open Accounts Payable Foster Brothers Security Systems $28.37 Invoice Date Description Amount
2144 08/18/2022 Facilities - Cut Key $28.37
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$28.37
730978 09/02/2022 Open Accounts Payable Got Gophers, Inc. $925.00 Invoice Date Description Amount
33898 08/31/2022 Grounds - Aug 2022 Pest Control Various Parks $925.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$925.00
730979 09/02/2022 Open Accounts Payable Griffin Structures Inc. $2,975.00 Invoice Date Description Amount
GSI-CLEP-22 07/31/2022 Library Expansion Project through 07312022 $2,975.00 Paying Fund Cash Account Amount
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$2,975.00
730980 09/02/2022 Open Accounts Payable HUICHEN LIN $741.00 Invoice Date Description Amount
HL082822 08/28/2022 August fitness classes $741.00
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$741.00
user: Vi Tran Pages: 3 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 529
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
730981 09/02/2022 Open Accounts Payable International Association of Emergency Managers
$195.00
Invoice Date Description Amount
195144 08/15/2022 IAEM - Membership Dues $195.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$195.00
730982 09/02/2022 Open Accounts Payable IRON MOUNTAIN $1,493.05 Invoice Date Description Amount
GWCB033 08/31/2022 City Clerk Office Storage - 9/1/22 - 9/30/22 $1,493.05 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,493.05
730983 09/02/2022 Open Accounts Payable KELLY-MOORE PAINT CO INC $285.87 Invoice Date Description Amount
808-00000855094 08/30/2022 Streets - Acryshld Flt Woodstock $285.87 Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$285.87
730984 09/02/2022 Open Accounts Payable KNORR SYSTEMS $2,154.22 Invoice Date Description Amount
SI241269 08/23/2022 Facilities - Chlorine, Muriatic Acid, Sodium Bicarbonate $2,154.22 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$2,154.22
730985 09/02/2022 Open Accounts Payable Li-Fen Lin $1,560.00 Invoice Date Description Amount
LFL082722 08/27/2022 QCC fitness classes summer $1,560.00 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$1,560.00
730986 09/02/2022 Open Accounts Payable Medina's Catering $1,782.95 Invoice Date Description Amount
053 09/01/2022 2022 Wellness Fair - lunch deposit $1,782.95 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,782.95
730987 09/02/2022 Open Accounts Payable Mood Media $108.90 Invoice Date Description Amount
56969465 08/01/2022 MOOD MEDIA Recurring Services from 01-AUG-22 to 31-AUG-22
$108.90
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$108.90
730988 09/02/2022 Open Accounts Payable Mountain View Garden Center $455.87 Invoice Date Description Amount
110908 08/11/2022 Facilities - 3Yds Polymeric Sand Grey $191.51 111019 08/25/2022 Grounds - 3/4yd 6 sack $264.36
user: Vi Tran Pages: 4 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 530
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$264.36
560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash)
$191.51
730989 09/02/2022 Open Accounts Payable Napa Auto Parts $165.84 Invoice Date Description Amount
5983-781925 08/19/2022 Fleet - Batt Cable Connector $165.84 Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$165.84
730990 09/02/2022 Open Accounts Payable Operating Engineers Local Union No. 3 $1,484.16
Invoice Date Description Amount
08262022 08/26/2022 Union Dues pp 8/13/22-8/26/22 $1,484.16 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,484.16
730991 09/02/2022 Open Accounts Payable Outdoor Creations Inc. $8,511.75 Invoice Date Description Amount
9425 08/08/2022 Grounds - Table Tennis, Ping Pong Net $8,511.75 Paying Fund Cash Account Amount
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$8,511.75
730992 09/02/2022 Open Accounts Payable PG&E $347.22
Invoice Date Description Amount
5875-082122 08/21/2022 2012160587-5 7/21/22-8/18/22 $17.32 7100-081822 08/18/2022 7166121710-0 7/8/22-8/8/22 $86.13 0349-082622 08/26/2022 3042033034-9 7/21-8/18/22 $208.88 0719-082522 08/25/2022 9223068071-9 7/20-8/18/22 $34.89 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$347.22
730993 09/02/2022 Open Accounts Payable PG&E $20,356.20 Invoice Date Description Amount
1715-082222 08/22/2022 4993063171-5 7/21-8/16/22 $20,356.20 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$20,356.20
730994 09/02/2022 Open Accounts Payable Pine Cone Lumber Co $3,865.84 Invoice Date Description Amount
160272 08/25/2022 Streets - 4x4 8" Pressure Treated, 2x6 10' DF Pressure
$139.78
159079 08/17/2022 Facilities - Screws, Insert BIT, 2x10, 2x8, 2x14 RWD $3,726.06 Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$139.78
560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash)
$1,863.06
user: Vi Tran Pages: 5 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 531
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$1,863.00
730995 09/02/2022 Open Accounts Payable REBECCA MCCORMICK $1,227.85 Invoice Date Description Amount
RM082722 08/27/2022 QCC fitness classes summer $1,227.85 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$1,227.85
730996 09/02/2022 Open Accounts Payable RPM EXTERMINATORS INC $1,650.00 Invoice Date Description Amount
0096215 08/24/2022 Facilities - Rodents Aug 2022 Multiple Sites $1,275.00 0096724 08/08/2022 Facilities - Service Center Fleas Outside $375.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,395.00
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$255.00
730997 09/02/2022 Open Accounts Payable Sherrill Inc. $115.66 Invoice Date Description Amount
INV-782919 08/22/2022 Trees/ROW - X-Large Chaps $115.66 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$115.66
730998 09/02/2022 Open Accounts Payable SONIA DOGRA $117.00 Invoice Date Description Amount
SD082822 08/28/2022 August fitness classes $117.00
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$117.00
730999 09/02/2022 Open Accounts Payable Starrz Dance $380.25 Invoice Date Description Amount
SS082722 08/27/2022 QCC fitness classes summer $380.25
Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$380.25
731000 09/02/2022 Open Accounts Payable 6WUHHW'pFRU,QF $10,266.30 Invoice Date Description Amount
33345 08/16/2022 Streets - Holiday Banners $10,266.30
Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$10,266.30
731001 09/02/2022 Open Accounts Payable T-MOBILE $742.71 Invoice Date Description Amount
4158-04212022 04/21/2022 966 594 158 - 04/21/22 credits adjustment ($126.60) 4158-072122 07/21/2022 966594158 - 07212022 $682.32
4158-082122 08/21/2022 966594158 - 08212022 $186.99
Paying Fund Cash Account Amount
user: Vi Tran Pages: 6 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 532
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash)
$742.71
731002 09/02/2022 Open Accounts Payable THE REGENTS OF THE

UNIVERSITY OF CALIFORNIA
$524.59
Invoice Date Description Amount
11081516 08/03/2022 Municipal Law Handbook Print, 2022 Version $524.59 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$524.59
731003 09/02/2022 Open Accounts Payable TURF & INDUSTRIAL EQUIPMENT CO.
$16,900.33
Invoice Date Description Amount
UI20397 08/10/2022 Fleet - Land Pride 72" Overseder $16,900.33 Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$16,900.33
731004 09/02/2022 Open Accounts Payable Uniguest, Inc. $30.57 Invoice Date Description Amount
INV285126 08/29/2022 1x HDMI Cable 6 ft & Network Cable - 7ft Cat5e Snagless UTP Cabl
$30.57
Paying Fund Cash Account Amount
610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash)
$30.57
731005 09/02/2022 Open Accounts Payable Wagstaffe, von Loewenfeldt, Busch & Radwick LLP
$7,552.50
Invoice Date Description Amount
4111.2207 08/11/2022 Legal Services, July 2022 $7,552.50 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$7,552.50
731006 09/02/2022 Open Accounts Payable Western Pacific Signal, LLC $4,820.31 Invoice Date Description Amount
28858 08/25/2022 Traffic Crossing Buttons $4,820.31
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$4,820.31
731007 09/02/2022 Open Accounts Payable Balasubramaniam, Deepak $10,000.00 Invoice Date Description Amount
266273 08/25/2022 Bond Release for 10466 Miller Ave $10,000.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$10,000.00
731008 09/02/2022 Open Accounts Payable Case Pacific Company $70.89 Invoice Date Description Amount
CPC083122 08/31/2022 Customer paid inactiveBL401323-37436 in error & paid actBL406192
$70.89
Paying Fund Cash Account Amount
user: Vi Tran Pages: 7 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 533
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$70.89
731009 09/02/2022 Open Accounts Payable CHIN, ANDY $22,000.00 Invoice Date Description Amount
268313 08/29/2022 10265 S Tantau Ave, Encroachment, 268313 $22,000.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$22,000.00
731010 09/02/2022 Open Accounts Payable Chiu, Edwin $9,000.00 Invoice Date Description Amount
262617 08/25/2022 Bond Release for 21090 Grenola Dr $9,000.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$9,000.00
731011 09/02/2022 Open Accounts Payable Chiu, Shuwen $5,000.00 Invoice Date Description Amount
218043 08/25/2022 Bond Release for 6382 Myrtlewood Dr $5,000.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$5,000.00
731012 09/02/2022 Open Accounts Payable Kumar Management Corporation, ATTN: Rakesh Kumar
$260.21
Invoice Date Description Amount
Kumar082422 08/24/2022 The applicant cancelled the application because the business was
$260.21
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$260.21
731013 09/02/2022 Open Accounts Payable Liu, Chengzhu $1,500.00 Invoice Date Description Amount
218104 08/25/2022 Bond Release for 21881 Hermosa Ave $1,500.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,500.00
731014 09/02/2022 Open Accounts Payable NILSENE BUILDER INC. $952.54 Invoice Date Description Amount
313257 08/29/2022 REFUND 10840 JOHNSON AVE BLD-2022-0149 SQ

FT ADJUSTMENT
$952.54
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$952.54
731015 09/02/2022 Open Accounts Payable P A REMODELING/SAMI & SONS INC.
$1,326.00
Invoice Date Description Amount
314514 08/30/2022 REFUND 10320 CALVERT DR BLD-2019-0913 PLAN

CHECK FEES ADJUSTMEN
$1,326.00
Paying Fund Cash Account Amount
user: Vi Tran Pages: 8 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 534
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,326.00
731016 09/02/2022 Open Accounts Payable ChyronHego US Holding Corp $1,150.00 Invoice Date Description Amount
INV42629 07/19/2022 Prime CG Commissioning Remote $1,150.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,150.00
Type Check Totals: 55 Transactions $230,794.63
EFT
35093 09/02/2022 Open Accounts Payable Colonial Life & Accident Insurance $29.16 Invoice Date Description Amount
08262022 08/26/2022 Colonial Products pp 8/13/22-8/26/22 $29.16 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$29.16
35094 09/02/2022 Open Accounts Payable Employment Development $9,490.80 Invoice Date Description Amount
08262022 08/26/2022 State Disability Insurance pp 8/13/22-8/26/22 $9,490.80 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$9,490.80
35095 09/02/2022 Open Accounts Payable National Deferred (ROTH) $2,933.93 Invoice Date Description Amount
08262022 08/26/2022 Nationwide Roth pp 8/13/22-8/26/22 $2,933.93 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$2,933.93
35096 09/02/2022 Open Accounts Payable National Deferred Compensatin $32,455.57 Invoice Date Description Amount
08262022 08/26/2022 Nationwide Deferred Compensation pp 8/13/22- 8/26/22
$32,455.57
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$32,455.57
35097 09/02/2022 Open Accounts Payable PERS-457K $13,117.29 Invoice Date Description Amount
08262022 08/26/2022 PERS Deferred Comp pp 8/13/22-8/26/22 $13,117.29 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$13,117.29
35098 09/02/2022 Open Accounts Payable State Disbursement Unit $231.23 Invoice Date Description Amount
08262022 08/26/2022 Child Support pp 8/13/22-8/26/22 $231.23 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$231.23
user: Vi Tran Pages: 9 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 535
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
35099 09/02/2022 Open Accounts Payable Amit Goel $195.00 Invoice Date Description Amount
AG082822 08/28/2022 August fitness classes $195.00
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$195.00
35100 09/02/2022 Open Accounts Payable ANDERSON'S TREE CARE

SPECIALISTS, INC
$9,200.00
Invoice Date Description Amount
15856 08/19/2022 Grounds - Jollyman Park $9,200.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$9,200.00
35101 09/02/2022 Open Accounts Payable B&H PHOTO-VIDEO $658.58 Invoice Date Description Amount
205126763 08/22/2022 Sony 1.2TB Rewritable Archive Cartridge; Gaffer Tape; Adapter
$658.58
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$658.58
35102 09/02/2022 Open Accounts Payable BARONE, DAN $55.00 Invoice Date Description Amount
DanB07182022 07/18/2022 Cell Phone Reimbursement 6/19-7/18 $55.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$55.00
35103 09/02/2022 Open Accounts Payable BATTERIES PLUS BULBS #475 $514.86 Invoice Date Description Amount
P54212359 08/18/2022 Facilities - 9V, 1.5V Alkaline, 6V Lead & Lithium $514.86 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$514.86
35104 09/02/2022 Open Accounts Payable BECK'S SHOES INCORPORATED $1,200.00 Invoice Date Description Amount
258448-00 08/24/2022 Beck's Shoes OE3 Uniform Boots $1,200.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,200.00
35105 09/02/2022 Open Accounts Payable BIKEEP INC. $49.00 Invoice Date Description Amount
17864 08/31/2022 Monthly Bikeep Fee $49.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$49.00
35106 09/02/2022 Open Accounts Payable BOSCO OIL INC DBA VALLEY OIL $1,986.02 Invoice Date Description Amount
589971 08/22/2022 Fleet - Oil, Drum Deposits $1,986.02
Paying Fund Cash Account Amount
user: Vi Tran Pages: 10 of 19 Tuesday, September 06, 2022 Payment Register
**LIVE** Cupertino **LIVE**
From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 536
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$1,986.02
35107 09/02/2022 Open Accounts Payable Callander Associates Landscape Architecture
$11,936.36
Invoice Date Description Amount
22015-3 08/26/2022 Memorial Park Ballfield Landscape Arch Services $856.90 21059-7 08/26/2022 Wilson park Community Garden through 07312022 $11,079.46 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$856.90
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$11,079.46
35108 09/02/2022 Open Accounts Payable CASCADIA CONSULTING GROUP, INC.
$9,321.91
Invoice Date Description Amount
9096 08/18/2022 Cupertino Parks Engagement 2022 through 062622- 072522
$9,321.91
Paying Fund Cash Account Amount
560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash)
$9,321.91
35109 09/02/2022 Open Accounts Payable CITY OF SAN JOSE $65,262.63 Invoice Date Description Amount
1218669 08/23/2022 Animal Services 2022/07-09 $65,262.63 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$65,262.63
35110 09/02/2022 Open Accounts Payable CLAP Arts $15,052.05 Invoice Date Description Amount
CLAPSummer2022 08/15/2022 CLAP Arts Summer 2022 - July 11 - August 12 Payment
$15,052.05
Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$15,052.05
35111 09/02/2022 Open Accounts Payable Claris International Inc. $900.00 Invoice Date Description Amount
5739950 08/24/2022 Claris (FileMaker Annual Renewal) $900.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$900.00
35112 09/02/2022 Open Accounts Payable CLEARBLU ENVIRONMENTAL $662.07 Invoice Date Description Amount
28002 08/15/2022 Streets - Aug 2022 Haz Mat Services $662.07 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$662.07
35113 09/02/2022 Open Accounts Payable COLLEEN FERRIS $55.00 Invoice Date Description Amount
ColleenF081622 08/16/2022 cell phone service 7/17 - 8/16 $55.00 user: Vi Tran Pages: 11 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 537
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$55.00
35114 09/02/2022 Open Accounts Payable CSG Consultants, Inc. $14,410.00 Invoice Date Description Amount
45320 08/05/2022 Memorial Park Ponds Repurposing Project through 07292022
$14,410.00
Paying Fund Cash Account Amount
280 - Park Dedication 280 100-100 (Cash & Investments Assets Operating Cash)
$14,410.00
35115 09/02/2022 Open Accounts Payable Cupertino Supply, Inc $5,635.93 Invoice Date Description Amount
298132 08/15/2022 Trees/ROW - COP MIP Adapt, Map/Pro Gas $64.63 292077 07/21/2022 Grounds - RP Backflow Face to Face $4,534.20 298697 08/19/2022 Facilities - PVC SCH 80 Male, SCH 80 90D, SCH80 Pipe
$76.58
299252 08/25/2022 Grounds - Lead Free Brass Male Adapter $64.03 299228 08/25/2022 Grounds - Union, Coupling, Valve, Adapter, Cutter $896.49 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$5,635.93
35116 09/02/2022 Open Accounts Payable Darcy Paul $504.38 Invoice Date Description Amount
DarcyP082822 08/28/2022 Team Dinner $436.06
DarcyP082422 08/24/2022 Augmented Reality Workshop on 8/28. Refreshments during break.
$68.32
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$504.38
35117 09/02/2022 Open Accounts Payable Eflex Group, Inc $3,426.69 Invoice Date Description Amount
08262022 08/26/2022 FSA Employee Health pp 8/13/22-8/26/22 $3,426.69 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$3,426.69
35118 09/02/2022 Open Accounts Payable Environmental Systems Research Institute, Inc.
$200.00
Invoice Date Description Amount
94312342 08/26/2022 1x ArcGIS Utility Network User Type Extension for ArcGIS Enterpr
$200.00
Paying Fund Cash Account Amount
610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash)
$200.00
35119 09/02/2022 Open Accounts Payable Ewing Irrigation Products Inc. $4,858.87 Invoice Date Description Amount
17600082 08/17/2022 Grounds - 20oz White Aero Paint $4,858.87 Paying Fund Cash Account Amount
user: Vi Tran Pages: 12 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 538
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$4,858.87
35120 09/02/2022 Open Accounts Payable Fifth Asset, Inc. dba DebtBook $15,000.00 Invoice Date Description Amount
DB2000101 08/18/2022 22 Subscription Charge Tier 3 $15,000.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$15,000.00
35121 09/02/2022 Open Accounts Payable GIULIANI & KULL - SAN JOSE, INC. $942.00 Invoice Date Description Amount
17014 07/31/2022 Mary Avenue Street Realignment through 060122- 063022
$632.00
17011 07/31/2022 Stevens Creek/Foothill Blvd Map Review through 060122-063022
$310.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$310.00
265 - BMR Housing 265 100-100 (Cash & Investments Assets Operating Cash)
$632.00
35122 09/02/2022 Open Accounts Payable GRACE DUVAL $1,056.00 Invoice Date Description Amount
GD082722 08/27/2022 QCC fitness classes summer $528.00
GD082822 08/28/2022 August fitness classes for CSC and PT $528.00 Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$528.00
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$528.00
35123 09/02/2022 Open Accounts Payable GRAINGER INC $219.26 Invoice Date Description Amount
9421868333 08/24/2022 Streets - Absorbent 25lbs Diatomaceous Earth $117.07 9424200245 08/25/2022 Streets - Coupling, Steel $33.07
9424461599 08/25/2022 Streets - Load Rated Folding Pull Handle $25.04 9424200252 08/25/2022 Streets - Coupling Steel Overall L 2 1/8in $22.04 9424461581 08/25/2022 Streets - Coupling Steel Overall L 2 1/8in $22.04 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$117.07
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$102.19
35124 09/02/2022 Open Accounts Payable Green Halo Systems $279.00 Invoice Date Description Amount
3619 05/06/2022 Waste tracking app Maintenance & City Fee May 2022 $279.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$279.00
user: Vi Tran Pages: 13 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 539
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
35125 09/02/2022 Open Accounts Payable HMH Engineers $8,429.00 Invoice Date Description Amount
45011 08/05/2022 Orange Avenue Improvements through 07302022 $8,429.00 Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$8,429.00
35126 09/02/2022 Open Accounts Payable ICMA Retirement Trust-457 $15,902.07 Invoice Date Description Amount
08262022 08/26/2022 ICMA Deferred Comp pp 8/13/22-8/26/22 $15,902.07 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$15,902.07
35127 09/02/2022 Open Accounts Payable IFPTE LOCAL 21 $2,018.15 Invoice Date Description Amount
08262022 08/26/2022 Association Dues - CEA pp 8/13/22-8/26/22 $2,018.15 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$2,018.15
35128 09/02/2022 Open Accounts Payable IMPERIAL SPRINKLER SUPPLY, INC
$3,483.00
Invoice Date Description Amount
5252578-00 08/19/2022 Trees/ROW - Yellow 1-Sided Tag, Planting Mattock, Blue Wire
$483.82
5248652-00 08/19/2022 Trees/ROW - Cap, Flow Sensor, Barb Tee, Mesh, Valve, Union, PVC
$2,999.18
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$3,483.00
35129 09/02/2022 Open Accounts Payable INSERVH20 INC. $2,283.03 Invoice Date Description Amount
2213 08/05/2022 Facilities - Aug 2022 Water Treatment $810.80 2243 08/22/2022 Facilities - QCC Chilled Loop Cleaning/Recharge $1,199.41 2242 08/15/2022 Facilities - McClellan Ranch Water Treatment Aug 2022
$272.82
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$2,283.03
35130 09/02/2022 Open Accounts Payable Interstate Traffic Control Products, Inc.
$2,454.38
Invoice Date Description Amount
252558 08/31/2022 Streets - Impact Recovery Stop/School, Anchor Kit $2,454.38 Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$2,454.38
35131 09/02/2022 Open Accounts Payable JAM Services, Inc $2,400.75 Invoice Date Description Amount
160580 08/24/2022 PW City Hall Transportation - Countdown Pedestrian Module
$2,400.75
Paying Fund Cash Account Amount
user: Vi Tran Pages: 14 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 540
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$2,400.75
35132 09/02/2022 Open Accounts Payable JAMES COLVIN $3,068.00 Invoice Date Description Amount
JC082822 08/28/2022 August PT $3,068.00
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$3,068.00
35133 09/02/2022 Open Accounts Payable JENNIFER HILL $451.00 Invoice Date Description Amount
JH082822 08/28/2022 August fitness classes $451.00
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$451.00
35134 09/02/2022 Open Accounts Payable KEVIN GREENE $55.00 Invoice Date Description Amount
KevinG081822 08/18/2022 Cell Phone Reimbursement - Kevin G 07-19-22 to 08- 18-22
$55.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$55.00
35135 09/02/2022 Open Accounts Payable LIFETIME TENNIS, INC. $249,638.90 Invoice Date Description Amount
083022 LTP2 08/30/2022 Payment 2 July 18 to Aug 28 $249,638.90 Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$249,638.90
35136 09/02/2022 Open Accounts Payable MESITI-MILLER ENGINEERING, INC.
$3,406.50
Invoice Date Description Amount
0722034 07/31/2022 CE for Wilson Park Basketball Court through 072522 $3,406.50 Paying Fund Cash Account Amount
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$3,406.50
35137 09/02/2022 Open Accounts Payable MONICA G. RANES-GOLDBERG $504.00 Invoice Date Description Amount
MGRG082822 08/28/2022 August fitness classes $504.00
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$504.00
35138 09/02/2022 Open Accounts Payable MOORE IACOFANO GOLTSMAN, INC.
$4,119.00
Invoice Date Description Amount
0076709 08/22/2022 Blackberry Farm Golf Course Feasibility Study 030122 -073122
$4,119.00
Paying Fund Cash Account Amount
user: Vi Tran Pages: 15 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 541
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash)
$4,119.00
35139 09/02/2022 Open Accounts Payable MOSS ADAMS LLP $9,075.00 Invoice Date Description Amount
102334810 08/19/2022 Program Management July 2022 $350.00 102335534 08/22/2022 FWA program services July 2022 $8,725.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$9,075.00
35140 09/02/2022 Open Accounts Payable ODP Business Solutions, LLC $64.50 Invoice Date Description Amount
257160883001 08/04/2022 Service Center - Kitchen Supplies $64.50 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$64.50
35141 09/02/2022 Open Accounts Payable PARS/City of Cupertino $3,777.24 Invoice Date Description Amount
08262022 08/26/2022 PARS Employee pp 8/13/22-8/26/22 $3,777.24 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$3,777.24
35142 09/02/2022 Open Accounts Payable Professional Turf Management, Inc. $17,060.00 Invoice Date Description Amount
1243 08/20/2022 Golf course monthly maintenance fee - August 2022 $17,000.00 1244 08/27/2022 monthly gate service - August 2022 $60.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$60.00
560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash)
$17,000.00
35143 09/02/2022 Open Accounts Payable Raychel Renee Balcioni Cruz $1,620.00 Invoice Date Description Amount
RRBC082822 08/28/2022 August fitness classes $1,620.00
Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$1,620.00
35144 09/02/2022 Open Accounts Payable RUBY CHEN $480.00 Invoice Date Description Amount
RC082722 08/27/2022 QCC fitness classes summer $480.00
Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$480.00
35145 09/02/2022 Open Accounts Payable RUDY LOMAS $110.00 Invoice Date Description Amount
RudyL070622 07/06/2022 Cell Phone Reimbursement - Rudy L, Jun 7 to Jul 6 2022
$55.00
RudyL080622 08/06/2022 Cell Phone Reimbursement - Rudy L, Jul 7 to Aug 6 2022
$55.00
user: Vi Tran Pages: 16 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 542
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$110.00
35146 09/02/2022 Open Accounts Payable SCA of CA, LLC $17,381.62 Invoice Date Description Amount
103672CS 07/31/2022 Street Sweeping Services for July 2022 $17,381.62 Paying Fund Cash Account Amount
230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash)
$8,690.81
520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash)
$8,690.81
35147 09/02/2022 Open Accounts Payable SHUTE, MIHALY & WEINBERGER LLP
$14,032.28
Invoice Date Description Amount
277972 08/16/2022 Legal Services, July 2022 $11,782.65
278058 08/25/2022 Legal Services, July 2022 $583.50
278057 08/25/2022 Legal Services, July 2022 $1,666.13
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$14,032.28
35148 09/02/2022 Open Accounts Payable South Bay Youth Sports $8,730.54 Invoice Date Description Amount
SBYS 0723-826 08/27/2022 SBYS camp payment 0723-826 $8,730.54 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$8,730.54
35149 09/02/2022 Open Accounts Payable Starbird Consulting LLC $4,387.26 Invoice Date Description Amount
0192 08/25/2022 Environmental Consulting Services through 07312022 $4,387.26 Paying Fund Cash Account Amount
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$4,387.26
35150 09/02/2022 Open Accounts Payable Statewide Traffic Safety & Signs Inc. $880.46 Invoice Date Description Amount
05038472 08/22/2022 Streets - Aquaphalt 4.0 Bucket 4MM Aggregate Smooth Finish
$880.46
Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$880.46
35151 09/02/2022 Open Accounts Payable SUNNYVALE FORD $2,450.43 Invoice Date Description Amount
FOCS847752 07/21/2022 Fleet - Truck 420 Wheel Alignment $129.95 FOCS847826 07/21/2022 Fleet - Veh# 428 Wheel Alignment $129.95 CM207385 07/18/2022 Fleet - Credit for Invoice# 207385 ($545.63) 208451 08/08/2022 Fleet - Hose 1HV, Kit J1 HV $64.78
208817 08/17/2022 Fleet - Cover 1 HV $12.83
208896 08/18/2022 Fleet - Pump AS 1 HV $134.32
208925 08/19/2022 Fleet - Retaine 1 NP, Clip 1-HV $62.31 user: Vi Tran Pages: 17 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 543
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
209056 08/23/2022 Fleet - Gasket 1 HV, Gasket 2 HV, Turboch 1 HC $2,314.02 209144 08/25/2022 Fleet - Clamp 1HV $67.50
209110 08/25/2022 Fleet - Gasket, Clamp, Bolt $80.40
Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$2,450.43
35152 09/02/2022 Open Accounts Payable The Home Depot Pro $559.49 Invoice Date Description Amount
702797440 08/22/2022 Facilities - Park Bathroom Supplies $559.49 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$559.49
35153 09/02/2022 Open Accounts Payable THERMAL MECHANICAL, INC. $1,245.65 Invoice Date Description Amount
85235 07/28/2022 Facilities - Sports Center Inspected AC# 5 $1,245.65 Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$1,245.65
35154 09/02/2022 Open Accounts Payable Zoom Video Communications, Inc. $286.72 Invoice Date Description Amount
INV163147186 08/22/2022 Zoom Webinar 1000 Aug 22, 2022-Sep 21, 2022 $286.72 Paying Fund Cash Account Amount
610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash)
$286.72
Type EFT Totals: 62 Transactions $602,192.56
Main Account - Main Checking Account Totals
Checks Status Count Transaction Amount Reconciled Amount Open 55 $230,794.63 $0.00
Reconciled 0 $0.00 $0.00
user: Vi Tran Pages: 18 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 544
Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Voided 0 $0.00 $0.00
Stopped 0 $0.00 $0.00
Total 55 $230,794.63 $0.00
EFTs Status Count Transaction Amount Reconciled Amount
Open 62 $602,192.56 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Total 62 $602,192.56 $0.00
All Status Count Transaction Amount Reconciled Amount
Open 117 $832,987.19 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Stopped 0 $0.00 $0.00
Total 117 $832,987.19 $0.00
Grand Totals:

Checks Status Count Transaction Amount Reconciled Amount Open 55 $230,794.63 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Stopped 0 $0.00 $0.00
Total 55 $230,794.63 $0.00
EFTs Status Count Transaction Amount Reconciled Amount
Open 62 $602,192.56 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Total 62 $602,192.56 $0.00
All Status Count Transaction Amount Reconciled Amount
Open 117 $832,987.19 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Stopped 0 $0.00 $0.00
Total 117 $832,987.19 $0.00
user: Vi Tran Pages: 19 of 19 Tuesday, September 06, 2022 Payment Register
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From Payment Date: 8/27/2022 - To Payment Date: 9/2/2022 545

CITY OF CUPERTINO
Agenda Item
22-11419 Agenda Date:
10/18/2022 Agenda #:

11. Subject: Consider the Monthly Treasurer's Report for August 2022 Accept the Monthly Treasurer's Report for August 2022
CITY OF CUPERTINO Page 1 of 1 Printed on 10/12/2022
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1 CITY COUNCIL STAFF REPORT
Meeting: October 18, 2022
Subject
Consider the Monthly Treasurer's Report for August 2022 Recommended Action
Review the Monthly Treasurer's Report for August 2022
Discussion
Background
California Government Code Section 41004 states:

Regularly, at least once each month, the city treasurer shall submit to the city clerk a written report and accounting of all receipts, disbursements, and fund balances.

The city treasurer shall file a copy with the legislative body.

The City's Municipal Code Section 2.24.030 Monthly Reports states:

The Treasurer shall make monthly reports which conform to the requirements of Government Code Section 41004. Said reports shall be delivered to the City Council, the City Manager and made available for review by such other persons who may so request.

Lastly, the City's Municipal Code Section 2.88.100 Duties–Powers–Responsibilities lists one of the powers and functions of the Audit Committee is "to review the monthly Treasurer's report."
Per the referenced code provisions, a Treasurer's Report (report and accounting of all receipts, disbursements, and fund balances) shall be submitted to the Audit Committee and City Council every month.
547
2 Cash vs. AccrualBasis Accounting
Cash and accrual basis accounting differ in the timing when revenues and expenses are recognized and recorded. Cash basis accounting recognizes revenues when payment is received and expenses when payment is paid. Accrual basis accounting recognizes revenues when they are earned(but not necessarily received) and expenses when they are incurred (but not necessarily paid).

Receipts, disbursements, and cash balance are measured on a cash basis. The cash balance shows the total cash and investments in the City's accounts. The ending balance is the beginning balance plus receipts minus disbursements. Journal adjustments generally include transactions recorded in other systems and imported into New World, Councilapproved budget adjustments, quarterly Cost Allocation Plan (CAP) charges, and quarterly interest earnings.

Revenues, expenditures, and fund balance are measured on an accrual basis. As a result, the amount in fund balance does not mean the City has that much cash on hand. Instead, fund balance is the difference between assets and liabilities. The ending balance is the beginning balance plus revenues minus expenditures.

Treasurer's Report
The report provides an update on the City's cash and fund balances for August 2022. The report is as of September 19, 2022.

Receipts, Disbursements, and Cash Balance
The City's General Fund ending cash and investment balance was $127.5 million, an increase of $6.3 million from the prior month. Receipts were $9.8 million, disbursements were ($3.6) million, and journal adjustments were $20,732 for the month.

The City's total ending cash and investment balance was $233.5 million, an increase of $4.9 million from the prior month. Receipts were $10.5 million, disbursements were ($6.2) million, and journal adjustments were $0.6 million for the month.

In August 2022, the journal adjustments included:
• Parks and Recreation transactions imported from ActiveNet into New World • Workers’ Compensation transactions
• Revenue recognition for a Capital Improvement Project Fund Balance/Net Position
The City's General Fund ending fund balance was $113.0 million, decreasing by $1.5 million from the prior month due to revenues of $2.2 million and expenditures of $3.7 million.

The City's total ending fund balance was $213.5 million, decreasing by $3.4 million from the prior month due to revenues of $3.2 million and expenditures of $6.6 million. 548
3 Sustainability Impact
No sustainability impact.

Fiscal Impact
No fiscal impact.
_____________________________________
Prepared by: __________________
Thomas Leung
Senior Management Analyst
Reviewed by: __________________
Kristina Alfaro
Director of Administrative Services
Approved for Submission by: __________________
Pamela Wu
City Manager
Attachments:

A – Report of City-wide Receipts, Disbursements, and Cash Balances August 2022 B – Report of City‐wide Fund Balances/Net Position August 2022 C – Fund Structure
549
August 2022 Report of City-wide Receipts, Disbursements, and Cash Balances Cash and Investments
Beginning Balance Ending Balance
Fund Type Fund Number/Name as of July 31, 2022 Receipts Disbursements Journal Adjustments as of August 31, 2022 General Fund 100 General Fund 121,228,697 9,834,580 (3,602,467) 20,732 127,481,542 General Fund 130 Investment Fund (40,628) - - - (40,628) Special Revenue Funds 210 Storm Drain Improvement 2,346,706 - (17,712) - 2,328,994 Special Revenue Funds 215 Storm Drain AB1600 1,871,057 10,088 - - 1,881,145 Special Revenue Funds 230 Env Mgmt Cln Crk Strm Drain 1,257,317 250 (195,423) - 1,062,144 Special Revenue Funds 260 CDBG 551,279 169,862 (8,943) - 712,198 Special Revenue Funds 261 HCD Loan Rehab 232,280 - - - 232,280 Special Revenue Funds 265 BMR Housing 5,944,953 3,030 (14,073) - 5,933,910 Special Revenue Funds 270 Transportation Fund 12,243,178 240,276 (732,022) - 11,751,433 Special Revenue Funds 271 Traffic Impact 752,839 - - - 752,839 Special Revenue Funds 280 Park Dedication 21,626,682 30,000 (205,907) - 21,450,776 Special Revenue Funds 281 Tree Fund 138,713 - - - 138,713 Debt Service Funds 365 Public Facilities Corp 6,850 - - - 6,850 Capital Project Funds 420 Capital Improvement Fund 30,567,899 - (485,098) 31,522 30,114,323 Capital Project Funds 427 Stevens Creek Corridor Park 174,018 - (1,245) - 172,773 Capital Project Funds 429 Capital Reserve* 9,546,568 - - - 9,546,568 Enterprise Funds 520 Resource Recovery 6,154,372 129,930 (132,185) - 6,152,117 Enterprise Funds 560 Blackberry Farm 1,251,967 2,533 (48,933) 63,657 1,269,225 Enterprise Funds 570 Sports Center 2,181,977 - (67,418) 260,317 2,374,875 Enterprise Funds 580 Recreation Program 3,275,769 35,876 (202,697) 272,134 3,381,083 Internal Service Funds 610 Innovation & Technology 1,903,071 - (212,577) - 1,690,494 Internal Service Funds 620 Workers' Compensation 3,859,147 225 (3,280) (8,142) 3,847,950 Internal Service Funds 630 Vehicle/Equip Replacement 999,795 322 (119,300) - 880,817 Internal Service Funds 641 Compensated Absence/LTD 701,346 - 1,249 - 702,595 Internal Service Funds 642 Retiree Medical (233,163) - (117,671) - (350,834) Total $ 228,542,690 $ 10,456,973 $ (6,165,702) $ 640,220 $ 233,474,180 * For reporting purposes, this fund rolls up/combines with Fund 420 Printed September 19, 2022
For more information on funds, please see cupertino.org/fund-structure 550
August 2022 Report of City-wide Fund Balances/Net Position Beginning Fund Balance Ending Fund Balance
Fund Type Fund Number/Name as of July 31, 2022 Revenues Expenditures as of August 31, 2022 General Fund 100 General Fund 114,510,846 2,160,596 3,658,225 113,013,216 General Fund 130 Investment Fund (1,200) - - (1,200)
Special Revenue Funds 210 Storm Drain Improvement 2,346,706 - 17,712 2,328,994 Special Revenue Funds 215 Storm Drain AB1600 1,871,057 10,088 - 1,881,145 Special Revenue Funds 230 Env Mgmt Cln Crk Strm Drain 1,281,642 - 207,033 1,074,609 Special Revenue Funds 260 CDBG 1,256,750 172 8,943 1,247,979 Special Revenue Funds 261 HCD Loan Rehab 232,280 - - 232,280 Special Revenue Funds 265 BMR Housing 5,943,993 3,030 13,755 5,933,268 Special Revenue Funds 270 Transportation Fund 12,235,623 240,276 746,102 11,729,798 Special Revenue Funds 271 Traffic Impact 752,839 - - 752,839 Special Revenue Funds 280 Park Dedication 21,622,166 30,000 215,800 21,436,366 Special Revenue Funds 281 Tree Fund 138,713 - - 138,713 Debt Service Funds 365 Public Facilities Corp 6,850 - - 6,850 Capital Project Funds 420 Capital Improvement Fund 27,434,068 31,522 400,833 27,064,757 Capital Project Funds 427 Stevens Creek Corridor Park 174,018 - 1,245 172,773 Capital Project Funds 429 Capital Reserve* 9,546,568 - - 9,546,568 Enterprise Funds 520 Resource Recovery 5,280,597 119,834 143,406 5,257,025 Enterprise Funds 560 Blackberry Farm 944,299 79,403 81,428 942,274 Enterprise Funds 570 Sports Center 2,400,406 286,731 369,898 2,317,239 Enterprise Funds 580 Recreation Program 2,871,393 186,531 223,811 2,834,114 Internal Service Funds 610 Innovation & Technology 674,861 - 211,044 463,817 Internal Service Funds 620 Workers' Compensation 2,424,350 - 11,197 2,413,153 Internal Service Funds 630 Vehicle/Equip Replacement 2,361,934 - 143,688 2,218,247 Internal Service Funds 641 Compensated Absence/LTD 701,346 9,249 8,000 702,595 Internal Service Funds 642 Retiree Medical (114,957) - 117,671 (232,628) Total $ 216,897,149 $ 3,157,434 $ 6,579,792 $ 213,474,791 * For reporting purposes, this fund rolls up/combines with Fund 420 Printed September 19, 2022
For more information on funds, please see cupertino.org/fund-structure 551
Fund Structure
For accounting purposes, a state or local government is not treated as a single, integrated entity but as a collection of smaller separate businesses known as 'funds.' Fund accounting is an accounting system emphasizing accountability rather than profitability. In this system, a fund is a self-balancing set of accounts segregated for specific purposes in accordance with laws and regulations or special restrictions and limitations.

The City’s finances are structured in a variety of funds that are the basic accounting and reporting entities in governmental accounting. The funds are grouped into two major categories: Governmental and Proprietary Funds. The purpose of each fund is described below.

Governmental Funds
Governmental Funds are those through which most governmental functions of the City are financed. The acquisition, use, and balances of the City’s expendable financial resources and the related liabilities (except those accounted for in the Proprietary Funds) are accounted for through governmental funds. Governmental funds include General, Special Revenue, Debt Service, and Capital Projects Funds. They are accounted for under the modified accrual basis of accounting.

General Fund
The General Fund is the primary operating fund for governmental services. The General Fund is a taxsupported fund.

General Fund Purpose
100 General The General Fund is used to pay for core services such as public safety, parks and recreation, community development, public works, and a host of other vital services. The revenue used to pay for these services comes primarily from local taxes such as sales tax, property tax, franchise fees, charges for services, and a variety of other discretionary sources.
130 Investment Accounts for activities related to the City's investment portfolio.

Special Revenue Funds
Special Revenue Funds account for the proceeds of specific revenue sources that are legally restricted to expenditures for specific purposes. Special Revenue Funds include the Storm Drain, Environmental Management/Clean Creek, Community Development Block Grant, BMR Housing, Transportation, and Park Dedication funds.

Fund Structure 1
552
Special Revenue Funds Purpose
210 Storm Drain
Improvement
Accounts for the construction and maintenance of storm drain facilities, including drainage and sanitary sewer facilities. Projects are funded by the Capital Reserve.
215 Storm Drain AB1600 Accounts for AB1600 revenue from development impact fees. Revenues were collected from developers as a result of connections to the storm drainage sewer system.
230 Environmental
Management/Clean
Creek/Storm Drain
Accounts for activities related to operating the Non-Point Source Pollution Program. Revenues are from parcel taxes.
260 Community
Development Block Grant
Accounts for the Federal Housing and Community Development Block Grant (CDBG) Program activities. CDBG is a federally funded program for housing assistance and public improvements.
261 HCD Loan Rehab Accounts for activities related to Community Development Block Grant (CDBG) rehabilitation loans.
265 BMR Housing Accounts for activities related to the Below Market Rate (BMR) Housing Program. Revenues include BMR Housing Mitigation Fees collected from developers to mitigate the impact of housing needs. Monies in this fund are governed by the program's rules.
270 Transportation Accounts for the City's gas tax, vehicle registration fees, and grant revenues and expenditures related to the maintenance and construction of City streets.

All revenue in this fund is restricted exclusively for street and road purposes, including related engineering and administrative expenditures. 271 Traffic Impact Accounts for development impact fees to ensure that new development and redevelopment projects pay their "fair share" to mitigate traffic impacts. 280 Park Dedication Accounts for the activity granted by the business and professions code of the State of California in accordance with the open space and conservation element of the City’s General Plan. Revenues are restricted for the acquisition, improvement, expansion, and implementation of the City's parks and recreation facilities.
281 Tree Accounts for revenues from in-lieu tree replacement fees and tree damage and removal fees. The revenues are transferred to the Street Tree Maintenance program to pay for new and replacement trees.

Fund Structure 2
553
Debt Service Funds
Debt Service Funds account for financial resources that are restricted, commi?ed, or assigned to expenditures for and payment of principal and interest.

Debt Service Funds Purpose
365 Public Facilities
Corporation
Accounts for the payments of principal and interest on certificates of participation issued to provide for the financing of the Civic Center, Library, Wilson Park, Memorial Park, and other City facilities.

Capital Projects Funds
Capital Projects Funds account for the acquisition and/or construction of major capital facilities.

Capital Projects Funds Purpose
420 Capital Improvement
Projects
Accounts for activities related to the acquisition or construction of major capital facilities.
427 Stevens Creek Corridor
Park
Accounts for the design and construction of the Stevens Creek Corridor Park projects.
429 Capital Reserve Reserves to fund future capital improvement projects.

Proprietary Funds
Proprietary Funds are used to account for “business-type” activities. Proprietary Funds include Enterprise Funds and Internal Service funds. They are accounted for under the full accrual basis of accounting.

Enterprise Funds
Enterprise Funds are for specific services funded directly by fees charged for goods or services. Enterprise Funds include the Resource Recovery, Blackberry Farm, Sports Center, and Recreation Program funds.

Enterprise Funds Purpose
520 Resource Recovery Accounts for activity related to the collection, disposal, and recycling of solid waste. A private company has been issued an exclusive franchise to perform the services.
560 Blackberry Farm Accounts for activities related to operating the City-owned golf course. 570 Sports Center Accounts for the operation and maintenance of the Cupertino Sports Center. 580 Recreation Program Accounts for activities of the City's community center and park facilities.

Fund Structure 3
554
Internal Service Funds
Internal Service Funds are for areas where goods or services are provided to other departments or governments on a cost-reimbursement basis. Internal Service Funds include the Innovation & Technology, Workers’ Compensation, Vehicle and Equipment Replacement, Compensated Absences & Long-Term Disability, and Retiree Medical funds.

Internal Service Funds Purpose
610 Innovation &
Technology
Accounts for the activities related to the maintenance and replacement of the City's technology infrastructure. Equipment is depreciated based on the acquisition or historical costs for the useful life of the asset using the straightline method. 620 Workers' Compensation Accounts for claims and insurance premiums related to workers' compensation.
630 Vehicle/Equipment
Replacement
Accounts for the purchase and maintenance of fleet and general equipment having a value greater than $5,000 and an expected life of more than one year.

Assets are depreciated based on the acquisition or historical costs for the useful life of the asset and using the straight-line method.
641 Compensated Absences
& Long-Term Disability
Accounts for accrued leave payouts and the long-term disability insurance program.
642 Retiree Medical Accounts for funds set aside for Other Post-Employment Benefits (OPEB).

Fund Structure 4
555

CITY OF CUPERTINO
Agenda Item
22-11420 Agenda Date:
10/18/2022 Agenda #:

12. Subject: Consider the Monthly Treasurer's Investment Report for August 2022 Accept the Monthly Treasurer's Investment Report for August 2022 CITY OF CUPERTINO Page 1 of 1 Printed on 10/12/2022
powered by Legistar™556
1 CITY COUNCIL STAFF REPORT
Meeting: October 18, 2022
Subject
Consider the Monthly Treasurer's Investment Report for August 2022 Recommended Action
Review the Monthly Treasurer's Investment Report for August 2022 Discussion
Background
On May 19, 2022, the City Council approved the City's Investment Policy. Per the City's Investment Policy, the Treasurer shall submit monthly transaction reports to the City Council within 30 days of the end of the reporting period per California Government Code Section 53607. In addition to the monthly transaction reports, quarterly investment reports are submitted to the City Council approximately 45 days following the end of the quarter.

The quarterly investment report offers a more extensive discussion of the City's economy, cash flow, and investments.

The City's Municipal Code Section 2.24.050 Investment Authority states that the Treasurer shall make a monthly report of all investment transactions to the City Council. Lastly, the City's Municipal Code Section 2.88.100 Duties–Powers–Responsibilities lists one of the powers and functions of the Audit Committee is "to review the monthly Treasurer's report."
Per the referenced code provisions, a Treasurer's Investment Report shall be submitted to the Audit Committee and City Council every month.

Treasurer's Investment Report
The report provides an update on the City's investment portfolio for the month ending August 31, 2022. The report is as of September 19, 2022.

The attached statements include balances and transactions of the City's investments with the Local Agency Investment Fund (LAIF) and Chandler Asset Management. While not governed by the City's Investment Policy, statements for the Public Agency Retirement 557
2 Services (PARS) Section 115 Trusts are also attached per a request from the Monthly Treasurer's Report Subcommittee.

As of August 31, 2022, the City's General Ledger cash and investments balance was $233.5 million, a $4.9 million increase from the prior month due to receipts of $10.5 million, disbursements of ($6.2) million, and journal adjustments of $0.6 million.

Cash and Investments – General Ledger Balance
Fund Type Month Ending
July 31, 2022
Receipts Disbursements Journal
Adjustments*
Month Ending
August 31, 2022
General Fund 121,188,069 9,834,580 (3,602,467) 20,732 127,440,913 Special Revenue 46,965,004 453,507 (1,174,080) - 46,244,431 Debt Service 6,850 - - - 6,850
Capital Projects 40,288,485 - (486,343) 31,522 39,833,664 Enterprise 12,864,085 168,339 (451,232) 596,108 13,177,300 Internal Service 7,230,197 547 (451,580) (8,142) 6,771,022 Total $ 228,542,690 $10,456,973 $ (6,165,702) $ 640,220 $ 233,474,180 *Journal adjustments include transactions recorded in other systems and imported into the financial system, Council-approved budget adjustments, quarterly Cost Allocation Plan (CAP) charges, and quarterly interest earnings.
558
3 The $233.5 million in cash and investments includes $34.5 million in cash, $21.1 million in cash equivalents, $157.4 million in investments, and $20.5 million restricted for funding pension costs.

The City pools cash for all funds except restricted funds. However, the City accounts for interest earnings, revenues, and expenditures separately for each fund to adequately meet the purpose and restrictions of each funding source. Pooling funds is a common and appropriate practice used in public agencies. By pooling funds, the City can benefit from economies of scale, diversification, liquidity, and ease of administration. 559
4 Cash and Investments – General Ledger Balance
Month Ending
July 31, 2022
Month Ending
August 31, 2022
% of
Portfolio
Cash in banks and on hand
Operating Checking (Wells Fargo) 29,548,620 34,432,978 15% Workers' Compensation Checking (Wells Fargo) 41,842 33,701 0% Payroll Checking (Wells Fargo) - - 0%
Restricted for Bond Repayments1(BNY Mellon) 8,333 8,333 0% Petty Cash and Change 5,100 5,100 0%
Cash Equivalents
Local Agency Investment Fund 21,059,752 21,059,752 9%
Investments
Investments (Chandler) 157,443,313 157,443,313 67%
Restricted for Pension2(PARS) 20,491,004 20,491,004 9%
Total Cash and Investments3 $ 228,542,690 $ 233,474,180 100% 1 Cash held by fiscal agent for bond repayments
2 In accordance with GASB 67/68, the assets in the Section 115 Pension Trust are reported as restricted cash and investments in the General Fund. The assets can only be used to fund CalPERS costs. 3 Assets in the Section 115 OPEB Trust are excluded as the City cannot use these assets to fund its own operations. The assets are held in trust for retirees' post-employment health benefits.

The table below shows the bank balances for the City's cash and investments. Bank and General Ledger balances differ due to timing. Bank balances do not include outstanding checks and deposits in transit. The General Ledger is updated quarterly with interest earnings and annually with the year-end investment market values.

Cash and Investments – Bank Balance
Month Ending
July 31, 2022
Month Ending
August 31, 2022
% of
Portfolio
Cash in banks and on hand
Operating Checking (Wells Fargo) 29,788,907 34,432,707 16% Workers' Compensation Checking (Wells Fargo) 43,517 36,010 0% Payroll Checking (Wells Fargo) - - 0%
Restricted for Bond Repayments1(BNY Mellon) 8,333 8,333 0% Cash Equivalents
Local Agency Investment Fund 21,099,180 21,099,180 10%
Investments
Investments (Chandler) 149,849,867 148,209,503 67%
Restricted for Pension2(PARS) 18,310,826 17,693,782 8%
Total Cash and Investments3 $ 219,100,630 $ 221,479,515 100% 1 Cash held by fiscal agent for bond repayments
560
5 2
In accordance with GASB 67/68, the assets in the Section 115 Pension Trust are reported as restricted cash and investments in the General Fund. The assets can only be used to fund CalPERS costs. 3 Assets in the Section 115 OPEB Trust are excluded as the City cannot use these assets to fund its own operations. The assets are held in trust for retirees' post-employment health benefits.

Local Agency Investment Fund (LAIF)
LAIF is an investment pool administered by the State of California Treasurer and governed by California Government Code. The City can withdraw funds from LAIF at any time. As a result, the City uses LAIF for short-term investment, liquidity, and yield.

As of August 31, 2022, the City's LAIF account had a balance of $21.1 million, no change from the prior month. Interest is deposited quarterly and was most recently deposited in July 2022. The City did not make any deposits or withdrawals in August 2022.

Investment Portfolio
In FY 2018-19, the City conducted a Request for Proposal (RFP) for investment management services and selected Chandler Asset Management. Under the City's Treasurer's direction, Chandler Asset Management manages the City's investment portfolio in accordance with the City's investment objectives. The City's investment objectives, in order of priority, are to provide:
 Safety to ensure the preservation of capital in the overall portfolio  Sufficient liquidity for cash needs
 A market rate of return consistent with the investment program The performance objective is to earn a total rate of return through a market cycle equal to or above the return on the benchmark index. Chandler Asset Management invests in highquality fixed-income securities consistent with the City's Investment Policy and California Government Code to achieve the objective.

As of August 31, 2022, the portfolio's market value was $148.2 million, compared to $149.8 million at the end of the previous month. The table below includes monthly historical comparisons for the City's portfolio:
561
6 July 31, 2022 August 31, 2022
Market Value 149,849,867 148,209,503
Par Value 155,207,329 155,361,549
Book Value 155,242,781 155,316,485
Average Maturity 2.77 years 2.82 years
Average Modified Duration 2.42 2.44
Average Purchase Yield 1.49% 1.56%
Average Market Yield 3.14% 3.69%
Average Quality1 AA/Aa1 AA/Aa1
1 S&P and Moody's respectively
The portfolio's market value fluctuates depending on interest rates. When interest rates decrease after an investment is purchased, the market value of the investment increases.

In contrast, when interest rates increase after an investment is purchased, the market value of the investment decreases. At the time of purchase, the City intends to hold all investments until maturity, so changes in market price do not affect the City's investment principal. The market values were provided by Chandler Asset Management.

Section 115 Trust Investment Portfolio
The City established Section 115 Trusts to reduce pension rate volatility and pre-fund Other Post-Employment Benefits (OPEB) costs. A Section 115 Trust is a tax-exempt investment tool that allows local governments to pre-fund pension and retiree health costs. Once contributions are placed into the trust, assets from the trust can only be used to fund retirement plans.

The Section 115 Trusts are not governed by the City's Investment Policy but by separate investment policies. On December 7, 2021, City Council approved the Pension Trust Investment Policy and OPEB Trust Investment Policy. Public Agency Retirement Services (PARS) administers the trust, and US Bank manages the investments per the investment policies.

Both Section 115 Trusts are invested in "balanced" portfolios. The investment objective is designed to provide a moderate amount of current income with moderate growth of capital. It is recommended for investors with a long-term time horizon. The strategic asset allocation ranges for this objective are:
562
7 Asset Class Range Target
Equities 50-70% 63%
Fixed Income 20-40% 29%
Real Estate 0-15% 5%
Commodities 0-10% 2%
Cash 0-10% 1%
As of August 31, 2022, the Section 115 Pension Trust had a balance of $17.7 million, a decrease of $0.6 million from the prior month due to investment losses. The Section 115 OPEB Trust had a balance of $32.2 million, a decrease of $1.1 million from the prior month due to investment losses. The one-month investment returns were -3.34% for both the Pension Trust and OPEB Trust.

Compliance
All of the City's investments comply with state law and the City's Investment Policy. In compliance with California Government Code 53646 (b)(3), the City maintains the ability to meet its expenditure requirements for the next six months.

Sustainability Impact
No sustainability impact.

A – Chandler Investment Report August 2022
B – Chandler Custodial Statement August 2022
C – PARS Pension and OPEB Account Statement August 2022 D – LAIF Account Statement August 2022
563
CHANDLER ASSET MANAGEMENT, INC. | 800.317.4747 | www.chandlerasset.com

INVESTMENT REPORT
Period Ending August 31, 2022
City of Cupertino
564
SECTION 1 Economic Update
SECTION 2 Account Profile
SECTION 3 Portfolio Holdings
SECTION 4 Transactions
Table of Contents As of August 31, 2022
1 565
SECTION | Section 1 | Economic Update
2 566
Economic Update



Persistently high inflation and more restrictive monetary policies around the globe are setting the tone for financial markets. Labor markets and consumer balance sheets remain strong; however, inflation is weighing heavily on consumer sentiment and beginning to impact discretionary spending. Corporate earnings have generally performed better than expected. While evidence of slower economic conditions has begun to mount, we expect the Federal Reserve to continue to raise rates until a sustainable improvement in inflationary conditions has been achieved. Over the near-term, we expect financial market volatility to remain intensified and conditions to tighten with persistent inflation, geopolitical risk, supply chain bottlenecks, and the Fed's hawkish monetary policy.

At the July meeting, the Federal Open Market Committee (FOMC) delivered another 75-basis point increase to the Fed Funds Rate, increasing the range to 2.25% to 2.50%. The FOMC acknowledged spending and production were trending lower, offset by a strong labor market and elevated inflation metrics. Although declining to provide “forward guidance”, Fed Chair Powell acknowledged current policy settings are close to neutral but emphasized policy would need to move to a more restrictive stance to counterbalance the elevated inflation trends. We anticipate additional rates hikes as the Fed remains focused on lowering inflation.

In August, yields rose, and the curve inverted further. The 2-year Treasury yield increased 61 basis points to 3.50%, the 5- year Treasury yield rose 68 basis points to 3.35%, and the 10-year Treasury yield gained 54 basis points to 3.20%. The spread between the 2-year Treasury yield and 10-year Treasury yield became more inverted at -30 basis points at August monthend versus -24 basis points at July month-end. The spread was a positive 110 basis points one year ago. The spread between 3-month and 10-year treasuries compressed to just 27 basis points in August. The shape of the curve does not necessarily indicate an imminent recession but bears watching as a better predictor of recession over the medium-term. 3 567
Source: US Department of Labor Source: US Department of Labor Employment
The U.S. economy added 315,000 jobs in August, surpassing market expectations of 298,000, while gains were revised downward by 107,000 for the prior two months. Trends in employment remain strong, with the three-month moving average payrolls at 378,000 and the six-month moving average at 381,000. Hiring was widespread, led by professional and business services, healthcare, and retail. The unemployment rate rose to 3.7% from 3.5%, as the labor participation rate increased to 62.4% from 62.1% in July. The U-6 underemployment rate, which includes those who are marginally attached to the labor force and employed part time for economic reasons increased to 7.0% from 6.7% last month.

Average hourly earnings rose 5.2% year-over-year in August, remaining consistent with July, adding to broader inflationary pressures in the economy. The strong August labor report bolsters the case for the Fed to continue raising the federal funds rate. -500
0 500
1,000
1,500
2,000
2,500
3,000
MOM Change In (000's)
Nonfarm Payroll (000's)
Non-farm Payroll (000's)
3 month average (000's)

0.0%

4.0%

8.0%

12.0%

16.0%
Unemployment Rate
Underemployment Rate (U6)
Unemployment Rate (U3)
Rate (%)
4 568
Source: US Department of Labor Source: US Department of Commerce Inflation
The Consumer Price Index (CPI) increased more than expected in August, with broad-based gains led by shelter and food. Headline CPI increased 8.3% year-over-year in August, versus expectations for an 8.0% increase, and down from an 8.5% year-over-year gain in July. Core CPI (CPI less food and energy) rose 6.2% year-over-year in August, up from a 5.9% year-over-year gain in July. The annual increase of rent and owner’s equivalent rent of 6.3% and 6.6% respectively were the largest annual increases since 1986. The Personal Consumption Expenditures (PCE) index came in better than expected, up 6.3% year-over-year in July, versus a 6.8% year-over-year increase June. Core PCE was up 4.6% year-over-year in July, versus up 4.8% year-over-year in June. Persistently elevated inflation is likely to keep the Federal Reserve on the path of tightening monetary policy as long as it continues to run well above the Fed’s longer-run target of around 2.0%.

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

10.0%
Personal Consumption Expenditures (PCE)
PCE Price Deflator YOY % Change
PCE Core Deflator YOY % Change
YOY( %) Change

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

10.0%
Consumer Price Index (CPI)
CPI YOY % Change
Core CPI YOY % Change
YOY( %) Change
5 569
Retail sales unexpectedly rose in August by 9.1% year-over-year. Although the August data surprised to the upside, July was revised down to

10.1% growth year-over-year. Retail sales growth is at risk as consumers dip into savings and assume more debt. The Consumer Confidence index rose to 103.2 in August from a downwardly revised 95.3 in July. Both current conditions and future expectations improved from last month. Energy prices have eased; however, discretionary spending decisions remain pressured by broad-based inflation.

Source: US Department of Commerce Source: The Conference Board

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%
Retail Sales YOY % Change
YOY (%) Change
80 90
100
110
120
130
140
Index Level
Consumer Confidence
Consumer
6 570
Source: The Conference Board Source: Federal Reserve Bank of Chicago Economic Activity
The Conference Board’s Leading Economic Index (LEI) decreased less than expected to -0.4% in July, following a decline to -0.7% in June. With the index now flat year-over-year versus +1.4% in June, the Conference Board stated that consumer pessimism, equity market volatility, and lower economic indicators suggest economic weakness will intensify and spread throughout the US economy. The Chicago Fed National Activity Index (CFNAI) rose to +0.27 in July with all four broad categories improving from a downwardly revised -0.25 in June. On a 3-month moving average basis, the CFNAI was unchanged at -0.09 in July. -2.00

0.00 2.00

4.00 6.00
Chicago Fed National Activity Index (CFNAI)
3 Month Average
-1.0%
-0.5%

0.0%

0.5%

1.0%

1.5%

2.0%
Leading Economic Indicators (LEI)
MOM ( %) Change
7 571
Source: US Department of Commerce Source: S&P
Housing
0 200
400
600
800
1000
1200
1400
1600
1800
2000
MOM Change (In Thousands of Units)
Housing Starts
Multi Family Housing Starts
Single Family Housing Starts

0.0%

3.0%

6.0%

9.0%

12.0%

15.0%

18.0%

21.0%

24.0%
S&P/Case-Shiller 20 City Composite Home Price Index
YOY( %) Change
Total housing starts declined 9.6% to an annual rate of 1,446,000 in July, from a revised 1,599,000 in units in June. Single-family home starts fell by 10.1% and multi-family decreased 8.6% month-over-month. On a year-over-year basis, total housing starts decreased 8.1%, driven by a drop in all home types as homebuyers struggle with a combination of elevated prices and higher mortgage rates. According to the Case-Shiller 20- City home price index, home prices were up 18.6% year-over-year in June, easing from a 20.5% year-over-year increase in May. The rate of home price increases will likely continue to decelerate as the year progresses due to the substantial rise in mortgage rates and the negative performance of financial markets.
8 572
Source: Institute for Supply Management Source: Federal Reserve Manufacturing
The Institute for Supply Management (ISM) manufacturing index was unchanged in August at 52.8, remaining stable from July. Readings above

50.0 are indicative of expansion in the manufacturing sector. Both new orders and employment improved, while price increases moderated.

Total industrial production declined by -0.2% in August, following a downwardly revised increase of 0.5% in July. Capacity utilization fell to

80.0% in August from 80.2% in July, a rate that is 0.4 percentage points above its long-run (1972-2021) average. 40 42
44 46
48 50
52 54
56 58
60 62
64 66
Institute of Supply Management Purchasing Manager Index

EXPANDING

CONTRACTING
-20.0%
-15.0%
-10.0%
-5.0%

0.0%

5.0%

10.0%

15.0%

20.0%
Industrial Production
YOY( %) Change
9 573
Source: US Department of Commerce Source: US Department of Commerce 9/21 12/21 3/22 6/22

1.4% 1.8% 1.2% 1.0%

2.1% 5.8% 0.9% -2.7%
-1.3% -0.2% -3.2% 1.4%
-0.4% -0.3% -0.5% -0.3%

0.5% -0.2% -0.1% -0.1%

2.3% 6.9% -1.6% -0.6%
Gross Private Domestic Investment
Personal Consumption Expenditures
Components of GDP
Federal Government Expenditures
State and Local (Consumption and Gross
Investment)
Net Exports and Imports
Total
-35.0%
-30.0%
-25.0%
-20.0%
-15.0%
-10.0%
-5.0%

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

35.0%
Gross Domestic Product (GDP)
GDP QOQ % Change
GDP YOY % Change
Gross Domestic Product (GDP)
According to the second estimate, U.S. GDP contracted less than originally reported, down -0.6% annualized in the second quarter, an improvement from the first estimate of -0.9%. The upturn reflected positive revisions for consumer spending and inventory investment. The largest negative contribution was from a drop in gross residential investment as the housing sector diminished sharply. The second quarter decline followed a first quarter contraction of -1.6%. Although many market participants link two quarters in a row of negative GDP growth with a recession, an official declaration by the National Bureau of Economic Research is unlikely given the mosaic of data and the strength of the labor market. The consensus estimate calls for 1.4% growth in the third quarter and 1.6% growth for the full year 2022. 10 574
Federal Reserve
Source: Federal Reserve Source: Bloomberg
At the July meeting, the Federal Open Market Committee (FOMC) delivered another 75-basis point increase to the Fed Funds Rate, increasing the range to 2.25% to 2.50%. The FOMC acknowledged spending and production were trending lower, offset by a strong labor market and elevated inflation metrics. Although declining to provide “forward guidance”, Fed Chair Powell acknowledged current policy settings are close to neutral but emphasized policy would need to move to a more restrictive stance to counterbalance the elevated inflation trends. The Fed will continue shrinking its $9 trillion balance sheet by $47.5 billion per month, increasing to $95 billion in September. We anticipate additional rates hikes as the Fed remains focused on lowering inflation. As inflation metrics begin to moderate, we believe the Federal Reserve will decelerate their pace of tightening, but a material decline in inflation in the short-term is unlikely.

0.00%

0.25%

0.50%

0.75%

1.00%

1.25%

1.50%

1.75%

2.00%

2.25%

2.50%

2.75%
Effective Federal Funds Rate
Yield (%)
2,000,000
3,000,000
4,000,000
5,000,000
6,000,000
7,000,000
8,000,000
9,000,000
10,000,000
Federal Reserve Balance Sheet Assets
In $ millions
11 575
Source: Bloomberg Source: Bloomberg

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

3.5%

4.0%
US Treasury Note Yields
2-Year
5-Year
10-Year
Yield (%)

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

3.5%

4.0%
US Treasury Yield Curve
Aug-22
May-22
Aug-21
Yield (%)
Bond Yields
At the end of August, the 2-year Treasury yield was 329 basis points higher, and the 10-Year Treasury yield was about 189 basis points higher, year-over-year. The spread between the 2-year Treasury yield and 10-year Treasury yield became more inverted at -30 basis points at August month-end versus -24 basis points at July month-end. The average historical spread (since 2003) is about 130 basis points. The spread between 3-month and 10-year treasuries compressed to just 27 basis points. The shape of the yield curve does not indicate an imminent recession but bears watching as a better predictor of recession over the medium-term. 12 576
Section 2| SECTION | Section 2 | Account Profile
13 577
Objectives
Chandler Asset Management Performance Objective
The performance objective for the portfolio is to earn a total rate of return through a market cycle that is equal to or above the return on the benchmark index.

Investment Objectives
The City of Cupertino’s investment objectives, in order of priority, are to provide safety to ensure the preservation of capital in the overall portfolio, provide sufficient liquidity for cash needs and a market rate of return consistent with the investment program.

Strategy
In order to achieve these objectives, the portfolio invests in high quality fixed incomes securities consistent with the investment policy and California Government Code.

As of August 31, 2022
14 578
Compliance As of August 31, 2022
Category Standard Comment
Treasury Issues No Limitation Complies
Agency Issues 25% per Agency/GSE issuer; 20% max agency callable securities; Issued by Federal Agencies or U.S. Government Sponsored Enterprise obligations. Complies
Supranational "AA" rating category or better by a NRSRO; 30% maximum; 10% max per issuer; USD denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by IBRD, IFC, or IADB. Complies Municipal Securities
"A" rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Obligations of the City, State of California, and any local agency within the State of California; Obligations of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states in addition to California.

Complies
Corporate Medium Term Notes "A" rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Issued by corporations organized and operating within the U.S. or by depository institutions licensed by the U.S. or any state and operating within the U.S. Complies Asset Backed/ Mortgage Backed/
Collateralized Mortgage Obligation
"AA" rating category or better by a NRSRO; 20% maximum; 5% max per issuer on Asset-Backed or Commercial Mortgage security; There is no issuer limitation on any Mortgage security where the issuer is the U.S. Treasury or a Federal Agency/GSE .

Complies
Negotiable Certificates of Deposit
(NCDs)
No rating required if amount of the NCD is insured up to the FDIC limit; If above FDIC insured limit, requires "A-1" shortterm rated or "A" long-term rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Issued by nationally or state chartered banks, state or federal savings associations, or state or federal credit unions, or by a federally licensed or state-licensed branch of a foreign bank.

Complies
Certificates of Deposit (CDs)/Time
Deposit (TDs)
30% maximum; 5% max per issuer; Certificates of Deposit, Time Deposit, non-negotiable, and collateralized in accordance with California Government Code. Complies
Banker’s Acceptances "A-1" short-term rated or better by a NRSRO; or "A" long-term rating category or better by a NRSRO; 40% maximum; 5% max per issuer; 180 days max maturity Complies
Commercial Paper
"A-1" short term rated or better a NRSRO; "A" long-term issuer rating category or better by a NRSRO; 25% maximum; 5% max per issuer; 270 days max maturity; Issued by corporations organized and operating in the U.S. with assets > $500 million; 10% max outstanding paper of the issuing corporation.

Complies
Money Market Funds
20% maximum; Daily money market funds administered for or by trustees, paying agents and custodian banks contracted by a City of Cupertino as allowed under California Government Code; Only funds holding U.S. Treasury obligations, Government agency obligations or repurchase agreements collateralized by U.S. Treasury or Government agency obligations can be utilized.

Complies
City of Cupertino
Assets managed by Chandler Asset Management are in full compliance with state law and with the City's investment policy. 15 579
Compliance As of August 31, 2022
Category Standard Comment
Local Agency Investment Fund (LAIF) Maximum amount permitted by LAIF; Not used by investment adviser Complies Repurchase Agreements 1 year max maturity; 102% collateralized; A PSA Master Repurchase Agreement is required between City of Cupertino and the broke/dealer or financial institution for all repurchase agreements; Not used by investment adviser Complies Prohibited Securities
Reverse Repurchase Agreement; Common stocks; Long-term (> 5 years maturity) notes and bonds; Special circumstances arise that necessitate purchase of securities beyond the 5-year limitation. On such occasions, request must be approved by City Council prior to purchase; Futures/Options; Inverse floaters; Ranges notes, Mortgage-derived, Interest-only strips; Zero interest accrual securities; Purchasing/selling securities on margin; Foreign currency denominated securities.

Complies
Minimum Budgeted Operating
Expenditures in Short Term Investments
Minimum 6 months of budgeted operating expenditures in short term investments to provide sufficient liquidity for expected disbursements Complies
Max Per Issuer 5% per issuer, unless otherwise specified in the policy Complies Maximum maturity 5 years Complies
City of Cupertino
Assets managed by Chandler Asset Management are in full compliance with state law and with the City's investment policy. 16 580
Portfolio Summary – City of Cupertino #10659 As of August 31, 2022 17 581
Purchase Yield as of 08/31/22 = 1.56%

0.00 0.50

1.00 1.50

2.00 2.50
Percent (%)
Historical Average Purchase Yield
City of Cupertino
As of August 31, 2022
18 582
SECTION | Section 3 | Portfolio Holdings
19 583
Issue Name Investment Type % Portfolio
Government of United States US Treasury 27.53%
Federal National Mortgage Association Agency 8.91%
Federal Home Loan Mortgage Corp CMO 5.27%
Federal Home Loan Bank Agency 5.07%
Federal Home Loan Mortgage Corp Agency 4.97%
Inter-American Dev Bank Supranational 3.34%
American Express ABS ABS 1.92%
Hyundai Auto Receivables ABS 1.85%
Royal Bank of Canada Corporate 1.69%
Toyota Motor Corp Corporate 1.62%
Bank of New York Corporate 1.60%
Bank of America Corp Corporate 1.56%
International Finance Corp Supranational 1.54%
JP Morgan Chase & Co Corporate 1.54%
Intl Bank Recon and Development Supranational 1.47%
Toronto Dominion Holdings Corporate 1.44%
Honda ABS ABS 1.36%
John Deere ABS ABS 1.33%
Northwestern Mutual Glbl Corporate 1.30%
Paccar Financial Corporate 1.26%
GM Financial Automobile Leasing Trust ABS 1.25%
Toyota Lease Owner Trust ABS 1.22%
Bank of Montreal Chicago Corporate 1.18%
Amazon.com Inc Corporate 1.15%
Metlife Inc Corporate 1.14%
Toyota ABS ABS 1.14%
Salesforce.com Inc Corporate 1.13%
Air Products & Chemicals Corporate 1.12%
Prudential Financial Inc Corporate 1.11%
United Health Group Inc Corporate 1.09%
New York Life Global Funding Corporate 1.07%
Berkshire Hathaway Corporate 1.04%
Hyundai Auto Lease Securitization ABS 0.87%
Guardian Life Global Funding Corporate 0.84%
US Bancorp Corporate 0.82%
Caterpillar Inc Corporate 0.72%
GM Financial Securitized Term Auto Trust ABS 0.68%
Deere & Company Corporate 0.67%
Issuers
City of Cupertino – Account #10659
As of August 31, 2022
20 584
Issue Name Investment Type % Portfolio
Charles Schwab Corp/The Corporate 0.61%
Verizon Owner Trust ABS 0.61%
Mass Mutual Insurance Corporate 0.60%
BMW Vehicle Lease Trust ABS 0.57%
State of California Municipal Bonds 0.50%
Northern Trust Corp Corporate 0.46%
Morgan Stanley Corporate 0.42%
Verizon Master Trust ABS 0.39%
BMW ABS ABS 0.35%
Nissan ABS ABS 0.24%
Wal-Mart Stores Corporate 0.22%
Mercedes-Benz Auto Lease Trust ABS 0.14%
Wells Fargo 100% Treasury MMKT Fund Money Market Fund 0.04% TOTAL 100.00%
Issuers
City of Cupertino – Account #10659
As of August 31, 2022
21 585
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
ABS
43815NAC8 Honda Auto Receivables Trust 2019-3 A3

1.780% Due 08/15/2023
110,281.49 Various

1.93%
110,096.11
110,279.03

99.84 3.27%
110,110.22

87.24 0.07%
(168.81)
Aaa / AAA
NR

0.96 0.10
58769EAC2 Mercedes-Benz Auto Lease Trust 2020-B A3

0.400% Due 11/15/2023
209,551.58 09/15/2020

0.40%
209,540.96
209,549.87

99.43 3.20%
208,356.51

37.25 0.14%
(1,193.36)

NR / AAA
AAA

1.21 0.20
477870AC3 John Deere Owner Trust 2019-B A3

2.210% Due 12/15/2023
76,282.57 08/27/2019

1.79%
76,988.78
76,494.12

99.87 3.31%
76,180.89

74.93 0.05%
(313.23)
Aaa / NR
AAA

1.29 0.12
92348AAA3 Verizon Owner Trust 2019-C A1A

1.940% Due 04/22/2024
114,235.57 10/01/2019

1.95%
114,226.76
114,232.39

99.74 3.26%
113,932.96

67.72 0.08%
(299.43)

NR / AAA
AAA

1.64 0.20
89238EAC0 Toyota Lease Owner Trust 2021-A A3

0.390% Due 04/22/2024
700,000.00 03/23/2022

2.16%
686,000.00
690,117.65

98.09 3.79%
686,633.50

83.42 0.46%
(3,484.15)
Aaa / AAA
NR

1.64 0.56
44891VAC5 Hyundai Auto Lease Trust 2021-B A3

0.330% Due 06/17/2024
790,000.00 06/08/2021

0.34%
789,881.50
789,945.30

97.70 3.83%
771,820.52
115.87

0.52%
(18,124.78)
Aaa / AAA
NR

1.80 0.66
65479JAD5 Nissan Auto Receivables Owner 2019-C A3

1.930% Due 07/15/2024
360,199.61 Various

1.70%
361,986.49
360,990.06

99.64 3.43%
358,887.76
308.97

0.24%
(2,102.30)
Aaa / AAA
NR

1.87 0.24
43813DAC2 Honda Auto Receivables 2020-2 A3

0.820% Due 07/15/2024
85,823.19 05/18/2020

0.83%
85,816.44
85,820.14

98.74 3.71%
84,741.39

31.28 0.06%
(1,078.75)
Aaa / AAA
NR

1.87 0.44
47789KAC7 John Deere Owner Trust 2020-A A3

1.100% Due 08/15/2024
114,500.71 03/04/2020

1.11%
114,493.71
114,497.62

99.04 3.73%
113,405.97

55.98 0.08%
(1,091.65)
Aaa / NR
AAA

1.96 0.36
43813KAC6 Honda Auto Receivables Trust 2020-3 A3

0.370% Due 10/18/2024
412,256.56 09/22/2020

0.38%
412,196.00
412,233.13

98.00 3.95%
404,010.19

55.08 0.27%
(8,222.94)

NR / AAA
AAA

2.13 0.56
36262XAC8 GM Financial Auto Lease Trust 2021-3 A2

0.390% Due 10/21/2024
965,000.00 08/10/2021

0.39%
964,986.88
964,992.50

96.84 3.92%
934,484.77
115.00

0.63%
(30,507.73)

NR / AAA
AAA

2.14 0.90
47787NAC3 John Deere Owner Trust 2020-B A3

0.510% Due 11/15/2024
139,828.63 07/14/2020

0.52%
139,807.32
139,820.24

98.21 4.07%
137,331.99

31.69 0.09%
(2,488.25)
Aaa / NR
AAA

2.21 0.50
09690AAC7 BMW Vehicle Lease Trust 2021-2 A3

0.330% Due 12/26/2024
425,000.00 09/08/2021

0.34%
424,956.14
424,974.67

97.25 3.88%
413,303.58

23.38 0.28%
(11,671.09)
Aaa / NR
AAA

2.32 0.78
89236XAC0 Toyota Auto Receivables 2020-D A3

0.350% Due 01/15/2025
316,534.22 10/06/2020

0.36%
316,475.24
316,501.34

98.27 3.85%
311,047.73

49.24 0.21%
(5,453.61)

NR / AAA
AAA

2.38 0.49
44891WAC3 Hyundai Auto Lease Trust 2022-A A3

1.160% Due 01/15/2025
540,000.00 01/11/2022

1.16%
539,988.07
539,991.36

96.70 3.91%
522,177.84
278.40

0.35%
(17,813.52)
Aaa / AAA
NR

2.38 1.21
92290BAA9 Verizon Owner Trust 2020-B A

0.470% Due 02/20/2025
800,000.00 08/04/2020

0.48%
799,832.00
799,908.23

98.63 3.55%
789,046.40
114.89

0.53%
(10,861.83)
Aaa / NR
AAA

2.48 0.44
89238LAC4 Toyota Lease Owner Trust 2022-A A3

1.960% Due 02/20/2025
1,150,000.00 02/23/2022

1.98%
1,149,818.99
1,149,858.71

97.02 4.05%
1,115,712.75
688.72

0.75%
(34,145.96)

NR / AAA
AAA

2.48 1.44
As of August 31, 2022
22 586
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
36265MAC9 GM Financial Auto Lease Trust 2022-1 A3

1.900% Due 03/20/2025
945,000.00 02/15/2022

1.91%
944,991.87
944,993.83

97.22 4.00%
918,756.41
548.63

0.62%
(26,237.42)
Aaa / NR
AAA

2.55 1.34
05601XAC3 BMW Vehicle Lease Trust 2022-1 A3

1.100% Due 03/25/2025
450,000.00 01/11/2022

1.11%
449,932.73
449,951.74

96.88 3.91%
435,969.90

82.50 0.29%
(13,981.84)

NR / AAA
AAA

2.57 1.12
43813GAC5 Honda Auto Receivables Trust 2021-1 A3

0.270% Due 04/21/2025
276,106.97 02/17/2021

0.27%
276,101.92
276,104.42

97.54 4.00%
269,323.02

20.71 0.18%
(6,781.40)
Aaa / NR
AAA

2.64 0.66
89240BAC2 Toyota Auto Receivables Owners 2021-A A3

0.260% Due 05/15/2025
986,412.54 02/02/2021

0.27%
986,229.47
986,321.73

97.52 3.96%
961,908.08
113.99

0.65%
(24,413.65)
Aaa / NR
AAA

2.71 0.67
44933LAC7 Hyundai Auto Receivables Trust 2021-A A3

0.380% Due 09/15/2025
515,000.00 04/20/2021

0.38%
514,945.82
514,969.72

96.84 4.03%
498,726.00

86.98 0.34%
(16,243.72)

NR / AAA
AAA

3.04 0.87
43815GAC3 Honda Auto Receivables Trust 2021-4 A3

0.880% Due 01/21/2026
460,000.00 11/16/2021

0.89%
459,903.03
459,926.02

95.31 3.99%
438,422.32
112.44

0.30%
(21,503.70)
Aaa / NR
AAA

3.39 1.53
47789QAC4 John Deere Owner Trust 2021-B A3

0.520% Due 03/16/2026
580,000.00 07/13/2021

0.52%
579,948.26
579,964.06

95.03 4.12%
551,158.34
134.04

0.37%
(28,805.72)
Aaa / NR
AAA

3.54 1.40
89238JAC9 Toyota Auto Receivables Trust 2021-D A3

0.710% Due 04/15/2026
430,000.00 11/09/2021

0.71%
429,990.84
429,993.08

95.28 3.99%
409,711.31
135.69

0.28%
(20,281.77)

NR / AAA
AAA

3.62 1.46
43815BAC4 Honda Auto Receivables Trust 2022-1 A3

1.880% Due 05/15/2026
740,000.00 02/15/2022

1.89%
739,888.70
739,906.67

96.36 3.91%
713,063.27
618.31

0.48%
(26,843.40)
Aaa / AAA
NR

3.71 1.82
44935FAD6 Hyundai Auto Receivables Trust 2021-C A3

0.740% Due 05/15/2026
1,330,000.00 Various

2.02%
1,296,371.65
1,301,700.13

95.42 3.94%
1,269,125.90
437.42

0.86%
(32,574.23)

NR / AAA
AAA

3.71 1.45
05602RAD3 BMW Vehicle Owner Trust 2022-A A3

3.210% Due 08/25/2026
530,000.00 05/10/2022

3.23%
529,972.44
529,975.02

98.80 4.16%
523,664.91
283.55

0.35%
(6,310.11)
Aaa / AAA
NR

3.99 1.30
362554AC1 GM Financial Securitized Term 2021-4 A3

0.680% Due 09/16/2026
350,000.00 10/13/2021

0.68%
349,991.08
349,993.34

95.02 4.27%
332,558.10

99.17 0.22%
(17,435.24)
Aaa / AAA
NR

4.05 1.41
47787JAC2 John Deere Owner Trust 2022-A A3

2.320% Due 09/16/2026
450,000.00 03/10/2022

2.34%
449,900.46
449,913.61

96.99 3.97%
436,463.55
464.00

0.29%
(13,450.06)
Aaa / NR
AAA

4.05 1.85
448977AD0 Hyundai Auto Receivables Trust 2022-A A3

2.220% Due 10/15/2026
1,010,000.00 03/09/2022

2.23%
1,009,961.12
1,009,966.66

96.56 4.15%
975,206.52
996.53

0.66%
(34,760.14)

NR / AAA
AAA

4.13 1.81
380146AC4 GM Financial Auto Receivables 2022-1 A3

1.260% Due 11/16/2026
295,000.00 01/11/2022

1.27%
294,974.36
294,979.12

95.94 4.10%
283,030.38
154.88

0.19%
(11,948.74)

NR / AAA
AAA

4.21 1.44
362585AC5 GM Financial Securitized ART 2022-2 A3

3.100% Due 02/16/2027
390,000.00 04/05/2022

3.13%
389,918.49
389,927.67

98.52 3.95%
384,210.06
503.75

0.26%
(5,717.61)
Aaa / AAA
NR

4.47 1.80
47800AAC4 John Deere Owner Trust 2022-B A3

3.740% Due 02/16/2027
655,000.00 07/12/2022

3.77%
654,937.45
654,939.51

99.28 4.09%
650,265.66
2,789.94

0.44%
(4,673.85)
Aaa / NR
AAA

4.47 2.24
02589BAA8 American Express Credit Accoun 22-1 A

2.210% Due 03/15/2027
1,545,000.00 03/21/2022

2.69%
1,524,359.77
1,527,433.04

96.27 3.78%
1,487,348.33
1,517.53

1.00%
(40,084.71)
Aaa / NR
AAA

4.54 2.42
As of August 31, 2022
23 587
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
02582JJT8 American Express Credit Trust 2022-2 A

3.390% Due 05/17/2027
1,375,000.00 05/17/2022

3.42%
1,374,695.85
1,374,723.83

98.86 3.87%
1,359,338.75
2,071.67

0.92%
(15,385.08)

NR / AAA
AAA

4.71 2.53
92348KAV5 Verizon Master Trust 2022-5 A1A

3.720% Due 07/20/2027
570,000.00 08/02/2022

3.75%
569,974.92
569,975.44
100.00

3.96%
569,974.92
1,178.00

0.39%
(0.52)

NR / AAA
AAA

4.89 1.85
TOTAL ABS 21,192,013.64 1.68%
21,124,081.62
21,135,865.00 3.91%
20,619,410.70
14,568.79

13.92%
(516,454.30)
Aaa / AAA
Aaa

3.23 1.35
Agency
3130A3DL5 FHLB Note

2.375% Due 09/08/2023
400,000.00 09/06/2019

1.52%
413,264.00
403,379.59

98.75 3.63%
395,018.80
4,565.28

0.27%
(8,360.79)
Aaa / AA+
NR

1.02 0.98
3137EAFA2 FHLMC Note

0.250% Due 12/04/2023
1,755,000.00 12/02/2020

0.28%
1,753,262.55
1,754,271.70

95.96 3.56%
1,684,148.90
1,060.31

1.14%
(70,122.80)
Aaa / AA+
AAA

1.26 1.23
3130A0F70 FHLB Note

3.375% Due 12/08/2023
2,100,000.00 Various

1.75%
2,222,418.00
2,141,740.82

99.72 3.60%
2,094,147.30
16,340.63

1.42%
(47,593.52)
Aaa / AA+
AAA

1.27 1.22
3130A0XE5 FHLB Note

3.250% Due 03/08/2024
1,500,000.00 03/28/2019

2.27%
1,568,115.00
1,520,894.63

99.45 3.62%
1,491,762.00
23,427.08

1.02%
(29,132.63)
Aaa / AA+
NR

1.52 1.45
3130A1XJ2 FHLB Note

2.875% Due 06/14/2024
1,500,000.00 06/18/2019

1.96%
1,564,890.20
1,523,220.86

98.79 3.58%
1,481,890.51
9,223.96

1.01%
(41,330.35)
Aaa / AA+
NR

1.79 1.71
3135G0V75 FNMA Note

1.750% Due 07/02/2024
1,500,000.00 07/16/2019

1.96%
1,484,895.00
1,494,414.82

97.06 3.41%
1,455,928.50
4,302.08

0.99%
(38,486.32)
Aaa / AA+
AAA

1.84 1.78
3130A2UW4 FHLB Note

2.875% Due 09/13/2024
2,000,000.00 09/13/2019

1.79%
2,103,380.00
2,042,111.48

98.91 3.43%
1,978,268.00
26,833.33

1.35%
(63,843.48)
Aaa / AA+
AAA

2.04 1.93
3135G0W66 FNMA Note

1.625% Due 10/15/2024
1,975,000.00 Various

1.73%
1,965,802.75
1,970,986.23

96.22 3.49%
1,900,250.20
12,124.31

1.29%
(70,736.03)
Aaa / AA+
AAA

2.13 2.05
3135G0X24 FNMA Note

1.625% Due 01/07/2025
1,295,000.00 Various

1.38%
1,309,953.95
1,302,303.36

95.95 3.43%
1,242,556.39
3,156.56

0.84%
(59,746.97)
Aaa / AA+
AAA

2.36 2.27
3137EAEP0 FHLMC Note

1.500% Due 02/12/2025
2,365,000.00 02/13/2020

1.52%
2,363,178.95
2,364,106.94

95.44 3.46%
2,257,163.09
1,872.29

1.52%
(106,943.85)
Aaa / AA+
AAA

2.45 2.37
3135G03U5 FNMA Note

0.625% Due 04/22/2025
1,860,000.00 04/22/2020

0.67%
1,856,168.40
1,857,974.97

92.65 3.57%
1,723,237.92
4,165.63

1.17%
(134,737.05)
Aaa / AA+
AAA

2.64 2.57
3135G04Z3 FNMA Note

0.500% Due 06/17/2025
2,500,000.00 Various

0.50%
2,499,227.30
2,499,685.96

91.98 3.54%
2,299,532.50
2,569.44

1.55%
(200,153.46)
Aaa / AA+
AAA

2.80 2.73
3137EAEU9 FHLMC Note

0.375% Due 07/21/2025
1,250,000.00 07/21/2020

0.48%
1,243,775.00
1,246,402.88

91.53 3.48%
1,144,157.50
520.83

0.77%
(102,245.38)
Aaa / AA+
AAA

2.89 2.82
3135G05X7 FNMA Note

0.375% Due 08/25/2025
2,500,000.00 Various

0.48%
2,487,983.75
2,492,619.06

91.27 3.48%
2,281,867.51
156.25

1.54%
(210,751.55)
Aaa / AA+
AAA

2.99 2.92
As of August 31, 2022
24 588
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
3137EAEX3 FHLMC Note

0.375% Due 09/23/2025
2,500,000.00 Various

0.46%
2,489,362.80
2,493,343.62

91.14 3.45%
2,278,615.00
4,114.58

1.54%
(214,728.62)
Aaa / AA+
AAA

3.07 2.99
3135G06G3 FNMA Note

0.500% Due 11/07/2025
2,500,000.00 Various

0.56%
2,492,700.00
2,495,336.43

91.07 3.49%
2,276,705.00
3,958.33

1.54%
(218,631.43)
Aaa / AA+
AAA

3.19 3.10
TOTAL Agency 29,500,000.00 1.13%
29,818,377.65
29,602,793.35 3.51%
27,985,249.12
118,390.89

18.96%
(1,617,544.23)
Aaa / AA+
Aaa

2.31 2.24
CMO
3137B4WB8 FHLMC K033 A2

3.060% Due 07/25/2023
1,000,000.00 08/13/2019

2.02%
1,037,656.25
1,008,557.05

99.29 3.77%
992,913.00
510.00

0.67%
(15,644.05)
Aaa / NR
NR

0.90 0.73
3137B5JM6 FHLMC K034 A2

3.531% Due 07/25/2023
1,000,000.00 09/26/2019

2.00%
1,053,867.19
1,012,645.06

99.66 3.70%
996,587.00
2,942.50

0.67%
(16,058.06)

NR / NR
AAA

0.90 0.77
3137B7MZ9 FHLMC K036 A2

3.527% Due 10/25/2023
1,000,000.00 08/19/2019

1.92%
1,061,914.06
1,017,011.14

99.50 3.83%
994,974.00
587.83

0.67%
(22,037.14)
Aaa / NR
AAA

1.15 0.97
3137BFE98 FHLMC K041 A2

3.171% Due 10/25/2024
1,300,000.00 07/01/2021

0.72%
1,398,414.06
1,363,361.34

98.72 3.74%
1,283,412.00
3,435.25

0.87%
(79,949.34)
Aaa / AAA
AAA

2.15 1.95
3137BLMZ8 FHLMC K049 A2

3.010% Due 07/25/2025
1,000,000.00 07/01/2021

0.87%
1,079,687.50
1,056,630.15

97.70 3.84%
977,023.33
2,508.33

0.66%
(79,606.82)

NR / NR
AAA

2.90 2.61
3137BLW95 FHLMC K050 A2

3.334% Due 08/25/2025
950,000.00 11/16/2021

1.17%
1,018,132.81
1,003,709.43

98.51 3.84%
935,833.60
2,639.42

0.63%
(67,875.83)

NR / NR
AAA

2.99 2.65
3137BM7C4 FHLMC K051 A2

3.308% Due 09/25/2025
440,000.00 03/15/2022

2.21%
453,079.69
451,350.23

98.40 3.84%
432,943.28
1,212.93

0.29%
(18,406.95)

NR / NR
AAA

3.07 2.74
3137BN6G4 FHLMC KO53

2.995% Due 12/25/2025
570,000.00 03/15/2022

2.29%
582,001.17
580,546.75

97.60 3.77%
556,330.26
1,422.63

0.38%
(24,216.49)

NR / NR
AAA

3.32 2.95
3137BSP72 FHLMC K058 A2

2.653% Due 08/25/2026
650,000.00 11/12/2021

1.35%
687,451.17
681,172.98

95.84 3.78%
622,934.65
1,437.04

0.42%
(58,238.33)

NR / NR
AAA

3.99 3.66
TOTAL CMO 7,910,000.00 1.51%
8,372,203.90
8,174,984.13 3.78%
7,792,951.12
16,695.93

5.27%
(382,033.01)
Aaa / AAA
Aaa

2.18 1.94
Corporate
24422EVN6 John Deere Capital Corp Note

0.450% Due 01/17/2024
1,030,000.00 03/01/2021

0.47%
1,029,268.70
1,029,649.34

95.77 3.62%
986,455.72
566.50

0.67%
(43,193.62)
A2 / A
A

1.38 1.35
89114QCA4 Toronto Dominion Bank Note

2.650% Due 06/12/2024
1,500,000.00 09/11/2019

2.24%
1,527,255.00
1,510,216.70

97.71 4.00%
1,465,593.00
8,722.92

0.99%
(44,623.70)
A1 / A
AA1.781.71
As of August 31, 2022
25 589
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
06367TQW3 Bank of Montreal Note

0.625% Due 07/09/2024
600,000.00 02/09/2022

1.89%
582,216.00
586,302.88

94.20 3.89%
565,218.00
541.67

0.38%
(21,084.88)
A2 / AAA1.86

1.81 79466LAG9 Salesforce.com Inc Callable Note Cont 7/15/2022

0.625% Due 07/15/2024
1,760,000.00 Various

0.87%
1,748,937.40
1,752,108.82

94.74 3.55%
1,667,409.92
1,405.56

1.13%
(84,698.90)
A2 / A+
NR

1.87 1.83
78013XZU5 Royal Bank of Canada Note

2.550% Due 07/16/2024
1,500,000.00 Various

1.98%
1,533,359.18
1,515,184.80

97.36 4.03%
1,460,374.50
4,781.26

0.99%
(54,810.30)
A1 / A
AA1.881.80
91159HHX1 US Bancorp Callable Note Cont 6/28/2024

2.400% Due 07/30/2024
1,250,000.00 10/10/2019

2.07%
1,268,262.50
1,257,079.64

97.60 3.71%
1,219,941.25
2,583.33

0.82%
(37,138.39)
A2 / A+
A+

1.92 1.85
009158AV8 Air Products & Chemicals Callable Note Cont 4/30/2024

3.350% Due 07/31/2024
1,675,000.00 08/07/2019

2.07%
1,771,212.00
1,708,835.85

99.24 3.76%
1,662,305.18
4,831.91

1.12%
(46,530.67)
A2 / A
NR

1.92 1.83
69371RR40 Paccar Financial Corp Note

0.500% Due 08/09/2024
680,000.00 08/03/2021

0.52%
679,632.80
679,762.79

93.91 3.79%
638,598.88
207.78

0.43%
(41,163.91)
A1 / A+
NR

1.94 1.90
69371RQ25 Paccar Financial Corp Note

2.150% Due 08/15/2024
370,000.00 08/08/2019

2.20%
369,182.30
369,680.44

96.97 3.77%
358,783.08
353.56

0.24%
(10,897.36)
A1 / A+
NR

1.96 1.89
14913Q3B3 Caterpillar Finl Service Note

2.150% Due 11/08/2024
1,100,000.00 01/28/2020

1.92%
1,111,517.00
1,105,276.42

96.67 3.75%
1,063,412.90
7,423.47

0.72%
(41,863.52)
A2 / A
A

2.19 2.09
74153WCQ0 Pricoa Global Funding Note

1.150% Due 12/06/2024
885,000.00 12/01/2021

1.19%
884,088.45
884,310.92

93.50 4.19%
827,475.00
2,403.02

0.56%
(56,835.92)
Aa3 / AAAA2.27

2.19 89114TZL9 Toronto-Dominion Bank Note

1.450% Due 01/10/2025
700,000.00 03/15/2022

2.79%
674,737.00
678,857.57

94.34 3.99%
660,358.30
1,437.92

0.45%
(18,499.27)
A1 / A
NR

2.36 2.28
89236TJT3 Toyota Motor Credit Corp Note

1.450% Due 01/13/2025
1,215,000.00 01/10/2022

1.50%
1,213,371.90
1,213,715.05

94.46 3.92%
1,147,685.36
2,349.00

0.78%
(66,029.69)
A1 / A+
A+

2.37 2.28
64952WEK5 New York Life Global Note

1.450% Due 01/14/2025
1,680,000.00 01/11/2022

1.49%
1,678,185.60
1,678,566.36

93.99 4.14%
1,579,020.24
3,180.33

1.07%
(99,546.12)
Aaa / AA+
AAA

2.38 2.29
69371RR73 Paccar Financial Corp Note

2.850% Due 04/07/2025
885,000.00 03/31/2022

2.86%
884,769.90
884,800.76

97.57 3.84%
863,490.96
10,089.00

0.59%
(21,309.80)
A1 / A+
NR

2.60 2.45
78016EZ59 Royal Bank of Canada Note

3.375% Due 04/14/2025
1,050,000.00 04/07/2022

3.39%
1,049,611.50
1,049,661.13

98.22 4.10%
1,031,263.80
13,485.94

0.70%
(18,397.33)
A1 / A
AA2.622.45
06406RBC0 Bank of NY Mellon Corp Callable Note Cont 3/25/2025

3.350% Due 04/25/2025
1,370,000.00 04/19/2022

3.35%
1,369,808.20
1,369,830.62

98.67 3.88%
1,351,821.47
15,935.76

0.92%
(18,009.15)
A1 / A
AA2.652.48
06367WB85 Bank of Montreal Note

1.850% Due 05/01/2025
1,240,000.00 07/23/2021

0.85%
1,285,656.80
1,272,331.93

94.39 4.09%
1,170,408.72
7,646.67

0.79%
(101,923.21)
A2 / AAA2.67

2.54 As of August 31, 2022
26 590
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
46647PCH7 JP Morgan Chase & Co Callable Note Cont 6/1/2024

0.824% Due 06/01/2025
1,370,000.00 05/24/2021

0.78%
1,371,773.90
1,371,034.24

93.60 4.02%
1,282,347.40
2,822.20

0.87%
(88,686.84)
A2 / AAA2.75

2.66 46647PCK0 JP Morgan Chase & Co Callable Note Cont 6/23/2024

0.969% Due 06/23/2025
655,000.00 Various

0.95%
655,406.85
655,245.60

93.74 4.01%
613,989.14
1,198.87

0.42%
(41,256.46)
A2 / AAA2.81

2.71 66815L2J7 Northwestern Mutual Glbl Note

4.000% Due 07/01/2025
1,170,000.00 06/27/2022

4.01%
1,169,602.20
1,169,624.70

99.52 4.18%
1,164,403.89
7,800.00

0.79%
(5,220.81)
Aaa / AA+
AAA

2.84 2.63
74153WCM9 Pricoa Global Funding Note

0.800% Due 09/01/2025
904,000.00 04/06/2022

3.26%
832,972.72
841,322.14

90.38 4.25%
817,069.55
3,616.00

0.55%
(24,252.59)
Aa3 / AAAA3.01

2.89 06406HCQ0 Bank of New York Callable Note Cont 10/18/2025

3.950% Due 11/18/2025
1,000,000.00 04/05/2022

3.20%
1,024,910.00
1,022,071.42

99.96 3.96%
999,566.00
11,301.39

0.68%
(22,505.42)
A1 / A
AA3.222.96
40139LBC6 Guardian Life Glob Fun Note

0.875% Due 12/10/2025
1,400,000.00 Various

1.12%
1,385,860.00
1,388,927.01

89.18 4.46%
1,248,577.40
2,756.26

0.84%
(140,349.61)
Aa2 / AA+
NR

3.28 3.16
66815L2A6 Northwestern Mutual Glbl Note

0.800% Due 01/14/2026
850,000.00 12/06/2021

1.47%
827,449.50
831,468.85

89.53 4.16%
761,039.00
887.78

0.51%
(70,429.85)
Aaa / AA+
AAA

3.38 3.26
06051GHY8 Bank of America Corp Callable Note Cont 2/13/2025

2.015% Due 02/13/2026
600,000.00 05/24/2021

1.05%
620,988.00
613,837.56

93.82 4.36%
562,922.40
604.50

0.38%
(50,915.16)
A2 / AAA3.46

3.27 46647PBK1 JP Morgan Chase & Co Callable Note Cont 4/22/2025

2.083% Due 04/22/2026
401,000.00 05/20/2021

1.11%
415,969.33
411,098.27

93.59 4.56%
375,289.48
2,993.10

0.26%
(35,808.79)
A2 / AAA3.64

3.41 6174468Q5 Morgan Stanley Callable Note Cont 4/28/2025

2.188% Due 04/28/2026
650,000.00 05/23/2022

4.18%
615,699.50
618,067.53

93.98 4.54%
610,899.90
4,859.18

0.42%
(7,167.63)
A1 / AA3.66

3.42 023135BX3 Amazon.com Inc Callable Note Cont 4/12/2026

1.000% Due 05/12/2026
1,875,000.00 05/10/2021

1.09%
1,866,900.00
1,869,015.94

90.64 3.73%
1,699,417.50
5,677.08

1.15%
(169,598.44)
A1 / AA
AA3.703.56
91324PEC2 United Health Group Inc Callable Note Cont 4/15/2026

1.150% Due 05/15/2026
1,035,000.00 Various

1.37%
1,025,051.35
1,026,639.06

91.21 3.71%
943,973.82
3,504.62

0.64%
(82,665.24)
A3 / A+
A

3.71 3.56
89236TJK2 Toyota Motor Credit Corp Note

1.125% Due 06/18/2026
1,385,000.00 06/15/2021

1.13%
1,384,390.60
1,384,537.44

90.42 3.86%
1,252,311.46
3,159.53

0.85%
(132,225.98)
A1 / A+
A+

3.80 3.64
06051GJD2 Bank of America Corp Callable Note Cont 6/19/2025

1.319% Due 06/19/2026
700,000.00 07/16/2021

1.27%
701,274.00
700,910.51

91.03 4.44%
637,222.60
1,846.60

0.43%
(63,687.91)
A2 / AAA3.80

3.62 57629WDE7 Mass Mutual Global funding Note

1.200% Due 07/16/2026
1,000,000.00 08/19/2021

1.15%
1,002,230.00
1,001,763.55

89.49 4.17%
894,868.00
1,500.00

0.60%
(106,895.55)
Aa3 / AA+
AA+

3.88 3.71
As of August 31, 2022
27 591
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
58989V2D5 Met Tower Global Funding Note

1.250% Due 09/14/2026
770,000.00 09/07/2021

1.27%
769,291.60
769,428.16

88.26 4.46%
679,638.19
4,464.93

0.46%
(89,789.97)
Aa3 / AAAA4.04

3.83 931142ER0 Wal-Mart Stores Callable Note Cont 08/17/2026

1.050% Due 09/17/2026
350,000.00 09/08/2021

1.09%
349,338.50
349,464.93

90.86 3.49%
317,998.45
1,674.17

0.22%
(31,466.48)
Aa2 / AA
AA

4.05 3.88
59217GER6 Metlife Note

1.875% Due 01/11/2027
1,115,000.00 01/03/2022

1.90%
1,113,728.90
1,113,891.09

90.07 4.40%
1,004,232.56
2,903.65

0.68%
(109,658.53)
Aa3 / AAAA4.37

4.10 808513BY0 Charles Schwab Corp Callable Note Cont 2/3/2027

2.450% Due 03/03/2027
960,000.00 03/01/2022

2.46%
959,729.90
959,756.31

93.43 4.06%
896,916.48
11,629.33

0.61%
(62,839.83)
A2 / A
A

4.51 4.15
084664CZ2 Berkshire Hathaway Callable Note Cont 2/15/2027

2.300% Due 03/15/2027
1,615,000.00 03/07/2022

2.30%
1,614,693.15
1,614,721.72

94.28 3.68%
1,522,584.86
17,127.97

1.04%
(92,136.86)
Aa2 / AA
A+

4.54 4.20
06051GHT9 Bank of America Corp Callable Note 1X 4/23/2026

3.559% Due 04/23/2027
1,150,000.00 Various

4.37%
1,114,222.54
1,114,746.31

95.58 4.70%
1,099,118.25
14,552.35

0.75%
(15,628.06)
A2 / AAA4.65

4.16 665859AW4 Northern Trust Company Callable Note Cont 4/10/2027

4.000% Due 05/10/2027
670,000.00 05/05/2022

4.04%
668,914.60
668,982.36

99.78 4.05%
668,550.79
8,263.33

0.46%
(431.57)
A2 / A+
A+

4.69 4.12
91324PEG3 United Health Group Inc Callable Note Cont 4/15/2027

3.700% Due 05/15/2027
675,000.00 05/17/2022

3.69%
675,316.70
675,298.62

99.00 3.93%
668,251.35
7,006.87

0.46%
(7,047.27)
A3 / A+
A

4.71 4.23
TOTAL Corporate 42,790,000.00 1.95%
42,826,786.07
42,718,025.34 4.00%
40,440,804.75
210,095.31

27.43%
(2,277,220.59)
A1 / A+
AA2.972.80
Money Market Fund
94975H270 Wells Fargo 100% Treasury Money Mkt Fund 54,535.78 Various

1.66%
54,535.78
54,535.78

1.00 1.66%
54,535.78

0.00 0.04%

0.00 Aaa / AAA
NR

0.00 0.00
TOTAL Money Market Fund 54,535.78 1.66%
54,535.78
54,535.78 1.66%
54,535.78

0.00 0.04%

0.00 Aaa / AAA
NR

0.00 0.00
Municipal Bonds
13063DRK6 California State Taxable GO

2.400% Due 10/01/2024
755,000.00 10/16/2019

1.91%
772,342.35
762,315.70

97.55 3.63%
736,487.40
7,550.00

0.50%
(25,828.30)
Aa2 / AAAA2.09

1.99 TOTAL Municipal Bonds 755,000.00 1.91%
772,342.35
762,315.70 3.63%
736,487.40
7,550.00

0.50%
(25,828.30)
Aa2 / AAAA2.09

1.99 As of August 31, 2022
28 592
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
Supranational
4581X0DP0 Inter-American Dev Bank Note

0.250% Due 11/15/2023
2,800,000.00 07/01/2021

0.37%
2,792,300.00
2,796,069.61

96.40 3.32%
2,699,144.00
2,061.11

1.82%
(96,925.61)
Aaa / AAA
NR

1.21 1.18
45950KCT5 International Finance Corp Note

0.375% Due 07/16/2025
2,500,000.00 05/27/2021

0.66%
2,471,150.00
2,479,904.61

91.42 3.54%
2,285,425.00
1,171.88

1.54%
(194,479.61)
Aaa / AAA
NR

2.88 2.81
459058JL8 Intl. Bank Recon & Development Note

0.500% Due 10/28/2025
2,400,000.00 Various

0.60%
2,388,859.25
2,392,518.01

90.86 3.59%
2,180,712.00
4,100.00

1.47%
(211,806.01)
Aaa / AAA
AAA

3.16 3.08
4581X0DV7 Inter-American Dev Bank Note

0.875% Due 04/20/2026
2,460,000.00 04/13/2021

0.97%
2,448,733.20
2,451,812.13

90.93 3.56%
2,236,755.00
7,832.71

1.51%
(215,057.13)
Aaa / AAA
AAA

3.64 3.51
TOTAL Supranational 10,160,000.00 0.64%
10,101,042.45
10,120,304.36 3.49%
9,402,036.00
15,165.70

6.35%
(718,268.36)
Aaa / AAA
Aaa

2.65 2.57
US Treasury
912828T91 US Treasury Note

1.625% Due 10/31/2023
650,000.00 Various

1.94%
641,405.27
647,742.23

97.95 3.44%
636,644.45
3,559.11

0.43%
(11,097.78)
Aaa / AA+
AAA

1.17 1.13
912828V23 US Treasury Note

2.250% Due 12/31/2023
1,500,000.00 06/21/2019

1.80%
1,529,472.66
1,508,675.78

98.43 3.47%
1,476,445.50
5,777.85

1.00%
(32,230.28)
Aaa / AA+
AAA

1.33 1.29
912828B66 US Treasury Note

2.750% Due 02/15/2024
2,000,000.00 Various

2.14%
2,053,613.28
2,016,956.24

99.00 3.46%
1,979,922.00
2,540.76

1.34%
(37,034.24)
Aaa / AA+
AAA

1.46 1.41
91282CBR1 US Treasury Note

0.250% Due 03/15/2024
1,450,000.00 03/30/2021

0.33%
1,446,488.28
1,448,175.86

95.21 3.47%
1,380,614.60
1,674.59

0.93%
(67,561.26)
Aaa / AA+
AAA

1.54 1.51
912828X70 US Treasury Note

2.000% Due 04/30/2024
1,700,000.00 06/10/2019

1.92%
1,705,976.56
1,702,032.37

97.68 3.44%
1,660,554.90
11,456.52

1.13%
(41,477.47)
Aaa / AA+
AAA

1.67 1.61
912828XX3 US Treasury Note

2.000% Due 06/30/2024
2,000,000.00 Various

1.80%
2,018,574.22
2,007,027.98

97.45 3.45%
1,949,062.00
6,847.83

1.32%
(57,965.98)
Aaa / AA+
AAA

1.83 1.77
912828D56 US Treasury Note

2.375% Due 08/15/2024
1,700,000.00 09/18/2019

1.71%
1,753,191.41
1,721,193.45

97.98 3.45%
1,665,734.80
1,865.15

1.13%
(55,458.65)
Aaa / AA+
AAA

1.96 1.89
912828YY0 US Treasury Note

1.750% Due 12/31/2024
2,100,000.00 03/15/2022

1.97%
2,087,203.13
2,089,321.32

96.23 3.44%
2,020,922.40
6,291.44

1.37%
(68,398.92)
Aaa / AA+
AAA

2.34 2.25
912828ZC7 US Treasury Note

1.125% Due 02/28/2025
1,500,000.00 03/18/2020

0.81%
1,523,144.53
1,511,668.33

94.45 3.46%
1,416,738.00

46.62 0.96%
(94,930.33)
Aaa / AA+
AAA

2.50 2.43
91282CED9 US Treasury Note

1.750% Due 03/15/2025
3,100,000.00 Various

2.23%
3,057,617.20
3,063,597.61

95.88 3.46%
2,972,125.00
25,061.14

2.02%
(91,472.61)
Aaa / AA+
AAA

2.54 2.43
912828ZL7 US Treasury Note

0.375% Due 04/30/2025
2,500,000.00 03/21/2022

2.24%
2,360,839.85
2,380,824.96

92.18 3.47%
2,304,590.00
3,158.97

1.56%
(76,234.96)
Aaa / AA+
AAA

2.67 2.61
As of August 31, 2022
29 593
Holdings Report
City of Cupertino - Account #10659
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
91282CAB7 US Treasury Note

0.250% Due 07/31/2025
1,500,000.00 03/12/2021

0.72%
1,469,765.63
1,479,881.57

91.13 3.47%
1,366,992.00
326.09

0.92%
(112,889.57)
Aaa / AA+
AAA

2.92 2.86
91282CAM3 US Treasury Note

0.250% Due 09/30/2025
2,400,000.00 Various

0.56%
2,366,140.63
2,377,202.32

90.68 3.46%
2,176,406.40
2,524.60

1.47%
(200,795.92)
Aaa / AA+
AAA

3.08 3.02
91282CAT8 US Treasury Note

0.250% Due 10/31/2025
2,450,000.00 Various

0.49%
2,422,492.19
2,431,772.71

90.43 3.47%
2,215,432.10
2,063.86

1.50%
(216,340.61)
Aaa / AA+
AAA

3.17 3.10
91282CAZ4 US Treasury Note

0.375% Due 11/30/2025
2,250,000.00 03/26/2021

0.77%
2,209,658.20
2,221,971.08

90.54 3.48%
2,037,217.50
2,143.95

1.38%
(184,753.58)
Aaa / AA+
AAA

3.25 3.17
91282CBH3 US Treasury Note

0.375% Due 01/31/2026
2,500,000.00 05/27/2021

0.75%
2,456,445.31
2,468,194.12

90.11 3.47%
2,252,637.50
815.22

1.52%
(215,556.62)
Aaa / AA+
AAA

3.42 3.34
91282CBW0 US Treasury Note

0.750% Due 04/30/2026
2,500,000.00 05/27/2021

0.80%
2,493,652.34
2,495,279.85

90.81 3.44%
2,270,215.00
6,317.93

1.54%
(225,064.85)
Aaa / AA+
AAA

3.67 3.55
91282CCZ2 US Treasury Note

0.875% Due 09/30/2026
1,400,000.00 10/18/2021

1.19%
1,379,054.68
1,382,729.09

90.46 3.40%
1,266,452.60
5,154.37

0.86%
(116,276.49)
Aaa / AA+
AAA

4.08 3.93
91282CDG3 US Treasury Note

1.125% Due 10/31/2026
1,400,000.00 11/15/2021

1.25%
1,391,468.75
1,392,826.96

91.23 3.40%
1,277,281.60
5,307.07

0.87%
(115,545.36)
Aaa / AA+
AAA

4.17 3.99
91282CEW7 US Treasury Note

3.250% Due 06/30/2027
3,000,000.00 Various

3.12%
3,018,222.66
3,017,759.24

99.69 3.32%
2,990,625.00
16,691.58

2.03%
(27,134.24)
Aaa / AA+
AAA

4.83 4.41
91282CFB2 US Treasury Note

2.750% Due 07/31/2027
400,000.00 08/22/2022

3.12%
393,218.75
393,252.60

97.48 3.31%
389,906.40
956.52

0.26%
(3,346.20)
Aaa / AA+
AAA

4.92 4.54
91282CFH9 US Treasury Note

3.125% Due 08/31/2027
3,000,000.00 08/26/2022

3.20%
2,989,570.31
2,989,576.02

99.27 3.28%
2,978,202.00
258.98

2.01%
(11,374.02)
Aaa / AA+
AAA

5.00 4.59
TOTAL US Treasury 43,000,000.00 1.61%
42,767,215.84
42,747,661.69 3.43%
40,684,721.75
110,840.15

27.53%
(2,062,939.94)
Aaa / AA+
Aaa

2.98 2.85
TOTAL PORTFOLIO 155,361,549.42 1.56%
155,836,585.66
155,316,485.35 3.69%
147,716,196.62
493,306.77
100.00%
(7,600,288.73)
Aa1 / AA
Aaa

2.82 2.44
TOTAL MARKET VALUE PLUS ACCRUALS 148,209,503.39
As of August 31, 2022
30 594
SECTION | Section 4 | Transactions
31 595
Transaction Ledger
City of Cupertino - Account #10659
Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/DispYield Amount InterestPur/Sold Total Amount Gain/Loss

ACQUISITIONS
Purchase 07/01/2022 66815L2J7 1,170,000.00 Northwestern Mutual Glbl Note 4% Due: 07/01/2025

99.966 4.01% 1,169,602.20 0.00 1,169,602.20 0.00
Purchase 07/15/2022 91282CEW7 1,500,000.00 US Treasury Note

3.25% Due: 06/30/2027
100.609 3.12% 1,509,140.63 1,987.09 1,511,127.72 0.00
Purchase 07/19/2022 91282CEW7 1,500,000.00 US Treasury Note

3.25% Due: 06/30/2027
100.605 3.12% 1,509,082.03 2,516.98 1,511,599.01 0.00
Purchase 07/20/2022 47800AAC4 655,000.00 John Deere Owner Trust 2022-B A3

3.74% Due: 02/16/2027

99.990 3.77% 654,937.45 0.00 654,937.45 0.00
Purchase 08/05/2022 06051GHT9 638,000.00 Bank of America Corp Callable Note 1X 4/23/2026

3.559% Due: 04/23/2027

96.937 4.35% 618,458.06 6,433.49 624,891.55 0.00
Purchase 08/09/2022 06051GHT9 512,000.00 Bank of America Corp Callable Note 1X 4/23/2026

3.559% Due: 04/23/2027

96.829 4.38% 495,764.48 5,365.39 501,129.87 0.00
Purchase 08/11/2022 92348KAV5 570,000.00 Verizon Master Trust 2022-5 A1A

3.72% Due: 07/20/2027

99.996 3.75% 569,974.92 0.00 569,974.92 0.00
Purchase 08/23/2022 91282CFB2 400,000.00 US Treasury Note

2.75% Due: 07/31/2027

98.305 3.12% 393,218.75 687.50 393,906.25 0.00
Purchase 08/31/2022 91282CFH9 3,000,000.00 US Treasury Note

3.125% Due: 08/31/2027

99.652 3.20% 2,989,570.31 0.00 2,989,570.31 0.00
Subtotal 9,945,000.00 9,909,748.83 16,990.45 9,926,739.28 0.00 TOTAL ACQUISITIONS 9,945,000.00 9,909,748.83 16,990.45 9,926,739.28 0.00

DISPOSITIONS
Sale 06/30/2022 45950KCP3 650,000.00 International Finance Corp Note

2.875% Due: 07/31/2023

99.751 0.31% 648,378.25 7,786.46 656,164.71 -19,605.66
Sale 07/15/2022 45950KCP3 2,050,000.00 International Finance Corp Note

2.875% Due: 07/31/2023

99.565 0.31% 2,041,074.30 27,013.02 2,068,087.32 -63,495.75 May 31, 2022 through August 31, 2022
As of August 31, 2022
32 596
Transaction Ledger
City of Cupertino - Account #10659
Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/DispYield Amount InterestPur/Sold Total Amount Gain/Loss Sale 07/19/2022 3135G0U43 1,500,000.00 FNMA Note

2.875% Due: 09/12/2023

99.631 1.89% 1,494,465.00 15,213.54 1,509,678.54 -21,834.87 Sale 08/05/2022 06051GHF9 536,000.00 Bank of America Corp Callable Note 1X 3/5/2023

3.55% Due: 03/05/2024

99.708 2.16% 534,434.88 7,928.33 542,363.21 -4,079.30
Sale 08/09/2022 06051GHF9 664,000.00 Bank of America Corp Callable Note 1X 3/5/2023

3.55% Due: 03/05/2024

99.650 2.16% 661,676.00 10,083.58 671,759.58 -5,379.82
Sale 08/29/2022 3130A3DL5 1,600,000.00 FHLB Note

2.375% Due: 09/08/2023

98.827 1.52% 1,581,232.00 18,050.00 1,599,282.00 -32,395.40 Sale 08/29/2022 3137EAER6 1,350,000.00 FHLMC Note

0.375% Due: 05/05/2023

98.006 0.39% 1,323,082.35 1,603.13 1,324,685.48 -26,788.48 Subtotal 8,350,000.00 8,284,342.78 87,678.06 8,372,020.84 -173,579.28 TOTAL DISPOSITIONS 8,350,000.00 8,284,342.78 87,678.06 8,372,020.84 -173,579.28 May 31, 2022 through August 31, 2022
As of August 31, 2022
33 597
Important Disclosures
2022 Chandler Asset Management, Inc, An Independent Registered Investment Adviser.

Information contained herein is confidential. Prices are provided by ICE Data Services Inc (“IDS”), an independent pricing source. In the event IDS does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures. Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A.

Performance results are presented gross-of-advisory fees and represent the client’s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio.

Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index.

Source ICE Data Indices, LLC ("ICE"), used with permission. ICE permits use of the ICE indices and related data on an "as is" basis; ICE, its affiliates and their respective third party suppliers disclaim any and all warranties and representations, express and/or implied, including any warranties of merchantability or fitness for a particular purpose or use, including the indices, index data and any data included in, related to, or derived therefrom. Neither ICE data, its affiliates or their respective third party providers guarantee the quality, adequacy, accuracy, timeliness or completeness of the indices or the index data or any component thereof, and the indices and index data and all components thereof are provided on an "as is" basis and licensee's use it at licensee's own risk. ICE data, its affiliates and their respective third party do not sponsor, endorse, or recommend chandler asset management, or any of its products or services.

This report is provided for informational purposes only and should not be construed as a specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of publication, but may become outdated or superseded at any time without notice. Any opinions or views expressed are based on current market conditions and are subject to change. This report may contain forecasts and forward-looking statements which are inherently limited and should not be relied upon as indicator of future results. Past performance is not indicative of future results. This report is not intended to constitute an offer, solicitation, recommendation or advice regarding any securities or investment strategy and should not be regarded by recipients as a substitute for the exercise of their own judgment.

Fixed income investments are subject to interest, credit and market risk. Interest rate risk: the value of fixed income investments will decline as interest rates rise. Credit risk: the possibility that the borrower may not be able to repay interest and principal. Low rated bonds generally have to pay higher interest rates to attract investors willing to take on greater risk. Market risk: the bond market in general could decline due to economic conditions, especially during periods of rising interest rates.

Ratings information have been provided by Moody’s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy.

Security level ratings for U.S. Agency issued mortgage-backed securities (“MBS”) reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody’s and Fitch respectively.

As of August 31, 2022
34 598
Benchmark Disclosures
ICE BofA 1-5 Yr US Treasury & Agency Index
The ICE BofA 1-5 Year US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody’s, S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies.

As of August 31, 2022
35 599
INVESTMENT AND INSURANCE PRODUCTS ARE:
• NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC) OR ANY FEDERAL GOVERNMENT AGENCY • NOT A DEPOSIT, OBLIGATION OF, OR GUARANTEED BY ANY BANK OR BANKING AFFILIATE • SUBJECT TO INVESTMENT RISKS AND MAY LOSE VALUE, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED

IRT - SAN FRANCISCO CA
510 N VALLEY MILLS DRIVE, SUITE 400
WACO, TX 76710-6075

CITY OF CUPERTINO -

CHANDLER ASSET MANAGEMENT

ACCOUNT NUMBER

MONTHLY STATEMENT
AUGUST 1, 2022 THROUGH AUGUST 31, 2022
ACCOUNT MANAGER: MICHAEL J WADE
TELEPHONE NUMBER: 515-878-6110
PFGEDD INVESTMENT CONTACT: IMR/CONNOR GAFKJEN
TELEPHONE NUMBER:

ADMINISTRATOR: BELINDA CONWAY
TELEPHONE NUMBER: 254-265-6137
24422 SE
600
Custody and trust services are provided by Principal Bank®, Member FDIC, and/or Principal Trust Company®. These services are provided under the name Principal® Custody Solutions, a division of Principal Bank. Principal Trust Company is a trade name of Delaware Guarantee & T any. Principal Bank and Principal Trust Company are members of the Principal Financial Group®, Des Moines, IA 50392.

ASSET VALUATION PRACTICES

VALUES REFLECTED FOR PUBLICLY-TRADED ASSETS ARE FROM UNAFFILIATED FINANCIAL INDUSTRY SOURCES BELIEVED TO BE RELIABLE VALUES FOR NON-PUBLICLY TRADED ASSETS MAY BE DETERMINED FROM OTHER UNAFFILIATED SOURCES. ASSETS FOR WHICH A CURRENT VALUE IS

UNAVAILABLE MAY BE REFLECTED AT THE LAST REPORTED PRICE, AT PAR, OR MAY BE SHOWN AS HAVING NOMINAL OR NO VALUE. REPORTED VALUES MAY NOT BE THE PRICE AT WHICH AN ASSET MAY BE SOLD. ASSET VALUES ARE UPDATED AS PRICING BECOMES AVAILABLE FROM EXTERNAL SOURCES, AND MAY BE UPDATED LESS FREQUENTLY THAN STATEMENTS ARE GENERATED. IN

SITUATIONS WHERE AN ASSET VALUE CANNOT BE PROVIDED BY UNAFFILIATED FINANCIAL INDUSTRY SOURCES, WE WILL RELY ON THE CUSTOMER OR THEIR DESIGNATED REPRESENTATIVE TO PROVIDE US WITH THE UPDATED VALUE. IF PRINCIPAL CUSTODY SOLUTIONS DOES

NOT RECEIVE AN UPDATED VALUE, OR IS UNABLE TO USE THE VALUE PROVIDED, THE LAST REPORTED VALUE WILL CONTINUE TO BE REPORTED AND SHOULD NOT BE CONSIDERED TO BE CERTIFIED BY PRINCIPAL CUSTODY SOLUTIONS.

SPECIAL INVESTMENTS
"SPECIAL INVESTMENTS" ARE ASSETS NOT HELD IN CUSTODY BY PRINCIPAL BANK/PRINCIPAL TRUST COMPANY BUT WHOSE VALUE MAY BE SHOWN ON ACCOUNT STATEMENTS. EXAMPLES OF SPECIAL INVESTMENTS INCLUDE, BUT ARE NOT LIMITED TO, COMMON OR COLLECTIVE FUNDS NOT ADMINISTERED BY PRINCIPAL BANK/PRINCIPAL TRUST COMPANY (OR THEIR AFFILIATES), HEDGE FUNDS, LIMITED PARTNERSHIPS, AND OTHER UNREGISTERED SECURITIES.

AT THE DIRECTION OF AND AS A MATTER OF CONVENIENCE TO ITS CLIENTS, PRINCIPAL BANK/PRINCIPAL TRUST COMPANY MAY BE REPORT SPECIAL INVESTMENTS AS A RECORDKEEPING ITEM ON ACCOUNT STATEMENTS, AT NOMINAL VALUE OR SUCH OTHER VALUE PROVIDED BY CLIENTS/EXTERNAL SOURCES.

NEITHER PRINCIPAL BANK NOR PRINCIPAL TRUST COMPANY IS RESPONSIBLE FOR THE ACCURACY OF INFORMATION PROVIDED BY EXTERNAL SOURCES, AND

DOES NOT CERTIFY THAT INFORMATION PROVIDED BY THESE EXTERNAL SOURCES IS TRUE OR CORRECT FOR THE SPECIAL INVESTMENTS REFLECTED IN YOUR ACCOUNT.

TRADE CONFIRMS

PURSUANT TO FEDERAL REGULATION, MONTHLY OR QUARTERLY ACCOUNT STATEMENTS THAT INCLUDE INVESTMENT TRANSACTION DETAILS MAY BE PROVIDED IN LIEU OF SEPARATE TRADE CONFIRMATIONS. SEPARATE TRADE CONFIRMS MAY BE OBTAINED AT NO ADDITIONAL COST UPON WRITTEN REQUEST TO THE ACCOUNT MANAGER.

UNCLAIMED PROPERTY DESIGNATED REPRESENTATIVE NOTIFICATION

YOUR PROPERTY MAY BE TRANSFERRED TO THE APPROPRIATE STATE IF NO ACTIVITY OCCURS IN THE ACCOUNT WITHIN THE TIME PERIOD SPECIFIED BY STATE LAW. IF YOUR STATE OF RESIDENCE ALLOWS, YOU MAY DESIGNATE A REPRESENTATIVE FOR THE PURPOSE OF RECEIVING NOTICE OF ACCOUNT INACTIVITY BY PROVIDING THE NAME AND MAILING OR EMAIL ADDRESS OF A REPRESENTATIVE. THE DESIGNATED REPRESENTATIVE DOES NOT HAVE ANY RIGHTS TO YOUR ACCOUNT. PLEASE REFER TO YOUR STATE'S UNCLAIMED PROPERTY WEBSITE FOR MORE INFORMATION AND INSTRUCTIONS ON HOW TO DESIGNATE A REPRESENTATIVE FOR NOTICE.
601

TABLE OF CONTENTS CITY OF CUPERTINO
FOR THE PERIOD AUGUST 1, 2022 THROUGH AUGUST 31, 2022 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ PAGE

REPORT NAME NUMBER
ASSET SUMMARY .................................................................................. 1 STATEMENT OF ASSETS AND LIABILITIES ............................................................ 2 CASH SUMMARY ................................................................................... 20 STATEMENT OF TRANSACTIONS ...................................................................... 21 602
PAGE 1

ASSET SUMMARY CITY OF CUPERTINO
AS OF AUGUST 31, 2022 ACCOUNT NUMBER
¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯

ASSET SUMMARY
% TOTAL UNREALIZED ESTIMATED CURRENT ACCRUED

INVESTMENT CATEGORY COST VALUE MARKET VALUE MARKET GAIN/LOSS ANNUAL INCOME YIELD INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ CASH 0.00 0.00 0.00
CASH EQUIVALENTS 54,535.78 54,535.78 0.04 0.00 633 1.16 618.46 BONDS AND NOTES 155,782,049.88 147,568,917.93 99.96 8,213,131.95- 2,495,729 1.69 497,631.26 TOTAL INVESTMENTS 155,836,585.66 147,623,453.71 100.00 8,213,131.95- 2,496,362 1.69 498,249.72 TOTAL ACCRUALS 498,249.72 498,249.72
===================================================================================================================================== TOTAL ACCRUALS AND INVESTMENTS 156,334,835.38 148,121,703.43 8,213,131.95- 2,496,362 1.69 498,249.72 603
PAGE 2

STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO
AS OF AUGUST 31, 2022 ACCOUNT NUMBER
¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

CASH EQUIVALENTS
5,469.91 ALLSPRING 100% TREASURY 5,469.91 5,469.91 0.00 0.00 572.62 MONEY MARKET FUND - #008 1.0000 1.0000
49,065.87 PRINCIPAL PUBLIC DEPOSIT SWEEP 49,065.87 49,065.87 0.03 0.00 45.84 PROGRAM 1.0000 1.0000
TOTAL CASH EQUIVALENTS 54,535.78 54,535.78 0.04 0.00 618.46

BOND & NOTES
1,675,000 AIR PRODUCTS & CHEMICALS 1,771,212.00 1,661,549.75 1.13 109,662.25- 4,831.91 DTD 07/31/14 3.350 07/31/2024 105.7440 99.1970
MOODY'S RATING A2
CUSIP 009158AV8
1,875,000 AMAZON.COM INC 1,866,900.00 1,697,700.00 1.15 169,200.00- 5,677.08 DTD 05/12/21 1.000 05/12/2026 99.5680 90.5440
MOODY'S RATING A1
CUSIP 023135BX3
1,375,000 AMERICAN EXPRESS CREDIT ACCOUNT 1,374,695.85 1,358,541.25 0.92 16,154.60- 2,071.67 ASSET BCKD SEC SER 2022-2 CL A 99.9779 98.8030
DTD 05/24/2022 3.390% 05/17/2027

NON CALLABLE
CUSIP 02582JJT8
1,545,000 AMERICAN EXPRESS CREDIT ACCOUNT 1,524,359.77 1,486,459.95 1.01 37,899.82- 1,517.53 ASSET BCKD SEC SER 2022-1 CL A 98.6641 96.2110
DTD 03/18/2022 2.210% 03/15/2027

NON CALLABLE

MOODY'S RATING AAA
CUSIP 02589BAA8
1,150,000 BANK OF AMERICA CORP 1,114,222.54 1,097,790.00 0.74 16,432.54- 14,552.36 MED TERM NOTE 96.8889 95.4600
DTD 04/23/19 04/23/2027
MOODY'S RATING A2
CUSIP 06051GHT9
604
PAGE 3

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 600,000 BANK OF AMERICA CORP 620,988.00 562,620.00 0.38 58,368.00- 604.50 MED TERM NOTE 103.4980 93.7700
DTD 02/13/20 02/13/2026
MOODY'S RATING A2
CUSIP 06051GHY8
700,000 BANK OF AMERICA CORP 701,274.00 636,832.00 0.43 64,442.00- 1,846.60 MED TERM NOTE 100.1820 90.9760
DTD 06/19/20 06/19/2026
MOODY'S RATING A2
CUSIP 06051GJD2
600,000 BANK OF MONTREAL 582,216.00 564,966.00 0.38 17,250.00- 541.67 MED TERM NOTE 97.0360 94.1610
DTD 07/09/21 0.625 07/09/2024
MOODY'S RATING A2
CUSIP 06367TQW3
1,240,000 BANK OF MONTREAL 1,285,656.80 1,168,811.60 0.79 116,845.20- 7,646.67 MED TERM NOTE 103.6820 94.2590
DTD 04/27/20 1.850 05/01/2025
MOODY'S RATING A2
CUSIP 06367WB85
1,000,000 BANK OF NEW YORK MELLON 1,024,910.00 999,070.00 0.68 25,840.00- 11,301.39 MED TERM NOTE 102.4910 99.9070
DTD 11/18/13 3.950 11/18/2025
MOODY'S RATING A1
CUSIP 06406HCQ0
1,370,000 BANK OF NY MELLON CORP 1,369,808.20 1,351,052.90 0.92 18,755.30- 15,935.76 DTD 04/26/2022 3.350% 04/25/2025 99.9860 98.6170

CALLABLE
MOODY'S RATING A1
CUSIP 06406RBC0
1,615,000 BERKSHIRE HATHAWAY FIN 1,614,693.15 1,520,264.10 1.03 94,429.05- 17,127.97 DTD 03/15/2022 2.300% 03/15/2027 99.9810 94.1340

CALLABLE
MOODY'S RATING AA2
CUSIP 084664CZ2
605
PAGE 4

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 09690AAC7
530,000 BMW VEHICLE OWNER TRUST 529,972.44 523,528.70 0.35 6,443.74- 283.55 ASSET BCKD SEC SER 2022-A CL A3 99.9948 98.7790
DTD 05/18/2022 3.210% 08/25/2026

CALLABLE

MOODY'S RATING AAA
CUSIP 05602RAD3
755,000 CALIFORNIA ST 772,342.35 736,487.40 0.50 35,854.95- 7,550.00 TXBL-REF 102.2970 97.5480
DTD 10/24/19 2.400 10/01/2024
MOODY'S RATING AA2
CUSIP 13063DRK6
1,100,000 CATERPILLAR FINL SERVICE 1,111,517.00 1,062,864.00 0.72 48,653.00- 7,423.47 MED TERM NOTE 101.0470 96.6240
DTD 11/08/19 2.150 11/08/2024
MOODY'S RATING A2
CUSIP 14913Q3B3
960,000 CHARLES SCHWAB CORP 959,729.90 895,564.80 0.61 64,165.10- 11,629.33 DTD 03/03/2022 2.450% 03/03/2027 99.9719 93.2880

CALLABLE
MOODY'S RATING A2
CUSIP 808513BY0
2,100,000 FED HOME LN BK 2,222,418.00 2,094,351.00 1.42 128,067.00- 16,340.63 DTD 12/09/13 3.375 12/08/2023 105.8294 99.7310

MOODY'S RATING AAA
CUSIP 3130A0F70
606
PAGE 5

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 3130A0XE5
1,500,000 FED HOME LN BK 1,564,890.20 1,481,295.00 1.00 83,595.20- 9,223.96 DTD 05/08/14 2.875 06/14/2024 104.3260 98.7530

MOODY'S RATING AAA
CUSIP 3130A1XJ2
2,000,000 FED HOME LN BK 2,103,380.00 1,977,400.00 1.34 125,980.00- 26,833.33 DTD 08/15/14 2.875 09/13/2024 105.1690 98.8700

MOODY'S RATING AAA
CUSIP 3130A2UW4
400,000 FED HOME LN BK 413,264.00 395,240.00 0.27 18,024.00- 4,565.28 DTD 10/17/14 2.375 09/08/2023 103.3160 98.8100

MOODY'S RATING AAA
CUSIP 3130A3DL5
1,300,000 FED HOME LN MTG CORP 1,398,414.06 1,282,788.00 0.87 115,626.06- 3,435.25 SER KO41 CL A2 *24 DAY DELAY* 107.5703 98.6760
DTD 12/01/14 3.171 10/25/2024
CUSIP 3137BFE98
1,000,000 FED HOME LN MTG CORP 1,037,656.25 992,770.00 0.67 44,886.25- 2,550.00 SER K033 CL A2 *24 DAY DELAY* 103.7656 99.2770
DTD 10/01/13 07/25/2023

MOODY'S RATING AAA
CUSIP 3137B4WB8
2,365,000 FED HOME LN MTG CORP 2,363,178.95 2,255,949.85 1.53 107,229.10- 1,872.29 DTD 02/14/20 1.500 02/12/2025 99.9230 95.3890

MOODY'S RATING AAA
CUSIP 3137EAEP0
1,250,000 FED HOME LN MTG CORP 1,243,775.00 1,143,425.00 0.77 100,350.00- 520.83 SER USD 99.5020 91.4740
DTD 07/23/20 0.375 07/21/2025

MOODY'S RATING AAA
CUSIP 3137EAEU9
607
PAGE 6

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 3137EAEX3
1,755,000 FED HOME LN MTG CORP 1,753,262.55 1,683,641.70 1.14 69,620.85- 1,060.31 DTD 12/04/20 0.250 12/04/2023 99.9010 95.9340

MOODY'S RATING AAA
CUSIP 3137EAFA2
1,500,000 FED NATL MTG ASSN 1,484,895.00 1,455,285.00 0.99 29,610.00- 4,302.08 DTD 07/08/19 1.750 07/02/2024 98.9930 97.0190

MOODY'S RATING AAA
CUSIP 3135G0V75
1,975,000 FED NATL MTG ASSN 1,965,802.75 1,899,298.25 1.29 66,504.50- 12,124.31 DTD 10/18/19 1.625 10/15/2024 99.5343 96.1670

MOODY'S RATING AAA
CUSIP 3135G0W66
1,295,000 FED NATL MTG ASSN 1,309,953.95 1,241,917.95 0.84 68,036.00- 3,156.56 DTD 01/10/20 1.625 01/07/2025 101.1548 95.9010

MOODY'S RATING AAA
CUSIP 3135G0X24
1,860,000 FED NATL MTG ASSN 1,856,168.40 1,722,229.80 1.17 133,938.60- 4,165.62 DTD 04/24/20 0.625 04/22/2025 99.7940 92.5930

MOODY'S RATING AAA
CUSIP 3135G03U5
2,500,000 FED NATL MTG ASSN 2,499,227.30 2,298,125.00 1.56 201,102.30- 2,569.44 DTD 06/19/20 0.500 06/17/2025 99.9691 91.9250

MOODY'S RATING AAA
CUSIP 3135G04Z3
2,500,000 FED NATL MTG ASSN 2,487,983.75 2,280,375.00 1.54 207,608.75- 156.25 DTD 08/27/20 0.375 08/25/2025 99.5194 91.2150

MOODY'S RATING AAA
CUSIP 3135G05X7
608
PAGE 7

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 3135G06G3
1,000,000 FHLMC MULTIFAMILY STRUCTURED P 1,079,687.50 976,430.00 0.66 103,257.50- 2,508.33 SER K049 CL A2 *24 DAY DELAY* 107.9688 97.6430
DTD 10/01/15 3.010 08/25/2025
CUSIP 3137BLMZ8
950,000 FHLMC MULTIFAMILY STRUCTURED P 1,018,132.81 935,265.50 0.63 82,867.31- 2,639.42 SER K050 CL A2 *24 DAY DELAY* 107.1719 98.4490
DTD 11/01/15 08/25/2025
CUSIP 3137BLW95
440,000 FHLMC MULTIFAMILY STRUCTURED P 453,079.69 432,674.00 0.29 20,405.69- 1,212.93 SER K051 CL A2 *24 DAY DELAY* 102.9727 98.3350
DTD 12/01/15 3.308 09/25/2025
CUSIP 3137BM7C4
570,000 FHLMC MULTIFAMILY STRUCTURED P 582,001.17 555,938.10 0.38 26,063.07- 1,422.63 SER K053 CL A2 *24 DAY DELAY* 102.1055 97.5330
DTD 03/01/16 2.995 12/25/2025
CUSIP 3137BN6G4
650,000 FHLMC MULTIFAMILY STRUCTURED P 687,451.17 622,271.00 0.42 65,180.17- 1,437.04 SER K058 CL A2 *24 DAY DELAY* 105.7617 95.7340
DTD 11/01/16 2.653 08/25/2026
CUSIP 3137BSP72
1,000,000 FHLMC MULTIFAMILY STRUCTURED P 1,053,867.19 996,430.00 0.67 57,437.19- 2,942.50 SER K034 CL A2 *24 DAY DELAY* 105.3867 99.6430
DTD 11/01/13 07/25/2023
CUSIP 3137B5JM6
1,000,000 FHLMC MULTIFAMILY STRUCTURED P 1,061,914.06 994,720.00 0.67 67,194.06- 2,939.17 SER K036 CL A2 *24 DAY DELAY* 106.1914 99.4720
DTD 02/01/14 10/25/2023

MOODY'S RATING AAA
CUSIP 3137B7MZ9
609
PAGE 8

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 36265MAC9
350,000 GM FINANCIAL SECURITIZED TERM 349,991.08 332,451.00 0.23 17,540.08- 99.17 SER 2021-4 CL A3 *0 DAY DELAY* 99.9975 94.9860
DTD 10/21/21 0.680 09/16/2026

MOODY'S RATING AAA
CUSIP 362554AC1
390,000 GM FINANCIAL SECURITIZED TERM 389,918.49 384,029.10 0.26 5,889.39- 503.75 ASSET BCKD SEC SER 2022-2 CL A3 99.9791 98.4690
DTD 04/13/2022 3.100% 02/16/2027

CALLABLE

MOODY'S RATING AAA
CUSIP 362585AC5
295,000 GM FINANCIAL SECURITIZED TERM 294,974.36 282,922.70 0.19 12,051.66- 154.88 SER 2022-1 CL A3 *0 DAY DELAY* 99.9913 95.9060
DTD 01/19/22 1.260 11/16/2026
CUSIP 380146AC4
1,400,000 GUARDIAN LIFE GLOB FUND 1,385,860.00 1,247,904.00 0.85 137,956.00- 2,756.25 144A PRIV PLCMT 0.875 12/10/2025 98.9900 89.1360
MOODY'S RATING AA2
CUSIP 40139LBC6
85,823.19 HONDA AUTO RECEIVABLES OWNER T 85,816.44 84,738.38 0.06 1,078.06- 31.28 SER 2020-2 CL A3 *0 DAY DELAY* 99.9921 98.7360
DTD 05/27/20 0.820 07/15/2024

MOODY'S RATING AAA
CUSIP 43813DAC2
610
PAGE 9

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 276,106.97 HONDA AUTO RECEIVABLES OWNER T 276,101.92 269,292.65 0.18 6,809.27- 20.71 SER 2021-1 CL A3 *0 DAY DELAY* 99.9982 97.5320
DTD 02/24/21 0.270 04/21/2025

MOODY'S RATING AAA
CUSIP 43813GAC5
412,256.56 HONDA AUTO RECEIVABLES OWNER T 412,196.00 403,986.69 0.27 8,209.31- 55.08 SER 2020-3 CL A3 *0 DAY DELAY* 99.9853 97.9940
DTD 09/29/20 0.370 10/18/2024
CUSIP 43813KAC6
740,000 HONDA AUTO RECEIVABLES OWNER T 739,888.70 712,760.60 0.48 27,128.10- 618.31 SER 2022-1 CL A3 *0 DAY DELAY* 99.9850 96.3190
DTD 02/23/22 1.000 05/15/2026

MOODY'S RATING AAA
CUSIP 43815BAC4
460,000 HONDA AUTO RECEIVABLES OWNER T 459,903.03 438,265.00 0.30 21,638.03- 112.44 SER 2021-4 CL A3 *0 DAY DELAY* 99.9789 95.2750
DTD 11/24/21 0.880 01/21/2026

MOODY'S RATING AAA
CUSIP 43815GAC3
110,281.49 HONDA AUTO RECEIVABLES OWNER T 110,096.11 110,111.66 0.07 15.55 87.24 SER 2019-3 CL A3 *0 DAY DELAY* 99.8319 99.8460
DTD 08/27/19 1.780 08/15/2023

MOODY'S RATING AAA
CUSIP 43815NAC8
790,000 HYUNDAI AUTO LEASE SECURITIZAT 789,881.50 771,751.00 0.52 18,130.50- 101.38 SER 2021-B CL A3 *0 DAY DELAY* 99.9850 97.6900
144A PRIV PLCMT 0.330 06/17/2024

MOODY'S RATING AAA
CUSIP 44891VAC5
540,000 HYUNDAI AUTO LEASE SECURITIZAT 539,988.07 522,023.40 0.35 17,964.67- 278.40 SER 2022-A CL A3 *0 DAY DELAY* 99.9978 96.6710
144A PRIV PLCMT 1.160 01/15/2025

MOODY'S RATING AAA
CUSIP 44891WAC3
611
PAGE 10

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,010,000 HYUNDAI AUTO RECEIVABLES TRUST 1,009,961.12 974,781.30 0.66 35,179.82- 996.53 ASSET BCKD SEC SER 2022-A CL A3 99.9962 96.5130
DTD 03/16/2022 2.220% 10/15/2026

CALLABLE
CUSIP 448977AD0
515,000 HYUNDAI AUTO RECEIVABLES TRUST 514,945.82 498,623.00 0.34 16,322.82- 86.98 SER 2021-A CL A3 *0 DAY DELAY* 99.9895 96.8200
DTD 04/28/21 0.380 09/15/2025
CUSIP 44933LAC7
1,330,000 HYUNDAI AUTO RECEIVABLES TRUST 1,296,371.65 1,268,673.70 0.86 27,697.95- 437.42 SER 2021-C CL A3 *0 DAY DELAY* 97.4716 95.3890
DTD 11/17/21 0.740 05/15/2026
CUSIP 44935FAD6
2,800,000 INTER-AMERICAN DEVEL BK 2,792,300.00 2,698,360.00 1.83 93,940.00- 2,061.11 DTD 09/02/20 0.250 11/15/2023 99.7250 96.3700

MOODY'S RATING AAA
CUSIP 4581X0DP0
2,460,000 INTER-AMERICAN DEVEL BK 2,448,733.20 2,235,352.80 1.51 213,380.40- 7,832.71 DTD 04/20/21 0.875 04/20/2026 99.5420 90.8680

MOODY'S RATING AAA
CUSIP 4581X0DV7
2,400,000 INTL BK RECON & DEVELOP 2,388,859.25 2,179,200.00 1.48 209,659.25- 4,100.00 DTD 10/28/20 0.500 10/28/2025 99.5358 90.8000

MOODY'S RATING AAA
CUSIP 459058JL8
2,500,000 INTL FINANCE CORP 2,471,150.00 2,284,150.00 1.55 187,000.00- 1,171.88 DTD 07/16/20 0.375 07/16/2025 98.8460 91.3660

MOODY'S RATING AAA
CUSIP 45950KCT5
1,030,000 JOHN DEERE CAPITAL CORP 1,029,268.70 986,132.30 0.67 43,136.40- 566.50 MED TERM NOTE 99.9290 95.7410
DTD 03/04/21 0.450 01/17/2024
MOODY'S RATING A2
CUSIP 24422EVN6
612
PAGE 11

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

NON CALLABLE

MOODY'S RATING AAA
CUSIP 47787JAC2
139,828.63 JOHN DEERE OWNER TRUST 139,807.32 137,324.30 0.09 2,483.02- 31.69 SER 2020-B CL A3 *0 DAY DELAY* 99.9848 98.2090
DTD 07/22/20 0.510 11/15/2024

MOODY'S RATING AAA
CUSIP 47787NAC3
76,282.57 JOHN DEERE OWNER TRUST 76,988.78 76,181.88 0.05 806.90- 74.93 SER 2019-B CL A3 *0 DAY DELAY* 100.9258 99.8680
DTD 07/24/19 2.210 12/15/2023

MOODY'S RATING AAA
CUSIP 477870AC3
114,500.71 JOHN DEERE OWNER TRUST 114,493.71 113,403.79 0.08 1,089.92- 55.98 SER 2020-A CL A3 *0 DAY DELAY* 99.9939 99.0420
DTD 03/11/20 1.100 08/15/2024

MOODY'S RATING AAA
CUSIP 47789KAC7
580,000 JOHN DEERE OWNER TRUST 579,948.26 550,959.40 0.37 28,988.86- 125.67 SER 2021-B CL A3 *0 DAY DELAY* 99.9911 94.9930
DTD 07/21/21 0.520 03/16/2026

MOODY'S RATING AAA
CUSIP 47789QAC4
655,000 JOHN DEERE OWNER TRUST 654,937.45 649,917.20 0.44 5,020.25- 2,789.94 ASSET BCKD SEC SER 2022-B CL A3 99.9905 99.2240
DTD 07/20/2022 3.740% 02/16/2027

NON CALLABLE

MOODY'S RATING AAA
CUSIP 47800AAC4
613
PAGE 12

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 655,000 JPMORGAN CHASE & 655,406.85 613,735.00 0.42 41,671.85- 1,198.87 SER F2F 100.0621 93.7000
DTD 06/23/21 06/23/2025
MOODY'S RATING A2
CUSIP 46647PCK0
401,000 JPMORGAN CHASE & CO 415,969.33 375,003.17 0.25 40,966.16- 2,993.10 DTD 04/22/20 04/22/2026 103.7330 93.5170
MOODY'S RATING A2
CUSIP 46647PBK1
1,370,000 JPMORGAN CHASE & CO 1,371,773.90 1,281,689.80 0.87 90,084.10- 2,822.20 DTD 06/01/21 06/01/2025 100.1295 93.5540
MOODY'S RATING A2
CUSIP 46647PCH7
1,000,000 MASSMUTUAL GLOBAL FUNDIN 1,002,230.00 893,670.00 0.61 108,560.00- 1,500.00 144A PRIV PLCMT 1.200 07/16/2026 100.2230 89.3670
MOODY'S RATING AA3
CUSIP 57629WDE7
209,551.58 MERCEDES-BENZ AUTO LEASE TRUST 209,540.96 208,357.14 0.14 1,183.82- 37.25 SER 2020-B CL A3 *0 DAY DELAY* 99.9949 99.4300
DTD 09/23/20 0.400 11/15/2023
CUSIP 58769EAC2
1,115,000 MET LIFE GLOB FUNDING I 1,113,728.90 1,001,782.90 0.68 111,946.00- 2,903.65 144A PRIV PLCMT 1.875 01/11/2027 99.8860 89.8460
MOODY'S RATING AA3
CUSIP 59217GER6
770,000 MET TOWER GLOBAL FUNDING 769,291.60 678,693.40 0.46 90,598.20- 4,464.93 144A PRIV PLCMT 1.250 09/14/2026 99.9080 88.1420
MOODY'S RATING AA3
CUSIP 58989V2D5
650,000 MORGAN STANLEY 615,699.50 610,551.50 0.41 5,148.00- 4,859.18 DTD 04/28/20 04/28/2026 94.7230 93.9310
MOODY'S RATING A1
CUSIP 6174468Q5
614
PAGE 13

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,680,000 NEW YORK LIFE GLOBAL FDG 1,678,185.60 1,578,208.80 1.07 99,976.80- 3,180.33 144A PRIV PLCMT 1.450 01/14/2025 99.8920 93.9410

MOODY'S RATING AAA
CUSIP 64952WEK5
360,199.61 NISSAN AUTO RECEIVABLES OWNER 361,986.49 358,888.48 0.24 3,098.01- 308.97 SER 2019-C CL A3 *0 DAY DELAY* 100.4961 99.6360
DTD 10/23/19 1.930 07/15/2024

MOODY'S RATING AAA
CUSIP 65479JAD5
670,000 NORTHERN TRUST CORP 668,914.60 667,527.70 0.45 1,386.90- 8,263.33 DTD 05/10/2022 4.000% 05/10/2027 99.8380 99.6310

CALLABLE
MOODY'S RATING A2
CUSIP 665859AW4
850,000 NORTHWESTERN MUTUAL GLBL 827,449.50 760,146.50 0.51 67,303.00- 887.78 144A PRIV PLCMT 0.800 01/14/2026 97.3470 89.4290

MOODY'S RATING AAA
CUSIP 66815L2A6
1,170,000 NORTHWESTERN MUTUAL GLBL 1,169,602.20 1,163,705.40 0.79 5,896.80- 7,800.00 DTD 07/01/2022 4.000% 07/01/2025 99.9660 99.4620

NON CALLABLE
144A PRIVATE PLACEMENT

MOODY'S RATING AAA
CUSIP 66815L2J7
370,000 PACCAR FINANCIAL CORP 369,182.30 358,618.80 0.24 10,563.50- 353.56 MED TERM NOTE 99.7790 96.9240
DTD 08/15/19 2.150 08/15/2024
MOODY'S RATING A1
CUSIP 69371RQ25
680,000 PACCAR FINANCIAL CORP 679,632.80 638,309.20 0.43 41,323.60- 207.78 MED TERM NOTE 99.9460 93.8690
DTD 08/09/21 0.500 08/09/2024
MOODY'S RATING A1
CUSIP 69371RR40
615
PAGE 14

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

NON CALLABLE
MOODY'S RATING A1
CUSIP 69371RR73
904,000 PRICOA GLOBAL FUNDING 1 832,972.72 816,538.00 0.55 16,434.72- 3,616.00 144A PRIV PLCMT 0.800 09/01/2025 92.1430 90.3250
MOODY'S RATING AA3
CUSIP 74153WCM9
885,000 PRICOA GLOBAL FUNDING 1 884,088.45 826,421.85 0.56 57,666.60- 2,403.02 144A PRIV PLCMT 1.150 12/06/2024 99.8970 93.3810
MOODY'S RATING AA3
CUSIP 74153WCQ0
1,500,000 ROYAL BANK OF CANADA 1,533,359.18 1,459,815.00 0.99 73,544.18- 4,781.25 DTD 07/16/19 2.550 07/16/2024 102.2240 97.3210
MOODY'S RATING A1
CUSIP 78013XZU5
1,050,000 ROYAL BANK OF CANADA 1,049,611.50 1,030,690.50 0.70 18,921.00- 13,485.94 MEDIUM TERM NOTE 99.9630 98.1610

CONVERTIBLE
DTD 04/14/2022 3.375% 04/14/2025

NON CALLABLE
MOODY'S RATING A1
CUSIP 78016EZ59
1,760,000 SALESFORCE.COM INC 1,748,937.40 1,666,667.20 1.13 82,270.20- 1,405.56 DTD 07/12/21 0.625 07/15/2024 99.3715 94.6970
MOODY'S RATING A2
CUSIP 79466LAG9
1,500,000 TORONTO-DOMINION BANK 1,527,255.00 1,464,975.00 0.99 62,280.00- 8,722.92 MED TERM NOTE 101.8170 97.6650
DTD 06/12/19 2.650 06/12/2024
MOODY'S RATING A1
CUSIP 89114QCA4
616
PAGE 15

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 89240BAC2
700,000 TOYOTA LEASE OWNER TRUST 686,000.00 686,581.00 0.47 581.00 68.25 SER 2021-A CL A3 *0 DAY DELAY* 98.0000 98.0830
144A PRIV PLCMT 0.390 04/22/2024

MOODY'S RATING AAA
CUSIP 89238EAC0
1,150,000 TOYOTA LEASE OWNER TRUST 1,149,818.99 1,115,304.50 0.76 34,514.49- 688.72 ASSET BCKD SEC SER 2022-A CL A3 99.9843 96.9830
DTD 02/28/2022 1.960% 02/20/2025

CALLABLE
144A PRIVATE PLACEMENT
CUSIP 89238LAC4
1,385,000 TOYOTA MOTOR CREDIT CORP 1,384,390.60 1,250,668.85 0.85 133,721.75- 3,159.53 MED TERM NOTE 99.9560 90.3010
DTD 06/18/21 1.125 06/18/2026
MOODY'S RATING A1
CUSIP 89236TJK2
617
PAGE 16

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 91282CED9
3,000,000 UNITED STATES TREASURY NOTES 3,018,222.66 2,985,690.00 2.02 32,532.66- 16,691.58 DTD 06/30/2022 3.250% 06/30/2027 100.6074 99.5230

MOODY'S RATING AAA
CUSIP 91282CEW7
400,000 UNITED STATES TREASURY NOTES 393,218.75 389,280.00 0.26 3,938.75- 956.52 DTD 07/31/2022 2.750% 07/31/2027 98.3047 97.3200

MOODY'S RATING AAA
CUSIP 91282CFB2
3,000,000 UNITED STATES TREASURY NOTES 2,989,570.31 2,973,270.00 2.01 16,300.31- 258.98 DTD 08/31/2022 3.125% 08/31/2027 99.6524 99.1090

MOODY'S RATING AAA
CUSIP 91282CFH9
1,035,000 UNITEDHEALTH GROUP INC 1,025,051.35 942,833.25 0.64 82,218.10- 3,504.62 DTD 05/19/21 1.150 05/15/2026 99.0388 91.0950
MOODY'S RATING A3
CUSIP 91324PEC2
675,000 UNITEDHEALTH GROUP INC 675,316.70 667,224.00 0.45 8,092.70- 7,006.88 DTD 05/20/2022 3.700% 05/15/2027 100.0469 98.8480

CALLABLE
MOODY'S RATING A3
CUSIP 91324PEG3
1,250,000 US BANCORP 1,268,262.50 1,219,762.50 0.83 48,500.00- 2,583.33 DTD 07/29/19 2.400 07/30/2024 101.4610 97.5810
MOODY'S RATING A2
CUSIP 91159HHX1
618
PAGE 17

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 91282CAB7
2,400,000 US TREASURY NOTE 2,366,140.63 2,174,808.00 1.47 191,332.63- 2,524.59 DTD 09/30/20 0.250 09/30/2025 98.5892 90.6170

MOODY'S RATING AAA
CUSIP 91282CAM3
2,450,000 US TREASURY NOTE 2,422,492.19 2,213,624.00 1.50 208,868.19- 2,063.86 DTD 10/31/20 0.250 10/31/2025 98.8772 90.3520

MOODY'S RATING AAA
CUSIP 91282CAT8
2,250,000 US TREASURY NOTE 2,209,658.20 2,035,552.50 1.38 174,105.70- 2,143.96 DTD 11/30/20 0.375 11/30/2025 98.2070 90.4690

MOODY'S RATING AAA
CUSIP 91282CAZ4
2,500,000 US TREASURY NOTE 2,456,445.31 2,250,500.00 1.52 205,945.31- 815.22 DTD 02/01/21 0.375 01/31/2026 98.2578 90.0200

MOODY'S RATING AAA
CUSIP 91282CBH3
1,450,000 US TREASURY NOTE 1,446,488.28 1,380,110.00 0.93 66,378.28- 1,674.59 DTD 03/15/21 0.250 03/15/2024 99.7578 95.1800

MOODY'S RATING AAA
CUSIP 91282CBR1
2,500,000 US TREASURY NOTE 2,493,652.34 2,267,675.00 1.54 225,977.34- 6,317.93 DTD 04/30/21 0.750 04/30/2026 99.7461 90.7070

MOODY'S RATING AAA
CUSIP 91282CBW0
1,400,000 US TREASURY NOTE 1,379,054.68 1,264,760.00 0.86 114,294.68- 5,154.37 DTD 09/30/21 0.875 09/30/2026 98.5039 90.3400

MOODY'S RATING AAA
CUSIP 91282CCZ2
619
PAGE 18

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 912828B66
1,700,000 US TREASURY NOTE 1,753,191.41 1,665,065.00 1.13 88,126.41- 1,865.15 DTD 08/15/14 2.375 08/15/2024 103.1289 97.9450

MOODY'S RATING AAA
CUSIP 912828D56
650,000 US TREASURY NOTE 641,405.27 636,493.00 0.43 4,912.27- 3,559.10 DTD 10/31/16 1.625 10/31/2023 98.6777 97.9220

MOODY'S RATING AAA
CUSIP 912828T91
1,500,000 US TREASURY NOTE 1,529,472.66 1,475,970.00 1.00 53,502.66- 5,777.85 DTD 01/03/17 2.250 12/31/2023 101.9649 98.3980

MOODY'S RATING AAA
CUSIP 912828V23
2,000,000 US TREASURY NOTE 2,018,574.22 1,948,440.00 1.32 70,134.22- 6,847.83 DTD 06/30/17 2.000 06/30/2024 100.9287 97.4220

MOODY'S RATING AAA
CUSIP 912828XX3
1,700,000 US TREASURY NOTE 1,705,976.56 1,659,965.00 1.12 46,011.56- 11,456.52 DTD 05/01/17 2.000 04/30/2024 100.3516 97.6450

MOODY'S RATING AAA
CUSIP 912828X70
2,100,000 US TREASURY NOTE 2,087,203.13 2,019,696.00 1.37 67,507.13- 6,291.44 DTD 12/31/19 1.750 12/31/2024 99.3906 96.1760
CUSIP 912828YY0
620
PAGE 19

STATEMENT OF ASSETS AND LIABILITIES
COST VALUE MARKET VALUE % TOTAL UNREALIZED

MOODY'S RATING AAA
CUSIP 912828ZC7
2,500,000 US TREASURY NOTE 2,360,839.85 2,303,025.00 1.56 57,814.85- 3,158.97 DTD 04/30/20 0.375 04/30/2025 94.4336 92.1210

MOODY'S RATING AAA
CUSIP 912828ZL7
570,000 VERIZON MASTER TRUST 569,974.92 570,000.00 0.39 25.08 1,178.00 ASSET BCKD SEC SER 2022-5 CL A1A 99.9956 100.0000
DTD 08/11/2022 VAR CPN 07/20/2027

CALLABLE
CUSIP 92348KAV5
800,000 VERIZON OWNER TRUST 799,832.00 789,024.00 0.53 10,808.00- 114.89 SER 2020-B CL A *0 DAY DELAY* 99.9790 98.6280
DTD 08/12/20 0.470 02/20/2025

MOODY'S RATING AAA
CUSIP 92290BAA9
114,235.57 VERIZON OWNER TRUST 114,226.76 113,933.99 0.08 292.77- 67.72 SER 2019-C CL A1A *0 DAY DELAY* 99.9923 99.7360
144A PRIV PLCMT 1.940 04/22/2024
CUSIP 92348AAA3
350,000 WALMART INC 349,338.50 316,830.50 0.21 32,508.00- 1,674.17 DTD 09/17/21 1.050 09/17/2026 99.8110 90.5230
MOODY'S RATING AA2
CUSIP 931142ER0
TOTAL BOND & NOTES 155,782,049.88 147,568,917.93 99.96 8,213,131.95- 497,631.26 ====================================================================================================================================== TOTAL INVESTMENTS 155,836,585.66 147,623,453.71 100.00 8,213,131.95- 498,249.72 TOTAL ACCRUALS 498,249.72 498,249.72
====================================================================================================================================== TOTAL ACCRUALS AND INVESTMENTS 156,334,835.38 148,121,703.43 621
PAGE 20

CASH SUMMARY CITY OF CUPERTINO
FOR THE PERIOD AUGUST 1, 2022 THROUGH AUGUST 31, 2022 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯

CASH SUMMARY

DESCRIPTION PRINCIPAL CASH INCOME CASH
¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ BEGINNING BALANCE 0.00 0.00

RECEIPTS
NET INTEREST COLLECTED 0.00 209,532.38
TRANSFER RECEIPTS 209,532.38 0.00
SALES 4,465,634.78 0.00
CASH MANAGEMENT SALES 4,003,737.45 0.00
TOTAL CASH RECEIPTS 8,678,904.61 209,532.38

DISBURSEMENTS
INVESTMENT MANAGEMENT EXPENSES 9,131.53- 0.00
TRANSFER DISBURSEMENTS 0.00 209,532.38-
PURCHASES 5,066,986.52- 0.00
CASH MANAGEMENT PURCHASES 3,602,786.56- 0.00
TOTAL CASH DISBURSEMENTS 8,678,904.61- 209,532.38-
ENDING BALANCE 0.00 0.00
________________________________________________________________________________________________________________________________________ 622
PAGE 21

STATEMENT OF TRANSACTIONS CITY OF CUPERTINO
FOR THE PERIOD AUGUST 1, 2022 THROUGH AUGUST 31, 2022 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯

STATEMENT OF TRANSACTIONS

REALIZED

CASH EQUIVALENTS
08/01/22 INTEREST RECEIVED 290.01
AS 100% TREAS MM FD-SVC CL #008
INTEREST FROM 7/1/22 TO 7/31/22
08/01/22 INTEREST RECEIVED 19.56

PRINCIPAL PUBLIC DEPOSIT SWEEP PRGRM
INTEREST FROM 7/1/22 TO 7/31/22
08/31/22 3,602,767 CASH SWEEP PURCHASES FOR STMT PERIOD 3,602,767.00- 3,602,767.00 AS 100% TREAS MM FD-SVC CL #008
13 TRANSACTIONS
08/31/22 19.56 CASH SWEEP PURCHASES FOR STMT PERIOD 19.56- 19.56

PRINCIPAL PUBLIC DEPOSIT SWEEP PRGRM
1 TRANSACTIONS
08/31/22 4,003,717.89- CASH SWEEP SALES FOR STMT PERIOD 4,003,717.89 4,003,717.89- AS 100% TREAS MM FD-SVC CL #008
5 TRANSACTIONS
08/31/22 19.56- CASH SWEEP SALES FOR STMT PERIOD 19.56 19.56-

PRINCIPAL PUBLIC DEPOSIT SWEEP PRGRM
1 TRANSACTIONS

BONDS & NOTES
08/01/22 INTEREST RECEIVED 28,056.25
AIR PRODUCTS & CHEMI 3.350% 7/31/24
CUSIP 009158AV8
INTEREST ON 1,675,000.000 UNITS
08/15/22 INTEREST RECEIVED 2,845.38
AMERICAN EXPRES ABS 2.210% 3/15/27
CUSIP 02589BAA8
$0.00184/PV ON 1,545,000.00 PV
DUE 8/15/22
623
PAGE 22

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/16/22 INTEREST RECEIVED 3,884.38
AMERICAN EXPRESS ABS 3.390% 5/17/27
CUSIP 02582JJT8
08/25/22 INTEREST RECEIVED 116.88
BMW VEHICLE LEASE TR 0.330% 12/26/24
CUSIP 09690AAC7
$0.00027/PV ON 425,000.00 PV
DUE 8/25/22
08/05/22 REVERSAL 412.50-

INTEREST RECEIVED
BMW VEHICLE LEASE TR 1.100% 3/25/25
CUSIP 05601XAC3
AP10 INCORRECT POSTING
08/05/22 INTEREST RECEIVED 412.50
BMW VEHICLE LEASE TR 1.100% 3/25/25
CUSIP 05601XAC3
08/25/22 INTEREST RECEIVED 412.50
BMW VEHICLE LEASE TR 1.100% 3/25/25
CUSIP 05601XAC3
08/26/22 INTEREST RECEIVED 1,417.75
BMW VEHICLE OWN ABS 3.210% 8/25/26
CUSIP 05602RAD3
08/29/22 1,600,000- SOLD 1,581,232.00 1,653,056.00- 71,824.00- FED HOME LN BK 2.375% 9/08/23
CUSIP 3130A3DL5
AT $98.8270 ON TRADE DATE 08/26/2022
TO SETTLE ON 08/29/2022
WACHOVIA CAPITAL MARKETS, LLC.
624
PAGE 23

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/29/22 ACCRUED INTEREST ON SALE 18,050.00
FED HOME LN BK 2.375% 9/08/23
CUSIP 3130A3DL5
08/29/22 1,350,000- SOLD 1,323,082.35 1,349,433.00- 26,350.65- FED HOME LN MTG CORP 0.375% 5/05/23
CUSIP 3137EAER6
AT $98.0061 ON TRADE DATE 08/26/2022
TO SETTLE ON 08/29/2022

NOMURA SECURITIES INTERNATIONA
08/29/22 ACCRUED INTEREST ON SALE 1,603.13
FED HOME LN MTG CORP 0.375% 5/05/23
CUSIP 3137EAER6
08/12/22 INTEREST RECEIVED 17,737.50
FED HOME LN MTG CORP 1.500% 2/12/25
CUSIP 3137EAEP0
INTEREST ON 2,365,000.000 UNITS
08/25/22 INTEREST RECEIVED 3,435.25
FED HOME LN MTG CORP 3.171% 10/25/24
CUSIP 3137BFE98
$0.00264/PV ON 1,300,000.00 PV
DUE 8/25/22
08/25/22 INTEREST RECEIVED 4,687.50
FED NATL MTG ASSN 0.375% 8/25/25
CUSIP 3135G05X7
INTEREST ON 2,500,000.000 UNITS
08/25/22 INTEREST RECEIVED 1,437.04
FHLMC MULTIFAMILY ST 2.653% 8/25/26
CUSIP 3137BSP72
$0.00221/PV ON 650,000.00 PV
DUE 8/25/22
625
PAGE 24

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/25/22 INTEREST RECEIVED 1,422.62
FHLMC MULTIFAMILY ST 2.995% 12/25/25
CUSIP 3137BN6G4
$0.00250/PV ON 570,000.00 PV
DUE 8/25/22
08/25/22 INTEREST RECEIVED 2,508.33
FHLMC MULTIFAMILY ST 3.010% 8/25/25
CUSIP 3137BLMZ8
$0.00251/PV ON 1,000,000.00 PV
DUE 8/25/22
08/25/22 INTEREST RECEIVED 1,212.93
FHLMC MULTIFAMILY ST 3.308% 9/25/25
CUSIP 3137BM7C4
$0.00276/PV ON 440,000.00 PV
DUE 8/25/22
08/18/22 INTEREST RECEIVED 1,007.50
GM FINANCIAL ABS 3.100% 2/16/27
CUSIP 362585AC5
08/22/22 INTEREST RECEIVED 313.63
GM FINANCIAL AUTOMOB 0.390% 10/21/24
CUSIP 36262XAC8
$0.00032/PV ON 965,000.00 PV
DUE 8/20/22
08/22/22 INTEREST RECEIVED 1,496.25
GM FINANCIAL AUTOMOB 1.850% 3/20/25
CUSIP 36265MAC9
$0.00158/PV ON 945,000.00 PV
DUE 8/20/22
08/16/22 INTEREST RECEIVED 198.33
GM FINANCIAL SECURIT 0.680% 9/16/26
CUSIP 362554AC1
$0.00057/PV ON 350,000.00 PV
DUE 8/16/22
626
PAGE 25

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/16/22 INTEREST RECEIVED 309.75
GM FINANCIAL SECURIT 1.260% 11/16/26
CUSIP 380146AC4
$0.00105/PV ON 295,000.00 PV
DUE 8/16/22
08/22/22 INTEREST RECEIVED 66.38
HONDA AUTO RECEIVABL 0.270% 4/21/25
CUSIP 43813GAC5
$0.00023/PV ON 295,000.00 PV
DUE 8/21/22
08/22/22 18,893.03- PAID DOWN 18,893.03 18,892.68- 0.35 HONDA AUTO RECEIVABL 0.270% 4/21/25
CUSIP 43813GAC5
TO SETTLE ON 08/22/2022
08/18/22 INTEREST RECEIVED 137.49
HONDA AUTO RECEIVABL 0.370% 10/18/24
CUSIP 43813KAC6
$0.00031/PV ON 445,900.47 PV
DUE 8/18/22
08/18/22 33,643.91- PAID DOWN 33,643.91 33,638.97- 4.94 HONDA AUTO RECEIVABL 0.370% 10/18/24
CUSIP 43813KAC6
08/15/22 INTEREST RECEIVED 64.64
HONDA AUTO RECEIVABL 0.820% 7/15/24
CUSIP 43813DAC2
$0.00068/PV ON 94,588.20 PV
DUE 8/15/22
08/15/22 8,765.01- PAID DOWN 8,765.01 8,764.32- 0.69
HONDA AUTO RECEIVABL 0.820% 7/15/24
CUSIP 43813DAC2
627
PAGE 26

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/22/22 INTEREST RECEIVED 337.33
HONDA AUTO RECEIVABL 0.880% 1/21/26
CUSIP 43815GAC3
$0.00073/PV ON 460,000.00 PV
DUE 8/21/22
08/15/22 INTEREST RECEIVED 1,159.33
HONDA AUTO RECEIVABL 1.000% 5/15/26
CUSIP 43815BAC4
$0.00157/PV ON 740,000.00 PV
DUE 8/15/22
08/15/22 INTEREST RECEIVED 227.93
HONDA AUTO RECEIVABL 1.780% 8/15/23
CUSIP 43815NAC8
$0.00148/PV ON 153,661.98 PV
DUE 8/15/22
08/15/22 43,380.49- PAID DOWN 43,380.49 43,307.56- 72.93 HONDA AUTO RECEIVABL 1.780% 8/15/23
CUSIP 43815NAC8
08/15/22 INTEREST RECEIVED 217.25
HYUNDAI AUTO LEASE 0.330% 6/17/24
CUSIP 44891VAC5
$0.00027/PV ON 790,000.00 PV
DUE 8/15/22
08/15/22 INTEREST RECEIVED 522.00
HYUNDAI AUTO LEASE 1.160% 1/15/25
CUSIP 44891WAC3
$0.00097/PV ON 540,000.00 PV
DUE 8/15/22
08/15/22 INTEREST RECEIVED 1,868.50
HYUNDAI AUTO REC ABS 2.220% 10/15/26
CUSIP 448977AD0
$0.00185/PV ON 1,010,000.00 PV
DUE 8/15/22
628
PAGE 27

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/15/22 INTEREST RECEIVED 163.08
HYUNDAI AUTO RECEIVA 0.380% 9/15/25
CUSIP 44933LAC7
$0.00032/PV ON 515,000.00 PV
DUE 8/15/22
08/15/22 INTEREST RECEIVED 820.17
HYUNDAI AUTO RECEIVA 0.740% 5/15/26
CUSIP 44935FAD6
$0.00062/PV ON 1,330,000.00 PV
DUE 8/15/22
08/15/22 INTEREST RECEIVED 870.00
JOHN DEERE OWNER ABS 2.320% 9/16/26
CUSIP 47787JAC2
$0.00193/PV ON 450,000.00 PV
DUE 8/15/22
08/17/22 INTEREST RECEIVED 64.59
JOHN DEERE OWNER TRU 0.510% 11/15/24
CUSIP 47787NAC3
$0.00042/PV ON 151,984.27 PV
DUE 8/15/22
08/17/22 12,155.64- PAID DOWN 12,155.64 12,153.79- 1.85 JOHN DEERE OWNER TRU 0.510% 11/15/24
CUSIP 47787NAC3
AT $566.9264 ON TRADE DATE 08/15/2022
TO SETTLE ON 08/17/2022
08/15/22 INTEREST RECEIVED 251.33
JOHN DEERE OWNER TRU 0.520% 3/16/26
CUSIP 47789QAC4
$0.00043/PV ON 580,000.00 PV
DUE 8/15/22
629
PAGE 28

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/15/22 INTEREST RECEIVED 120.36
JOHN DEERE OWNER TRU 1.100% 8/15/24
CUSIP 47789KAC7
$0.00092/PV ON 131,303.83 PV
DUE 8/15/22
08/15/22 16,803.12- PAID DOWN 16,803.12 16,802.09- 1.03 JOHN DEERE OWNER TRU 1.100% 8/15/24
CUSIP 47789KAC7
08/15/22 INTEREST RECEIVED 196.78
JOHN DEERE OWNER TRU 2.210% 12/15/23
CUSIP 477870AC3
$0.00184/PV ON 106,847.66 PV
DUE 8/15/22
08/15/22 30,565.09- PAID DOWN 30,565.09 30,848.06- 282.97- JOHN DEERE OWNER TRU 2.210% 12/15/23
CUSIP 477870AC3
08/15/22 INTEREST RECEIVED 80.02
MERCEDES-BENZ AUTO 0.400% 11/15/23
CUSIP 58769EAC2
$0.00033/PV ON 240,048.01 PV
DUE 8/15/22
08/15/22 30,496.43- PAID DOWN 30,496.43 30,494.88- 1.55 MERCEDES-BENZ AUTO 0.400% 11/15/23
CUSIP 58769EAC2
08/15/22 INTEREST RECEIVED 663.78
NISSAN AUTO RECEIVAB 1.930% 7/15/24
CUSIP 65479JAD5
$0.00161/PV ON 412,712.73 PV
DUE 8/15/22
630
PAGE 29

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/15/22 52,513.12- PAID DOWN 52,513.12 52,773.63- 260.51- NISSAN AUTO RECEIVAB 1.930% 7/15/24
CUSIP 65479JAD5
08/09/22 INTEREST RECEIVED 1,700.00
PACCAR FINANCIAL COR 0.500% 8/09/24
CUSIP 69371RR40
INTEREST ON 680,000.000 UNITS
08/15/22 INTEREST RECEIVED 3,977.50
PACCAR FINANCIAL COR 2.150% 8/15/24
CUSIP 69371RQ25
INTEREST ON 370,000.000 UNITS
08/15/22 INTEREST RECEIVED 227.33
TOYOTA AUTO RECEIVAB 0.260% 5/15/25
CUSIP 89240BAC2
$0.00022/PV ON 1,049,214.79 PV
DUE 8/15/22
08/15/22 62,802.25- PAID DOWN 62,802.25 62,790.59- 11.66 TOYOTA AUTO RECEIVAB 0.260% 5/15/25
CUSIP 89240BAC2
08/15/22 INTEREST RECEIVED 99.98
TOYOTA AUTO RECEIVAB 0.350% 1/15/25
CUSIP 89236XAC0
$0.00029/PV ON 342,804.68 PV
DUE 8/15/22
08/15/22 26,270.46- PAID DOWN 26,270.46 26,265.57- 4.89 TOYOTA AUTO RECEIVAB 0.350% 1/15/25
CUSIP 89236XAC0
08/15/22 INTEREST RECEIVED 254.42
TOYOTA AUTO RECEIVAB 0.710% 4/15/26
CUSIP 89238JAC9
$0.00059/PV ON 430,000.00 PV
DUE 8/15/22
631
PAGE 30

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/22/22 INTEREST RECEIVED 1,878.33
TOYOTA LEASE OWN ABS 1.960% 2/20/25
CUSIP 89238LAC4
$0.00163/PV ON 1,150,000.00 PV
DUE 8/20/22
08/22/22 INTEREST RECEIVED 227.50
TOYOTA LEASE OWNER 0.390% 4/22/24
CUSIP 89238EAC0
$0.00032/PV ON 700,000.00 PV
DUE 8/20/22
08/23/22 400,000 PURCHASED 393,218.75- 393,218.75
U.S. TREASURY NOTES 2.750% 7/31/27
CUSIP 91282CFB2
AT $98.3047 ON TRADE DATE 08/22/2022
TO SETTLE ON 08/23/2022

CITADEL DERIVATIVES GROUP LLC
08/23/22 ACCRUED INTEREST ON PURCHASE 687.50-
U.S. TREASURY NOTES 2.750% 7/31/27
CUSIP 91282CFB2
08/31/22 3,000,000 PURCHASED 2,989,570.31- 2,989,570.31 U.S. TREASURY NOTES 3.125% 8/31/27
CUSIP 91282CFH9
AT $99.6523 ON TRADE DATE 08/26/2022
TO SETTLE ON 08/31/2022

CITADEL DERIVATIVES GROUP LLC
08/01/22 INTEREST RECEIVED 15,000.00
US BANCORP 2.400% 7/30/24
CUSIP 91159HHX1
INTEREST ON 1,250,000.000 UNITS
632
PAGE 31

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/01/22 INTEREST RECEIVED 1,875.00
US TREASURY NOTE 0.250% 7/31/25
CUSIP 91282CAB7
INTEREST ON 1,500,000.000 UNITS
08/01/22 INTEREST RECEIVED 4,687.50
US TREASURY NOTE 0.375% 1/31/26
CUSIP 91282CBH3
INTEREST ON 2,500,000.000 UNITS
08/31/22 INTEREST RECEIVED 8,437.50
US TREASURY NOTE 1.125% 2/28/25
CUSIP 912828ZC7
INTEREST ON 1,500,000.000 UNITS
08/15/22 INTEREST RECEIVED 20,187.50
US TREASURY NOTE 2.375% 8/15/24
CUSIP 912828D56
INTEREST ON 1,700,000.000 UNITS
08/15/22 INTEREST RECEIVED 27,500.00
US TREASURY NOTE 2.750% 2/15/24
CUSIP 912828B66
INTEREST ON 2,000,000.000 UNITS
08/11/22 570,000 PURCHASED 569,974.92- 569,974.92
VERIZON MAST ABS V-M 3.720% 7/20/27
CUSIP 92348KAV5
AT $99.9956 ON TRADE DATE 08/02/2022
TO SETTLE ON 08/11/2022

BANC OF AMERICA SECURITIES LLC
08/22/22 INTEREST RECEIVED 313.33
VERIZON OWNER TRUST 0.470% 2/20/25
CUSIP 92290BAA9
$0.00039/PV ON 800,000.00 PV
DUE 8/20/22
633
PAGE 32

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/22/22 INTEREST RECEIVED 231.44
VERIZON OWNER TRUST 1.940% 4/22/24
CUSIP 92348AAA3
$0.00162/PV ON 143,156.57 PV
DUE 8/20/22
08/22/22 28,921- PAID DOWN 28,921.00 28,918.77- 2.23
VERIZON OWNER TRUST 1.940% 4/22/24
CUSIP 92348AAA3
AT $1,805.7183 ON TRADE DATE 08/20/2022
TO SETTLE ON 08/22/2022
08/15/22 INTEREST RECEIVED 6,045.00
VR BANK OF AMERICA 2.015% 2/13/26
CUSIP 06051GHY8
INTEREST ON 600,000.000 UNITS
08/05/22 536,000- SOLD 534,434.88 547,748.79- 13,313.91- VR BANK OF AMERICA 3.550% 3/05/24
CUSIP 06051GHF9
AT $99.7080 ON TRADE DATE 08/03/2022
TO SETTLE ON 08/05/2022

GOLDMAN SACHS
08/05/22 ACCRUED INTEREST ON SALE 7,928.33
VR BANK OF AMERICA 3.550% 3/05/24
CUSIP 06051GHF9
08/09/22 664,000- SOLD 661,676.00 678,554.46- 16,878.46- VR BANK OF AMERICA 3.550% 3/05/24
CUSIP 06051GHF9
AT $99.6500 ON TRADE DATE 08/05/2022
TO SETTLE ON 08/09/2022

GOLDMAN SACHS
634
PAGE 33

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/09/22 ACCRUED INTEREST ON SALE 10,083.58
VR BANK OF AMERICA 3.550% 3/05/24
CUSIP 06051GHF9
08/05/22 638,000 PURCHASED 618,458.06- 618,458.06
VR BANK OF AMERICA 3.559% 4/23/27
CUSIP 06051GHT9
AT $96.9370 ON TRADE DATE 08/03/2022
TO SETTLE ON 08/05/2022

GOLDMAN SACHS
08/05/22 ACCRUED INTEREST ON PURCHASE 6,433.49-
VR BANK OF AMERICA 3.559% 4/23/27
CUSIP 06051GHT9
08/09/22 512,000 PURCHASED 495,764.48- 495,764.48
VR BANK OF AMERICA 3.559% 4/23/27
CUSIP 06051GHT9
AT $96.8290 ON TRADE DATE 08/05/2022
TO SETTLE ON 08/09/2022
RBC DAIN RAUSCHER INC.
08/09/22 ACCRUED INTEREST ON PURCHASE 5,365.39-
VR BANK OF AMERICA 3.559% 4/23/27
CUSIP 06051GHT9
08/25/22 INTEREST RECEIVED 2,550.00
VR FED HOME LN MTG 3.060% 7/25/23
CUSIP 3137B4WB8
$0.00255/PV ON 1,000,000.00 PV
DUE 8/25/22
08/25/22 INTEREST RECEIVED 2,639.42
VR FHLMC MULTIFAMI 3.334% 8/25/25
CUSIP 3137BLW95
$0.00278/PV ON 950,000.00 PV
DUE 8/25/22
635
PAGE 34

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/25/22 INTEREST RECEIVED 2,939.17
VR FHLMC MULTIFAMILY 3.527% 10/25/23
CUSIP 3137B7MZ9
$0.00294/PV ON 1,000,000.00 PV
DUE 8/25/22
08/25/22 INTEREST RECEIVED 2,942.50
VR FHLMC MULTIFAMILY 3.531% 7/25/23
CUSIP 3137B5JM6
$0.00294/PV ON 1,000,000.00 PV
DUE 8/25/22

TRANSFER RECEIPTS
08/01/22 ADDITION TO ACCOUNT 49,928.32

TRANSFER FROM INCOME
08/05/22 ADDITION TO ACCOUNT 1,494.84

TRANSFER FROM INCOME
08/09/22 ADDITION TO ACCOUNT 6,418.19

TRANSFER FROM INCOME
08/12/22 ADDITION TO ACCOUNT 17,737.50

TRANSFER FROM INCOME
08/15/22 ADDITION TO ACCOUNT 62,381.87

TRANSFER FROM INCOME
08/16/22 ADDITION TO ACCOUNT 6,553.08

TRANSFER FROM INCOME
08/17/22 ADDITION TO ACCOUNT 3,884.38

TRANSFER FROM INCOME
636
PAGE 35

STATEMENT OF TRANSACTIONS

REALIZED

TRANSFER FROM INCOME
08/19/22 ADDITION TO ACCOUNT 1,007.50

TRANSFER FROM INCOME
08/22/22 ADDITION TO ACCOUNT 4,864.19

TRANSFER FROM INCOME
08/25/22 ADDITION TO ACCOUNT 22,654.14

TRANSFER FROM INCOME
08/26/22 ADDITION TO ACCOUNT 2,962.50

TRANSFER FROM INCOME
08/29/22 ADDITION TO ACCOUNT 21,070.88

TRANSFER FROM INCOME
08/31/22 ADDITION TO ACCOUNT 8,437.50

TRANSFER FROM INCOME

INVESTMENT MANAGEMENT EXPENSES
08/04/22 INVESTMENT MGMT FEE 9,131.53-

PAID TO CHANDLER ASSET MANAGEMENT INC
INV 2207CUPERTIN JULY 2022 CHANDLER

ASSET MGMT FEE

TRANSFER DISBURSEMENTS
08/01/22 TRANSFER TO PRINCIPAL 49,928.32-
08/05/22 TRANSFER TO PRINCIPAL 1,494.84-
08/09/22 TRANSFER TO PRINCIPAL 6,418.19-
637
INVESTMENT AND INSURANCE PRODUCTS ARE:
• NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC) OR ANY FEDERAL GOVERNMENT AGENCY • NOT A DEPOSIT, OBLIGATION OF, OR GUARANTEED BY ANY BANK OR BANKING AFFILIATE • SUBJECT TO INVESTMENT RISKS AND MAY LOSE VALUE, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED PAGE 36

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 08/12/22 TRANSFER TO PRINCIPAL 17,737.50-
08/15/22 TRANSFER TO PRINCIPAL 62,381.87-
08/16/22 TRANSFER TO PRINCIPAL 6,553.08-
08/17/22 TRANSFER TO PRINCIPAL 3,884.38-
08/18/22 TRANSFER TO PRINCIPAL 137.49-
08/19/22 TRANSFER TO PRINCIPAL 1,007.50-
08/22/22 TRANSFER TO PRINCIPAL 4,864.19-
08/25/22 TRANSFER TO PRINCIPAL 22,654.14-
08/26/22 TRANSFER TO PRINCIPAL 2,962.50-
08/29/22 TRANSFER TO PRINCIPAL 21,070.88-
08/31/22 TRANSFER TO PRINCIPAL 8,437.50-
================================================================================================================= ENDING BALANCE 0.00 155,836,585.66
¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯
638

CITY OF CUPERTINO
PARS Post-Employment Benefits Trust 8/1/2022 to 8/31/2022 Kristina Alfaro
Director of Administrative Services
City of Cupertino
10300 Torre Ave.

Cupertino, CA 95014
Account Summary
Source 8/1/2022 Contributions Earnings Expenses Distributions Transfers 8/31/2022 OPEB 1001 $33,296,116.48 $0.00 -$1,113,484.83 $9,826.69 $0.00 $0.00 $32,172,804.96 PENSION 1002 $18,310,826.32 $0.00 -$611,642.63 $5,401.59 $0.00 $0.00 $17,693,782.10 Totals $51,606,942.80 $0.00 -$1,725,127.46 $15,228.28 $0.00 $0.00 $49,866,587.06 Investment Selection
Source
OPEB

PENSION
Investment Objective
Source
OPEB

PENSION
Investment Return
Source 1-Month 3-Months 1-Year 3-Years 5-Years 10-Years OPEB -3.34% -3.95% -17.03% 3.79% 4.41% 5.72% 6/21/2010
PENSION -3.34% -3.94% -17.02% 5.01% - - 3/26/2019
Information as provided by US Bank, Trustee for PARS; Not FDIC Insured; No Bank Guarantee; May Lose Value Headquarters - 4350 Von Karman Ave., Suite 100, Newport Beach, CA 92660 800.540.6369 Fax 949.250.1250 www.pars.org Balance as of
Individual account based on US Bank Balanced MM. Dual goals are to provide a moderate amount of current income with moderate capital growth.

Income production and longer term growth of capital.

City of Cupertino - PEN
Plan's Inception Date
Account balances are inclusive of Trust Administration, Trustee and Investment Management fees Annualized Return
Investment Return: Annualized rate of return is the return on an investment over a period other than one year multiplied or divided to give a comparable one-year return.

Past performance does not guarantee future results. Performance returns may not reflect the deduction of applicable fees, which could reduce returns. Information is deemed reliable but may be subject to change.

Individual account based on US Bank Balanced MM. Dual goals are to provide a moderate amount of current income with moderate capital growth.

Income production and longer term growth of capital.

Account Report for the Period
Balance as of
City of Cupertino - OPEB
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9/6/22, 10:57 AM LAIF Regular Monthly Statement
https://laifms.treasurer.ca.gov/RegularStatement.aspx 1/1 Local Agency Investment Fund
P.O. Box 942809
Sacramento, CA 94209-0001
(916) 653-3001
September 06, 2022
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CITY OF CUPERTINO

FINANCE MANAGER
10300 TORRE AVENUE
CUPERTINO, CA 95014
Account Number:

August 2022 Statement
Tran Type Definitions
Account Summary
Total Deposit 0 00 Beginning Balance 21,099,180 18
Total Withdrawal: 0.00 Ending Balance: 21,099,180.18
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CITY OF CUPERTINO
Agenda Item
22-11481 Agenda Date:
10/18/2022 Agenda #:

13. Subject: Consider approval and authorize the City Manager to execute a Master Agreement between the City of Cupertino and BKF Engineers, Inc. to provide civil engineering services on various Capital Improvement Programs (CIP) projects
Approve a Master Agreement between the City ofCupertino and BKF Engineers, Inc. and authorize the City Manager to execute a Master Agreement in an amount not-to-exceed $500,000 for a term of three years with an option to extend the agreement for an additional period of up to two years CITY OF CUPERTINO Page 1 of 1 Printed on 10/12/2022
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CITY COUNCIL STAFF REPORT
Meeting: October 18, 2022
Subject
Consider approval and authorize the City Manager to execute a Master Agreement between the City of Cupertino and BKF Engineers, Inc. to provide civil engineering services on various Capital Improvement Programs (CIP) projects.

Recommended Action
Approve a Master Agreement between the City of Cupertino and BKF Engineers, Inc. and authorize the City Manager to execute a Master Agreement in an amount not-toexceed $500,000 for a term of three years with an option to extend the agreement for an additional period of up to two years.

Background
Anticipating the need for on-call civil engineering services, a qualifications-based selection process was conducted in October 2021 in accordance with State and City codes. In response to a Request for Qualifications issued by the City, 15 Statements of Qualification (SOQ) were received from firms within the Bay Area. The SOQs were evaluated for relevant skills and experience, resulting in a list of 13 qualified consultants.

This list is typically retained for a period of two years, during which time consultants may be selected for specific contracts.

Fiscal Year 2022/2023 includes CIP projects that are funded for design and construction.

Civil engineering services through these qualified consultants are needed to complete CIP projects effectively and efficiently.

Discussion
Staff recommends BKF Engineers be awarded a Master Agreement due to their experience with design of public right-of-way infrastructure, their depth and breadth of skills, accessibility of the firm and knowledge of CIP requirements and practices.

Additionally, BKF Engineers has provided quality professional engineering services on previous CIP projects. The recommended Master Agreement will allow staff to utilize civil engineering services on an as-needed basis to support the delivery of CIP projects, the first of which will be engineering work in support of the Pumkin-Fiesta Storm Drain 642
Phase 2 project. Expenses associated with this project engineering will come from the project budget.

The Master Agreement defines a maximum compensation to be authorized under the agreement. No funds are encumbered by the Master Agreement. Project specific services are authorized on a project-by-project basis by the issuance of a Service Order, and those services are funded directly from the appropriate project budget. There is no fiscal impact caused by approving the recommended agreement.

The execution of the proposed Master Agreement enables staff to deliver capital projects in the most effective and efficient manner.

Sustainability Impact
No sustainability impact.

Fiscal Impact
There is no fiscal impact caused by approving the recommended agreement and no additional appropriation is required for this action. Subject to Council approval of the Master Agreement between the City and BKF Engineers, the requisite funds will be encumbered from each CIP project budget in which services are provided. _____________________________________
Prepared by: Ryan Do, Project Manager
Reviewed by: Matt Morley, Director of Public Works
Approved for Submission by: Pamela Wu, City Manager
Attachment:

A – Draft Agreement BKF Engineers
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CITY OF CUPERTINO
Agenda Item
22-11519 Agenda Date:
10/18/2022 Agenda #:

14. Subject: Award and authorize the City Manager to execute a maintenance services contract with Professional Turf Management for the Blackberry Farm Golf Course Award a contract to provide specified maintenance services at the Blackberry Farm Golf Course; and authorize the City Manager to execute a three-year maintenance services contract with Professional Turf Management in an amount not-to-exceed $672,968
CITY OF CUPERTINO Page 1 of 1 Printed on 10/12/2022
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CITY COUNCIL STAFF REPORT
Meeting: October 18, 2022
Subject
Award and authorize the City Manager to execute a maintenance services contract with Professional Turf Management for the Blackberry Farm Golf Course Recommended Action
Award a contract to provide specified maintenance services at the Blackberry Farm Golf Course; and authorize the City Manager to execute a three-year maintenance services contract with Professional Turf Management in an amount not-to-exceed $672,968.

Background
The maintenance of the Blackberry Farm Golf Course has been contracted since March 2002.1In these past 20 years, the City has undertaken four rounds of competitive processes. During each competitive process, the contract award was made to the lowest responsive bidder.

The First Contract
In 2001, the City underwent a competitive process to select a contractor to provide maintenance services. The City received five bids a three-year contract was awarded to Spot Water Management on March 18, 2002.

The Second Contract
In anticipation of the end of the three-year 2002 contract, the City undertook another competitive process for a golf course maintenance contractor. The City received a sole bid from Professional Turf Management and a four-year contract was awarded to Professional Turf Management on May 3, 2005.

1 The historical background of maintenance services at Blackberry Farm was provided to Council on June 21, 2022. (Attachment A).
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The Third Contract
In anticipation of the end of the four-year contract, the City undertook another competitive process for golf course maintenance services. The City received two bids and a five-year contract was awarded to Professional Turf Management on March 16, 2010.

The Fourth Contract
In November 2015, the City underwent another competitive process to select a contractor to provide maintenance services. The City received a sole bid from Professional Turf Management. The current contract was awarded on December 1, 2015 to Professional Turf Management and will expire on December 31, 2022.

Discussion
Staff took the final amendment in the fourth contract to City Council on May 19, 2022 while initiating another competitive bid process to select a contractor. Staff was aware from previous bid processes that the response rate would be low, but for transparency purposes underwent the Request for Proposal (RFP) process.

The City issued a Request for Proposals (Attachment B) on August 5, 2022 to facilitate the selection of a qualified Contractor to provide specified maintenance services at the Blackberry Farm Golf Course. The RFP sought proposals for a three-year contract commencing on January 1, 2023 with the option to extend the term of the contract on a year‐to‐year basis not exceeding two years from the expiration date of the original term, for a possible total of five years.

The RFP process was conducted in a manner consistent with applicable criteria of the municipal and public contracts codes. Notification was sent out to local plan rooms and builders exchanges, and the RFP was posted on the City’s website. The project was also advertised in the San Jose Mercury News with regional circulation. An optional pre-bid walk-through was held on August 16, 2022.

On September 2, 2022 the City received two submitted proposals from GolfLinks Consulting and Professional Turf Management. Staff reviewed both proposals to determine whether it met the submittal requirement stated in the RFP and to determine the lowest responsive and responsible bidder. All submittals were required to include the following information:

A. Cover Letter
B. Work Plan and Approach
C. Qualification and Experience
D. Key Personnel
E. Cost Proposal/Pricing Table
F. References
In particular, the Cost Proposal/Pricing Table (item E) was important as it set forth by 701
line-item specific tasks with associated costs to allow the City maximum flexibility in the event any changes are necessary to the scope of services.

Although GolfLinks Consulting was qualified to perform the scope of services, City staff found GolfLinks’ proposal non-responsive as it was not in compliance with the requirements stated in the RFP. Specifically, GolfLinks’ proposal did not include the cost proposal/pricing table which was required to be submitted in the RFP. Instead, GolfLinks’ proposal provided only a summary of annual costs. This defect is material and thus cannot be waived.

On the contrary, Professional Turf Management’s proposal was deemed to be responsive and the firm has been determined to be the lowest responsive and responsible bidder.

The following is a summary of the proposals for three years of maintenance at the Blackberry Farm Golf Course.

Bidder 3 Year Bid Amount Annual Estimate
Professional Turf Management $672,968.00 $224,322.67
GolfLinks Consulting (Nonresponsive)$939,362.00 $313,120.67 The current cost to maintain the golf course with Professional Turf Management is approximately $205,200 per year. In this current bid, Professional Turf Management proposed a cost of $672,968 for a three-year contract, which corresponds to approximately $224,323 per year or about 9.3% higher than the previous contract. Staff believes the associated higher costs can be justified due to an increase in material and labor cost to perform the maintenance and replacement of the aging golf course infrastructure.

Professional Turf Management has the experience and knowledge to provide the needed maintenance services at the golf course, in a manner that will be safe and successful.

Professional Turf Management has maintained the Blackberry Farm Golf Course for over 15 years and are knowledgeable about the maintenance requirements at the site.

Professional Turf Management has proven their responsiveness to the City’s requests and compliance with City requirements.

The maintenance services agreement of Blackberry Farm Golf Course has no impact on the Blackberry Farm Golf Course feasibility study and the future use of the Golf Course.

When the future use of the golf course has been determined, Section 16 of the Maintenance Services Agreement addresses termination of the contract if necessary.

Staff recommends the City Council authorizing the City Manager to award and execute the contract to Professional Turf Management and, further, authorizing the City Manager an option to execute annual extensions to the contract for two additional years for a total 702
of five years.

Sustainability Impact
No sustainability impact.

Fiscal Impact
Sufficient funds have been budgeted in FY 2022-23 annual budget (GL 560-63-616, pg. 375-376 of FY2022-23 Adopted Budget). $225,000 was originally budgeted with $102,600 encumbered until December 31, 2022. No additional funds are required at this time.

Prepared by: Jacinta Liang, Management Analyst
Reviewed by: Rachelle Sander, Acting Director of Parks and Recreation Approved for Submission by: Pamela Wu, City Manager
Attachments:

A – Historical background of maintenance services at Blackberry Farm B – Request for Proposal
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CITY COUNCIL INFORMATIONAL STAFF REPORT
Meeting: June 21, 2022
Subject
Maintenance agreements for the Blackberry Farm Golf Course.

Recommended Action
Receive report on the maintenance agreements for the Blackberry Farm Golf Course.

Background
The Blackberry Farm Golf Course was constructed in 1962 and privately owned until the City purchased the property in 1991. The course site is approximately 16-acres and lies within the Stevens Creek Corridor. The site includes a pro shop, staff office, restroom facilities, and restaurant facility that is leased by the Blue Pheasant. The site is a 9-hole golf course, with a back tee yardage of 1,544 yards and a par of 29 (seven par 3’s and two par 4’s). Approximately 28,000 rounds of golf are played at the course per year. Until 2002, City employees maintained the course. However, due to challenges in maintaining an aging course, the City decided to seek an outside maintenance contractor at that time.

History of the Blackberry Farm Maintenance Agreements1
The First Contract
In 2001, the City underwent a competitive process to select a contractor to provide maintenance services at the Blackberry Farm Golf Course (Attachment A). In response to that solicitation, the City received the following bids:

Bidder Base Bid
Int. Natl. Golf Maintenance, Inc. $235,608.00
Environmental Golf $192,917.00
Spot Water Management $186,600.00
Engineer’s Estimate $185,000.00
1 This report was developed through a historical review of past Council actions and archived records. Since the staff who managed the competitive processes and maintenance agreements for the Blackberry Farm Golf Course prior to 2017 are no longer employed with the City, staff will supplement this report should any additional records become available.
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The second low bidder, Environmental Golf, protested an award of the contract to Spot Water Management, contending that it should have the opportunity to negotiate their bid with the City (Attachment B). As a result of this protest, on January 25, 2002, the City Council rejected all bids and authorized the City to rebid the project (Attachment C).

In response to the re-bid, the City received the following bids:

Bidder Base Bid
Int. Natl. Golf Maintenance, Inc. $217,595.04
Engineer’s Estimate $185,000.00
Jensen Landscape Services $183,696.00
Environmental Golf $177,999.00
Spot Water Management $175,599.96
On March 18, 2002, the City Council awarded a three-year contract to Spot Water Management2 in an annual amount of $175,599.96 (Attachment D).

The Second Contract
In anticipation of the end of the three-year 2002 contract to Spot Water Management, in or about 2004-05, the City undertook another competitive process for a golf course maintenance contractor (Attachment E). The City received the following bids:

Bidder Base Bid
Professional Turf Maintenance $186,000.00
Engineer’s Estimate $180,000.00
Jensen Landscape Service Inc $161,496.00
Upon review of the bids, the City determined that both bids were non-responsive:

Jensen Landscape Service Inc. did not have experience maintaining golf courses and Professional Turf Management (“PTM”) did not have three contracts valued in excess of $150,000 each during the last 5 years. On March 15, 2005, the City Council rejected all bids and authorized the City to rebid the project (Attachment F).

After the project was rebid, the City received a sole bid from PTM in the amount of $186,720. On May 3, 2005, the City Council awarded a 4-year contract to PTM (two-year base term with two one-year extension options) (Attachment G).

The Third Contract
In anticipation of the end of the four-year 2005 contract, in or about 2009-10, the City undertook another competitive process for golf course maintenance services (Attachment H).
2 Based on the Council Report dated March 15, 2005, it appears that Professional Turf Management was previously known as Spot Water Management. However, it is unknown whether the change of name was due to a sale, merger, or reorganization.
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The City received the following bids:

Bidder
Engineer’s Estimate
Professional Turf Management
Sycamore Landscaping Corp
Base Bid
$180,000.00
$174,420.00
$165,240.00
The apparent low bid from Sycamore Landscaping was deemed non-responsive and thus the lowest apparent responsive and responsible bidder was PTM. On March 16, 2010, the City Council awarded a five-year contract to PTM consisting of a base term of 2 years and options to renew for up to 3 one-year extensions (Attachment I).

CURRENT STATUS
In November 2015, the City underwent another competitive process to select a contractor to provide maintenance services (Attachment J). Although the process uses verbiage that could be used in a formal bid process, the defining element of a competitive process is how the vendor selection is made. In this case, the selection process was clearly outlined and conducted as an RFP. In an RFP, price is not the sole determining factor for selection, rather vendor qualifications are prioritized. This typically takes the form of a rating scale where contract price is given a score that may influence the outcome, but does not solely determine the outcome. This is especially crucial in situations where specific qualifications are required, such as where maintenance experience along riparian areas or waterways is desired.

Notice of the RFP was mailed to local plan rooms and bidder exchanges and posted on the City’s website. Additionally, the bid was advertised in the San Jose Mercury News.

Despite these efforts, the City received a sole proposal from PTM. Pursuant to the bid process, the City Council awarded a contract with an initial term from January to June 2016 to PTM to align with the City’s fiscal year in the amount of $99,600 (Attachment K).

Thereafter, the contract provided for five additional option years, with the first two option years in the amount of $205,200 annually and the remaining three option years adjusted by the San Francisco/Oakland Consumer Price Index.

In awarding the contract to PTM in 2015, the City Council authorized the City Manager to extend the contract subject to annual appropriation by the Council (Attachment L).

Pursuant to that authorization, the City Manager extended the contract annually for five years, with the final year ending on June 30, 2021.

In 2020-2021, while staff was preparing to undertake another competitive process for a new agreement, the City Council placed the golf course feasibility study (“Study”) on the Fiscal Year 2020-2021 City Work Program. The Study was projected to conclude in fall 2021. Because consideration and direction from Council based on the findings from the Study could impact the overall maintenance needs of the golf course and thus impact the scope of a new agreement, the City Manager recommended that the PTM golf 706
maintenance contract be extended in order to incorporate, if necessary, findings from the Study. Since this extension was not previously authorized by the contract, on April 6, 2021 an amendment to extend the contract to June 30, 2022 was authorized by the Council (Attachments M and N). The Study is now expected to be concluded in Q2 for Fiscal Year 2022-2023.

The Parks and Recreation Department intended to complete a new competitive process to select a contractor to provide maintenance services before the expiration of the April 2021 contract extension. However, several factors that arose during Fiscal Year 2022 contributed to a delay in issuing a Request for Proposal. First, by January 2022, about a third of the positions in Parks and Recreation were either vacant or on leave. Second, Department staff were assigned to other Council priorities, including four City work program projects and support for several park-related Capital Improvement Projects.

Third, the Department devoted significant resources to reopening facilities safely following COVID-related closures and bringing back programs and events to community members.

As a result of these delays, staff recommended extending the current agreement by six months to provide adequate time to undergo a competitive process for a new agreement. On May 19, 2022, the City Council authorized extension of the current agreement to December 31, 2022.

Discussion
Since 2002, the City has retained a contractor to maintain the Blackberry Farm Golf Course. In these past 20 years, the City has undertaken four rounds of competitive processes, two of which were re-bid situations (for a total of 6 competitive processes).

During each competitive process, the contract award was made to the lowest responsive bidder. The record reviewed by staff for the procurements that occurred prior to 2013 indicated that they were evaluated under applicable regulations, including those set forth in the Cupertino Municipal Code. Additionally, the RFP in 2015 was done in conformance with the Purchasing Policy adopted in 2013 (Attachment O).

A Request for Proposal for a new contractor is being prepared for issuance. Assuming a best-case scenario, a new contractor could be ready to proceed by October. If this occurs, the City can terminate the PTM contract early with 7 days’ notice. However, among the things that can delay a start date are:

1. Questions from interested proposers during the allotted period that may necessitate a delay in opening proposals to allow a reasonable time for proposers to prepare their document package;

2. The need to repost the project due to not receiving any proposals, receiving proposals that exceed the budget, irregularities in proposals, or receipt of a protest of award;
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3. The need by the City Council to postpone a contract discussion and award due to other pressing matters;

4. Delay in finalizing a contract, e.g. questions regarding the contractor’s insurance or negotiations over contract terms; and

5. Insufficient staff capacity to manage the process.

For the reasons set forth above, staff has recommended a minimum of six months to successfully complete a procurement process, from bid issuance to contractor start date.

Sustainability Impact
No sustainability impact.

Fiscal Impact
None.
_____________________________________
Prepared by: Joanne Magrini, Director of Parks and Recreation Reviewed by: Joanne Magrini, Director of Parks and Recreation Matt Morley, Director of Public Works
Approved for Submission by: Jim Throop, City Manager
Attachments:

A – CC Staff Report 01-25-02
B – Letter of Protest from Environmental Golf
C – CC Minutes 01-25-02
D – CC Minutes 03-18-02 and Agreement 02-28 Blackberry Farm Golf Course Maintenance, Proj. 2001-08 (includes substitute agreement) E – CC Staff Report 03-15-05
F – CC Minutes 03-15-05
G – CC Minutes 05-03-05 and Agreement 05-061, Professional Turf Management H – BBF Golf Maintenance 2010 Project Manual and Bid Documents I – CC Minutes 03-16-10 and Agreement 10-044 Blackberry Farm Golf Course Maintenance, Professional Turf Management
J - BBF Golf Maintenance 2016 Project Manual and Bid Documents K – 15-206 Professional Turf Management; Blackberry Farm Golf Course Maintenance (Original Contract and Amendments 1-5)
L – CC Minutes 12-01-15
M – 15-206 Professional Turf Management; Blackberry Farm Golf Course Maintenance (Amendment 6)
N – CC Minutes 04-06-21
O – Purchasing Policy
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Attachment A
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Attachment C
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Attachment D
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AGREF;MENT
THIS AGREEMENT, made and entered into this L~~day of .~'~~'~ , 20~ ?_ , by and between the CITY OF CUPERTINO, a municipal corporation of California, hereinafter referred to as " CITY", and SPOT WATER 11~IANAGEMENT, a Contractor with offices at 1272 Lincoln Ave., San Jose, CA 95125, hereinafter referred to as "CONTRACTOR"; WITNE;~SETH:

WHEREAS, CITY desires to retain the CONTRACTOR for Blackberry Farm Golf Course Maintenance; and
WHEREAS, CITY desires to engage CONTRACTOR to provide these services by reason of its qualifications and experience for :performing such services, and CONTRACTOR has offered to provide the required services on the terms and in the manner set forth herein; NOW, THEREFORE, in consideration o~° their mutual covenants, the parties hereto agree as follows:

1. DEFINITIONS.
a) The word "City" as used in this agreement shall mean and include all the territory lying within the municipal boundaries of the City of Cupertino, California, as presently existing, plus all territory which may be added thereto during the term of this agreement by annexation or otherwise.
b) The term "City Manager" shill mean the duly appointed City Manager of the City of Cupertino, California, or his designated :representative.

2. PROJECT COORDINATION.
a) Cam. The City Manager shall be re~~resentative of CITY for all purposes under this agreement. The Recreation supervisor for Blackberry Farm hereby is designated as the PROJECT MANAGER for the City Manager, and shall supervise the progress and execution of this agreement.
b) Contractor. CONTRACTOR shall assign a single PROJECT DIRECTOR to have overall responsibility for the progress and execution of this agreement for CONTRACTOR.

Andy Slack is hereby designated as the PROJECT DIRECTOR for CONTRACTOR. Should circumstances or conditions subsequent to the execution of this agreement require a substitute PROJECT DIRECTOR for any reason, the PROJECT DIRECTOR designee shall be subject to the prior written acceptance and approval of the PROJECT MANAGER. 730

3. DUTIES OF CONTRACTOR. Services to be furnished in accordance with EXHIBIT "A"BID PROPOSAL and contract sp~: cifications.
a) Laws to be Observed. CONTRACTOR shall:
1) Procure all permits and licenses, pay all charges and fees, and give all notices which may be necessary and incident to t:he due and lawful prosecution of the services to be performed by CONTRACTOR under this agrE;ement;
2) Keep itself fully informe~J of all existing and future federal, state, and local laws, ordinances, regulations, orders, anti decrees which may affect those engaged or employed under this agreement, any materials used in CONTRACTOR'Sperformance under this agreement, or the conduct of the services under this agreement; 3) At all times, observe and ~~omply with, and cause all of its subcontractors and employees, if any, to observe and comply with all of said laws, ordinances, regulations, orders, and decrees mentioned above;
4) Immediately report to the PROJECT MANAGER in writing any discrepancy or inconsistency it discovers in said laws, ordinances, regulations, orders, and decrees mentioned above in relation to any plans, drawings, specifications, or provisions of this agreement.

4. COMPENSATION. For the performance of the services described herein by CONTRACTOR, CITY shall pay CONTRACT~~R the sum of $14, 33583. per month, less any deductions for liquidated damages, plus any soil samples collected and tested for the month, payable upon submission by CONTRACTOR. of itemized billings in triplicate; provided, however, that the total sum payable to CONTRACTOR shall not exceed $175, 96599.per year.

5. LIQUIDATED DAMAGES. Thf; CONTRACTOR shall diligently prosecute the work to completion as scheduled in the Technical Provisions. The CONTRACTOR further understands that he shall pay liquidated damages to the City of Cupertino in the sum of one hundred fifty dollars ($1. 00) 50. for each and every day that services are not completed as required.

6. TERM. The term of this agreement shall be one ( 1) year from the date of execution of this agreement by the parties, hereto, provided, however, the CITY retains the option to extend the term of the contract on a ye~ir to year basis not exceeding two years from the expiration of the original term.

Any such renewal shall be accomplished by the City providing a written notice of renewal to CONTRACTOR at least 30 days prior to expiration of the term. Any such renewal shall contain the same provisions as the original contract, provided however that the parties may agree to an increase or decrease in compensation paid to the CONTRACTOR. 731
Any increases or decreases in the previous contract price shall be based on the Consumer Price Index (CPI). The CPI shall be the San Francisco/Oakland Consumer Price Index for all urban wage earners. The adjusted ( whether increased or decreased) unit prices shall be computed as follows:

Divide the differences between the CPI on the anniversary date of the agreement and the CPI on the date of the agreement by the CPI or- the date of the agreement and multiply by the unit prices specified in the agreement.

7. TEMPORARY SUSPENSION. The City Manager shall have the authority to suspend this agreement, wholly or in part, for such period as he deems necessary due to unfavorable conditions or to the failure on th~~ part of the CONTRACTOR to perform any provision of this agreement.

8. SUSPENSION; TERMINATION.
a) Right to Suspend or Terminate. The CITY may suspend or terminate this agreement for any reason by giving thirty (30) days' written notice. Upon receipt of such notice CONTRACTOR shall immediately discontinue 1•iis performance under this agreement. b) Payment. Upon such suspension or termination, CONTRACTOR shall be paid for all services actually rendered to CITY to the date of such suspension or termination; provided, however, if this agreement is suspended or terminated for fault of CONTRACTOR, CITY shall be obligated to compensate CONTRACTOR only for that portion of CONTRACTOR'sservices which are of benefit to CITY.

9. INSPECTION. CONTRACTOR shall furnish CITY with every reasonable opportunity for CITY to ascertain that the services of CONTRACTOR are being performed in accordance with the requirements and intentions of this agreement. All work done and all materials furnished, if any, shall be subject tc- the PROJECT MANAGER's inspection and approval. The inspection of such work shall not relieve CONTRACTOR of any of its obligations to fulfill its agreement as prescribed.

10. ASSIGNMENT; EMPLOYEES. Both parties shall give their personal attention to the faithful performance of this agreement anti shall not assign, transfer, convey, or otherwise dispose of this agreement or any right, title, or• interest in or to the same or any part thereof without the prior written consent of the other Marty, and then only subject to such terms and conditions as the other party may require. A consent to one assignment shall not be deemed to be a consent to any subsequent assignment. A.ny assignment without such approval shall be void, and, at the option of the other party, shall terminate this agreement and any license or privilege granted herein. This agreement and any interest herein shall not be assignable by operation of law without the prior written consent of the other party.

11. NOTICES. All notices hereunder shall be given in writing and mailed, postage prepaid, by certified mail, addressed as follows:

TO CITY: Office of the City Clerk
3 732
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
TO CONTRACTOR: Attention o:F the PROJECT
DIRECTOR at the address of
CONTRACTOR recited above.

12. INTEREST OF CONTRACTOR. CONTRACTOR covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services hereunder.

CONTRACTOR further covenants that, in the performance of this agreement, no subcontractor or person having such an interest shall be employed. CONTRACTOR certifies that no one who has or will have any financial interest under this agreement is an officer or employee of CITY. It is expressly agreed that, in the performance of the services hereunder, CONTRACTOR shall at all times be deemed an independent contractor and not an agent or employee of CITY.

13. INDEMNITY. CONTRACTOR hereby agrees to indemnify, hold harmless and assume the defense of , in any actions at law or in equity, the CITY, its officers, employees, agents, and elective and appointive boards from:
a) Any and all claims and demands which may be made CITY, its officers, agents, or employees by reason of any injury to or death of any person or damage suffered or sustained by any person or corporation caused by, or alleged to have been caused by, any act or omission, negligent or otherwise, of CONTRACTOR or any subcontractor under this agreement or of CONTRACTOR'Sor any subcontractor's
employees or agents;
b) Any and all damage to or destruction of the property of CITY, its officers, agents, or employees occupied or used by or in the care, custody, or control of CONTRACTOR, or in proximity to the site of CONTRACTOR's work, caused by any act or omission, negligent or otherwise, of CONTRACTOR, or any subcontractor under this agreement or of CONTRACTOR'sor any subcontractor's
employees or agents;
c) Any and all claims and demands which may be made against CITY, its officers, agents, or employees by reason of any injury to or death of any person or damage suffered or sustained by any employee or agent of COITRACTOR or any subcontractor under this agreement, however caused, excepting however, any such claims and demands which are the result of the sole negligence or willful misconduct of CITY, its officers, agents, or employees; d) Any and all claims and demands which may be made against CITY, its officers, agents, or employees by reason of any infringement or alleged infringement of any patent rights or claims caused or alleged to have been cau:;ed by the use of any apparatus, appliance, or materials furnished by CONTRACTOR or any si.~bcontractor under this agreement; and e) Any and all penalties imposed oi• damages sought on account of the violation of any law or regulation or of any term or condition of any permit. 733
CONTRACTOR, at its own cost, expense, and risk, shall defend any and all suits, actions, or other legal proceedings that may be: brought or instituted by third persons against CITY, its officers, agents, or employees on an}~ of the above claims or demands of such third persons, or to enforce any of the above penaltif;s, and pay and satisfy any judgment or decree that may be rendered against CITY, its officers, agents, or employees in any such suit, action, or other legal proceedings.

14. WORKERS' COMPENSATION. CONTRACTOR certifies that it is aware of the provisions of the Labor Code of the State of ~~alifornia which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Labor Code, and it certifies that it will comply with such provisions before commencing the performance of the work of this agreement.

15. INSURANCE. CONTRACTOR., at its sole cost and expense, shall obtain and maintain in full force and effect throughout the entire term of this agreement, the insurance coverage of at least an "A", Class VII rating as determined in accordance with the insurance industry standard, insuring not only CONTRACTOR, but also (with the exception of workers' compensation and employer'sliability insurance, CITY, its officers, agents, and employees, and each of them with respect to activities and services performed by CONTRACTOR for or on behalf of CITY under the provisions of this agreement.

Certificates of such insurance, on the forms provided by CITY, shall be filed with CITY concurrently with the execution of this agreement or, with CITY's approval, within ten (10) days thereafter. Said certificates shall be subject to the approval of the City Attorney and shall contain an endorsement stating that said insuran<e is primary coverage, and will not be canceled or altered by the insurer except after filing with i:he City Clerk thirty (30) days' written notice of such cancellation or alteration, and that the City of Cupertino is named as an additional insured.

Current certificates of such insurance shall be kept on file at all times during the term of this agreement with the City Clerk.

16. CONTRACT SECURITY. The CONTRACTOR shall furnish a surety bond in an amount equal to four months of the contract price as security for the faithful performance of this Contract.

17. AGREEMENT BINDING. Th.e terms, covenants, and conditions of this agreement shall apply to, and shall bind the heir;;, successors, executors, administrators, assigns, and subcontractors of both parties.

18. WAIVERS. The waiver by either party of any breach or violation of any term, covenant, or condition of this agreement or any I-rovision, ordinance, or law shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, or law or of any subsequent breach or violation of the same or of any other term, covenant, condition, ordinance, or law.

The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deemed to be a waiver of any preceding breach or violation by the 5 734
other party of any term, covenant, or condition of this agreement or of any applicable law or ordinance.

19. COSTS AND ATTORNEYS' FEES. The prevailing party in any action brought to enforce the terms of this agreement or arising ~~ut of this agreement may recover its reasonable costs and attorneys' fees expended in connection with such an action from the other party.

20. NONDISCRIMINATION. No discrimination shall be made in the employment of persons under this agreement because of the race, color, national origin, ancestry, religion, or sex of such person. If the value of this agreemer.~tis, or may be, Five Thousand Dollars ($5,000) or more, CONTRACTOR agrees to meet all requirements of the Cupertino Municipal Code pertaining to nondiscrimination in employment and to submit the " Compliance ReportNondiscrimination Provisions of City of Cupertino Contracts." If CONTRACTOR is found in violation ~~fthe nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of federal law or executive order in the performance of this agreement, it shall thereby be found in material breach of this agreement. Thereupon, CITY shall have the Dower to cancel or suspend this agreement, in whole or in part, or to deduct from the amount I-ayable to CONTRACTOR the sum of Twentyfive Dollars ($25) for each person for each calendar day during which said person was discriminated against, as damages for said breach of contract, or both. Only a finding of the
State of California Fair Employment Practices Commission or the equivalent federal agency or officer shall constitute evidence of a violation of contract under this paragraph.

If CONTRACTOR is found in violation of the nondiscrimination provisions of this agreement or the applicable affirmative action guidelines pertaining to this agreement, CONTRACTOR shall be found in material bre<< ofch this agreement. Thereupon, CITY shall have the power to cancel or suspend this agreement, in whole or in part, or to deduct from the amount payable to CONTRACTOR thesum of Two Hundred Fifty Dollars ($250) for each calendar day during which CONTRACTOR is found to have been in such noncompliance as damages for said breach of contract, or both. 21.

AGREEMENT CONTAINS AIL UNDERSTANDINGS. This document represents the entire and integrated agreement between CITY and CONTRACTOR and supersedes all prior negotiations, representations, or agreements, either written or oral. This document may be amended only by written instrument, signed by both CITY and CONTRACTOR.

All provisions of this agre- ementare expressly made conditions. This agreement shall be governed by the laws of the State of California.6 735
P.O. No.

IN WITNESS WHEREOF, the parties have f;xecuted this Contract, in duplicate, the day and year first hereinabove written.

CITY OF CUPERTINO:

By:
ayor
CONTRACTOR:

D~ Wi M. Q e
By:

Attest:

City C rk
Dater ~- , 20QaCity Clerk

APPROVED AS TO F
City Attorney
Notary acknowledgment is required. If a
corporation, corporate seal and corporate
notary acknowledgment and Federal Tax
I.D. are required. If not a corporation, a
Social Security No. is required.

Social Security # Federal Tax I.D. #
Contractor's License No.~ ~ ~~ 5
LARRY D. KRIEGER [
Commission ~ 1329704
i Notary Public - California ~
Santa Clara County
fYty Comm, E~ires Nov 11,2005
Project Name & Number: BLACKBERRY FARM GOLF COURSE MAINTENANCE Project No. 2001-08
Contractor Name & Address: SPOT WATER MANAGEMENT
1272 LINCOLN AVE.

SAN JOSE, CA 95125
Contract Amount: $175, 96599.

Account Number: 560- 70146640-
736

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
11 - ss.

County of ,~ An.7A Clil'dA
On . 3' 02 ?' ~ z before me, ~f~~ y ~ t~e,R~~ 9 G/~ ,
Date / me and Ttle of ONicer (e.g., "Jane Doe, Notary Public") personally appeared ~ O ~i S~Ac /~ ,
Name(s) of Signer(s)
C~rsonally known to me
proved to me on the basis of satisfactory
evidence
LARRY D. KRIEGER
Commission # 13297tH
Z
Notary Public - Califomia ~
Santa Clara County
My Comm. Expires Nov 11,2005
to be the person(s) whose name(s) is/are
subscribed to the within instrument and
acknowledged to me that he/ theyshe/ executed
the same in his/ their her/ authorized
capacity(ies), and that by his/ their her/
signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s)
acted, executed the instrument.

W!TNES my hand and official seal.

C
Signature of Notary Public

OPTION-AL
Though the information below is not required bylaw, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment o.` this form to another document.

Description of Attached Document
Title or Type of Document: _ L On ~ /zHG;
Document Date: 3'.Z~~ 02. Number of Pages:

Signer(s) Other Than Named Above: """
Capacity(ies) Claimed by Signer
Signer's
Name
Individual ToP or tnt,mn Here
Corporate Officer -Title(s):

Partner - ^ Limited ^ General
Attorney- Fact inTrustee
Guardian or Conservator
Other:

Signer Is Representing:
1999 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatswonh, CA 91313- 2402 • oiww.rgnationalnotary. Prod. No. 5907 Reorder: Call Toll-Free 7- 876600-827 737
s~i~ ~
C. BID PROPOSAL •,
BLACKBERRY FARM GOLF COURSE AAINTENANCE, PROJECT NO. OS2001- TO: THE DIRECTOR OF PUBLIC WORKS, CITY OF CUPERTINO, STATE OF CALIFORNL~ Dear Sir:

In compliance with the plans and specifications furnished for the work of the BLACKBERRY FARM GOLF COURSE MAINTENANCE, the City of Cupertino, PROJECT 2001-08, the undersigned, hereby declare that I have read the proposal requirement, visited the sites, and examined the specifications. I, the undersig~led, hereby propose to do all work required to complete the work in accordance with the plans and specifications for the prices set forth in the following schedule. I further understand that: said prices include all costs including, but not limited to, local, state and federal taxes, and transportation costs.

I, the undersigned, also understand that the quantities shown below are estimated estimates only, being given as a basis for comparison of bids. The City of Cupertino does not state that the actual amount of work will correspond but res~: rves the right to increase or decrease the amount of any class or portion of the work or to omit items or portions of work deemed unnecessary by the Engineer.

The City of Cupertino reserves the right to unilaterally determine and award the contract to the lowest responsible bidder except as otherwise provided in chapter 3.23 of the City Municipal Code. Which allows for rejection of any and all bids, or to waive any irregularities in the procedures.

The work to be done consists of furnishing all labor, methods of process, tools, machinery and material required to complete the BLACKBERRY FARM GOLF COURSE MAINTENANCE, PROJECT NO. 2001-08 as described in the Special Provisions.

In the event of discrepancies between the written unit price and the numerical unit price, the written unit price shall govern.

I, the undersigned, shall diligently prosecute the work to completion as specified in the Special Provisions. I further understand that I shall pay liquidated damages to the City of Cupertino in the sum specified in the Special Provisions.

This amount of liquidated damages shall be deducted by the City from monies due from the Contractor hereunder, or the Contractor's
assig~led, successors, and sureties shall be liable to the City for any excess.
738
B. BID DOCUMENTS ( continued)
All bids received will be reported to the City Council of the City of Cupertino at which time the City Council will review and act upon the bias submitted. Award, if any, will be made to the lowest responsible bidder except as otherwise provided in chapter 3.23 of the City Municipal Code.

The City of Cupertino reserves the right to award the contract to any qualified bidder based on the proposal that is most advantageous to the City. The City also reserves the right to reject any or all bids or to waive any irregularities in the bidding procedures, provided the variance cannot have affected the amount of the bid or cannot have given a bidder an advantage or benefit not allowed other bidders.

The Contractor shall furnish to the City a Faitriful Performance Bond and a Labor and Material Bond as required in the specifications.

It shall be mandatory upon the Contractor to whom the contract is awarded, and upon all subcontractors, to pay no less than the general prevailing wage rates to all workers employed in the execution of the contract as provided for in Section 7- 011.A of the Standard Specifications.

Payments to the Contractor will be made in cash by said City upon submission by the Contractor and approval by the Engineer of a progress billing which reflects the value of the work completed. The progress payments made as ~nrork progresses will be payments on account and will not be considered as an acceptance of zany part of the material or workmanship required by the contract.

Pursuant to Section 22300 of the California Public Contract Code, the Contractor will be permitted, upon request and its sole expense, to substitute securities for any moneys withheld by the City to ensure performance under the contract. Said securities will be deposited either with the City or with a state or federally chartered k~ank as escrow agent.

Securities eligible for this substitution are those listed in Section 16430 of the California Government Code, or bank or savings and loan certificates of deposit, interest bearing demand deposit accounts, standby letters of credit, cx any other security mutually agreed to by the Contractor and the City. The Contractor : hall be the beneficial owner of any securities substituted for moneys withheld and shall receive any interest thereon.

CITY OF CUPERTINO
City erk
gated: _/~~' ii~ o~`~, n?dC~,~
J
To Be Published: Feb. 13, 2002
NOTICE TO CONTRACTORS PAGE 1 OF 2
739

ESTIMATEI) QUANTITIES
The bid unit prices for this project shall be as outlined below.

Bid Est.Qty. Unit
Item Unit Item Price Total

1. 12 Month Provide Maintenance at
Blackberry Farm GolfC~~urse $ 14, 33 / 583. lylp, $ 175, 000.00 Fourteen Thousand Five Hundre Eighty Three Dollars and Thirty Three Per Month Cents

2. 12 Each Soil Sample Collection a.nd

50.00 600.00 Testing $ / EA. $
Fifty Dollars and ?ero Cents
Per Each
TOTAL BID 175, 00600.

BID PROPO:',AL PAGE 2 OF 8
740
I, the undersigned, agree that ifthis proposal is accepted, I will enter into a contract with the City of Cupertino to provide all necessary mac:hinery, tools, apparatus, and other means of construction and to do all the work specified in the contract in the manner and time specified.

I, the undersigned, declare that this bid is made without connection with any person, firm, or corporation making a bid for the same work, and is in all respects fair, and without collusion or fraud.

I, the undersigned, recognize that the Director of Public Works of the City of Cupertino will reserve the right to establish the priority of o~1e job over another and each starting date where conflict of construction schedules occur.

Attached hereto is the required certified check or bid bond in the amount of $ 19, 000.00 ~ ~ required by law and the Notice to Bidders. (10'% of bid amount) BID PROPOSAL PAGE 3 OF 8
741

NONCOLLUSION AFFIDAVIT TO BE EXECUTED BY

BIDDER AND SUBMITTED WITH BID
I, the undersigned, being first duly sworn, depose and say that I am Owner of Snot Water Management
Business Title) ( Business Name)
the party making the foregoing bid, that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding. The bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overY~ead, profit, or cost element of the bid price, or of that of any other bidder, or to secure any advar.~tage against the public body awarding the contract of anyone interested in the proposed contract. All statements contained in the bid are true and, further, the bidder has not, directly or indirectly, submitted the bid price or any breakdown thereof, or contents thereof, or divulged inforrrlation or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, c~~mpany, association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

BID PROPO:iAL PAGE 4 OF 8
742
BIDDER QUAL:[FICATION FORM
In further compliance with the specifications fiu~nished, I, the undersigned, submit the following statements as to my experience and qualifications to perform this work as a part of this proposal.

We have been in business under the present name for Six(6) years.

Our experience in work comparable with that required by the proposal contract is Twenty plus (20+) years operating under the following different n~s). une( Spot Water Management
Sierra Pacific Turf Supp,,y, Naumama Turf Consulting
Mike Basile -Golf Course Superintendent
My California Contractor'sLicense Number is 771953
The classification of my Contractor'sLicense is ~- 27
The expiration date for my Contractor'sLicense is 11/ 200330/ This Section for City use only) ~.~~~ - u-~
The above i ormation has been verified by ~"`" ~~ '
on , 3 O
Contractors State License Board (800) 321-2752 or (408) 277-1244.

Where -federal funds are involved, no bid submitted shall be invalidated by the failure of the bidder to be licensed in accordance with the laws of the State of California, however, at the time the contract is awarded the contractor shall be properly licensed.

BID PROPO:iAL PAGE 5 OF 8
743
BIDDER HIS7CORY OF WORK
The following is an example of work similar ir.~ character to that required in the proposed contract which our organization or personnel in our organization has completed within the past three (3) years.

For Whom Contact
Year Location Tvpe of Work Performed Phone No. Amount
1998-2002 N. California Irrigation Services Various Golf Courses $ 100, year 000/ equoya - erry rasso - 0- 2903632-
Palo Alto GC - Dave Davies - 650- 2175329-
917- 0050544-
1998-1999 Portola Valley GC Maintenance Scott McNealy Private $ 30, year 000/ 98-02 N. California Turf Consulting Various Golf Courses $ 1, 000/000, year. has Pc~ tass}Gelf Ce~~ lkhse-~~
925- 5329373-
Palo Alto GC - Dave Davies - 650- 2175329-
Palo Alto Hills CC - Mike Garvale - 650-948-
0922
98-02 Santa Clara Golf Superintendent City of Santa Clara $ 70, year 000/ T~arr.;~ Wr> 1Lf3-1fe-~~ 6152261
BID PROPOSAL PAGE 6 OF 8
744
SUBCONTI2E~ SCTOR' FORM _
The subcontractor(s), as defined in the General Provisions and in Section 7026 of the California Business and Professions Code, that I propose to hire to perform any of the work for this project in an amount in excess of one-half of one percent (0.5%) of the total bid are listed below. Only those listed below shall perform work on this :project and each of them has been provided with a full and complete set of plans and specifications for this project by the bidder.

1. Name Contractor'sLicense No.

Address & phone no.

Work to be Performed

2. Name Contractor'sLicense No.

Address & phone no.

Work to be performed

3. Name Contractor'sLicense No.

Address & phone no.

Work to be performed

4. Name Contractor'sLicense No.

Address & phone no.

Work to be performed

5. Name Contractor'sLicense No.

Address & phone no.

Work to be performed

6. Name Contractor'sLicense No.

Address & phone no.

Work to be performed
BID PROPOSAL PAGE 7 OF 8
745
BIDDER'SSI~sNATURE FORM
IF YOU ARE AN INDIVIDUAL, SO STATE. IF YOU ARE A COMPANY OR A COPARTNERSHIl', STATE THE COMPANS' NAME AND LIST THE NAMES OF ALL INDIVIDUAL CO-PARTNERS COMPOSING THE COMPANY. IF YOU ARE A

CORPORATION, STATE THE LEGAL NAME OF THE CORPORATION AND THE NAMES OF THE PRESIDENT, SECRETARY-TREASURER, AND MANAGER. THE CORPORATE SEAL MUST BE AFFIXED TO THIS FOR1v1. ENTER THE NAME OF YOUR BUSINESS ON THE LINE OPPOSITE THE APPROPRIp-TE BUSINESS TYPE.

TYPE OF
BUSINESS Sole Proprietor

NAME OF
BUSINESS SPot Water Management
CORPORATION:

CO-PARTNERSHIP:

INDIVIDUAL: Andv Slack
JOINT VENTURE:

OTHER:

T-escribe)
Name and Signature of Bidder: Andy Slack
or type name)
Date: March 4, 2002
Address ( mailing & location): 1272 Lincol~z Ave.

San Jose, C,~, 95125
Telephone Number: 408 288-8153
Acknowledgment of all addenda received is required by circling each addendum number. 1 2 3 4 5 6 7 8 9 10
BID PROPOSAL PAGE 8 OF 8
746
INSURANCE FORN7[SINSTRUCTIONS
FOR ITEMS 3, 4, 5 AND 6, THE FORMS P]EiOVIDED BY THE CITY OF CUPERTINO MUST BE USED. FORMS OTHER THAN TI3[ESE WILL NOT BE ACCEPTED.

ALL DOCUMENTS MUST BE ORIGINALS -SUBMIT IN TRIPLICATE

1. Insurance Agreement -Must be signed by Comxactor.

2. Certificate of Insurance to the City of Cu~~ertino -must be completed by the insurance agent or must provide a certificate on the company's
form. They must contain the same
information.

3. Endorsement of Primary Insurance - must be :>igned by the insurance agent for general liability and automobile liability only.

4. Additional insured endorsement -must be signed by the insurance agent for general liability and automobile liability only.

5. Comprehensive general liability/commercial general liability endorsement of aggregate limits of insurance per project -must be signed by the insurance agent for general liability only.

6. Waiver of subrogation endorsement worker's compensation insurance - must be signed by the insurance agent for worker's
compensation only.

7. Notice of policy cancellation endorsement - must be signed by the insurance agent or must be on the company'scertificate of insurance form for all insurances.

Insurance Instructions
747
0 CUPEI~TINO INSURANCE AGREEMENT
A. Contractor is aware of the provisions of Section 3700 of the Labor Code, which requires every employer to be insured against liabilit}~ for worker's compensation or undertake selfinsurance in accordance with the provisions of that Code, and will comply with such provisions before commencing the performance of the work of this Contract.

B. Contractor and all subcontractors will carry worker's compensation insurance for the
protection of its employees during the progress ~~fthe work. The insurer shall waive its rights of subrogation against the City, the City's officers, agents and employees and shall issue an endorsement to the policy evidencing same.

C. Contractor shall carry at all times, on all operations hereunder, commercial or comprehensive general liability insurance, automobile liability insurance and builder's all risk insurance. All insurance coverage shall be in an:~ounts required by the City and shall be evidenced by the issuance of a certificate in a form pres~: ribed by the City and shall be underwritten by insurance companies satisfactory to the City f~~r all operations, sub-contract work, contractual obligations, product or completed operations, all owned vehicles and non-owned vehicles. Said insurance coverage obtained by the Contractor, excepting worker's compensation coverage, shall
name the City, its engineer, and each of its directors, officers, agents and employees, as determined by the City, as additional insureds on said policie-s. Insurers must be licensed to do business in the State of California. The Insurers must also have an "A" policyholder'srating and a financial rating of at least Class VII in accordance with the current Best's Guide Rating.

D. Before Contractor performs any work at, or prepares or delivers materials to, the site of construction, Contractor shall furnish certificates of insurance evidencing the foregoing insurance coverages and such certificates shall provide the name and policy number of each carrier and policy and that the insurance is in force and will not lie canceled or modified without thirty (30) days written notice to the City. Contractor shall maintain all of the foregoing insurance coverages in force until the work under this Contract is fully completed. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of the City by Contractor under this Contract and for the duration of the warranty period. Notwithstanding nor diminishing the obligations of Contractor with respect to the foregoing, Contractor shall maintain in full force and effect during the life of this Contract, the following insurance in amounts not less than the amounts specified and issued by a
company admitted in California and having a Best's Guide Rating of A, Class VII or better.

Worker's Compensation Liability In ac~~ordance with the Worker's Compensation Act of the State of California - $1, 00000,per
occu~xence.

Insurance Agreeme;nt Page I of 2
748
Public Liability -either commercial general Combined single limit of $1.0 million per liability or comprehensive general liability; occurrence; $2.0 million in the aggregate. including provisions for contractual liability,
personal injury, independent contractors and
property damage coverages.

Automobile Liability -comprehensive covering Combined single limit of $1.0 million per owned, non-owned and hired automobiles. occurrence.

Consultants only: Errors and Omissions liability. $ 1.0 million per occurrence.

Contractor'sName) /~,, ~ Q
Dated: / ~/C)~ ~~ 20~_
Insurance Agreement Page 2 of 2
749
F .~..
t . F:

CITY OF
CUPEt~TINO ENDORSEMENT OF PRIMARY INSURANCE
In consideration of the policy premium and :notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or a~iy other Endorsement attached thereto, it is agreed as follows:

The insurance afforded by this policy is primary insurance, and no additional insurance held or owned by the designated additional insureds) :;hall be called upon to cover a loss under said additional policy.

POLICY INFORMATION

1. Insurance Company: ~a~~~ l~ J~ ~~~~

2. Insurance Policy Number: ~ ~ (~ ~ " o ~~ - ~ ( D

3. Effective Date of this Endorsement: ~ ~ Zp~

4. Insured:

All notices herein provided to be given by the Insurance Company to the City in connection with this policy and this Additional Insured Endorsement, shall be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.
warrant that I have authority to bind
hereon do so bind this Company. ~
Signature of Authorized Representati
Original signature required on all Endorse-ments
Name of ~
p ~~
Agent/Agency: I\i _lJ~~~~
Address: _ V~ - ~ ~ ~~
5~.~ JC~S 1 CFA ~~f3G~
to the`Distri
it/type name)
by my signature
Title:~~,~
Telephoner J I I {~~
Facsimile: ~ ~ ~ ~ ~ ~ •
Primary Endorsen-ent Page 1 of 1
750
o~

CUPERTINO
ADDITIONAL INSI7RED ENDORSEMENT
In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or any other Endorsement attached thereto, it is agreed as follows:

The City of Cupertino ("City") and its directors, officers, engineers, agents and employees, and all public agencies from whom permits will be obtained and their directors, officers, engineers, agents and employees are hereby declared to be additional insureds under the terms of this policy, but only with respect to the operations of the Contractor at or upon any of the premises of the City in connection with the Contract with the City, or acts or omissions of the additional insureds in connection with, but limited to its general supervi;~ion or inspection of said operations.

POLICY INFORMATION

1. Insurance Company: ~~~~ r ~f'~(.~ ~~
X~~~

2. Insurance Policy Number: ~ ~ ~ '

3. Effective Date of this

4. Insured:

All notices herein provided to be given by the Insurance Company to the City. in connection with this policy and this Additional Insured Endorsement, shall be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.

I, ~ ( print/type name)
warrant that I have authority to bind t
elo~ li to Insur ce o any and by my signature
hereon do so bind this Company.

Signature of Authorized
Original signature required
Representative:~
on all Endorsements
L=~~.
furnished~othe
Names of g ^ ,,'/ ----' Agent/Agency:~ ~ I V C~V ~ I./ Title: }~ ~~~ ~ _ Address: tJ U ~~ ~~ 1SV C~ ~. ~ ~ ~ Telephone ~~ ~~ ~ ~~~~~~ I~ ~~~~ J Facsimile: ~~~
Additional Insured Endorsement Page 1 of 1
751
t`
iTY o
CUPEI~TINO

COMPREHENSIVE GENERAL LIABILITY

COMMERCIAL GENERAL LIABILITY

ENDORSEMENT OF AGGREGATE LIMITS OF
INSURANCE l'ER PROJECT
In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or any other Endorsement attached thereto, it is as follows:

This Endorsement modifies the insurance provided under the General Liability Coverage part of the below-referenced policy of insurance.

The general a
ire ~~te limit under LIlVIlTS OF INSURANCE applies separately to the project described as ~~LA(`~: I"YX'~r~ ~` Vl't ~~UI f ` (.-~~~~~ ~/ I~f'd11C.~ LI~(. iYl

POLICY INFORMATION

1. Insurance Company: ~~ .~ ~ `~ l ~c1~,~~! t ~'~

2. Insurance Policy Number: ~Q ~ ~ ~ c~ ~ U ~ ~!

3. Effective Date of this Q~

14. 5. Additional Insured: City of Cupertino, its directors, officers, agents and employees.

I, 1~IlY 1 u,/ 111/ V ( print/type name)
warrant that I have authority to bind the~ed-lvw~~ In urance Corr~paliy and by my signature hereon do so bind this Company.

Signature of Authorized Representative:

Original signature required on all E to the
Names of „ ,
Agent/A enc ~ Title:

Address: ~ 2 ~ ~ Telephone:_~
Facsimile: l s~~ ~~
Aggregate Limits Endorsement Page 1 of 1
752
1 OF
CUPE~TINO
WAIVER OF SUBROG~-TION ENDORSEMENT
WORKER'S COMPEN:iATION INSURANCE
In consideration of the policy premium and ;notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or a~iy other Endorsement attached thereto, it is agreed as follows:

It is agreed that with respect to such insurance as is afforded by the policy, the Insurance Company waives any right of subrogation it may require against the City of Cupertino, and each of its directors, officers, agents, consultants and employees by reason of any payment made on account of injury, including death resulting therefrom, sustained by any employee of the insured, arising out of the performance of the above-referenced Contr;~ct.

POLICY INFORMATION

1. Insurance Company: 7~t'~d

2. Insurance Policy Number: ~~~ \ -"~ Z

3. Effective Date of this Endorsement: ~"~ -' ~ ~ 20 ~~

4. All notices herein provided to be given by the Insurance Company to the City in connection with this policy and this Additional Insured Endorsement, shall be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.

I, ( print/type name)
warrant that I have authority to bind the below listed Insurance Company and by my signature hereon do so bind this Company.

Signature of Authorized Representative:

Original signature required on all Endorseme~its furnished to the District) Names of
Agent/Agency: Title:

Address: Telephone:

Facsimile:

Subrogation Endorsement Page 1 of 1
753
STATE P.O. BOX 420807, SAN FRANCISCO, CA 94142- 070$'
COMPENSATiOIV

N S U R A N C E
V N ~ CERTIFICATE OF WORKERS' CO~JIPENSATION` INSURANCE K+; j ~".~, ` e)f~"~; POLICY NUMBER: ~~? a::~: iz 42"~.

CERTIFICATE EXPIRES: ~; r+-;
a
a'~i t,.+ . i~:` 4u`4. xl~~
1~ tt ; ,. ::

This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated.

This policy is not subject to cancellation by the Fund except upon tf~n days' advance written notice to the employer.

We will also give you TEN days' advance notice should this policy bs cancelled prior to its normal expiration.

This certificate of insurance is not an irisurarice policy and does rot amend, extend or•'alter the coverage afforded by the policies listed her~tin. Notwithstanding any ;requirement, term, or condition of any contract or other document with_ respect to>whieh his certficate of insurance 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.

AUTHORIZED: REPRESENTATIVE' - - PRESIDENT
Tn. il~;' ~.~ aSi:'. 1~i~7. 11"~: " lu_~ ~~ iGa~. t.~ i..o j~~!, d ~,~.~. `;~~: i.%~~ _ ~ 1 i<1.. S.t ~".~.,.~ f~_. i r" I .~ ,,, f, ~ ,,~, ~,
I ,. ia.l. ~ .. _~: t3... ~_.

EMPLOYER
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POLICYHOLDER' S COPY
754

WAIVER OF SUBROGATION
STATE

COMPETISATION

INSURANCE
FUND
HOME OFFICE ENDORSEh1ENT AGREEMENT

SAN FRANCISCO
ALL EFFECTIVE DATES ARE 1624342-02
AT t20i AM PACIFIC

STANDARD TIME OR THE

TIME INDICATED AT

PACIFIC STANDARD TIME
ANYTHING IN THIS POLICY TO THE CONTRARY NOTWITHSTANDING, IT IS AGREED THAT THE STATE COPiPENSATION INSURANCE FUND WAIVES ANY RIGHT OF SUBA.OGATION. AGAINS?,

THE CITY OF CUPERTINO
WHICH RIGHT ARISE BY REASON OF ANY PAY?SENT UNDER THIS
POLICY IN CONNECTION WITH WORR PERFOR?~D BY,

SLACK ANDY, SPOT WATER MANAGEMENT
IT IS FURTHER AGREED THA'I' THE INSURED SHALL IiAINTAIN PAYROLL RECORDS ACCURATELY SEGREGATING. THE AE?iUNERATION

OF EMPLOYEES WHILE ENGAGED IN WORR FOR THE ABOVE
E?SPLOYER.

IT IS FURTHER AGREED THAT PRE? iSIU? ON THE EARNINGS OF SUCH EtiPLOYEES SHALL BE INCRE,~SID BY 03X.
s
NOTHING 1 1 E E

OR EXTEND O

POLICY O T
HELD TO ~ yy L
LIMITATIONS THI ENDO .

COUNTEiiSiGNED ANO ISSUED AT SAN FRANCISCO:
i~

ALTER, WAIVE

IONS OF THIS
ICY SHALL 8E

REEMENTS OR
2570
755
o
CUPEI~TINO
NOTICE iDF POLICY
CANCELLATI0IV ENDORSEMENT
In consideration of the policy premium and notwithstanding any inconsistent statement ir. the policy to which this Endorsement is attached or any other Endorsement attached thereto, it i; agreed as follows:

Cancellation Notice. The insurance afforded by this policy shall not be suspended, voided, canceled, reduced in coverage or in limits, or m~~terially altered, except after thirty (30) days' prior written notice by certified mail, return receipt rf;quested, has been given to the City of Cupertinc City"). Such notice shall be addressed to the City as indicated below.

POLICY INFORMATION

1. Insurance Company: ~ ~ ~ ~~ ~ ~ ~,(,.~(~, ~ ~

2. Insurance Policy Number: ? ~~ ~ - ~~ - ~_~

3. Effective Date of this

4. All notices herein provided to be given by the Insurance Company to the City in connection with this polite d is Insured Endorsement, shall be mailed to or delivered to the City at 1088Torr Av e• C ertin ornia 95014.

I°~ -- ~ ,' 1 ~f ' (print/type name)
warrant that I have auth rity to bind\~~~~~ ln listed Insur Company and by my signature hereon do so bind this Company. ~~ (_~ signature of Authorized Representative: ~
Original signature required on all Endorsements
names of ,
gentlAgency: ~ ~~~, ~ ~~'
address: I ~~-~~ L-l /~' E'~ 1~ L_l~y~ ~ ~ lk~cZ%
the
Title: ~=7C- ~ ^ T
Teleplione!"i~~
1 ~~~~-~
Facsimile: ~ z~~ '~~~ Z c:,~ 1 ~__
Cancellation Endorsement Page 1 of 1
756
CI F
CUPEI~TINO CERTIFICATE OF INSURAN(~ETO THE CITY OF CUPERTINO This certifies to the City of Cupertino that the following described policies have been issued to the insured named below and are in force at this time.

Address:

Insured: ~N [>`( `=,
l ~. ~ ~ (~ ~
t.-~= i~
ti1C:y /~~ cl~
t~-.~~ ~~
1 - ~;~
rs i ~ ~~, = <
it_ ~
c ~_
vcJ
r\,~. ~~+~,;~ tLW~(~--~-~~ T
Description of operations/ products locations/ insured (show contract name and/or number, \if f~_- t~- any):

Cj1z' f~-- l~= y { i'~ 1~- ~'~ CZ[ '~ t_-- f !~/ t ~'~ x- ltlA ~ -J 1 K-,~~~ CL
ifc> Sx-mil-'= ~ ~`'~' ' L~- ~- , ~ ~-, ~ ;}

WORKER'S COMPENSATION
name of insurer)
Statutory lvlin.

Employer's
Liability
Insurance Company's State License No.

Check Policy Type: Each Occurrence $ ~ , ~ c7~-~; ~ ~~<~ COMPREHENSIVE GENERAL

LIABILITY
Premises/Operations General Aggregate $ `~ . ~ tx~ ,- r~fi ~ if applicable)
Owners & Contractors
Protective Aggregate $
Contractual for Specific
Contract Personal Injury
Products Liability
XCU Hazards
Broad Form P.D. Fire Damage (any one fire) $
Severability of Interest
Clause
Personal Injury with Medi~~al Expense $
Employee Exclusion Removed ( any one person)
or Self-Insured
COMMERCIAL GENERALS/LIABILITY Retention $
F~1L-1 1'1 - lLr_ -~ ~ / V' " -:. ~ fG_h,- IBS C L__.
name of insurer)
olicy No. ~~ I ~~'`z:~~ •-( L{~, Expiration Date ~ __ v1 ~- 'Zc=~~`~ Certificate of Insurance Agreement Page 1 of 2
757

AUTOMOTIVE/VEHICLE LIABIZITY IBODII,Y INJURY
Commercial Form I'sach Person
Liability Coverage
Each Accident
name of insurer)
Combined Single Limit
Policy No. Expiration bate

PROPERTY DAMAGE
Each Accident
or
A copy of all Endorsements to the policy(ies) which in any way agent's ini ' ) limit the above-listed types of coverage are attached to this Certificate of Insur~mce.

This Certificate of Insurance is not an insurana~ policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or any other document with respect to which this Certificate of Insurance 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 p~~licies.

IT IS RTff~TED that the~bove policy(ies) provide liability insurance as required by the greeme t etw a Ci the insured.

BY~ Dated: ~ ~ 2Q U '~7
Attach Certificate of Ins ce and additional In~; ured Endorsement on company forms.

Certificate of Insurance A;;reement Page 2 of 2
758

SUBSTITUTE AGREEMENT
THIS AGREEMENT, made and entered into this~~ dayJ~of Ar'l . , 20 0~, by and between the CITY OF CUPERTINO, a municipal corporation of California, hereinafter referred to as " CITY", and PROFESSIONAL TURF MANAGEMENT, a Contractor with offices at 1272 Lincoln Ave., San Jose, CA 95125, hereinafter referred to as CONTRACTOR";
WITNESSETH:

WHEREAS, CITY desires to retain the CONTRACTOR for Blackberry Farm Golf Course Maintenance; and
WHEREAS, CITY desires to engage CONTRACTOR to provide these services by reason of its qualifications and experience for performing such services, and CONTRACTOR has offered to provide the required services on the terms and in the manner set forth herein; NOW, THEREFORE, in consideration of tlteir mutual covenants, the parties hereto agree as follows:

1. DEFIl~IITIONS.
a) The word "City" as used in tl:~is agreement shall mean and include all the territory lying within the municipal boundaries of ~: he City of Cupertino, California, as presently existing, plus all territory which may be added thereto during the term of this agreement by annexation or otherwise.
b) The term "City Manager" shall mean the duly appointed City Manager of the City of Cupertino, California, or his designated representative.

2. PROJECT COORDINATION.
a) City. The City Manager shall be representative of CITY for all purposes under this agreement. The Recreation supervisor for Blackberry Farm hereby is designated as the PROJECT MANAGER for the City Manager, and shall supervise the progress and execution of this agreement.
b) Contractor. CONTRACTOR shall as;~ign a single PROJECT DIRECTOR to have overall responsibility for the progress and execution of this agreement for CONTRACTOR.

Andy Slack is hereby designated as the PROJECT DIRECTOR for CONTRACTOR. Should circumstances or conditions subsequent to the execution of this agreement require a substitute PROJECT DIlZECTOR for any reason, the PROJECT DIRECTOR designee shall be subject to the prior written acceptance and approval of the PROJECT MANAGER. 1 759

3. DUTIES OF CONTRACTOR. Services to be furnished in accordance with EXHIBIT "A" BID PROPOSAL and contract specifications.
a) Laws to be Observed. CONTRACTOR shall:
1) Procure all permits and licenses, pay all charges and fees, and give all notices which maybe necessary and incident to the: due and lawful prosecution of the services to be performed by CONTRACTOR under this agreement;
2) Keep itself fully informed of all existing and future federal, state, and local laws, ordinances, regulations, orders, and decrees which may affect those engaged or employed under this agreement, any materials used in CONTRACTOR's performance under this
agreement, or the conduct of the services under this agreement; 3) At all times, observe and comply with, and cause all of its subcontractors and employees, if any, to observe and comply with all of said laws, ordinances, regulations, orders, and decrees mentioned above;
4) Immediately report to thf: PROJECT MANAGER in writing any discrepancy or inconsistency it discovers in saki laws, ordinances, regulations, orders, and decrees mentioned above in relation to any plans, drawings, specifications, or provisions of this agreement.

4. COMPENSATION. For the performance of the services described herein by CONTRACTOR, CITY shall pay CONTRACTOI: the sum of $14, 92947.per month, less any deductions for liquidated damages, plus any soil samples collected and tested for the month, payable upon submission by CONTRACTOR of itemized billings in triplicate; provided, however, that the total sum payable to CONTRACTOR shall not exceed $179, 04375. per year.

5. LIQUIDATED DAMAGES. The CONTRACTOR shall diligently prosecute the work to completion as scheduled in the Technical Provisions. The CONTRACTOR further understands that he shall pay liquidated damages to the City of Cupertino in the sum of one hundred fifty dollars ($150.00) for each and every day that services are not completed as required.

6. TERM. The term of this agreement shall be until March 27, 2004, hereto, provided, however, the CITY retains the option to extend the term of the contract to March 27, 2005.

Any such renewal shall be accomplished by the City providing a written notice of renewal to CONTRACTOR at least 30 days prior to expiration of the term. Any such renewal shall contain the same provisions as the original contract, provided however that the parties may agree to an increase or decrease in compensation paid to the CONTRACTOR. 2 760
Any increases or decreases in the previous contract price shall be based on the Consumer Price Index (CPI). The CPI shall be the San Francisco/Oakland Consumer Price Index for all urban wage earners. The adjusted (whether increased or decreased) unit prices shall be computed as follows:

Divide the differences between the CPI on the anniversary date of the agreement and the CPI on the date of the agreement by the CPI on the date of the agreement and multiply by the unit prices specified in the agreement.

7. TEMPORARY SUSPENSION. T:!~e City Manager shall have the authority to suspend this agreement, wholly or in part, for such period as he deems necessary due to unfavorable conditions or to the failure on the ~~art of the CONTRACTOR to perform any provision of this agreement.

8. SUSPENSION; TERMINATION.
a) Right to Suspend or Termin~ite. The CITY may suspend or terminate this agreement for any reason by giving thirty (30) day;' written notice. Upon receipt of such notice CONTRACTOR shall immediately discontinue his performance under this agreement. b) Payment. Upon such suspension or termination, CONTRACTOR shall be paid for all services actually rendered to CITY to the date of such suspension or termination; provided, however, if this agreement is suspended or terminated for fault of CONTRACTOR, CITY shall be obligated to compensate CI~NTRACTOR only for that portion of CONTRACTOR'Sservices which are of benefit to CITY.

9. INSPECTION. CONTRACTOR shall furnish CITY with every reasonable opportunity for CITY to ascertain that the services of CONTRACTOR are being performed in accordance with the requirements and intentions of this agreement. All work done and all materials furnished, if any, shall be subject to the PROJECT MANAGER's inspection and approval. The inspection of such work shall not relieve CONTRACTOR of any of its obligations to fulfill its agreement as prescribed.

10. ASSIGNMENT; EMPLOYEES. Both parties shall give their personal attention to the faithful performance of this agreement and shall not assign, transfer, convey, or otherwise dispose of this agreement or any right, title, or interest in or to the same or any part thereof without the prior written consent of the other pasty, and then only subject to such terms and conditions as the other party may require. A conser-tto one assignment shall not be deemed to be a consent to any subsequent assignment. Any assignment without such approval shall be void, and, at the option of the other party, shall terminate this agreement and any license or privilege granted herein. This agreement and any interest herein shall not be assignable by operation of law without the prior written consent of the other p~ty.u11. NOTICES. All notices hereunder shall be given in writing and mailed, postage prepaid, by certified mail, addressed as follows:
3 761
TO CITY: Office of the City Clerk
City of Cupertino
10300 Torre .Avenue
Cupertino, C.A 95014
TO CONTRACTOR: Attention of the PROJECT
DIRECTOR at the address of
CONTRACTOR recited above.

13. INDEMNITY. CONTRACTOR hereby agrees to indemnify, hold harmless and assume the defense of , in any actions at law or in equity, the CITY, its officers, employees, agents, and elective and appointive boards from:
a) Any and all claims and demands which maybe made CITY, its officers, agents, or employees by reason of any injury to or death of any person or damage suffered or sustained by any person or corporation caused by, or alleged t~~ have been caused by, any act or omission, negligent or otherwise, of CONTRACTOR or arty subcontractor under this agreement or of CONTRACTOR'Sor any subcontractor's
employee-s or agents;
b) Any and all damage to or destruction of the property of CITY, its officers, agents, or employees occupied or used by or in the care, custody, or control of CONTRACTOR, or in proximity to the site of CONTRACTOR'S work, caused by any act or omission, negligent or otherwise, of CONTRACTOR, or any subcontractor under this agreement or of CONTRACTOR's or any subcontractor's
employees or agents;
c) Any and all claims and demands which may be made against CITY, its officers, agents, or employees by reason of any injury to o:r death of any person or damage suffered or sustained by any employee or agent of CONT:fZACTOR or any subcontractor under this agreement, however caused, excepting however, a.ny such claims and demands which are the result of the sole negligence or willful misconduct of CITY, its officers, agents, or employees; d) Any and all claims and demands which maybe made against CITY, its officers, agents, or employees by reason of any infringement or alleged infringement of any patent rights or claims caused or alleged to have been caused by the use of any apparatus, appliance, or materials furnished by CONTRACTOR or any subcontractor under this agreement; and 4 762
e) Any and all penalties imposed or damages sought on account of the violation of any law or regulation or of any term or condition of any permit.

CONTRACTOR, at its own cost, expense, and risk, shall defend any and all suits, actions, or other legal proceedings that may be brought or instituted by third persons against CITY, its officers, agents, or employees on any of the above claims or demands of such third persons, or to enforce any of the above penalties, acid pay and satisfy any judgment or decree that maybe rendered against CITY, its officers, agents, or employees in any such suit, action, or other legal proceedings.

14. WORKERS' COMPENSATION. CONTRACTOR certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers' compensation. or to undertake self-insurance in accordance with the provisions of that Labor Code, and it certifies that it will comply with such provisions before commencing the performance of the work of'this agreement.

15. INSURANCE. CONTRACTOR, at its sole cost and expense, shall obtain and maintain in full force and effect throughout the entire term of this agreement, the insurance coverage of at least an "A", Class VII rating as determined in accordance with the insurance industry standard, insuring not only CONTRACTOR, but also (with the exception of workers' compensation and employer'sliability insurance), (~ ITY, its officers, agents, and employees, and each of them with respect to activities and servic:es performed by CONTRACTOR for or on behalf of CITY under the provisions of this agreem~;nt.

Certificates of such insurance, on the forms provided by CITY, shall be filed with CITY concurrently with the execution of this agreement or, with CITY's approval, within ten (10) days thereafter. Said certificates shall be subject to the approval of the City Attorney and shall contain an endorsement stating that said insurance is primary coverage, and will not be canceled or altered by the insurer except after filing with the City Clerk thirty (30) days' written notice of such cancellation or alteration, and that the City of Cupertino is named as an additional insured.

Current certificates of such insurance shall be kept on file at all times during the term of this agreement with the City Clerk.

16. CONTRACT SECURITY. The CO1TRACTOR shall furnish a surety bond in an amount equal to four months of the contract price <<ssecurity forthe faithful performance ofthis Contract.

17. AGREEMENT BINDING. The terms, covenants, and conditions of this agreement shall apply to, and shall bind the heirs, ~;uccessors, executors, administrators, assigns,and subcontractors of both parties.18.

WAVERS. The waiver by either Marty of any breach or violation of any term, covenant, or condition of this agreement or any provision, ordinance, orlaw shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, orlaw or of any subsequent breach or violation of the same or of any other term, covenant, condition, ordinance, orlaw.5 763
The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this agreement or of any applicable law or ordinance.

19. COSTS AND ATTORNEYS' FEE;. The prevailing party in any action brought to enforce the terms of this agreement or arising out of this agreement may recover its reasonable costs and attorneys' fees expended in connection with such an action from the other party.

20. NONDISCRIMINATION. No discrimination shall be made in the employment of persons under this agreement because of the race, color, national origin, ancestry, religion, or sex of such person. If the value of this agreement is, or may be, Five Thousand Dollars ($5,000) or more, CONTRACTOR agrees to meet all requirements of the Cupertino Municipal Code pertaining to nondiscrimination in employment and to submit the " Compliance ReportNondiscrimination Provisions of City of Cupertino Contracts." If CONTRACTOR is found in violation of the nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of federal law or executive order in the performance of this agreement, it shall thereby be found in material breach of this agreement. Thereupon, CITY shall have the power to cancel or suspend this agreement, in whole or in part, or to deduct from the amount payable to CONTRACTOR the sum of Twenty-five Dollars ($25) for each person for each calendar da~~ during which said person was discriminated against, as damages for said breach of contract, or both. Only a finding of the State of California
Fair Employment Practices Commission or the equivalent federal agency or officer shall constitute evidence of a violation of contract under this paragraph.

If CONTRACTOR is found in violation of the nondiscrimination provisions of this agreement or the applicable affirmative action guidelines pertaining to this agreement, CONTRACTOR shall be found in material breach of this agreement. Thereupon, CITY shall have the power to cancel or suspend this agreement, in whole or in part, or to deduct from the amount payable to CONTRACTOR the sum of '['wo Hundred Fifty Dollars ($250) for each calendar day during which CONTRACTOR is found to have been in such noncompliance as damages for said breach of contract, or both.

21. AGREEMENT CONTAINS ALL UNDERSTANDINGS. This document represents the entire and integrated agreement between CITY and CONTRACTOR and supersedes all prior negotiations, representations, or agreements, either written or oral. This document may be amended only by written instrument, signed by both CITY and CONTRACTOR. All provisions of this agreement are expressly made conditions. This agreement shall be governed by the laws of the Statf; of California. 6 764
P.O. No.

IN WITNESS WHEREOF, the parties have executed this Contract, in duplicate, the day and year first hereinabove written.

CITY OF CUPERTINO:

By:

Mayor
Attest:

City Cler
Date: _ 5 , 20~
City Clerk
CONTRACTOR:

By:

Notary acknowledgment is required. If a
corporation, corporate seal and corporate
notary acknowledgment and Federal Tax
I.D. are required. If not a corporation, a
Social Security No. is required.

Social Security # Federal Tax I.D. #
Contractor's License No. ~~ Iy~S

APPROVED AS TO FO
Ss
Clt Attorne
C~~N ~~ s~ IARRY D. KRIEGER
Y Y S~,^ .~~. Gr~?wA Commission # 1329704
Notary Public - L'alifornia
Santa Clara County
My Caren- Fires Nov 11,2005
Project Name & Number: BLACKBERRY FARM CTOLF COURSE MAINTENANCE Project No. 2001-08
Contractor Name & Address: PROFESSIONAL TURF MANAGEMENT 1272 LINCOLN AVE.

SAN JOSE, CA 95125
Contract Amount: $179, 04375.

Account Number: 560- 70146640-
File Nos: 92, 11054.
765
zj~JG:

CUPEf~TINO INSURANCE AGRI,EMENT
A. Contractor is aware of the provisions of Section 3700 of the Labor Code, which requires every employer to be insured against liability for worker's compensation or undertake selfinsurance in accordance with the provisions of that Code, and will comply with such provisions before commencing the performance of the work of this Contract.

B. Contractor and all subcontractors will ~~arry worker's compensation insurance for the
protection of its employees during the progress of the work. The insurer shall waive its rights of subrogation against the City, the City's offia~rs, agents and employees and shall issue an endorsement to the policy evidencing same.

C. Contractor shall carry at all times, on all operations hereunder, commercial or comprehensive general liability insurance, automobile liability insurance and builder's all risk' insurance. All insurance coverage shall be in am~~unts required by the City and shall be evidenced by the issuance of a certificate in a form prescribed by the City and shall be underwritten by insurance companies satisfactory to the City for all operations, sub-contract work, contractual obligations, product or completed operations, all owned vehicles and non-owned vehicles. Said insurance coverage obtained by the Contractor, excepting worker's compensation coverage, shall
name the City, its engineer, and each of its directors, officers, agents and employees, as determined by the City, as additional insureds on said policie~~. Insurers must be licensed to do business in the State of California. The Insurers must also have yin "A" policyholder'srating and a financial rating of at least Class VII in accordance with the current: Best's Guide Rating.

D. Before Contractor performs any work at, or prepares or delivers materials to, the site of construction, Contractor shall furnish certificates of insurance evidencing the foregoing insurance coverages and such certificates shall provide the name and policy number of each carrier and policy and that the insurance is in force and will not ~~e canceled or modified without thirty (30) days written notice to the City. Contractor shall maintain all of the foregoing insurance coverages in force until the work under this Contract is full: completed. The requirement for carrying the foregoing insurance shall not derogate from the; provisions for indemnification of the City by Contractor under this Contract and for the duration of the warranty period. Notwithstanding nor diminishing the obligations of Contractor with res~~ect to the foregoing, Contractor shall maintain in full force and effect during the life of this Contract:, the following insurance in amounts not less than the amounts specified and issued by a
company admitted in California and having a Best's Guide Rating ofA, Class VII or better.

Worker'sCompensation Liability In accordance with the Worker'sCompensation Act of the State of California - $1, 00000,per
occurrence.

Insurance Agreement Page I of 2
766
Public Liability -either commercial general Combined single limit of $1.0 million per liability or comprehensive general liability; occurrence; $2.0 million in the aggregate. including provisions for contractual liability, personal injury, independent contractors and
property damage coverages.

Automobile Liability -comprehensive covering
owned, non-owned and hired automobiles.

Combined single limit of $1.0 million per
occurrence.

Consultants only: Errors and Omissions liability 1.0 million per occurrence.

Contractor'sName)
0 1
Dated: ~ Z~ 20~
Insurance Agreeme~itPage 2 of 2
767
FROM : Spot Water Mana9ement, Inc FAX NO. : 408- 8156288- Oct. 30 2003 13:11PM P3 OF''
CUPE( TINOt`CERTIFICATE OF lN5tURANCE TO T>dE CY` XI'OF CYJPERTINO This certifies to the City of Cupertino that. the following described policies have bear i>saed to the insurai named below and are izl fora at this time.

InStired:~rnffessional
Addt~ 1272ess:._Lincoln Avenue
ose, CA 9512,,,
Description oioperations/ produc~locatious/ sinstu+cd (show contract name and/or nvmt er, ifany):
owide.a
po.1
f course mai ntwnanrw( g,~~, mowj,~ gaf blowinct, raking) z
i"
woxKER'sCOIKPENSA~'ION * Statutory Min.

Employer's
c e Lialbility
nsrne of insurer) Company
11000, ,000 $ 1, 000 $ 000, 1, 00000,
Insurance Company's State License No. ~ ~ _ `-`-'
Check Policy Type: Each Occurrence ~ 1 , 0 0 0 , 0 0 0 .___ CONIPRE~ENS1rVE GENERAL
ILIABILi' XX'
x] Premises/Operations
xj Owners 8r Contractors
Protective
Contractual for Specific
Contxa~ct
a.

Products Liability
xc~vE[azards
c ] Broad Fornt P.D.

Severgbility of Interest
Clause
Getteral Aggregate
ifapplicable)
Aggregate
2, 000000,
1~ 0` 00 X000
Personal Injury
Fire Damage (any one fire) 100,000
j . Pezsonal .Injury with Medical Expense $ 5 , 0 0 0
Employee Exclusion Removed ( any one person)
or Self-Insured
CONIlYIERCIA,LGENERAL I,TABILITS.' Retention $ 5 0 0
Scottsdale Insurance Company
name of insurer)
Policy No. CLS0910972 Expiration Date 4 / 1 / 0 4 ..

CertiScste of Insurance A~rocment Page 1 of 2
768
FROM : Spot Water Management, Inc FAX N0. : 408- 8156288- Oct. 30 2003 13:12PM P4 w
At_ I'OT; VEHICLE`OIt~ IVE/LIABILITY BObTLY INJURY
Commercial Form ~ Eseh Person
Liability Coverage
N/,~ w
Each Accident
N~_
ztarne of insurer)
N/A
Combined Single Limit
Policy No. N/A Expiration Date N/A
PROPERTY I~AMAGB
Each Accident
N/A
or
N/A
I
A copy of all Endorsezzxents to the policy(ies) which in any way a initial) Iinut the above-listed types of coverage are attached to tt.is Certificate ofTnsw~ance.

This Certificate of Insurance is not an instu- eanc; policy and does not arrcend, exten I or alter the coverage afforded by tl~e policies listed herein. Notwithstanding auy requirem~;nt, term, oz condition of any contract or any other document with respect to which dais Certificate of Insurance' may be issued or may pertain, the insurance affi~rded by the policies described taereir is subject to all the terms, exclusions and conditions of Bach p olicies.

T IS kIEREB'X' CERTIF~Z? that the above po: ies) ficy(provide liability insurance as he Agreement required. by betweezt~ he(City and the insured.

V ~ -- 17ated: zo
attach ' ficate of - ce and Additional In:;ured Endorsement on company form;:.

Ce~tifccate of ~scuanee Al~eement page 2 of 2
769
FROM : Spot Water Management, Inc FAX NO. : 408- 8156288- Oct. 30 2003 1?: 12PM P5 CUP~TINO ENDOILSE11~E1v1' OF' P)<tIMARY INS1iJRANCE
In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsezncnt is attaclxed or any other Endorsement attachcd therE#o, it is as agreed follows:

The insurancx affordcd by this policy is primary insurance, and no additional i nsar$nce hcld or owned. by"the designated additional instu~ s) cd(shall be called upon to cover a loss u ader said additional policy.

PO)[.) CCY IIVP'ORMATICON

1. YnsmancxCompany: Scottsdale Insurance Company

2. Insurance Policy Number: C L S 0 911) 9 7 2

3. Effective Dato ofthis Endo~rscment: c) c t o b e r 3 0 2U 0 3

4. Insured; Proffessional Turi" Management
All notices herein provided to be given by the Insuzance with Company to the City in connection
at 10300
this
Tonne
policy and this Additional Insured Endorsement, shall be mailed to or deliver ~ to the City Avenue; Cupertirxo, California 95014. i, K e 11 J. Vol a t t i (
warrant print/type name) that I have
hereon do
authority to bind the 'below Listed Insurance Company and by any Signature', so bind this Coznparry, Signature ofAuthorized lteproscn ve: '~ ~ r, tt -~' •
Original signature r rsemen ed to istnict)
Vane of
gent/Agency: Vol atti Insurance Services Title: owner
address:39350 Civic Center Dr. #411 TeIephone• 510- 9077505- Fremont, CA 94538 Facsimile: 510-505- 0284
Primary Endorsement page 1 of 1
770
FROM : Spot Water Management, Inc
OF
CUPEI~TINO
FAX NO. : 4i~ 288-8-156 Oct. 30 2003 1 ?: 13PM P6
ADDI'ITONA)(. INSYJRED ENDORSEMENT
In consideration of the policy premium and notwithstanding any inconsistent statement in thf policy to which this Endorsement is attaches or any other Endorsement attached thereto, it is agrees as follows:

The City of Cupertino ("City's and its directors, officers, engineers, agents and a mployees, and all public agencies from whom pernuts will be obtained and their directors, offers, engineers, agents and employees are hereby declared t,~ be additional insureds under the terms of this policy, but only with respect to the operations of the Contractor at or upon any of the premises of the City in connection with the Contract with the City, or acts or omissions of the additional instneds in connection with, but limited to its general supervision or inspection of said operations POLICY' Il~' T)<OItMA'N

1. Insurance Company: Scoff sdale insurance Company

2. Insurance Policy Number; CL S 0 910 9 7 2

3. Effective Date of this Endorsecztent: October 30 ZO 0 3

4. Insured: Proffessional Turf M;~nagement
All notices herein provided to be given 'by the Insurance Company to the Ciry . n connection with this policy and this Additional Insured Endorsement, shall be mailed to or deliver sd to the City at 10300 Tone Avenue; Cupertino, California 95014.

I, K e 11 y J. V o l
p
a t t i (
warrant pz' t<int/ Pe name) that I have authority to bind the betvw listed Insurance Company and by ny signature hereon do so bind this Company.

Signature of Authorized Represel~ e:tati~
Original signature required o 11 Rn eats to the iet)
names of
gendAgency:_Voltiatti Insuranceservices Title: owner
ddress: 39350 Civic Center Dr. =411 Telephone: 510- 9077505- 1'
Fremont ~ CA 94538 Facsimile: 510- 0284505-
Additional Ins~ued Endorsement Page I of l
771
FF20M : Spot Water Management, Inc
TM of
CUPEl~TINO
FAX N0. : 408-- 8156288- Oct. 30 2003 13:13PM P7
COl1~.' VICREHENSI' GENERAL LIABILITY
C01V1MFRCIAL ( xEN>~RAL LIABILITY
ENDORSElVIENT OFA. TEGGREGA,X.IIVIZTS OF

INSURANCE PER PROTECT
In consideration of the policy premium and
policy to which this Endorsement notwithstanding any inconsistent statement in the is attached or any other Endorsement attached t;lereto, follows: it is as This Endorsement modifies the insurance provided under the Cien;eral Liability Coverage part the below~referenced policy of insurance.

The
described
general
aS
aggregate
Blackberry
limit under
Farms
LIMITS
Golf
QF IlVSYJRANCE
Course
applies separately to the project
pol.rc~ nvFOR1r~, TION
Insurance Company: Scottsdale Insurance Company

2. Insurance Policy Number: C L S 0 910 9 7 2

3. Effective Date of this Endorsement: O c t o'b e r 3 0 20 0 3

4. Insured; Proffessional Turf Management

5. Additional Insured: City of Cupertino, its dir~: ctors, officers, agents az~d employees. with
All
this
notices hez-ein provided to be given by the Insurance Company to the City itt connection policy aztd this Additional Insured Endorsement, shall be xuailed to or deliver ~ to the City at 10300 Torre Avenue; Cupertixto, California 9~~O14.

I, Kelly J. Volpatti
Narrant that I have
iereon do so bind this
authority
Company.
to bind the below listed Insurance Company andb, ~ ny signature ignature of Authorized Represents e: ~ ~ ~ : ,
Original signature required on alI meats ed to strict)
fames of
gent/Agency: Volpatti Insurance Services Title: owner
address: 39350 Civic Center Dr. 413- Telephone: - -_~-
pacsirnile: 510 - 5 0 5 -0 2 8 4
Aggregate Lunit& F;ndorserncnt >'age 1 of I
772
FF20r1 : Spot Water Management, Inc FAX N0. :408- 8156288- Oct. 30 2003 1?: 14PM P8 cuPE>~nNO
WAIVI~,R O1F' SUBROGATION ENAORSEMENT
WORKER'SCOMPENSATION IlVSIIRANCE
la consideration of the policy premiw~ and
policy to which this Endorsement notwithstanding any inconsistent s~tement in the is attached or any other Endorsement attached ille:C ~o, it is agreed as follows:

Xt is agreed that with respect to such. insurance as is afforded b the li the Company waives any right ofsubrogation it may require against the City of Gpeti~io, and ~ of its directozs, offtcers, agents, consultants arld employees by reason of of injury, any payment m ide on account including death resulting them&om, sustained by any employee of the of the performance of inswod, arising out the abovo-referenccd Contzac~t.

POLICY INk' ONORMA'~

1. Insurance Company: Granite State Insurance Company

2. Insurance Policy Number: wC 0 9 9- 6 0- 3 7 __

3. Effective Tate of this Endorsement: October 3 0 ~^
200 3

4. Insured: Proffessional Turf Management
A.11 notices herein provided to be given by the Insurance with this policy and this Additional Company to the City n connection Incurred Indorsement, shall be mailed to or deliverer to the City at 10300 Torre Avenue; Cupertino, Califomi~~ 95014.

I, Kelly J. Volpatti
warrant that I have
lereon do sv bind this
authority to bind the below listed Insurance Co an andb~net•same) Company. ~ y Y Y ignature iignature ofAuthorized
Original signature ~
dames of
gendAgency. Vol atti Insurance
1 Services Title: owner
address:

CPntp.r
nr_ X411 Telephone: 510- 9077505-
Fremont, ~, 94538 Facsimile: 510- 0284505-
Subrogation Lxdorsemcnt Page 1 of 1
773
FRt7M : Spot Water Management, Inc
CUP~ TiNOi~
FAX NO. : 408- 6156288- Oct. 30 2003 12:14PM P9
NOT'1f1~ OF POLICY
CANCELLA~ZON ENDORSElv>;ENT
Yn consideration of the policy prcmi~um and notwithstanding any inconsistent atatemeat it the policy to which this Endorsement is att2~ched or any other Endorsement attached thereto, it u agreed as follows:

C~celiation Notice. Theiasurance al~orded by this policy shall not be susp~i voided canceled, reducxd in coverage or in limits, or materially altered, except after thirty (3(~) days' prior written notice by certified mail, return receipt requested, has bern given to the City of G~ tinapea:

City'. Such notice shall be addressed to the City as indicated below.

POLICX 1<NFO1tMATION
Insurance Company:_ S rn r i- c cl a l a T n s» r a n ~ P ~ ~A~~ .,

2. Insurance Policy Number:_ CLS 0 910 9 7 2

3. Effective Date of this Endorsement:~ct nhP r ~ n _ 20Q~ Q. Insured: Proffessional Turf Management
All notices herein provided to be given by the Insurance Company to the City iit connection with this policy and this Additional Instiued Endorsement, sha1I be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.

I, Kelly J. Volpatti (
warrant that I have authority to bind the below listed
print/ enamc) ry~
Insurance Company and by riy signature hereon do so bind this Company.

A~
Signature of Authorized Represen ~ ve: ~ _ _
Original signature required on ~ nents to th ' s "ct)
Fames of

4. Agent/ency: Volpatti Insurance Servicesfi~ce Owner _ address: 39350 Civic Center Dr. #411 Telephone: 510- 9077505- Fremont, CA 94538 Facsimile: 510- 02$505- 4
Cancellation Endorsement Page 1 of 1
774

STATE OF CALIFORNIA
or~trrautor~ Mate ~icet~e ~oarb
Pursuant to Chapter 9 of Division 3 of the Business and Professions Code and the Rules and Regulations of the Contractors State License Board, the Registrar of Contractors does hereby issue this license to:

PROFESSIONAL TURF MANAGEMENT
to engage in the business or actin the capacity of a contractor in the foliovving classification(s):

C27 -LANDSCAPING

HIC -HOME IMPROVEMENT CERTIFICATION

SIGNATURE OF LICENSEE

SIGNA URE OF LICENSE QUALIFIER
Witness my hand and seal this day,
October 24, 2003
Issued October 23, 2003
This license is the property of the Registrar of Contractors, is not transferrable, and shall be returned to the Registrar upon demand when suspended, revoked, or invalidated
for any reason. It becomes void if not renewed.

Stephen P. Sands
Registrar of Contractors
826508
License Number
I~~- cw ~rt~v. i-vl) ~ VJY UI ~Y44if
AWIT NO: Y995Z6
775
t-:'\~
I
Ii ,~ />
J City
Hall
10300 Torre Avenue
Cupertino, CA 95014-3255
408) 777-3354
F FAX (408) 777-3333
CUPEIQ1NO

PUBLIC WORKS DEPARTMENT
Summary
AGENDA ITEM AGENDA DATE March 15.2005

SUBJECT AND ISSUE
Reject all bids for Blackberry Farm Golf Course Maintenance, Project No. 012005- and authorize staff to evaluate the bid requirements and re-bid the project.

Authorize the Director of Public Works to negotiate and execute a change order for a 2 month extension to the current contract with Professional Turf Management to ensure continuity for maintenance ofthe golf course in an amount not to exceed $ 35, 00. 000.

BACKGROUND
The maintenance of Blackberry Farm Golf Course has been contracted since March of 2002.

The current contract is held by Professional Turf Maintenance. This project has reached the maximum tenn with renewal of the agreement and therefore was put out to competitive bid. The bid provides for a price for a one year project (estimated cost $180,000) with the City's option to renew for up to 2 one-year extensions, each with a CIP adjustment.

The following is a
summary of bids received for the referenced project:

Bidder
Jensen Landscape Service Inc
City Cost Estimate
Professional Turf Maintenance
Base Bid
161,496. 00
180,000. 0
186,000. 0
As noted above, Jensen Landscape Service Inc. was the apparent low bidder. However, after careful review by staff of the bid documents and the statement of qualifications it has been deemed that Jensen Landscape Service Inc. bid is non-responsive due to the lack of required experience in maintaining golf courses, which requires that a prospective bidder have at least three golf course maintenance projects in the last 5 years. They have had no apparent experience in golf course maintenance.

The next lowest and only other bidder was Professional Turf Management. The City reviewed the statement of qualifications for Professional Turf Management. However, again, after careful review, it has been deemed that Professional Turf Management was also non-responsive and therefore disqualified due to the lack of having 3 contracts at or above $150,000 in the last 5 years. They had only 2 qualifying projects. It should be noted that this finn is currently maintaining Blackberry farm under a contract approved in March of 2002. The reason they did óJ.-/
Printed on Recycled Paper
Attachment E
776
not meet the CUlTent qualifications is that the cUlTent bid was prepared under provisions of the City's Responsible Contracting Policy, which was not approved until April of 2003.

Therefore the earlier contract did not require a separate statement of Qualifications as now required under the new policy. However, upon rebidding the project, staff will review the portion of the bid with respect to the qualifying experience and make appropriate adjustments if necessary. The City's policy allows this review and adjustment for qualifications since it does not affect the basic intent of the policy nor the specifics of the policy, which have to do with prevailing wage and other such violations.

Due to the current contract tenn ending on March 31, 2005 the it is proposed that the Council authorize the Director of Public Works to negotiate a change order to extend the current contract tenn for an additional 2 month in an amount not to exceed $3, 0000. in order to maintain continuity of the maintenance activities for the golf course while the project is re-bid.

FISCAL IMPACT
An additional expenditure of up to $35, 0000.will be required for the extension of the current contract. Funds are available in the budgeted Blackberry Golf Course Fund, Acct # 560-9940- 7014

STAFF RECOMMENDATION
Reject all bids for Blackberry Farm Golf Course Maintenance, Project No. 0I2005- and authorize staff to evaluate the bid requirements and re-bid the project.

Director of Public Works
Submitted by:

Therese Smith
Director ofParks & Recreation
Attest as to bids received: Approved for submission:

David W. Knapp
City Manager
1 Kimberly Smith
City Clerk
J.-¡;)
777
o
CUPEIQ1NO

APPROVED MINUTES

CUPERTINO CITY COUNCIL
Regular Meeting
Tuesday, March 15,2005

CALL TO ORDER
At 6:10 p.m. Vice-Mayor Richard Lowenthal called the meeting to order in the Council Chamber, 10350 Torre Avenue, Cupertino, California.

ROLL CALL
City Council members present: Vice-Mayor Richard Lowenthal, and Council members, Sandra James, Dolly Sandoval, and Kris Wang. Council members absent: Mayor Patrick Kwok.

CLOSED SESSION

1. Labor negotiations - Government Code Section 54957.6 - closed session regarding proposals for fiscal year 05-06 with Cupertino Employees Association (CEA).

At 6:10 p.m., Council recessed to a closed session. At 6:50 p.m. Council reconvened, and Deputy City Attorney Eileen Murray reported that no action had been taken.

RECESS - 6:34 p.m. until 6:50 p.m.

PLEDGE OF ALLEGIANCE
At 6:50 p.m. Mayor Patrick Kwok called the meeting to order again in the Council Chamber, 10350 Torre Avenue, Cupertino, California, and led the Pledge of Allegiance.

CEREMONIAL MATTERS - PRESENTATIONS - None
POSTPONEMENTS - None

WRITTEN COMMUNICATIONS
The City Clerk reported that Council had been given a letter dated February 14 ITom Cathy Helgerson ~egarding item No.9; an exhibit handed out for the Stevens Creek Corridor near Blackberry Farm, item No. 10; and email ITomMaryLukewithquestionsaboutitemNo.1o.

Attachment F
778
March 15,2005 Cupertino City Council Page 2

ORAL COMMUNICATIONS
E. J. Conens said he did not think it was proper that Council member James was involved with the Association for a Better Cupertino (ABC), which was opposing the CCC initiatives, since the Council members should represent everyone in the city. James said that the ABC was a group of local community members who had aligned themselves to answer questions regarding the initiatives. She said that as an elected official, it was her role to make sure everyone has proper and accurate information, and the community will make the final choice.

Bob McKibbin spoke about the lack of adequate public notification regarding projects in general, and in particular the Vallco "Rose bowl" item on the agenda. He said there had been changes made 5 days before the City Council meeting that should not be treated as a minor modification. He asked that it be delayed to allow more citizen review and participation.

Rusty Britt said that instead ofreplacing empty storerronts with new businesses, housing is going into those places. She asked the council to slow down their plans for housing and instead attract new businesses.

CONSENT CALENDAR
Lowenthal/James moved and seconded to approve the items on the Consent Calendar as recommended. Vote: Ayes: James, Kwok, Lowenthal, Sandoval, and Wang. Noes: None. Absent:

None.

2. Approve the minutes rrom the March I City Council meeting.

3. Adopt resolutions accepting Accounts Payable for February 25 and March 4, Resolution Nos. 05-041 and 05-042.

4. Adopt a resolution accepting Payroll for February 25, Resolution No. 05-043.

5. Accept the Treasurer'sBudget Report for January 2005.

6. Accept applications for Alcoholic Beverage Licenses:
a) Ramenrama Red Miso, 19772 Stevens Creek Blvd. (new restaurant next to the Elephant Bar)
b) A restaurant at 1655 S. DeAnza Boulevard, near Prospect Road ( formerly Formosa Restaurant)

7. Adopt a resolution authorizing an application for grant funding under the Clean, Safe Creeks and Natural Flood Protection Program, Resolution No. 05-044.

8. Adopt a resolution approving the Settlement and Mutual Release of Claims Agreement with the Silicon Valley Animal Control Authority (SVACA), Resolution No. 05-045. 779
March 15,2005 Cupertino City Council Page 3
ITEMS REMOVED FROM THE CONSENT CALENDAR ( above) - None

PUBLIC HEARINGS

9. Consider an appeal ofthe Planning Commission'sapproval of Application No. TM-2004- 05, Wayne Aozasa (CA Water Service), located on Greenleaf Dr., APN 326- 107: 33- a) Tentative Map to subdivide a . 95-acre parcel into four lots ranging rrom approximately 6,430 square feet to 8,880 square feet, plus a remainder of 11,500 square feet.

Community Development Director Steve Piasecki reviewed a PowerPoint presentation, and the City Clerk distributed a letter rrom Cathy Helgerson dated February 14, 2005, to the California Water Company raising concerns about potential contamination of the well.

Cathy Helgerson spoke and distributed copies of her statement. She said that Cupertino citizens have subrnitted a petition with 78 names opposed to the Greenleaf Drive project.

Helgerson said the project does not cornply with California laws regarding water resources, that there is a potential for contamination, especially within 100 feet of the well, and that she believed an environmental impact review is necessary.

Shawn Heffuer, representing California Water Service, referred to a letter written in response to Ms. Helgerson'sconcerns. He said current regulations set forth guidelines for location of wells with respect to sewer and storm drain lines. In this project, both the sewer and storm drain lines will be at least 50 feet away and are in compliance with the requirements of the California Department of Water Resources. He said the well itself is 715 deep, and the water table begins at 160 feet, and that all their wells are concrete sealed. He said the well is tested regularly, with full testing every 3 years, plus water sampling done every week.

Jeannette Weber, Water Quality and Laboratory Manager for California Water Service, said that the compliance period for organic and inorganic chemistry testing is every three years pursuant to the California Water Code, and other federal regulations require radiological testing every four years.

David Lee, an attorney representing California Water and Northern California Developments, said the applicant could relocate the trees instead of removing them, although they are disfavored trees, such as eucalyptus and pines. He discussed the landscaped island that had been added to the entrance in order to angle the traffic, and he said they believe the wrought iron fence around the well area would provide sufficient security.
780
March 15,2005 Cupertino City Council Page 4
Leo Wang expressed concern about the possible contamination of the well because it provides drinking water for many Cupertino residents. He showed a copy of California Water Well Standards from the Department of Water Resources that indicates there should be at least 50 feet between a well and possible sources of contamination.

Arlett Kerley, Santa Clara County Department of Environmental Health, said that her agency had reviewed the project and had no concerns.

Penny Whittaker asked how many households were serviced by the well, how old are the wells, and what proof is there that the water will not become contaminated by vehicle traffic or chemicals used in the homes.

Virginia Tamblyn said she is a real estate agent, and has had a listing on Homestead road
that was next door to a well. She said it was on a fenced lot surrounded by a lot of trees, and there was some noise &om the equipment. The existing neighbors did not mind it.

Council members discussed whether an independent assessment of water quality was advisable, since the water company had a financial interest in the project.

In response to concerns raised by the City Council, Community Development Director Steve Piasecki said that staff would contact the Public Utilities Commission and other agencies for a referral to an expert third party to conduct an independent evaluation of this project and its potential impact on water quality. He said that the costs would be borne by the applicant. He suggested that this item be removed from the agenda at this time and would be advertised again when the independent review was completed.

Lowenthal/James moved and seconded to table this item. The motion carried unanimously.

UNFINISHED BUSINESS

10. Consider the trail alignment, picnic ground capacity, fund balance transfer, and project schedule for Stevens Creek Corridor Park.

Parks and Recreation Director Therese Smith showed a PowerPoint slide show that highlighted the staff report and distributed a photocopy of the presentation.

Rhoda Fry said she didn'tthink the community was given sufficient notice about the decision on the trail alignment. She said that although the community has been working on it for years, this seems to be an IIth hour change.

Alex Tsai said he had concerns about security, noise and privacy. He asked the Council to consider impacts on the neighborhood, and he suggested reducing the number of bridges. Council member Lowenthal said that one of the major reasons to change the park operation has to do with Mr. Tsai's home, and in order to separate free areas from 781
March 15,2005 Cupertino City Council Page 5
fee areas, the bridges and tunnels are necessary to keep the park usage away from the residence.

Lowenthal/Sandoval moved and seconded to approve an east side trail alignment ( as illustrated on all the alternative plans) with a 100' setback from the Meadows property line. The motion carried unanimously.

Discussion followed about making the trail appropriate for multiple uses.

The following individuals were in favor of a multi-use trail.

Mike Vroman (in favor ofpaving)
Don Burnett (in favor of paving)
Fred Stanke
Margaret Limberatos
Larry Dean (in favor of paving)
David Greenstein (preferred no paving but ADA compliant) Paul Nam (keep McClellan Ranch area natural)
Kevin Jackson
Jeanne Bradford (not paved)
Anne Ng, (paved up to McClellan Ranch and then a natural, all-weather surface through the park).

Aaron Grossman (new materials available are more organic and drain better; prefers a smooth, all-season surface that is environmentally sensitive) Robert Skyles
Adrienne Harber
Deborah Jamison read a statement and distributed copies that included photographs of the Los Alamitos Creek Trail in San Jose. She said that this project would disrupt the old orchard area and would impact the local wildlife including bluebirds, deer, and redshouldered hawks.

The following individuals were also opposed to a multi-use trail:

Robert Hirt, Vice President of the Santa Clara County Audubon Society. He suggested a
one-year test period.

Rhoda Fry
Larry Loo
Don Bautista
Janet Van Zoeren
Sandoval/James moved and seconded to approve a multi-use trail along the east side of McClellan Ranch, preserving the meadow and keeping traffic as far from the creek as possible. The motion carried unanimously.
782
March 15,2005 Cupertino City Council Page 6
Lowenthal/Wang moved and seconded to have a non-asphalt, non-concrete trail that would be suitable for all wheeled activities including rollerblading, bicycling, strollers, wheelchairs, etc. The.motion carried unanimously.

Discussion followed regarding the picnic facilities.

Deborah Jamison said that the impact of picnickers could harm the creek restoration, and the west side should be kept relatively free of human impacts. She said that Council should not choose to gain more revenue at the expense ofrestoration and natural areas.

Jennifer Van Zoeren said she agreed with Jamison'scomments. She also felt that all areas of the park and picnic areas should be open to the public when not reserved for groups.

Rhoda Fry talked about the possible contamination from swimming pool water entering the creek and suggested that the pool be moved following the end of its useful life. She also talked about the change in picnic use and said that the park did not need extra fences, gates, or barriers. She said that nonresident users should pay full fare, and that the park needs an entrance from the Stevens Creek Trail.

James/Lowenthal moved and seconded that Blackberry farm shall operate at a maximum capacity of 800 persons with 300 parking spaces, and that staff shall manage parking with shuttles, as necessary. This alternative reserves both riparian restoration options. The motion carried unanimously.

Lowenthal/Sandoval moved and seconded that the project shall commence in 2007, to meet a grant funding deadline, and that Blackberry Farm will operate as it has for the 2005 and 2006 season; and there shall be a transfer of $680,000 from the Blackberry Farm Fund balance to the project budget. The motion carried unanimously.

Sandoval asked that when the next meeting is held to discuss access to the site, they should also discuss paid parking and opportunities for people to picnic at the farm without paying an entry fee.

NEW BUSINESS

11. Consider architectural and site review for a previously approved use permit for 204 residential units, 105,300 square feet of new retail and a parking structure. Application No. ASA- 03, 2005-Mike Rohde (Vallco Shopping Center), 10123 and 10150 N. Wolfe Road, Assessor's Parcel Nos. 316- 03720-and 316- 038. 20- Mike Rohde, Vallco Fashion Center, said that the project had been reduced in height from 72 to 69 feet. He discussed the development agreement that was signed in October of 1991, and said it gives them the opportunity to create a unique, standalone project that will help revitalize the project.
783
March 15,2005 Cupertino City Council Page 7
Architect John Eller gave a brief PowerPoint slide show of the Rose Bowl site and discussed the circulation plan, building setbacks, and the pedestrian links throughout the project. He said the primary corner of interest is now an octagonal tower instead of an ellipse that was shown on earlier plans.

Landscape Architect Vince Lattanzio reviewed the landscaping plan and recommended accent trees at the corners such as palms, upright poplars or cypress trees.

Ned Britt recommended that the City Council not approve this project until the theaters are under construction, and he also suggested more public notice since they are adding another story and increasing the building and parking areas, which will cause concern about school impacts and traffic.

Dennis Whittaker said this project's height is out of character for Cupertino, and that the public had not been noticed about the character change. He said the contents of the development agreement should also be publicized, and that the combination of projects by Menlo Equities and Vallco will create major congestion.

Jennifer Griffin said she was concerned by the number of changes in the plans since last week, and public notice was particularly important concerning the Rose Bowl area. She said there would be impacts on overall density and traffic and pedestrian safety; that attention should be paid to bus routes; that the green belt area should serve as a public park; and that the new plans remove many of the ash trees that were supposed to be retained.

Bob McKibbin asked for a 60-day deferral because of the lack of sufficient public notification. He said that these appear to be major changes, including building density increase of23%.

Tom Hugunin expressed concern with the height, density, and the amount of affordable housing that would be provided. He said it appears that the traffic circulation will require the use of Finch Avenue, and he objected to the use of palm trees as a gateway design for the city.

Virginia Tamblyn said that residents throughout Cupertino should receive proper notice with photographs of the proposal. She was also interested in seeing the 1991 development agreement and how it addresses residential uses.

Mark McKenna, representing the Cupertino Chamber of Commerce, said that with current conditions it is very difficult to provide housing for Cupertino residents and employees, and they did not want that requirement passed on to businesses unfairly. For that reason they wish to work with the City to find land to support both business and housing, to look at the ABAG housing to jobs ratio, and find ways to create more housing and not lose jobs.
784
March 15,2005 Cupertino City Council Page 8
Mike Rohde described the new parking structures that will be used by movie theater patrons, and said that yesterday they had pulled the permit to begin demolition at the theater site. He said the lower level work would take about 6 months. Then, they will begin working on the upper level, the podium on top ofthe mall, and finally will build the shell for the theater.

James/Wang moved and seconded to give architectural and site approval, file No. AS A2005-03, in accordance with Planning Commission Resolution No. 6295 and with the conditions listed below. The motion carried with Lowenthal voting no.

Height shall be those shown in height comparison graphic dated 3- 0515- Accurate square footage shall be provided as part of the additional design review The intent of the project is for it to truly be sales-tax generated retail Include a water feature as a design element
Council preferred the taller ofthe two towers shown on the plans Encourage the applicant to look at incorporating one-bedroom units Lowenthal asked that the record reflect he voted no because he did not have a problem with the project, but with the process, and he thought the construction of the project should be linked with the construction of the movie theaters.

12. Reject all bids for Blackberry Farm Golf Course maintenance, Project No. 2005-01; Authorize staff to evaluate the bid requirements and re-bid the project contract; and Authorize the Director of Public Works to negotiate and execute a change order for a two-month extension to the current contract with Professional Turf Management to ensure continuity for maintenance of the golf course in an amount not to exceed $35,000.

Lowenthal/Sandoval moved and seconded to reject all bids, authorize to evaluate the bid requirements and re-bid the project, and to authorize the Director of Public Works to negotiate and execute a change order for a two-month extension with Professional Turf Management. The motion carried with Council member Sandoval absent.

13. Accept the 2003-04 Management Letter from City Auditors, Maze and Associates.

This item was continued to the next meeting.

ORDINANCES

14. Conduct the second reading of Ordinance No. 1960 repealing Chapter 20.02, which required the City Council to authorize General Plan Amendments. "An Ordinance of the City Council of the City of Cupertino repealing Chapter 20.02 of the Cupertino Municipal Code Regarding General Plans."
James/Lowenthal moved and seconded to read the ordinance by title only and that the City Clerk's reading would constitute the second reading thereof. Ayes: James, Kwok, Lowenthal, Sandoval, and Wang. Noes: None. Absent: Sandoval. 785
March 15,2005 Cupertino City Council Page 9
Lowenthal/James moved and seconded to enact Ordinance No. 1960. Ayes: James, Kwok, Lowenthal, Sandoval, and Wang. Noes: None. Absent: Sandoval.

STAFF REPORTS

15. Receive a legal opinion on mailed ballot elections.

This item was continued to the next meeting.

16. Receive a status report on General Fund Revenue and Expenditures (No documentation in packet).

This item was continued to the next meeting.

17. The next General Plan hearing is scheduled for Tuesday, March 22, at the regular Planning Commission meeting held in the Cupertino Community Hall, 10350 Torre Avenue, Cupertino (No documentation in packet).

City Manager David Knapp invited the public to attend.

COUNCIL REPORTS
Council members highlighted the activities oftheir committees and various community events.

ADJOURNMENT
At 12:50 a.m. on March 16,2005, p.m. the meeting was adjourned to Tuesday, April 5 at 6:00 p.m. to conduct interviews for the Community Development Block Grant (CD BG) Steering Committee.
t:t
City Clerk
For more information: Staff reports, backup materials, and items distributed at the meeting are available for review at the City Clerk's Office, 777-3223, and also on the Internet at www. orgcupertino. Click on Agendas & Minutes/ City Council! Packets.

Most Council meetings are shown live on Cable Channel 26, and are available at your convenience from our web site. Visit www. orgcupertino. and click on Watch Meetings.

Videotapes are available at the Cupertino Library, or may be purchased from the Cupertino City Channel, 2364. 777-
786

CUPERJINO

APPROVED MINUTES

CUPERTINO CITY COUNCIL
Regular Meeting
Tuesday, May 3,2005

PLEDGE OF ALLEGIANCE
At 6:45 p.m. Mayor Kwok called the meeting to order in the Council Chamber, 10350 Torre Avenue, Cupertino, California, and led the Pledge of Allegiance.

ROLL CALL
City Council members present: Mayor Patrick Kwok, Vice-Mayor Richard Lowenthal, and Council members, Sandra James, Dolly Sandoval, and Kris Wang. Council members absent:
none.

CLOSED SESSION - None
Mayor Patrick Kwok held a moment of silence in memory of Willi Hagenlocher, founder of the American Youth Soccer Organization (AYSO). He also sent best wishes to Linda Walker, chairperson of the Cupertino Senior Citizens' Commission, for a speedy recovery from her illness.

CEREMONIAL MATTERS - PRESENTATIONS

1. Proclamation to Ralph Qualls for the James L. Martin award from the League of California Cities as Public Works Director ofthe Year. (No documentation in packet).

Mayor Kwok presented the proclamation to Ralph Qualls.

2. Presentation by the Vallev Transportation Authoritv (VTA) regarding the VTA long-term Transit Capital Investment Program. (No documentation in packet).

This item was dropped from the agenda.

POSTPONEMENTS - None
Attachment G
787
May 3, 2005 Cupertino City Council Page 2

WRITTEN COMMUNICATIONS
Council members received copies ofthe following items:

Item No. 20, packet of information from Assemblywoman Sally Lieber'soffice.

ORAL COMMUNICATIONS
Nick Garcia, La Mar Dr., representing a number of people opposed to the Regnart Creek Trail, expressed the following concems: crime; bike and pedestrian safety; trail safety; quality of life issues; destruction of natural habitat; limited access to the trail.

CONSENT CALENDAR
Sandoval/James moved and seconded to approve the items on the Consent Calendar as recommended, with the exception of Item Nos. 3, 7, and 8, which were pulled for discussion.

Vote: Ayes: Kwok, Lowenthal, Sandoval, Wang, and James. Noes: None. Absent: None.

4. Adopt resolutions accepting Accounts Payable for April 1, 8, and 15, Resolution Nos. 05- 059 to 05-061.

5. Adopt resolutions accepting Payroll for April 8 and 22, Resolution Nos. 05-062 to 05- 063.

6. Adopt a resolution approving the destruction of records from the City Clerk department, Resolution No. 05-064.

9. Accept applications for an Alcoholic Beverage License:
a) Ramenrama Red Miso (on-sale beer and wine), 19772 Stevens Creek Blvd. (new restaurant next to the Elephant Bar)
b) The Blue Pheasant Restaurant, 22100 Stevens Creek Blvd.

10. Adopt resolutions approving a final parcel map and improvement plans:
a) 21851 Lomita Avenue, Lands of Li, APN 357- 064. 16-The resolution authorizes execution of an Improvement agreement, and signing of the parcel map and improvement plans, Resolution No. 05-066
b) Tracy Hsu and Huei-Hwang Hung, husband and wife as community property with right of survivorship, and Kong-Yeu Han and Suejane Han, husband and wife as community property with right of survivorship, all as Tenants in Common, 21811 San Fernando Avenue, APN 357- 082, 15-Resolution No. 05-067 788
May 3, 2005 Cupertino City Council Page 3

11. Adopt resolutions approving a Grant of Easement for roadway for Tracv Hsu and HueiHwang Hung, husband and wife as community property with right of survivorship, and Kong-Yeu Han and Suejane Han, husband and wife as community property with right of survivorship, all as Tenants in Common, 21811 San Fernando Avenue, APN 357- 082. 15- The resolution authorizes execution of an Improvement agreement, and signing of the parcel map and improvement plans Resolution No. 05-068.

12. Accept municipal improvements (No documentation in packet):
a) William A. Hurt, 21740 Alcazar Avenue, APN 357- 01119- b) Richard Shwe and Alma M. Shwe, 21840 Hermosa Avenue, APN 357- 05416-

13. Adopt resolutions approving parcel maps:
a) Suvi Shao. Jian Cai and Mei Ling, 10440 South Blaney Avenue, Resolution No. 05-069
b) Cupertino Estate LLC, 22291 Cupertino Road, Resolution No. 05-070 ITEMS REMOVED FROM THE CONSENT CALENDAR (above)

3. Approve the minutes from the March 15 and April 5 City Council meetings.

Richard Lowenthal offered his support to Sandra James regarding her involvement with the Advocates for a Better Cupertino (ABC) committee. LowenthaVSandoval moved and seconded to approve the minutes. The motion carried unanimously. Lowenthal/Sandoval moved and seconded to reconsider the first motion to approve the minutes. The motion carried unanimously.

Lowenthal/Sandoval moved and seconded to approve the April 5 minutes with an amendment to item number 20, reflecting Council's direction to allow people to re-app1y for the Human Service Grants. The motion carried with Sandra James abstaining.

Sandoval/James moved and seconded to approve the March 15 minutes as presented. The motion carried unanimously.

7. Adopt a resolution designating the order of succession of the office of City Manager, Resolution No. 05-065.

James/Sandoval moved and seconded to adopt Resolution No. 05-065 regarding the order of succession of the office of City Manager with the following amendment: 1.E. should read, "Other management staff as appropriate." The motion carried unanimously. 789
May 3, 2005 Cupertino City Council Page 4

8. Accept the Treasurer's Investment and Budget Report for March 2005. (Documentation will be available at the meeting).

This item was continued to the next meeting.

PUBLIC HEARINGS

14. Consider Application No. EXC- 01, 2005-Jimbo Schwalb, 10655 Santa Lucia Road, APN 342- 098: 17-an appeal of a Design Review Committee denial of a fence exception to allow motorized controls on an existing manual vehicular driveway gate at an existing single-family residence. This item is Categorically Exempt and the Planning Commission recommends upholding the appeal.

Community Development Director Steve Piasecki reviewed the staff report via a PowerPoint slideshow. Mayor Kwok opened the public hearing.

The applicant'srepresentative, Jimbo Schwalb, expressed concern over inaccuracies in the staff report, the need for an amended fence ordinance, and safety on his property without an automated gate. Mayor Kwok closed the public hearing.

James/Wang moved and seconded to review the fence ordinance and bring it back for discussion and review. The motion carried unanimously. James/Wang moved and seconded to deny the appeal. The motion carried with Richard Lowenthal voting no.

15. Consider adopting a resolution approving the 2005-06 Annual Action Plan and the use of third program year (2005-06) Community Development Block Grant (CDBm Funds, Resolution No. 05-071.

Senior Planner Vera Oil reviewed the staff report. Mayor Kwok opened the public hearing.

Robert Douglas from Economic and Social Opportunities (ESO) said that funds had been removed from his organization and moved to another program that provided affordable housing. He said that his organization also provides affordable housing, and asked Council to re-consider its decision, and to fund ESO fully. Mayor Kwok closed the public hearing.

James/Wang moved and seconded to adopt Resolution No. 05-071 approving the 2005-06 Annual Action Plan and the use of third program year ( 2005-06) Community Development Block Grant (CDBG) funds. The motion carried unanimously. 790
May 3, 2005 Cupertino City Council Page 5

16. Consider adopting a resolution amending Resolution No. 05-056, to reference the candidate statement fee in the 2005-2006 Fee Schedule, Resolution No. 05-072. (This item was continued from 4/ 05)./
Council members Dolly Sandoval and Kris Wang recused themselves from participation because of a potential conflict of interest, since they may choose to run for office again, and may have to pay the candidate statement fee. Mayor Patrick Kwok also had a potential conflict of interest but had been chosen by random selection to participate in order to make up the quorum. Sandoval and Wang left the Council Chamber at 7:45 p.m.

James/Lowenthal moved and seconded to adopt Resolution No. 05-072, which referenced the candidate statement fee in the fee schedule. The motion carried 3-0, with James, Kwok, and Lowenthal in favor, and Sandoval and Wang abstaining.

At 7:47 p.m., Sandoval and Wang were present.

UNFINISHED BUSINESS

17. Review bids and award the contract for Blackberry Farm Golf Course Maintenance, Project No. 2005-01 to Professional Turf Management in the amount of $186,720 per year.

Lowenthal/Sandoval moved and seconded to award the contract to Professional Turf Management in the amount of $186,720 per year, and directed staff to ask if the City's ground maintenance crew were interested in maintaining the golf course in the future. The motion carried unanimously.

NEW BUSINESS
Mayor Kwok re-ordered the agenda to take up item No. 20 next.

20. Presentation by Santa Clara Valley Water District (SCVWD) staff of a status report on the Calabasas Creek and Bollinger Bridge and Bikewav Proiect.

Greg Zlotnick, Board Director with the SCVWD, made some opening remarks and introduced Beau Goldie.

Council received the report via a PowerPoint presentation regarding the status of this project, from Deputy Operating Officer Beau Goldie, with the Lower PeninsulalWest Valley Watershed District.

Mayor Kwok re-ordered the agenda to take up item No. 18 next.

18. Presentation regarding state budget by Assistant Speaker Pro Tem Sally Lieber. (No documentation in packet).
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May 3, 2005 Cupertino City Council Page 6
Assistant Speaker Pro Tem Sally Lieber presented Ralph Qualls with a special recognition from the State Assembly in conjunction with the award presented earlier in the evening from the League ofCalifornia Cities.

Council received an oral presentation by Assistant Speaker Pro Tem Sally Lieber on the status of the California State budget, as well as copies of the following documents:

Highlights of the Analysis of the 2005-06 Budget Bill"; " Santa Clara County Budget Impact"; Highlights of the 2005-06 Perspectives and Issues"; and "Cat Facts" dated Dec. 2004.

Cupertino Union School District ( CUSD) Board Member Pearl Cheng talked about education initiatives and other measures.

19. Adopt a resolution supporting AB 1590 ( Lieber and Cohn) regarding Property Tax Revenue Allocations for Special Districts - Santa Clara Valley Water District (SCVWD), Resolution No. 05-073.

James/Lowenthal moved and seconded to adopt resolution No. 05-073 supporting AB 1590. The motion carried unanimously.

Item number 20 was taken out of order after item number 17. Dolly Sandoval left the meeting at 8:40 p.m., after item number 19.

21. Adopt resolutions regarding the retrofit of Los Altos Garbage Company (LAGCO) refuse trucks:
a) Authorizing the City Manager to execute an agreement with the Bay Area Air Ouality Management District (BAAQMD) that will enable the City to receive a Transportation Fund for Clean Air (TFCA) grant in the amount of $63, 00000.for the retrofit of Los Altos Garbage Company (LAGCO) refuse trucks with emission control devices, Resolution No. 05-074
b) Authorizing the City Manager to negotiate and execute an agreement with LAGCO for the use of the BAAQMD funds in the amount of $63, 00000. and the use of the previously approved TFCA funding in the amount of $110, 00,00.both for the retrofit of refuse trucks to serve Cupertino customers, Resolution No. 05- 074a
Lowenthal/James moved and seconded to adopt Resolution No. 05-074 authorizing the City Manager to execute an agreement with the Bay Area Air Quality Management District regarding a grant for the retrofit ofrefuse trucks, and Resolution No. 05-074a authorizing the City Manager to execute an agreement with Los Altos Garbage Company related to the retrofit of refuse trucks. The motion carried 4-0 with Dolly Sandoval absent.

22. Adopt resolutions authorizing grant applications:
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May 3, 2005 Cupertino City Council Page 7
a) Adopt a resolution authorizing the City Manager to apply for, accept, and appropriate an allocation of 2005-06 Transportation Development Act Article 3, Pedestrian and Bicycle Project grant funding from the Metropolitan Transportation Commission, in the amount of $38, 00, 361.for the Mary Avenue Bicycle Footbridge, Resolution No. 05-075
b) Adopt a resolution authorizing the City Manager to apply for, accept, and appropriate $450, 00000.in State Safe Routes to School, Cycle 6, funding for the Garden Gate School Zone Traffic Calming Project and a commitment for an additional $2,500 in local matching funds, for a total local match of $50,000, Resolution No. 05-076
c) Adopt a resolution authorizing the City Manager to apply for, accept, and appropriate 2005-06 Federal Hazard Elimination Safety ( HES) funds in the amount of $67, 00500.for the State Route 85/Stevens Creek Boulevard Pedestrian Facility Improvement Project, with local matching funds of $7,500, and in the amount of $172, 00800.for the Pedestrian Countdown Signal Head at Various Locations Project, with local matching funds of$ 200, 19,Resolution No. 05-077.

Lowenthal/James moved and seconded to adopt Resolution No. 05-075, regarding funding for the Mary Avenue Bicycle Footbridge; Resolution No. 05-076 regarding funding for the Garden Gate School zone traffic calming project; and Resolution No. 05-077 regarding funding for the State Route 85/Stevens Creek Boulevard Pedestrian Facility improvement project and for the Pedestrian Countdown Signal Head locations project. The motion carried 4-0 with Dolly Sandoval absent.

23. Approve the Planning Commission Work Program for 2005-2006.

Lowenthal/James moved and seconded to accept the Planning Commission work program for 2005 with direction to staff to add a park at the Santa Clara County Roads and Airports property near the corner of I-280 and Lawrence; alternative park dedication ideas for amenities such as a gymnasium; country club possibility; in-lieu fees; renew the noticing policy; housing allocation issue; update the sign ordinance. The motion carried 4-0 with Dolly Sandoval absent. The plan included the following items:

Citv Council Goals
Vallco/HP Neighborhood Park
General Plan Update
Planning Proiects
Implementation of General Plan policies
Private Proiects
Toll BrothersIHP
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May 3, 2005 Cupertino City Council Page 8
Vallco Fashion Park cinemas
Sobrato Office/Industrial to Residential Site
Taylor Woodrow Office/Industrial to Residential Site

24. Amend the Investment Policy to require quarterly investment reports:
a) Conduct the first reading of Ordinance No. 1961: "An Ordinance of the City Council of the City of Cupertino Amending Chapter 2. 05024.of the Cupertino Municipal Code Related to Monthly Reports."
Lowenthal/James moved and seconded to adopt a resolution ( No. 05-078) requiring quarterly investment reports until the position of finance director is filled. The motion carried 4-0 with Dolly Sandoval absent.

25. Schedule an additional date for a Budget Advisory Study Session in the event that documents are not ready in time for the scheduled study session on May 31. Suggested dates are Monday June 6, or Tuesday June 7 at 4:00 p.m.

Council concurred to schedule an additional meeting, if needed, for June 2 at 4:00 p.m. in the City Council Chamber.

ORDINANCES - None

STAFF REPORTS

26. The next General Plan hearing is scheduled for May 10, 2005, at 6:45 p.m. in the City Council Chamber of the Cupertino Community Hall. (No documentation in packet).

Council discussed the Planning Commission's desire to have an additional month to finish its work on the General Plan. Council directed staff to notify the Planning Commission, and to come back to council for discussion.

The public was invited to attend this General Plan hearing.

COUNCIL REPORTS
Council members highlighted the activities oftheir committees and various community events. 794
May 3, 2005 Cupertino City Council Page 9

ADJOURNMENT
At 9:41 p.m. the meeting was adjourned in memory of City Manager Dave Knapp's mother-inlaw, who recently passed away.

Grace Schmidt, Deputy City Clerk
For more information: Staff reports, backup materials, and items distributed at the meeting are available for review at the City Clerk's Office, 777-3223, and also on the Internet at www. orgcupertino. Click on Agendas & Minutes/ City Council/ Packets.

Most Council meetings are shown live on Cable Channel 26, and are available at your convenience from our web site. Visit www. orgcupertino. and click on Watch Meetings.

Videotapes are available at the Cupertino Library, or may be purchased from the Cupertino City Channel, 777-2364.
795

AGREEMENT
THIS AGREEMENT, made and entered into this ( p day of , Jur<2... , 20125'-, by and between the CITY OF CUPERTINO, a municipal corporation of California, hereinafter referred to as " CITY", and Professional Turf Management, Inc, a Contractor with offices at 1272 Lincoln Avenue, San Jose, CA 95125, hereinafter referred to as " CONTRACTOR"; WITNESSETH:

WHEREAS, CITY desires to retain the CONTRACTOR for Blackberry Farm Golf Course Maintenance; and
WHEREAS, CITY desires to engage CONTRACTOR to provide these services by reason of its qualifications and experience for performing such services, and CONTRACTOR has offered to provide the required services on the terms and in the manner set forth herein; NOW, THEREFORE, in consideration oftheir mutual covenants, the parties hereto agree as follows:

1. DEFINITIONS.
a) The word " City" as used in this agreement shall mean and include all the territory lying within the municipal boundaries of the City of Cupertino, California, as presently existing, plus all territory which may be added thereto during the term of this agreement by annexation or otherwise.
b) The term " City Manager" shall mean the duly appointed City Manager of the City of Cupertino, California, or his designated representative.

2. THE AGREEMENT DOCUMENTS. The complete agreement consists of this agreement and the following agreement documents incorporated herein by reference:
a.) Notice to Contractors, Proposal, Time of Completion, Estimated Quantities, Noncollusion Affidavit, Bidder Qualification Form, Subcontractors Form and Signature Form. b.) Standard Specifications, General Provisions, Special Provisions and Technical Provisions.
c.) Plans and Specifications for BLACKBERRY FARM GOLF COURSE MAINTENANCE. PROJECT NO. 2005- 01
d.) Faithful Performance Bond.
e.) Insurance Agreement, Certificate of Insurance, Endorsement of Primary Insurance, Additional Insured Endorsement, Endorsement of Aggregate Limits of Insurance per Project, 796
Waiver of Subrogation Endorsement Worker' s Compensation Insurance and Notice of Policy Cancellation Endorsement.

All of the above documents are incorporated into this agreement by reference so that any work called for in one and not mentioned in another, is to be executed the same as if mentioned in all of said documents. The documents comprising the complete agreement are sometimes hereinafter referred to as the Agreement Documents. In case of conflict between the Plans and the Specifications on the one hand, and this Agreement on the other, the Plans and Specifications shall prevail.

3. PROJECT COORDlNATION.
a) City. The City Manager shall be representative of CITY for all purposes under this agreement. The Recreation supervisor for Blackberry Farm hereby is designated as the PROJECT MANAGER for the City Manager, and shall supervise the progress and execution of this agreement.
b) Contractor. CONTRACTOR shall assign a single PROJECT DIRECTOR to have overall responsibility for the progress and execution of this agreement for CONTRACTOR. Don Naumann is hereby designated as the PROJECT DIRECTOR for CONTRACTOR. Should circumstances or conditions subsequent to the execution of this agreement require a substitute PROJECT DIRECTOR for any reason, the PROJECT DIRECTOR designee shall be subject to the prior written acceptance and approval of the PROJECT MANAGER.

4. DUTIES OF CONTRACTOR. Services to be furnished in accordance with EXHffiIT " A" BID PROPOSAL and contract specifications and technical provisions. a) Laws to be Observed. CONTRACTOR shall:
1) Procure all permits and licenses, pay all charges and fees, and give all notices which may be necessary and incident to the due and lawful prosecution of the services to be performed by CONTRACTOR under this agreement;
2) Keep itself fully informed of all existing and future federal, state, and local laws, ordinances, regulations, orders, and decrees which may affect those engaged or employed under this agreement, any materials used in CONTRACTOR' s performance under this agreement, or the conduct of the services under this agreement; 3) At all times, observe and comply with, and cause all of its subcontractors and employees, if any, to observe and comply with all of said laws, ordinances, regulations, orders, and decrees mentioned above;
4) Immediately report to the PROJECT MANAGER in writing any discrepancy or inconsistency it discovers in said laws, ordinances, regulations, orders, and 2 797
decrees mentioned above in relation to any plans, drawings, specifications, or provisions of this agreement.

5. COMPENSATION. For the performance of the services described herein by CONTRACTOR, CITY shall pay CONTRACTOR the sum of Fifteen Thousand, Five Hundred and Sixty Dollars and No Cents ($ 15, 560. 00) per month, less any deductions for liquidated damages, plus any soil samples collected and tested for the month, payable upon submission by CONTRACTOR of itemized billings in triplicate; provided, however, that the total sum payable to CONTRACTOR shall not exceed One Hundred Eighty Six Thousand, Seven Hundred and Twenty Dollars and No Cents ($ 186, 720. 00) per year. The total contract for 2 years shall not exceed Three Hundred Seventy Three Thousand, Four Hundred Forty Dollars and No Cents ($ 373, 440. 00).

6. LIOUIDATED DAMAGES. The CONTRACTOR shall diligently prosecute the work to completion as scheduled in the Technical Provisions. The CONTRACTOR further understands that he shall pay liquidated damages to the City of Cupertino in the sum of one hundred fifty dollars ($ 150. 00) for each and every day that services are not completed as required.

7. TERM. The term ofthis agreement shall be two ( 2) year from the start date of the agreement. The City shall retain the option to extend the term of the agreement on a year- to- year basis not exceeding three years from the expiration of the original term, for a possible total of five year.

The start date of the agreement is June 1, 2005.

Any such renewal after the first two years shall be accomplished by the City providing a written notice of renewal to the Contractor at least 30 days prior to expiration of the term. Any such renewal shall contain the same provisions as the original agreement, including. an increase or decrease in compensation paid to the Contractor. Any increase or decrease in the previous contract price shall be based on the annual percentage change in the Consumer Price Index ( CPr) as of June of the year the adjustment is being made. The CPI shall be the San Francisco/ Oakland Consumer Price Index for all urban wage earners. There will be no CPI adjustment during the first two- year term of the agreement.

8. TEMPORARY SUSPENSION. The City Manager shall have the authority to suspend this agreement, wholly or in part, for such period as he deems necessary due to unfavorable conditions or to the failure on the part of the CONTRACTOR to perform any provision of this agreement.

9. SUSPENSION: TERMINATION.
a) Right to Suspend or Terminate. The CITY may suspend or terminate this agreement for any reason by giving thirty (30) days' written notice. Upon receipt of such notice CONTRACTOR shall immediately discontinue his performance under this agreement. 3 798
b) Payment. Upon such suspension or termination, CONTRACTOR shall be paid for all services actually rendered to CITY to the date of such suspension or termination; provided, however, if this agreement is suspended or terminated for fault of CONTRACTOR, CITY shall be obligated to compensate CONTRACTOR only for that portion of CONTRACTOR' s services which are of benefit to CITY.

10. INSPECTION. CONTRACTOR shall furnish CITY with every reasonable opportunity for CITY to ascertain that the services of CONTRACTOR are being performed in accordance with the requirements and intentions of ~ is agreement. All work done and all materials furnished, if any, shall be subject to the PROJECT MANAGER' s inspection and approval. The inspection of such work shall not relieve CONTRACTOR of any of its obligations to fulfill its agreement as prescribed.

11. ASSIGNMENT: EMPLOYEES. Both parties shall give their personal attention to the faithful performance of this agreement and shall not assign, transfer, convey, or otherwise dispose of this agreement or any right, title, or interest in or to the same or any part thereof without the prior written consent of the other party, and then only subject to such terms and conditions as the other party may require. A consent to one assignment shall not be deemed to be a consent to any subsequent assignment. Any assignment without such approval shall be void, and, at the option of the other party, shall terminate this agreement and any license or privilege granted herein. This agreement and any interest herein shall not be assignable by operation of law without the prior written consent of the other party.

12. NOTICES. All notices hereunder shall be given in writing and mailed, postage prepaid, by certified mail, addressed as follows:

TO CITY: Office of the City Clerk
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
TO CONTRACTOR: Attention of the PROJECT
DIRECTOR at the address of
CONTRACTOR recited above.

13. INTEREST OF CONTRACTOR. CONTRACTOR covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services hereunder.

14. INDEMNITY. CONTRACTOR hereby agrees to indemnify, hold harmless and assume the defense of , in any actions at law or in equity, the CITY, its officers, employees, agents, and elective and appointive boards from:
a) Any and all claims and demands which may be made CITY, its officers, agents, or employees by reason of any injury to or death of any person or damage suffered or sustained by any person or corporation caused by, or alleged to have been caused by, any act or omission, negligent or otherwise, of CONTRACTOR or any subcontractor under this agreement or of CONTRACTOR' s or any subcontractor' s employees or agents; b) Any and all damage to or destruction of the property of CITY, its officers, agents, or employees occupied or used by or in the care, custody, or control of CONTRACTOR, or in proximity to the site of CONTRACTOR' s work, caused by any act or omission, negligent or otherwise, of CONTRACTOR, or any subcontractor under this agreement or of CONTRACTOR' s or any subcontractor' s employees or agents; c) Any and all claims and demands which may be made against CITY, its officers, agents, or employees by reason of any injury to or death of any person or damage suffered or sustained by any employee or agent of CONTRACTOR or any subcontractor under this agreement, however caused, excepting however, any such claims and demands which are the result of the sole negligence or willful misconduct of CITY, its officers, agents, or employees; d) Any and all claims and demands which may be made against CITY, its officers, agents, or employees by reason of any infringement or alleged infringement of any patent rights or claims caused or alleged to have been caused by the use of any apparatus, appliance, or materials furnished by CONTRACTOR or any subcontractor under this agreement; and e) Any and all penalties imposed or damages sought on account of the violation of any law or regulation or of any term or condition of any permit.

CONTRACTOR, at its own cost, expense, and risk, shall defend any and all suits, actions, or other legal proceedings that may be brought or instituted by third persons against CITY, its officers, agents, or employees, arising from their work, on any of the above claims or demands of such third persons, or to enforce any of the above penalties, and pay and satisfy any judgment or decree that may be rendered against CITY, its officers, agents, or employees in any such suit, action, or other legal proceedings.

15. WORKERS' COMPENSATION. CONTRACTOR certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Labor Code, and it certifies that it will comply with such provisions before commencing the performance of the work of this agreement.

16. INSURANCE. CONTRACTOR, at its sole cost and expense, shall obtain and maintain in full force and effect throughout the entire term of this agreement, the insurance 5 800
coverage of at least an " A", Class vn rating as determined in accordance with the insurance industry standard, insuring not only CONTRACTOR, but also ( with the exception of workers' compensation and employer' s
liability insurance), CITY, its officers, agents, and employees, and each of them with respect to activities and services performed by CONTRACTOR for or on behalf of CITY under the provisions of this agreement.

Certificates of such insurance, on the forms provided by CITY, shall be filed with CITY concurrently with the execution of this agreement or, with CITY' s approval, within ten (10) days thereafter. Said certificates shall be subject to the approval of the City Attorney and shall contain an endorsement stating that said insurance is primary coverage, and will not be canceled or altered by the insurer except after filing with the City Clerk thirty (30) days' written notice of such cancellation or alteration, and that the City of Cupertino is named as an additional insured.

Current certificates of such insurance shall be kept on file at all times during the term of this agreement with the City Clerk.

17. CONTRACT SECURITY. The CONTRACTOR shall furnish a surety bond in an amount equal to four months of the contract price as security for the faithful performance of this Contract.

18. AGREEMENT BINDING. The terms, covenants, and conditions of this agreement shall apply to, and shall bind the heirs, successors, executors, administrators, assigns, and subcontractors of both parties.

19. WANERS. The waiver by either party of any breach or violation of any term, covenant, or condition of this agreement or any provision, ordinance, or law shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, or law or of any subsequent breach or violation of the same or of any other term, covenant, condition, ordinance, or law.

The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this agreement or of any applicable law or ordinance.

20. COSTS AND ATTORNEYS' FEES. The prevailing party in any action brought to enforce the terms of this agreement or arising out of this agreement may recover its reasonable costs and attorneys' fees expended in connection with such an action from the other party.

21. NONDISCRIMINATION. No discrimination shall be made in the employment of persons under this agreement because of the race, color, national origin, ancestry, religion, or sex of such person. If the value of this agreement is, or may be, Five Thousand Dollars ($ 5, 000) or more, CONTRACTOR agrees to meet all requirements of the Cupertino Municipal Code pertaining to nondiscrimination in employment and to submit the " Compliance ReportNondiscrimination Provisions of City of Cupertino Contracts." 6 801
If CONTRACTOR is found in violation of the nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of.federallaw or executive order in the performance of this agreement, it shall thereby be found in material breach of this agreement. Thereupon, CITY shall have the power to cancel or suspend this agreement, in whole or in part, or to deduct from the amount payable to CONTRACTOR the sum of Twenty-five Dollars ($ 25) for each person for each calendar day during which said person was discriminated against, as damages for said breach of contract, or both. Only a finding of the State of California Fair Employment Practices Commission or the equivalent federal agency or officer shall constitute evidence of a violation of contract under this paragraph.

If CONTRACTOR is found in violation of the nondiscrimination provisions of this agreement or the applicable affirmative action guidelines pertaining to this agreement, CONTRACTOR shall be found in material breach of this agreement. Thereupon, CITY shall have the power to cancel or suspend this agreement, in whole or in part, or to deduct from the amount payable to CONTRACTOR the sum of Two Hundred Fifty Dollars ($ 250) for each calendar day during which CONTRACTOR is found to have been in such noncompliance as damages for said breach of contract, or both.

22. AGREEMENT CONTAINS ALL UNDERSTANDINGS. This document represents the entire and integrated agreement between CITY and CONTRACTOR and supersedes all prior negotiations, representations, or agreements, either written or oral. This document may be amended only by written instrument, signed by both CITY and CONTRACTOR. All provisions of this agreement are expressly made conditions. This agreement shall be governed by the laws of the State of California. 7 802
P. O. No.

IN WITNESS WHEREOF, the parties have executed this Contract, in duplicate, the day and year first hereinabove written.

By:

CONTRACTOR:

Professional Turf Management, Inc.

By:~ L C;)))'\) K
Attest: Lg~ ~ 71
City ctftF
Date: 4- UAt.L, &
o City Clerk
2005
Notary acknowledgment is required. If a
corporation, corporate seal and corporate
notary acknowledgment and Federal Tax
J.D. are required. Ifnot a corporation, a
Social Security No. is required.

Social Security #
06- 1669163
Federal Tax J.D. #
Contractor' s License No. 826508
COVYlIy If! fJ'f.\ ~ C IK~]
f-lh-' fe t?f C~tftf'~ 111
2",#,- /~
Project Name & Number: BLACKBERRY FARM GOLF COURSE MAINTENANCE Project No. 2005- 01
Contractor Name & Address: Professional Turf Management, Inc. 1272 Lincoln Avenue
San Jose, CA 95125
I
Q" ,,'
LARRY D. K,qiE" ~
Commission fI. 13:<';) ; 04 "'
Notary, Public - C" alifoc:: a J
SBn~_ Clara COjJl1t~' i' M~, Cornm ":<PIres '1(,7-. , J ".}; I', \~ l~'~:--~\;~'
lttit~ lJ~~~._.

Contract Amount: $ 186, 720. 00 per year ($ 373, 440. 00 for two years) Account Number: 560- 6640- 7014
File No.: 92, 054. 13
8 803
JURAT
oJ /
State of L It ~, ', th .t-tf/11J
County of JA /Vlit t iA.t-A

55. 4Jb,...~~....
c~~::~~~~.~ t
Notary Public - Califoc~: a ~
My~
a;~
E~~:~~"; /, 00;, ~
i:
j _.:/'_ ,!.~~,,'.(!!'~;~""/;:"'~
J'~, J.'~~';"
c:>-;~,. -".....

Subscribed and sworn to ( or affirmed) before me
I~
this l '-('/' day of n Awf ).() O S'-, by
Date
MOiWi Year
1) / ll\ j&lE,. r/ACK
I
Name 01 Slgner( s)
2)
Name 01 Signer( s)

OPTIONAL
Though the information in this section is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document.

Description of Attached Document
Title or Type of Document:

Document Date:

Signer( s) Other Than Named Above:

Top of thumb here
Number of Pages:
@ 1999 National Notary Association. 9350 De Soto Ave., P.O. Box 2402 . Chatsworth, CA 91313-2402 Prod. No. 5914 Top of thumb here
Reorder. Call Toll- Free 1- 800- 876- 6827
804
B. BID PROPOSAL

EXHIBIT A

BLACKBERRY FARM GOLF COURSE MAINTENANCE, RE-BID
PROJECT NO. 2005- 01
TO: THE DlRECTOR OF PUBLIC WORKS, CITY OF CUPERTINO, STATE OF CALIFORNIA Dear Sir:

In compliance with the plans and specifications furnished for the work of the BLACKBERRY FARM GOLF COURSE MAINTENANCE, the City of Cupertino, PROJECT 2005- 01, the undersigned, hereby declare that I have read the proposal requirement, visited the sites, and examined the specifications. I, the undersigned, hereby propose to do all work required to complete the work in accordance with the plans and specifications for the prices set f01ih in the following schedule. I further understand that said prices include all costs including, but not limited to, local, state and federal taxes, and transportation costs.

I, the undersigned, also understand that the quantities shown below are estimated estimates only, being given as a basis for comparison of bids. The City of Cupertino does not state that the actual amount of work will correspond but reserves the right to increase or decrease the amount of any class or portion of the work or to omit items or portions of work deemed unnecessary by the Engineer.

The City of Cupertino reserves the right to unilaterally determine and award the contract to the lowest responsible bidder except as otherwise provided in chapter 3. 23 of the City Municipal Code. Which allows for rejection of any and all bids, or to waive any irregularities in the procedures.

In the event of discrepancies between the written unit price and the numerical unit price, the written unit price shall govern.

I, the undersigned, shall diligently prosecute the work to completion as specified in the Special Provisions. I further understand that I shall pay liquidated damages to tq.e City of Cupertino in the sum specified in the Special Provisions.

This amount of liquidated damages shall be deducted by the City from monies due from the Contractor hereunder, or the Contractor' s assigned, successors, and sureties shall be liable to the City for any excess.

BID PROPOSAL PAGE 1 OF 8
805

ESTIMATED QUANTITIES
The bid unit prices for this project shall be as outlined below.

Bid
llim

1. 2.

Est. Qty.

Unit
12 Month
12 Each
Item
Unit
Price
Provide Maintenance at
Blackberry Farm Golf Course $ 1 5 , S 0 0 . 00 / MO.

Fift@@n thousand five hundred dollars and
Per Month
Soil Sample Collection and
Testing $ 60. 00
Sixty dollars and zero cents
Per Each
lEA.

TOTAL BID
BID PROPOSAL PAGE 2 OF 8
Total
186, 000. 00
zero cents.
720. 00
186, 720. 00
806
the undersigned, agree that if this proposal is accepted, I will enter into a contract with the City of Cupertino to provide all necessary machinery, tools, apparatus, and other means of constmction and to do all the work specified in the contract in the manner and time specified.

I, the undersigned, declare that this bid is made without connection with any person, finn, or corporation making a bid for the same work, and is in all respects fair, and without collusion or fraud.

I, the undersigned, recognize that the Director of Public Works of the City of Cupertino will reserve the right to establish the priority of one job over another and each starting date where conflict of construction schedules occur.

Attached hereto is the required certified check or bid bond in the amount of $ 1 9 , 000 , as required by law and the Notice to Bidders. ( 10% of bid amount) BID PROPOSAL PAGE 3 OF 8
807

NONCOLLUSION AFFIDAVIT TO BE EXECUTED BY

BIDDER AND SUBMITTED WITH BID
I, the undersigned, being first duly sworn, depose and say that I am Vice President
Business Title)
of Professional Turf Management, Inc.

Business Name)
the party making the foregoing bid, that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding. The bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract. All statements contained in the bid are true and, further, the bidder has not, directly or indirectly, submitted the bid price or any breakdown thereof, or contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

BID PROPOSAL PAGE 4 OF 8
808

BIDDER QUALIFICATION FORM
In further compliance with the specifications furnished, I, the undersigned, submit the following statements as to my experience and qualifications to perfonn this work as a part of this proposal.

We have been in business under the present name for 3 years.

Our experience in work comparable with that required by the proposal contract is 3 years operating under the following different name( s). spot Water Management, Inc. and
Professional Turf Manaqement, Inc.

My California Contractor' s License Number is 826508
The classification of my Contractor' s License is C- 27 The expiration date for my Contractor' s License is October 31, 2005 This Section for City use only)
The above information has been verified by
on
Contractors State License Board ( 800) 321- 2752 or ( 408) 277- 1244.

Where federal funds are involved, no bid submitted shall be invalidated by the failure of the bidder to be licensed in accordance with the laws of the State of California, however, at the time the contract is awarded the contractor shall be properly licensed.

BID PROPOSAL PAGE 5 OF 8
809

BIDDER HISTORY OF WORK
The following is an example of work similar in character to that required in the proposed contract which our organization or personnel in our organization has completed within the past three ( 3) years.

Year Location Type of Work
For Whom
Performed
Contact
Phone No. Amount
2002- 2005 Blackberry Farm GC-- Maintenance-- City of Cupertino Mikp- o' nnwn-- 40R- 777- 1141--$ 1RO: OOO
2002- 2005 Blackberry Farm GC-- GC ~ enovation-- City of Cupertino Mike O' Dowd-- 408- 777- 3143--$ 112, 000
2003- 2005 Emerald Hills GC-- GC Maintenance--~ edwood City Elks Lodge Gary Sowers-- 650- 369- 1991--$ 260, 000
2004 Emerald Hills GC-- Irrigation Installation Management--~ edwood City Elks Lodge-- Gary Sowers-- 650- 369- 1991--$ 200, 000 2004 Santa Clara GC-- GC ~ enovation-- City of Santa Clara Larry Wolfe-- 408- 615- 2261--$ 15, 000
BID PROPOSAL PAGE 6 OF 8
810

SUBCONTRACTOR' S FORM
The subcontractor( s), as defined in the General Provisions and in Section 7026 of the California Business and Professions Code, that I propose to hire to perform any of the work for this project in an amount in excess of one- half of one percent ( 0. 5%) of the total bid are listed below. Only those listed below shall perform work on this proj ect and each of them has been provided with a full and complete set of plans and specifications for this project by the bidder.

1. Name -- NA--
Address & phone no.

Work to be Performed

2. Name -- NA--
Address & phone no.

Work to be performed

3. Name
Address & phone no.

Work to be performed

4. Name
Address & phone no.

Work to be performed

5. Name
Address & phone no.

Work to be performed

6. Name
Address & phone no.

Wark to be performed
Contractor' s License No.

Contractor' s License No.

BID PROPOSAL PAGE 7 OF 8
811
BIDDER. S SIGNATURE FORM
IF YOU ARE AN INDNIDUAL, SO STATE. IF YOU ARE A COMPANY OR A COPARTNERSHIP, STATE THE COMPANY NAME AND LIST THE NAMES OF ALL INDNIDUAL CO- PARTNERS COMPOSING THE COMPANY. IF YOU ARE A

CORPORATION, STATE THE LEGAL NAME OF THE CORPORATION AND THE NAMES OF THE PRESIDENT, SECRETARY- TREASURER, AND MANAGER. THE CORPORATE SEAL MUST BE AFFIXED TO THIS FORM. ENTER THE NAME OF YOUR BUSINESS ON THE LINE OPPOSITE THE APPROPRIATE BUSINESS TYPE.

TYPE OF
BUSINESS Golf Course Management

NAME OF
BUSINESSProfessional Turf Management Inc.

CORPORATION: Professional Turf Manaqement, Inc.

CO- PARTNERSHIP :

INDNIDUAL:

JOINT VENTURE:

OTHER:

Describe)
Name and Signature of Bidder: A.ndy Slack
Print or type name)
I' ~/\
sJCJ7' Date:

Address ( mailing & location): Don Naumann, President
A.ndy Slack, SecretarY- Treasurer
Professional Turf Management, Inc.
1272 Lincoln A.venue, San Jose, CA. 95125
Telephone Number: 408- 998- 2717
E-Mail Address: aslack@spotwater. com
Acknowledgment of all addenda received is required by circling each addendum number.

G 2 3 4 5 6 7 8 9 10
BID PROPOSAL PAGE 8 OF 8
812

INSURANCE FORMS INSTRUCTIONS
FOR ITEMS 3, 4 AND 5, THE FORMS PROVIDED BY THE CITY OF CUPERTINO MUST BE USED. FORMS OTHER THAN THESE WILL NOT BE ACCEPTED.

ALL DOCUMENTS MUST BE ORIGINALS - SUBMIT IN TRIPLICATE

1. Insurance Agreement - Must be signed by Contractor.

2. Certificate of Insurance to the City of Cupertino - must be completed by the insurance agent or must provide a certificate on the company' s form. They must contain the same information.

3. Endorsement of Additional Insured and Primary Insurance and Notice of Cancellation - must be signed by the insurance agent for general liability and automobile liability only.

4. Comprehensive general liability/commercial general liability endorsement of aggregate limits of insurance per project - must be signed by the insurance agent for general liability only.

5. Waiver of subrogation endorsement worker' s compensation insurance - must be signed by the insurance agent for worker' s compensation only.

Insurance Instructions
813

INSURANCE AGREEMENT
A. Contractor is aware of the provisions of Section 3700 of the Labor Code, which requires every employer to be insured against liability for worker' s compensation or undertake selfinsurance in accordance with the provisions of that Code, and will comply with such provisions before commencing the performance of the work of this Contract.

B. Contractor and all subcontractors will carry worker' s compensation insurance for the protection of its employees during the progress of the work. The insurer shall waive its rights of subrogation against the City, the City' s officers, agents and employees and shall issue an endorsement to the policy evidencing same.

C. Contractor shall carry at all times, on all operations hereunder, commercial general liability insurance, automobile liability insurance and builder' s all risk insurance. All insurance coverage shall be in amounts required by the City and shall be evidenced by the issuance of a certificate in a form prescribed by the City and shall be underwritten by insurance companies satisfactory to the City for all operations, sub- contract work, contractual obligations, product or completed operations, all owned vehicles and non- owned vehicles. Said insurance coverage obtained by the Contractor, excepting worker' s compensation coverage, shall name the City, its engineer, and each of its directors, officers, agents and employees, as determined by the City, as additional insureds on said policies. Insurers must be licensed to do business in the State of California. The Insurers must also have an " A" policyholder' s rating and a financial rating of at least Class VII in accordance with the current Best' s Guide Rating or that is otherwise acceptable to the City.

D. Before Contractor performs any work at, or prepares or delivers materials to, the site of construction, Contractor shall furnish certificates of insurance evidencing the foregoing insurance coverages and such certificates shall provide the name and policy number of each carrier and policy and that the insurance is in force and will not be canceled or modified without thirty ( 30) days written notice to the City. Contractor shall maintain all of the foregoing insurance coverages in force until the work under this Contract is fully completed. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of the City by Contractor under this Contract and for the duration of the warranty period. Notwithstanding nor diminishing the obligations of Contractor with respect to the foregoing, Contractor shall maintain in full force and effect during the life of this Contract, the following insurance in amounts not less than the amounts specified and having a Best' s Guide Rating of A, Class VII or better or that is otherwise acceptable to the City.

Worker' s Compensation
Employers' Liability
LIMITS
In accordance with the Worker' s Compensation
Act of the State of California - Worker' s
comp -
statutory" per CA Law; Employers' Liability1, 000, 000 per occurrence.

Insurance Agreement Page 1 of 2
814
General Liability - commercial general liability;
including provisions for contractual liability,
personal injury, independent contractors and
products - completed operations hazard.

Automobile Liability - comprehensive covering
owried, non- owned and hired automobiles.

Consultants only: Errors and Omissions liability.

Combined single limit of$ I. O million per
occurrence; $ 2. 0 million in the aggregate.

Combined single limit of $1. 0 million per
occurrence.

1. 0 million per occurrence.

Professional Turf Managpmpnr
Contractor' s Name) .

I~ y:H <YDated: t:,/'L'1 206
Insurance Agreement Page 2 of 2
815

CITY OF

CUPEIQ'INO

CERTIFICATE OF INSURANCE TO THE CITY OF CUPERTINO
This certifies to the City of Cupertino that the following described policies have been issued to the insured named below and are in force at this time.

Insured: Professional Turf Manaqement
Address: 1272 Lincoln Avenue
San Jose, CA 95125
Description of operations/locations/ products insured ( show contract name and/or number, if any):

Provides golf course maintenance ( mowing, leaf blowing, ra~ ing) and an employee who is certified to do pesticide spraying.

WORKER' S COMPENSATION
State Compensation
Insurance Fund
Statutory Min.

Employer' s
Liability
name of insurer)

1. 000, 000
Insurance Company' s State License No.

1. 000, 000 1 , 000, noo
Check Policy Type:

COMPREHENSIVE GENERAL

LIABILITY
x] Premises/ Operations
Each Occurrence 1, 000, 000
General Aggregate
if applicable)
2, 000, 000
x] Owners & Contractors
Protective Aggregate $ 2, 000, 000
x] Contractual for Specific
Contract Personal Injury $ 1 , 000 , 000
x] Products Liability
X] XCU Hazards
x] Broad Form P.D. Fire Damage ( anyone fire) $ 100, 000 x] Severability of Interest
Clause
x] Personal Injury with Medical Expense $ 5, 000
Employee Exclusion Removed ( anyone person)
or Self-Insured
COMMERCIAL GENERAL LIABILITY Retention $ " i00
Scottsdale Insurance Company
name of insurer)
Policy No. CLS 112 20 13 Expiration Date 04/ 01/ 2006
Certificate of Insurance Agreement Page 1 of 2
816

AUTOMOTIVE/ VEHICLE LIABILITY
Commercial Form
Liability Coverage

BODILY INJURY
Each Person

PROPERTY DAMAGE
Each Accident
M/" A
Each Accident
N/ A
N/ A
name of insurer)
N/ A
or
Policy No.

N/ A
Combined Single Limit $ N / A
Expiration Date N / A
vi
agent' s initial)
A copy of all Endorsements to the policy(ies) which in any way limit the above- listed types of coverage are attached to this Certificate of Insurance.

This Certificate of Insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or any other document with respect to which this Certificate of Insurance 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.

IT IS HEREBY CERTIFIED that the above policy( ies) provide liability insurance as required by the Agreement between the City and the insured.

Dated: su 2015
ertificate of Insurance and Additional Insured Endorsement on company forms.

Certificate of Insurance Agreement Page 2 of 2
817
hACORQ CERTIFICATE OF LIABILITY INSURANCE I

DATE ( MM/ DDIYYYY)
5/ 9/ 2005 PRODUCER

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Volpatti Insurance Services ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 39350 Civic Center Drive, # 411 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.

Fremont, CA 94538
510- 505- 0283 INSURERS AFFORDING COVERAGE NAIC#
INSURED Professional Turf INSURER A: Scottsdale Insurance Company Management, Inc. INSURER B:
1272 Lincoln Aveue INSURER C
San Jose, ca 95125 INSURER 0:

I
INSURER E:

COVERAGES
ANY

THE POLICIES

REQUIREMENT,
OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING MAY
TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR IADD' L
TYPI= "F IN<:"RANrE POLICY NUMBER b<1Y~( M~ b5mYE P8.H~~~~)~~ J:,?N LIMITS

LTR NSRD

NERAL LIABILITY
EACH OCCURRENCE $ 1 000, 000
X COMMERCIAL GENERAL LIABILITY ~ REM:S~ S Ea occurence\ $ 100. 000 LI CLAIMS MADE ~ I
OCCUR
MED EXP ( Anyone person) $ 5, 000
04/ 01/ 05 04/ 01/ 06 000, 000
A - CLSl122013 PERSONAL & ADV INJURY $ 1
f--- GENERAL AGGREGATE $ 2. 000. 000
GEN' L
AGGRFlE
LIMIT APPLIES PER PRODUCTS - COMP/ OP AGG $ 2. 000, 000 n
PROPOLICY JECT II LOC

AUTOMOBILE LIABILITY

COMBINED SINGLE LIMIT
f--- (
f---
ANY AUTO Ea accident) $
I--

ALL OWNED AUTOS

BODILY INJURY
Per person) $ SCHEDULED AUTOS

HIRED AUTOS

BODILY INJURY
NON- OWNED AUTOS ( Per accident)
PROPERTY DAMAGE $
Per accident)

RAGE LIABILITY
AUTO ONLY - EA ACCIDENT $

ANY AUTO
OTHER THAN EAACC $
AUTO ONLY:

AGG $
JESS/

UMBRELLA LIABILITY
EACH OCCURRENCE $
OCCUR CI CLAIMS MADE AGGREGATE $
R
DEDUCTIBLE $
RETENTION $ $
WORKERS COMPENSATION AND I WCSTATU-;

EMPLOYERS' LIABILITY TORY LIMITS I IOTH- ER
ANY PROPRIETOR/ PARTNER/ EXECUTIVE E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED?
E.L. DISEASE - EA EMPLOYE $
Wd~L~~ 5vl~lgNS below
E.L. DISEASE - POLICY LIMIT $
OTHER

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS City of Cupertino is named as addtional insured as their interest may appear.

Additional insured endorsement to follow. Other applicable endorsements are:
primary wording, waiver of subrogation. All endorsements to follow.

CERTIFICATE HOLDER CANCELLATION
City of Cupertino
10300 Torre Avnue
Cupertino, CA 95014

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATIO DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAI~ DAYS WRITTEN

NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AjENTS OR REPRESENTATIVES.

AUTHORIZED REPRESENTATIV
@ ACORD CORPORATION 1988
ACORD 25 (2001/ 08)
818

CERTHOLDER COPY
STATE. P. O. BOX 420807, SAN FRANCISCO, CA 94142- 0807

COMPENSATION

INSURANCE
F=UN 0 CERTIFICATE OF WORKERS' COMPENSATION INSURANCE
ISSUE DATE: 05- 09- 2005 GROUP: 000713
POLICY NUMBER: 13701- 2004
CERTIFICATE ID: 1
CERTIFICATE EXPIRES: 04- 01- 2006
04- 01- 2005/ 04- 01- 2006

CITY OF CUPERTINO
10300 TORRE AVE
CUPERTINO CA 95014
This is to certify that we have issued a valid Worker' s Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated.

This policy is not subject to cancellation by the Fund except upon 10 days advance written notice to the employer.

We will also give you 10 days advance notice should this policy be cancelled prior to its normal expiration.

This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or other document with respect to which this certificate of insurance may be issued or to which it may pertain, the insurance afforded by the policy described herein is subject to all the terms, exclusions, and conditions, of such policy.

J~ c. eL

AUTHORIZED REPRESENTATIVE PRESIDENT
EMPLOYER' S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $ 1, 000, 000 PER OCCURRENCE.

EMPLOYER

PROFESSIONAL TURF MANAGEMENT, INC
1272 LINCOLN AVE
SAN JOSE CA 95125
B19, NB]
SCIF 10262E Accept this certificate only if you see a faint watermark that reads " OFFICIAL STATE FUND DOCUMENT" PRINTED: 05- 09- 2005
PAGE 1 OF 1
819
I] 0 n ,:A 1. 1. '.: t L U III fJ a r 1:1
F'OLlCY NUMBER:

I,Q] 00;:/ 00:::

COMMERCIAL GENERAL LIABILITY
CG20100704
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - SCHEDULED PERSON OR

ORGANIZATION
This Eindors~: ment modifies insurance provided under 1I10 following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Name Of ~~~~~~
j~~~ f.~~f:;';person( s)._~..",,~~:"]:~~::~~~~.

Location( s) Of ~~,~,'~~:-~ perations _____..... 1
City of Cuportino
10300 Torre Avenue
Cupertino, CA 95014
Blackberry Golf Course
22100 Stevens Creek Blvd
Cupertino, CA
1_..._......-..,...,....,
f.ormation required lS>.~~r.!.~,.P.lg;,~5'Jhis Schedule, if not shown a~.<?. Y~,,~ jll..~~...
shown in. l~.~..Q.~g,'.~rations.

A. Section " - Who Is An Insured is amended to
include as an additional insured the person( s) or
organization( s) st10wn in t118 Schedule, but only
with respect to liability for " bodily injury", " property damage" or " personal and advertising injury"
caused, in whole or in part, by:

1. Your acts or omissions: or

2. The acts or omissions of those acting on your
behalf:
in the performance of YOllr ongoing operations for
tile additional insured( s) at tbe location( s) designated above.

CG 20 10 07 04
B. With respect to the insurance afforded to these
additional insureds, the following additional exclusions apply:

This insurance does not apply to " boejily injury" or
property damage" occurring after:

1. All work, including rnateri<3Is, parts or equipment furnislled in connection with Suct1 work, on tilE) prOject ( other It)<)n service, maintenance
or repairs) to be performed by or on behalf of
the additional insured( s) at the location of the
covered operations has been completed: or

2. That portion of " your work" out of which the
injury or damage arises has been put to its intended use by MY person or organization other than another contr;: 1clor or subcontractor engaged in performing operations for a principal ClS a part of the same project.

It is further agreed that this
insurance shan be Primary,
but only in the event of the
Named Insured' s sole
negligence.
@ ISO Properties, Inc., 2004 Page 1 of 1 o
820
V ....) i V u:' .:::.. v v ;J I':::". '+; J r 1" 1 ,\ J I V I .::: L D :J ..) ..) 0 M~ n~ ll ~ ~ompany I4J 000/ 003 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY
CG 24 04 10 93
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following COMMERCIAL GENERAL L1A81L1TY COVERAGE PARr

SCHEDULE
Name of Person or Organization:

City of Cupertino
10300 Torre Avenue
Cupertino, CA 9501-4
If no entry appears above, information required to complete Ihis endorsement will be shown in the Declarations as applicable to tl)iS endorsement) The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition ( Section IV _ COMMEH- CIAL GENERAL LIABILITY CONDITIONS) is amended by the addition of the following:

We wi:3ive any rigl) t of recovery we may have against
because
the person or organization shown in the Schedule above of payments we make for injury or dama[ w arising oul of your ongoing oper.1tions or " your work" done under a contract with that person or O" w;;
g~ HlizC:ltion and included in the " products- completed operations /)(.-l:wrd". This 1ivcr applies only to tile person or organiZ( ltion shown in the Schedule 3bove, CG 24041093 Copyrigl' lt, Insurance SerVices Office, Ine" 1992 Page 1 of 1 o 821

CITY OF
CUPEI\TINO

ADDITIONAL INSURED ENDORSEMENT
and

ENDORSEMENT OF PRIMARY INSURANCE
and

NOTICE OF POLICY

CANCELLATION ENDORSEMENT
Project Title and Number: Blackberry Farm r;r. Mr:linr.:::> naTlce proj #: 200S- 01 In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or any other Endorsement attached thereto, it is agreed as follows:

The City of Cupertino (" City") and its directors, officers, engineers, agents and employees, and all public agencies from whom permits will be obtained and their directors, officers, engineers, agents and employees are hereby declared to be additional insureds under the terms of this policy, but only with respect to the operations of the Contractor at or upon any of the premises of the City in connection with the Contract with the City, or acts or omissions of the additional insureds in connection with, but limited to its general supervision or inspection of said operations.

The insurance afforded by this policy is primary insurance, and no additional insurance held or owned by the designated additional insured( s) shall be called upon to cover a loss under said additional policy.

Cancellation Notice. The insurance afforded by this policy shall not be suspended, voided, canceled, reduced in coverage or in limits, or materially altered, except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City of Cupertino City"). Such notice shall be addressed to the City as indicated below.

POLICY INFORMATION

1. Insurance Company: scottsoale Insurance Company

2. Insurance Policy Number: CLSl122013

3. Effective Date of this Endorsement: May 620 05

4. Insured: PrOfessional Turf Managpmpnt
Additional Insured and Primary Insurance and Notice of Cancellation Endorsement Page I of 2 822
All notices herein provided to be given by the Insurance Company to the City in connection with this policy and these Endorsements, shall be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.

I, K e 11 y J. Vol n rt t. t. ; ( print/type name)
warrant that I have authority to bind the below listed Insurance Company and by my signature hereon do so bind this Company.

Signature of Authorized Representati e:

Original signature required on all
Names of
A t/A
Vol patti Tnsurance Services
gen gency: Tl'tle'. O"\ Jne r
Address: 3' 210 State Street, Ste 110 Telephone: -.2lQ- 505- 9077 Fremont, CA 94538 Facsimile: 510- 505- 0284
Additional Insured and Primary Insurance and Notice of Cancellation Endorsement Page 2 of 2 823

CITY OF

CUPERJINO

COMPREHENSIVE GENERAL LIABILITY

COMMERCIAL GENERAL LIABILITY

ENDORSEMENT OF AGGREGATE LIMITS OF

INSURANCE PER PROJECT
Project Title and Number: Rlrlr.kherry Farm GC Maintenance proj - II: 2005- 01 In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or any other Endorsement attached thereto, it is as follows:

This Endorsement modifies the insurance provided under the General Liability Coverage part of the below- referenced policy of insurance.

The general aggregate limit under LIMITS OF INSURANCE applies separately to the project described as Blackberry Farms Gol f Course

POLICY INFORMATION

1. Insurance Company: Scottscale In~ l1rrJnr.e ""',.... mT'\::> nv

2. Insurance Policy Number: CLS1122013

3. Effective Date of this Endorsement: May 6 20115-

4. Insured: Professional Turf Manaqement

5. Additional Insured: City of Cupertino, its directors, officers, agents and employees.

All notices herein provided to be given by the Insurance Company to the City in connection with this policy and this Endorsement, shall be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.

I, Kelly J. VOlpatti ( print/type name)
warrant that I have authority to bind the below listed Insurance Company and by my signature hereon do so bind this Company. ~
Signature of Authorized Representati
Original signature required on all
e:
r
O~
ments~
k~ ~ ~ ~
rr\9hedt\ Jh~District)
Names of
Agent/ Agency: Volpatti Insurance Service
Address: 39210 State St, Ste 110
Fremont, CA 94538
Title: Own e r
Telephone: ~- 505- 9077
Facsimile: 510- 505- 0284
Aggregate Limits Endorsement Page 1 of 1
824

CITY OF
CUPEI\TINO

WAIVER OF SUBROGATION ENDORSEMENT

WORKER' S COMPENSATION INSURANCE
ProjectTitleandNumber: BL:::, ckbp-rry F<' lrm C:;C- M<' lintp- n<' lncp ' Proj #- 7. 001:)- 01 In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or any other Endorsement attached thereto, it is agreed as follows:

It is agreed that with respect to such insurance as is afforded by the policy, the Insurance Company waives any right of subrogation against the City of Cupertino, and each of its directors, officers, agents, consultants and employees by reason of any payment made on account of injury, including death resulting therefrom, sustained by any employee of the insured, arising out of the performance of the above- referenced Contract.

POLICY INFORMATION

1. Insurance Company: State Compensation Insurance Fund

2. Insurance Policy Number: 713 - 13701- 2 004

3. Effective Date of this Endorsement: May 6
20 05

4. Insured: Professional ' T'llrf Managemp- nt
All notices herein provided to be given by the Insurance Company to the City in connection with this policy and this Endorsement, shall be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.

I, K ell y
J. Vol pat t i ( print/type name)
warrant that I have authority to bind the below listed Insurance Company and by my signature hereon do so bind this Company.

Signature of Authorized Representati . e:

Original signature required on all
Names of
Agent/ Agency: VOlpatti Insurance Services Title: 01mer Address: 39210 State Street, Ste 110
Fremont, Ca 94538
Telephone: 510- 505- 9077
Facsimile: 510- 505- 0284
Subrogation Endorsement Page 1 of 1
825
Project No. 2010-01
DOCUMENT 00001

PUBLIC WORKS DEPARTMENT
10300 TORRE AVENUE
CUPERTINO, CALIFORNIA 95014

PROJECT MANUAL

FOR THE

BLACKBERRY FARM GOLF COURSE

MAINTENANCE
Bid Date:

Tuesday, February 16, 2010
Project Number: 2010-01
City of Cupertino
BBF Golf Course Maintenance 00001 - 1 Title Page
Attachment H
826
827
Project No. 2010-01
DOCUMENT 00003

PROJECT DIRECTORY
Project Name: BLACKBERRY FARM GOLF COURSE MAINTENANCE
Project Number: 2010-01
Location: 22100 Stevens Creek Boulevard
City Representative: Terry W. Greene, AIA
City Architect
City of Cupertino
Public Works Department
10300 Torre Avenue
Cupertino, CA 95014
PH: 408-777-3354
FX: 408-777-3333
e-mail: [email protected]
Address for Stop Notices/Lien Notices: City of Cupertino Carmen Lynaugh
Public Works Department
10300 Torre Avenue
Cupertino, CA 95014
PH: 408-777-3354
FX: 408-777-3333
e-mail: [email protected]
Golf Course Management: Don McCarthy
Recreation Supervisor
City of Cupertino
10185 N. Stelling Road
Cupertino, Ca 95014

City of Cupertino
BBF Golf Course Maintenance 00003 - 1 Project Directory 828
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance 00010 - 1 Table of Contents DOCUMENT 00010

TABLE OF CONTENTS

INTRODUCTORY DOCUMENTS
Document Title
00001 Title Page
00002 Signature Page
00003 Project Directory
00010 Table of Contents
00012 Caltrans / City Cross Reference Table

BIDDING DOCUMENTS
Document Title
00100 Advertisement for Bids
00200 Instructions to Bidders
00201 Bid Submittal and Site Map
00210 Indemnity and Release Agreement
00320 Geotechnical Data, Hazardous Materials Surveys and Existing Conditions 00400 Bid Form
00411 Bond Accompanying Bid
00430 Subcontractors List
00450 Statement of Qualifications
00460 Schedule of Major Equipment and Materials Suppliers 00481 Non-Collusion Affidavit
00482 Bidder Certifications

CONTRACTING DOCUMENTS
Document Title
00510 Notice of Award
00520 Contract
00530 Insurance Forms
00550 Notice to Proceed
00610 Construction Performance Bond

GENERAL CONDITIONS DOCUMENTS
Document Title
00700 General Conditions
00800 Special Conditions
00821 Insurance

Technical Provisions
829
DOCUMENT 00012

CALTRANS/CITY CROSS-REFERENCE TABLE
Project No. 2010-01
Whenever Standard Specifications Section 1 through 9 are referenced, the referenced sections are hereby deleted and the corresponding Document and Section in the following table shall be substituted.

Section # Title Document # Section # Title1 Definition and Terms 00700 Abbreviations and Definitions - - 2 Proposal Requirements and Conditions
2-1.01 Contents of Proposal 00200 Instruction to Bidders 2-1.02 Approximate Estimate 00200 Instruction to Bidders 2-1.03 Examination of Plans, Specifications, Contract and Site of Work
00200 &
00320
Instruction to Bidders & Geotechnical Data and Exiting Conditions 2-1.04 Blank
2-1.05 Proposal Forms 200 Instruction to Bidders
2-1.054 Required Listing of Proposed Subcontractors 00200 & 00800
Instruction to Bidders & Advertisement for Bids
2-1.056 State Employees and Design Engineers May Not Bid on Construction Contract
00200 Instruction to Bidders
2-1.06 Rejection of Proposals 00200 Instruction to Bidders 2-1.07 Proposal Guaranty 00200 Instruction to Bidders
2-1.08 Withdrawal of Proposals 00200 Instruction to Bidders 2-1.09 Public Opening of Proposals 00200 Instruction to Bidders Caltrans Standard Specification - 2006 City Contract Documents - 2007 pg p
2-1.095 Relief of Bidders Public Contract Code2-1.10 Disqualification of Bidders 00481 Non-Collusion Affidavit2-1.105 Previous Disqualification, Removal or Other Prevention of Bidding
00200 &
00450
Instruction to Bidders & Statement of Qualifications & Public Contract Code 2-1.108 Compliance with Orders of the National Labor Relations Board
00482 Bidder Certifications & Public Contract Code
2-1.11 Ineligibility to Contract 00481 Non-Collusion Affidavit & Public contract Code 2-1.12 Material Guaranty 00630 &
00700

4.9 Guaranty & General Conditions : Warranty and Inspection 3 Award and Execution of Contract3-1.01 Award of Contract 00200 Instruction to Bidders 3-1.02 Contract Bonds 00610 &
00620 &
00700

2.2 Constructions Performance Bond & Construction Labor and Material Payment Pond & General Conditions : Contractor's Bonds City of CupertinoBBF Golf Course Maintenance
00012-1
Cross-Reference to Caltrans
830
DOCUMENT 00012

CALTRANS/CITY CROSS-REFERENCE TABLE
Project No. 2010-01
Section # Title Document # Section # TitleCaltrans Standard Specification - 2006 City Contract Documents - 20073-1.025 Insurance Policies 00700 & 00821
Insurance & General Conditions : Contractor's Insurance 3-1.03 Execution of Contract 00510 Notice of Award
3-1.04 Failure to Execute Contract 00200 Instruction to Bidders 3-1.05 Return of Proposal Guaranties 00200 Instruction to Bidders 4 Scope of Work
4-1.01 Intent of Plans and Specifications 00700 1.2 & 1.3 General Conditions : Clarification of Contract & Contract Documents Complementary
4-1.02 Final Cleaning Up 00700 3.2 General Conditions : Cleaning4-1.03 Changes 00700 3.3 General Conditions : Change In Work4-1.03A Procedure and Protest 00700 3.3 General Conditions : Change In Work4-1.03B Increased or Decreased Quantity 00700 3.3 General Conditions : Change In Work4-1.03B(1) Increases of More Than 25 Percent 00700 3.3 General Conditions : Change In Work4-1.03B(2) Decrease of More Than 25 Percent 00700 3.3 General Conditions : Change In Work4-1.03B(3) Eliminated Items 00700 3.3 General Conditions : Change In Work4-1.03C Changes in Character of Work 00700 3.3 General Conditions : Change In Work4-1.03D Extra Work 00700 3.3 General Conditions : Change In Work4-1.04 Detours 00700 3.4 General Conditions : Detours4-1.05 Use of Materials Found on the Work 00700 6.21 General Conditions : Title to Materials Found on the Work5 Control of Work5-1.01 Authority of Engineer 00700 4.1 General Conditions : Authority of City5-1.02 Plans and Working Drawing 00700 1.2 & 4.2 General Conditions :Clarification of Contract & Submittals to be Furnished by Contractor
5-1.02A Trench Excavation Safety Plans 00700 3.9 General Conditions : Excavation Safety Plans 5-1.03 Conformity with Contract Documents and Allowable Deviations
00700 4.3 General Conditions : Conformity with Contract Documents and Allowable Deviations
5-1.04 Coordination and Interpretations of Plans, Standard Specifications, and Special Provisions
00700 1.1 General Conditions : Precedence of Contract
5-1.05 Order of Work 00700 4.4 General Conditions : Order of Work 5-1.06 Superintendence 00700 4.6 General Conditions : Superintendence 5-1.07 Lines and Grades 00700 4.8 General Conditions : Layout of Work and Surveys 5-1.08 Inspection 00700 5.1 & 5.5 General Conditions: : Source of Supply and Quality of Materials & Plant Inspection
City of CupertinoBBF Golf Course Maintenance
00012-2
Cross-Reference to Caltrans
831
DOCUMENT 00012

CALTRANS/CITY CROSS-REFERENCE TABLE
Project No. 2010-01
Section # Title Document # Section # TitleCaltrans Standard Specification - 2006 City Contract Documents - 20075-1.09 Removal of Rejected and Unauthorized Work 00700 4.10 & 5.4 General Conditions : Defective and Unauthorized Work & Defective Materials
5-1.10 Equipment and Plants 00700 4.11 General Conditions : Construction Equipment and Plant5-1.11 Alternative Equipment 00700 4.11 General Conditions : Construction Equipment and Plant5-1.115 Alternative Methods of Construction 00700 3.11 General Conditions : Substitutions 5-1.116 Differing Site Conditions 00700 1.2 & 3.6 General Conditions : Clarification of Contract & Changed Site Conditions
5-1.12 Character of Workers 00700 4.7 General Conditions : Character of Workers5-1.13 Final Inspection 00700 4.12 General Conditions : Substantial Completion, Final Completion and Final Acceptance
5-1.14 Cost Reduction Incentive 00700 3.7 General Conditions : Cost Reduction Incentive6 Control of Material6-1.01 Source of Supply and Quality of Materials 00700 5.1 General Conditions : Source of Supply and Quality of Materials
6-1.02 State-Furnished Materials 00700 5.2 General Conditions : City-Furnished Materials 6-1.03 Storage of Materials 00700 5.3 General Conditions : Storage of Materials 6-1.04 Defective Materials 00700 5.4 General Conditions : Defective Materials6-1.05 Trade Names and Alternatives 00700 3.11 General Conditions : Substitutions6-1.06 Plant Inspection 00700 5.5 General Conditions : Plant Inspection 6-1.07 Certificate of Compliance 00700 5.6 General Conditions : Certificates of Compliance 6-1.08 Foreign Materials 00700 5.1 General Conditions : Source of Supply and Quality of g pp y Q y Materials
6-1.09 State Specification Numbers NOT APPLICABLE
6-2.01 Local Materials - General 00700 5.1 General Conditions : Source of Supply and Quality of Materials
6-2.02 Possible Local Material Sources NOT APPLICABLE6-2.03 Mandatory Local Material Sources NOT APPLICABLE 6-3.01 Testing - General 00700 5.8 General Conditions : Testing 6-3.02 Testing by Contractor 00700 5.8 General Conditions : Testing7 Legal Relations and Responsibility7-1.01 Laws to be Observed 00700 6.1 General Conditions : Laws to be Observed7-1.01A Labor Code Requirements 00700 6.6 General Conditions : Apprentices 7-1.01A(1) Hours of Labor 00700 6.5 General Conditions : Hours of Labor 7-1.01A(2) Prevailing Wage 00700 6.4 General Conditions : Prevailing Wages 7-1.01A(2)(a) Travel and Subsistence Payment 00700 3.4 General Conditions : Change in Contract Price & Labor Code City of CupertinoBBF Golf Course Maintenance
00012-3
Cross-Reference to Caltrans
832
DOCUMENT 00012

CALTRANS/CITY CROSS-REFERENCE TABLE
Project No. 2010-01
Section # Title Document # Section # TitleCaltrans Standard Specification - 2006 City Contract Documents - 20077-1.01A(3) Payroll Records 00700 6.4 General Conditions : Prevailing Wages & Labor Code 7-1.01A(4) Labor Nondiscrimination 00700 6.2 General Conditions : Labor Discrimination & Labor Code 7-1.01A(5) Apprentices 00700 6.6 General Conditions : Apprentices 7-1.01A(6) Workers' Compensation 00700 &
00821

2.1 Insurance & General Conditions : Contractor's Insurance 7-1.01A(7) Suits to Recover Penalties and Forfeitures Labor Code 7-1.01B Fair Labor Standards Act Fair Labor Standard Act of 1938 7-1.01C Contractor's Licensing Laws Public Contract Code & Business and Professions Code 7-1.01D Vehicle Code Vehicle Code7-1.01E Trench Safety 00700 3.9 General Conditions : Evacuation Safety 7-1.01F Air Pollution Control Government Code7-1.01G Water Pollution 00700 3.14 General Conditions : Storm Water Pollution Control 7-1.01H Use of Pesticides 00700 3.12 General Conditions :Hazardous Material/Waste7-1.01I Sound Control Requirements 00700 6.26 General Conditions : Sound Control 7-1.01J Assignment of Antitrust Actions Public Contract Code & Government Code 7-1.02 Load Limitations Vehicle Code7-1.03 Payment of Taxes 00700 6.17 General Conditions : Payment of Taxes 7-1.04 Permits and Licenses 00700 6.7 General Conditions : Permits and Licenses7-1.05 Patents 00700 6.8 General Conditions : Patents and Copyrights 7-1.06 Safety and Health Provisions 00700 6.1 General Conditions : Laws to be Observed 7-1.07 Blank
7-1.08 Public Convenience 00700 6.9 General Conditions : Public Safety and Traffic Control 7-1.09 Public Safety 00700 6.9 General Conditions : Public Safety and Traffic Control7-1.10 Use of Explosives 00700 6.11 General Conditions : Explosives and Stream Pollution 7-1.11 Preservation of Property 00700 6.14 General Conditions : Preservation of Property 7-1.12 Indemnification and Insurance 00700 2.1 & 6.16 General Conditions : Contractor's Insurance & Indemnification
7-1.12A Indemnification 00700 6.16 General Conditions : Indemnification7-1.12B Insurance 00700 & 00821
2 Insurance & General Conditions : Contractor's Insurance 7-1.12B(1) General 00700 &
00821

2.1 Insurance & General Conditions : Contractor's Insurance 7-1.12B(2) Casualty Insurance 00700 &
00821

2.1 Insurance & General Conditions : Contractor's Insurance 7-1.12B(3) Workers' Compensation and Employer's Liability Insurance 00700 & 00821

2.1 Insurance & General Conditions : Contractor's Insurance City of CupertinoBBF Golf Course Maintenance
00012-4
Cross-Reference to Caltrans
833
DOCUMENT 00012

CALTRANS/CITY CROSS-REFERENCE TABLE
Project No. 2010-01
Section # Title Document # Section # TitleCaltrans Standard Specification - 2006 City Contract Documents - 20077-1.12B(4) Liability Insurance 00700 & 00821

2.1 Insurance & General Conditions : Contractor's Insurance 7-1.12B(4)(a) General 00700 &
00821

2.1 Insurance & General Conditions : Contractor's Insurance 7-1.12B(4)(b) Liability Limits/Additional Insureds 00821 Insurance 7-1.12B(4)© Contractor's Insurance Policy is Primary 00821 Insurance 7-1.12B(5) Automobile Liability Insurance 00821 Insurance 7-1.12B(6) Policy Forms, Endorsements, and Certificates 00821 Insurance 7-1.12B(7) Deductibles 00821 Insurance 7-1.12B(8) Enforcement 00821 Insurance
7-1.12B(9) Self-Insurance 00821 Insurance
7-1.125 Legal Actions Against the Department NOT APPLICABLE 7-1.13 Disposal of Material Outside the Highway Right of Way 00700 3.13 General Conditions : Inert Solids and Plant Material Recycling
7-1.14 Cooperation 00700 6.18 General Conditions : Cooperation with Others 7-1.15 Relief from Maintenance and Responsibility 00700 4.12 General Conditions : Substantial Completion, Final Completion and Final Acceptance
7-1.16 Contractor's Responsibility for the Work and Materials 00700 6.15 General Conditions : Contractor's Responsibility for Work7-1.165 Damage by Storm, Flood, Tsunami or Earthquake 00700 3.5 General Conditions : Change in Contract Time 7-1.17 Acceptance of Contract 00700 4.12 General Conditions : Substantial Completion, Final p p, Completion and Final Acceptance
7-1.18 Property Rights in Materials 00700 6.19 General Conditions : Property Right in Materials 7-1.19 Rights in Land and Improvements 00700 6.20 General Conditions : Rights in Land and Improvements7-1.20 Personal Liability 00700 6.29 & 6.30 General Conditions : Interest of Public Officers & Limit of Liability
7-1.21 Repair of Equipment NOT APPLICABLE
7-1.22 Material Plants 00700 6.4 General Conditions : Prevailing Wages 8 Prosecution and Progress
8-1.01 Subcontracting 00700 6.23 General Conditions : Subcontracting 8-1.02 Assignment 00700 7.1 General Conditions : Assignment8-1.03 Beginning of Work 00700 7.3 General Conditions : Commencement of Work8-1.04 Progress Schedule 00700 7.4 General Conditions : Work Progress Schedule 8-1.05 Temporary Suspension of Work 00700 7.5 General Conditions : Temporary Suspension of Work 8-1.06 Time of Completion 00520 &
00700

4.12 Contract & General Conditions : Substantial Completion, Final Completion and Final Acceptance
City of CupertinoBBF Golf Course Maintenance
00012-5
Cross-Reference to Caltrans
834
DOCUMENT 00012

CALTRANS/CITY CROSS-REFERENCE TABLE
Project No. 2010-01
Section # Title Document # Section # TitleCaltrans Standard Specification - 2006 City Contract Documents - 20078-1.07 Liquidated Damages 00520 & 00700

7.6 Contract & General Conditions : Liquidated Damages
8-1.08 Termination of Control 00700 7.7 General Conditions : Termination of Control8-1.09 Right of Way Delays 00700 7.16 General Conditions : Right of Way Delays 8-1.10 Utility and Non-Highway Facilities 00700 7.11 General Conditions : Coordination with Utilities 8-1.11 Termination of Contact 00700 7.8 & 7.9 General Conditions : Termination of Contract for Cause & Termination of Contract for Convenience
9 Measurement and Payment
9-1.01 Measurement and Quantities 00700 8.1 General Conditions : Measurement of Quantities9-1.015 Final Pay Items 00700 8.3 General Conditions : Progress Payment 9-1.02 Scope of Payment 00700 3.4 General Conditions : Change in Contract Price 9-1.03 Force Account Payment 00700 3.4 General Conditions : Change in Contract Price9-1.03A Work Performed by Contractor 00700 3.4 General Conditions : Change in Contract Price9-1.03A(1) Labor 00700 3.4 General Conditions : Change in Contract Price9-1.03A(1a) Actual Wage 00700 3.4 General Conditions : Change in Contract Price9-1.03A(1b) Labor Surcharge 00700 3.4 General Conditions : Change in Contract Price9-1.03A(1c) Subsistence and Travel Allowance 00700 3.4 General Conditions : Change in Contract Price9-1.03A(2) Materials 00700 3.4 General Conditions : Change in Contract Price9-1.03A(2a) 00700 3.4 General Conditions : Change in Contract Price9-1.03A(2b) 00700 3.4 General Conditions : Change in Contract Price9-1.03A() 2c 00700 3.4 General Conditions : Change in Contract Price 9-1.03A(2d) 00700 3.4 General Conditions : Change in Contract Price 9-1.03A(2e) 00700 3.4 General Conditions : Change in Contract Price9-1.03A(3) Equipment Rental 00700 3.4 General Conditions : Change in Contract Price9-1.03A(3a) Equipment on the Work 00700 3.4 General Conditions : Change in Contract Price9-1.03A(3b) Equipment not on the Work 00700 3.4 General Conditions : Change in Contract Price9-1.03A(3c) Owner-Operated Equipment 00700 3.4 General Conditions : Change in Contract Price9-1.03A(3d) Dump Truck Rental NOT APPLICABLE 9-1.03B Work Performed by Special Forces or Other Special Services 00700 3.4 General Conditions : Change in Contract Price9-1.03C Records 00700 3.4 General Conditions : Change in Contract Price 9-1.03D Payment 00700 3.4 General Conditions : Change in Contract Price9-1.04 Notice of Potential Claim 00700 9 General Conditions : Claims by Contractor 9-1.05 Stop Notices Civil Code
9-1.06 Partial Payments 00700 8.3 General Conditions : Progress Payment City of CupertinoBBF Golf Course Maintenance
00012-6
Cross-Reference to Caltrans
835
DOCUMENT 00012

CALTRANS/CITY CROSS-REFERENCE TABLE
Project No. 2010-01
Section # Title Document # Section # TitleCaltrans Standard Specification - 2006 City Contract Documents - 20079-1.065 Payment of Withheld Funds 00700 8.6 General Conditions : Substitution of Securities in Lieu of Retention
9-1.07 Payment after Acceptance 00700 8 General Conditions : Measurement and Payment9-1.07A Payment Prior to Proposed Final Estimate 00700 8 General Conditions : Measurement and Payment9-1.07B Final Payment and Claims 00700 8.4 General Conditions : Final Payment9-1.08 Adjustment of Overhead Costs NOT APPLICABLE 9-1.09 Clerical Errors NOT APPLICABLE9-1.10 Arbitration 00700 9.4 General Conditions : Mediation City of CupertinoBBF Golf Course Maintenance
00012-7
Cross-Reference to Caltrans
836
837
838
Project No. 2010-01
DOCUMENT 00200

INSTRUCTIONS TO BIDDERS
Bids are requested for a general construction contract, or work described in general, as follows:

BLACKBERRY FARM GOLF COURSE MAINTENANCE

1. RECEIPT OF BIDS. Sealed Bids will be received by the City at City’s office (see paragraph 2 below) on the date listed in the Advertisement for Bids. City will receive Bids in two separate opaque sealed 10” x 13” envelopes, labeled Envelope “A” and Envelope “B” each containing the respective items described in paragraphs 4 and 5 below. All Bid envelopes will be time stamped to reflect their submittal time. Envelope “A” and Envelope “B” shall be due by 2.00 p.m. as determined by the clock on the wall of the office of the City Clerk. Bids will be publicly read at 2:00 p.m. in the City Community Hall at 10350 Torre Avenue (adjacent to City Hall). City will reject all Bids received after the specified time and will return such Bids to Bidders unopened. Bidders must submit Bids in accordance with this Document 00200.

2. CONTACT INFORMATION.

Mailing address:

City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
City’s Authorized Representative:

Carmen Lynaugh
Public Works Project Manager
Telephone:
(408) 777-3354
Emails:
[email protected]
Fax:
(408) 777-3333

3. BID SUBMISSION. Bidder should mark its Bid envelopes as BID FOR THE CITY, PROJECT NUMBER 2010-01, BLACKBERRY FARM GOLF COURSE MAINTENANCE Envelope “A” or “Envelope “B,” as appropriate. Bids shall be deemed to include the written responses of the Bidder to any questions or requests for information of City made as part of Bid evaluation process after submission of Bid. Bidder’s failure to submit all required documents strictly as required entitles City to reject the Bid as non-responsive.

4. CONTENTS OF ENVELOPE “A” - BID PRICE. Envelope “A” shall include:
a. Document 00400 (Bid Form) completed in accordance with paragraph 6 of this Document 00200. b. Bid security supplied and completed in accordance with paragraph 7 of this Document 00200. c. Document 00430 (Subcontractors List) in accordance with paragraph 8 of this Document 00200. d. Document 00460 (Schedule of Major Equipment and Material Suppliers). Bidder must complete this form as indicated. If required.
e. Document 00481 (Non-Collusion Affidavit).

City of Cupertino 00200 - 1 Instructions to Bidders
BBF Golf Course Maintenance
839
Project No. 2010-01

5. CONTENTS OF ENVELOPE “B” – BIDDER STATEMENT OF QUALIFICATIONS. Envelope “B” shall include:
a. Document 00450 (Statement of Qualifications for Construction Work) submitted in accordance with paragraph 9 of this Document 00200.
b. Document 00482 (Bidder Certifications). Bidder must complete this form as indicated. c. Financial Statement as required in Document 00450 (Statement of Qualifications for Construction Work)

6. REQUIRED BID FORMS. All Bidders must submit Bids using, where applicable, documents supplied in this Project Manual, including without limitation Document 00400 (Bid Form), Document 00430 (Subcontractors List), Document 00450 (Statement of Qualifications for Construction Work), Document 00460 (Schedule of Major Equipment and Material Suppliers), Document 00481 (Non-Collusion Affidavit), and Document 00482 (Bidders Certifications). City will reject as non-responsive any Bid not submitted on the required forms. Bids must be full and complete. Bidders must complete all Bid items and supply all information required by Bidding Documents. City reserves the right in its sole discretion to reject any Bid as non-responsive as a result of any error or omission in the Bid. Bidders may not modify the Bid Form or qualify their Bids. Bidders must submit clearly and distinctly written Bids. Bidders must clearly make any changes in their Bids by crossing out original entries, entering new entries, and initialing new entries. City reserves the right to reject any Bid not clearly written.

7. REQUIRED BID SECURITY. Bidders must submit with their Bids either cash, a cashier’s check, or certified check from a responsible bank in the United States, or corporate surety bond furnished by a surety authorized to do business in the State of California, of not less than ten percent of amount of Bid, payable to City. All Bidders choosing to submit a surety bond must submit it on the required form, Document 00411 (Bond Accompanying Bid). City will reject as non-responsive any Bid submitted without the necessary Bid security.

City may retain Bid securities and Bid bonds of other than the Apparent Low Bidder for a period of 90 Days after award or full execution of the Contract, whichever first occurs. Upon full execution of the Contract, and upon request by Bidder, City will return to the respective unsuccessful Bidders their Bid securities and Bid bonds.

8. REQUIRED SUBCONTRACTORS LIST. All Bidders must submit with their Bids the required information on all Subcontractors in Document 00430 (Subcontractors List) for those Subcontractors who will perform any portion of Work, including labor, rendering of service, or specially fabricating and installing a portion of the Work or improvement according to detailed drawings contained in the plans and specifications, in excess of one half of one percent of total Bid or ten thousand dollars ($10,000), whichever is greater. Violation of this requirement may result in Bid being deemed non-responsive and being rejected.

9. REQUIRED STATEMENT OF QUALIFICATIONS. In order for a Bidder to be eligible to Bid on this Contract, it must submit a Statement of Qualifications responsive to the requirements identified in Document 00450 (Statement of Qualification for Construction Work) (“SOQ”), including without limitation qualification information for Subcontractors and schedulers, if any. Except as otherwise provided in paragraphs 20 and 21 of this Document 00200 or in Document 00450 (Statement of Qualification for Construction Work), City will make final determinations regarding Bidder responsibility based solely upon the SOQ submitted as part of Envelope “B” on Bid day. Information in the SOQ shall be current.

No engineering or architectural firm which has provided design services for a project shall be eligible to submit a proposal for the contract to construct the project nor to subcontract for any portion of the work. The ineligible firms include the prime contractor for design, subcontractors of portions of the design and affiliates of either. An affiliate is a firm which is subject to the control of the same persons, through joint ownership or otherwise.

City of Cupertino
BBF Golf Course Maintenance 00200-2 Instructions to Bidders

10. PRE-BID CONFERENCE: City will conduct a Pre-Bid Conference at 2:00 p.m. on Thursday, January 28, 2010 at the site, 22110 Stevens Creek Boulevard, Cupertino, CA 95014.

Any Bidder wishing to investigate subsurface conditions or otherwise conduct invasive investigations, explorations, tests, or studies at this Site, must schedule the visit with the City by giving the City at least seven (7) days written notice. Additionally, any such Bidder must deliver an executed Document 00210 (Indemnity and Release Agreement) and provide an insurance certificate as described therein by noon of the Day prior to the examination.

Bidders who intend only to observe existing Site conditions and not conduct subsurface examinations are not required to provide an executed Document 00210 (Indemnity and Release Agreement) or an insurance certificate, but are requested to contact the Public Works Department to arrange for access to the fenced site. 840
Project No. 2010-01
Bidders are encouraged to submit written questions in connection with the Site Visit. City will transmit to all parties recorded, as having received Bidding Documents such Addenda, as City, in its discretion, considers necessary in response to written questions. Bidders shall not rely on oral statements. Oral statements will not be binding or legally effective. Other Pre-Bid Meetings may be scheduled at City’s sole discretion, depending on staff availability.

11. OTHER REQUIREMENTS PRIOR TO BIDDING. Submission of Bid signifies Bidder’s careful examination of Bidding Documents and complete understanding of the nature, extent, and location of Work to be performed.

As a condition to Bidding, Bidder must complete tasks listed in Document 00520 (Contract), Article 5.

Submission of Bid shall constitute Bidder’s express representation to the City that Bidder has fully completed these tasks.

12. EXISTING DRAWINGS AND GEOTECHNICAL DATA. Bidders may examine any available existing conditions information (e.g., record documents, specifications, studies, drawings of previous work) by giving City reasonable advance notice, as well as applicable environmental assessment information (if any) regarding the Project. Document 00320 (Geotechnical Data and Existing Conditions) applies to all supplied existing conditions information and geotechnical reports and all other information supplied regarding existing conditions either above ground or below ground. Copies on a CD will be available for a fee.

13. ADDENDA. Bidders must direct all questions about the meaning or intent of Bidding Documents to City (Attention: City Architect) in writing. Letters, Faxes or emails are acceptable forms of written questions.

Interpretations or clarifications considered necessary by City in response to such questions will be issued by Addenda mailed, faxed, or delivered to all “Bid List” parties, recorded by City as having received a Bidding Documents CD. Addenda will be written and will be issued to each Bidder to the address or fax number supplied City by Bidder. City may not answer questions received less than ten Days prior to the date for opening Bids.

Only questions answered by formal written Addenda will be binding. Oral and other interpretations or clarifications will be without legal effect.
a. Addenda may be issued to modify the Bidding Documents as deemed advisable by City. b. Addenda shall be acknowledged by number with signature in Document 00400 (Bid Form) and shall be part of the Contract Documents. A complete listing of Addenda may be secured from City.

14. SUBSTITUTIONS. Bidders must base their Bids on products and systems specified in Contract Documents or Addenda.
a. Except as provided in paragraph 14.c below, City will consider substitution requests only for “or equal items.” Bidders wanting to use “or equal” item(s) may submit Document 00660 (Substitution Request Form) no later than 35 Calendar Days after the due date for City receiving Bids. To assess “or equal” acceptability of product or system, substitution requests shall contain the information required in Document 00660 (Substitution Request Form) and set forth in Document 00700 (General Conditions).

Insufficient information will be grounds for rejection of substitution. City shall, within a reasonable period of time after having received a request for substitution, issue in writing its decision as to whether the proposed substitute item is an “equal” item. City’s decision shall be conclusive on all Bidders. b. Approved substitutions shall be listed in Addenda and become part of the Contract Documents. c. Substitutions may be requested after submitting Bids and the Award of Contract only in accordance with requirements specified in Document 00700 (General Conditions). d. As further limitation on Bidder’s privilege to substitute items, City has found that certain items are designed as City standards and certain items are designed to match existing items in use on a particular public improvement, either completed or in the course of completion. As to such items, City will not permit substitution. City will not permit substitutions for the following items: NONE IN THIS

PROJECT

15. WAGE RATES. Copies of the general prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the Contract, as determined by Director of the State of California Department of Industrial Relations, are on file at City’s Public Works office or may be obtained of the State of California web site http://www.dir.ca.gov/DLSR/PWD/Northern.html and are deemed included in the Bidding Documents. Upon request, City will make available copies to any interested party. Also, Contractor shall post the applicable prevailing wage rates at the Site.

City of Cupertino 00200 - 3 Instructions to Bidders
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16. EQUAL EMPLOYMENT OPPORTUNITY. Contractor shall comply with all applicable federal, state, and local laws, rules, and regulations in regard to nondiscrimination in employment because of race, color, ancestry, national origin, religion, sex, marital status, age, medical conditions, disability, or any other reason.

17. BID OPENING. City will open all Bidders’ Envelopes “A,” at the time and on the date specified in paragraph 1 above, initially evaluate them for responsiveness, and determine an Apparent Low Bidder as specified herein.

City will not open Envelopes “B” publicly, and except for the Apparent Low Bidder’s Envelope “B” (or as otherwise provided in this Document 00200), they will remain unopened.

18. DETERMINATION OF APPARENT LOW BIDDER (Envelope “A”). Apparent Low Bid will be based solely on the total amount of all Bid items (excluding alternates) based on assumptions contained in Document 00400 (Bid Form). All Bidders are required to submit Bids on all Bid items (including any alternates).

19. EVALUATION OF BIDDER RESPONSIBILITY (Envelope “B”). a. City will open Apparent Low Bidder’s Envelope “B” and check its contents for compliance with paragraph 5 above and this paragraph 20. City will notify Apparent Low Bidder in writing of any deficiencies found and will provide Bidder the opportunity to respond in writing with reasonable clarifications but will not allow any changes in the nature of Bidder as a business entity. b. If any Apparent Low Bidder is determined to be non-responsive or non-responsible, City may open the next Apparent Low Bidder’s Envelope “B” pursuant to any procedures determined in its reasonable discretion, and proceed for all purposes as if this Apparent Low Bidder were the original Apparent Low Bidder. City shall use reasonable efforts to make the responsive responsible Apparent Low Bidder’s Envelope “B” public on the fifth Day following opening of the Bidders’ Envelope “A”s, subject to paragraph 27 below.
c. Document 00450 sets forth certain minimum criteria for a Bidder to be found responsible. Bidder’s attention is called to the following minimum requirements for a Bidder to be found responsible to perform the Work:
1) Sufficient financial strength, stability and resources as measured by Bidder’s equity, debt-to-assets ratio, and capability to finance the Work to be performed. 2) Ability to secure, in accordance with the Contract Documents, the required forms of Construction Performance Bond and Construction Labor and Material Payment Bond. Ability to obtain required insurance with coverage values that meet minimum requirements. 3) Subcontracting Prior Experience. Satisfactory experience on public works, including without limitation no history of default termination, excessively delayed completion or excessive defective work.
4) Projects Public Experience. Evidence that Bidder and its team, including without limitation its Subcontractors (hereafter, including Bidder if Bidder performs such Work itself, “designated Subcontractor(s)”), have the human and physical resources of sufficient quantity and quality to perform the Work under Contract Documents in a timely and Specification-compliant manner, to include:
i. Construction and management organizations with sufficient personnel and requisite disciplines, licenses, skills, experience, and equipment for the Project. ii. Minimum licensing requirements including evidence of a valid California contractor’s license as specified for the Bidder and evidence of requisite licenses for Key Personnel of Bidder or any designated Subcontractor(s).
iii. Sufficiency of proposed quality assurance plan to meet the requirements of the Contract Documents.
iv. Bidder’s safety record.
v. Minimum experience requirements of the prime contractor including the completion of a suitable number of projects of similar nature and complexity for contract dollar amounts equal to what is specified in Document 00450 (Statement of Qualification). vi. A field organization with skills, experience, and equipment sufficient to perform all on-Site work and necessary scheduling.
vii. Expertise of Key Personnel to accomplish the duties and responsibilities required to perform the Work under the Contract Documents. Minimum experience requirements of Key Personnel including the completion of projects of similar nature and complexity and having City of Cupertino
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the number of years of experience on projects of similar nature and complexity as specified in Document 00450 (Statement of Qualifications).

Bidder shall expressly indicate which, if any, of the designated Subcontractor(s)’ functions it will perform itself.
5) The following are general requirements for the designated Subcontractor(s) to be found responsible to perform the Work. (Unless the designated Subcontractor(s) is found responsible, Bidder will be found non-responsible.) See specific requirements in Document 00450. i. Evidence that Bidder’s named Subcontractor has the human and physical resources of sufficient quantity and quality to perform those aspects of the Contract in a timely and Specification-compliant manner.
ii. Construction and management organizations with sufficient personnel and requisite disciplines, licenses, skills, experience, and equipment for the Project. iii. A field organization with skills, experience, and equipment sufficient to perform all on-Site work and necessary scheduling.
iv. Installation of a minimum number of projects over a period of several years for projects similar in nature and complexity to this Project.
v. The installation supervisor shall have worked in a similar capacity on a number of projects similar in nature and complexity to this Project.

20. BID EVALUATION. City may reject any or all Bids and waive any informalities or minor irregularities in the Bids. City also reserves the right, in its discretion, to reject any or all Bids and to re-Bid the Project. City reserves the right to reject any or all nonconforming, non-responsive, unbalanced, or conditional Bids, and to reject the Bid of any Bidder if City believes that it would not be in the best interest of Project to make an award to that Bidder, whether because the Bid is not responsive or the Bidder is unqualified or of doubtful financial ability or fails to meet any other pertinent standard or criteria established by City. For purposes of this paragraph, an “unbalanced Bid” is one having nominal prices for some work items and enhanced prices for other work items. a. In evaluating Bids, City will consider Bidders’ qualifications, whether or not the Bids comply with the prescribed requirements, unit prices and other data, as may be requested in Document 00400 (Bid Form) or prior to the Notice of Award.
b. City may conduct reasonable investigations and reference checks of Bidder, proposed Subcontractors, suppliers and other persons and organizations as City deems necessary to assist in the evaluation of any Bid and to establish Bidder’s responsibility, qualifications, financial ability, proposed Subcontractors, suppliers, and other persons and organizations to perform and furnish the Work in accordance with the Contract Documents to City’s satisfaction within the prescribed time. Submission of a Bid constitutes Bidder’s consent to the foregoing. City shall have the right to consider information provided by sources other than Bidder. City shall also have the right to communicate directly with Bidder’s surety regarding Bidder’s bonds.
c. Discrepancies between the multiplication of units of Work and unit prices will be resolved in favor of the unit prices. Discrepancies between the indicated sum of any column of figures and the correct sum thereof will be resolved in favor of the correct sum. Discrepancies between written words and figures will be resolved in favor of the words.
d. Quantities stated in the Bidding Documents are approximate only and are subject to correction upon final measurement of the Work, and are subject further to the rights reserved by the City to increase or diminish the amount of work under any classification as advantages to design or construction needs require. e. City may determine whether a Bidder is qualified in its sole discretionary judgment.

21. AWARD. If the Contract is to be awarded, it will be awarded to the lowest responsible responsive Bidder.

Following completion of all required City procedures and receipt of all City approvals, City will issue Document 00510 (Notice of Award) to successful Bidder.

22. BID PROTEST. Any Bid protest must be submitted in writing to the City’s offices (Attention: City Architect), before 3:30 p.m. of the third Calendar Day following opening of Bidders’ Envelope “A”s. a. The initial protest document must contain a complete statement of the basis for the protest. b. The protest must refer to the specific portion of the document that forms the basis for the protest. c. The protest must include the name, address, and telephone number of the person representing the protesting party.
d. Only Bidders who the City otherwise determines are responsive and responsible are eligible to protest a Bid; protests from any other Bidder will not be considered. In order to determine whether a protesting City of Cupertino 00200 - 5 Instructions to Bidders
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Bidder is responsive and responsible, City will open and evaluate information contained in any protesting Bidder’s Envelope “B”, and conduct the same investigation and evaluation as City is entitled to take regarding an Apparent Low Bidder. Any such opened Envelope “B” shall also be subject to all provisions of paragraph 27.
e. The party filing the protest must concurrently transmit a copy of the initial protest document and any attached documentation to all other parties with a direct financial interest that may be adversely affected by the outcome of the protest. Such parties shall include all other Bidders who appear to have a reasonable prospect of receiving an award depending upon the outcome of the protest. f. The procedure and time limits set forth in this paragraph are mandatory and are Bidder’s sole and exclusive remedy in the event of Bid protest. Bidder’s failure to comply with these procedures shall constitute a waiver of any right to further pursue the Bid protest, including filing a Government Code Claim or legal proceedings. A Bidder may not rely on a protest submitted by another Bidder, but must timely pursue its own protest.

23. POST-NOTICE OF AWARD REQUIREMENTS. After Notice of Award, the successful Bidder must execute and submit the following documents as indicated below.
a. Submit the following documents to City by 5:00 p.m. of the 10th Calendar Day following Notice of Award. Execution of Contract by City depends upon approval of these documents:
1) Document 00520 (Contract): To be executed by successful Bidder. Submit four originals, each bearing an original signature.
2) Document 00610 (Construction Performance Bond): To be executed by successful Bidder and surety, in the amount set forth in Document 00610 (Construction Performance Bond). Submit one original.
3) Document 00620 (Construction Labor and Material Payment Bond): To be executed by successful Bidder and surety, in the amount set forth in Document 00620 (Construction Labor and Material Payment Bond). Submit one original.
4) Insurance certificates and endorsements required by Document 00700 (General Conditions).

Submit one original set.
5) The Guaranty in the form set forth in Document 00630 (Guaranty). Submit four originals, each bearing an original signature.
b. City shall have the right to communicate directly with Apparent Low Bidder’s proposed performance bond surety, to confirm the performance bond. City may elect to extend the time to receive faithful performance and labor and material payment bonds.
c. Successful Bidder’s failure to submit the documents required herein, in a proper and timely manner, entitles City to rescind its award, and to cause Bidder’s Bid security to be forfeited as provided herein.

24. FAILURE TO EXECUTE AND DELIVER DOCUMENTS. If Bidder, to whom Contract is awarded shall, within the period described in paragraph 23a of this Document 00200, fail or neglect to execute and deliver all required Contract Documents and file all required bonds, insurance certificates, and other documents, City may, in its sole discretion, foreclose on Bidder’s deposit surety bond, or deposit Bidder’s cashier’s check or certified check for collection, and retain the proceeds thereof as liquidated damages for Bidder’s failure to enter into the Contract Documents. Bidder agrees that calculating the damages City may suffer as a result of Bidder’s failure to execute and deliver all required Contract Documents would be extremely difficult and impractical and that the amount of Bidder’s required Bid security shall be the agreed and presumed amount of City’s damages. In addition, upon such failure City may determine the next Apparent Low Bidder and proceed accordingly.

25. MODIFICATION OF COMMENCEMENT OF WORK. City expressly reserves the right to modify the date for the Commencement of Work under the Contract and to independently perform and complete work related to the Project. City accepts no responsibility to Contractor for any delays attributed to its need to complete independent work at the Site.

26. WITHDRAWAL OF BIDS. Bidders may withdraw their Bids at any time prior to the Bid opening time fixed in this Document 00200, only by written request for the withdrawal of Bid filed with the City at the City’s office.

Bidder or its duly authorized representative shall execute request to withdraw Bid. The submission of a Bid does not commit the City to award a contract for the Project, to pay costs incurred in the preparation of a Bid, or to procure or contract for any goods or services.

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City of Cupertino 00200 - 7 Instructions to Bidders
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27. PUBLIC RECORDS ACT REQUESTS.
a. Per the Public Records Act, City will make available to the public, Bidder’s SOQ (if Bidder’s Envelope “B” is opened), all correspondence and written questions submitted during the Bid period, all Bid submissions opened in accordance with the procedures of this Document 00200, and all subsequent Bid evaluation information. All submissions not opened will remain sealed and will eventually be returned to the submitter. Except as otherwise required by law, City will not disclose trade secrets or proprietary financial information submitted that has been designated confidential by Bidder (including but not limited to the SOQ). Any such trade secrets or proprietary financial information that a Bidder believes should be exempted from disclosure shall be specifically identified and marked as such. Blanket-type identification by designating whole pages or sections shall not be permitted and shall be invalid. The specific information must be clearly identified as such.
b. Upon a request for records regarding this Bid, City will notify Bidder involved within ten Days from receipt of the request of a specific time when the records will be made available for inspection. If the Bidder timely identifies any “proprietary, trade secret, or confidential commercial or financial” information that Bidder determines is not subject to public disclosure, and requests City to refuse to comply with the records request, Bidder shall take all appropriate legal action and defend City’s refusal to produce the information in all forums; otherwise, City will make such information available to the extent required by applicable law, without restriction.
c. Information disclosed in the SOQ (if Envelope “B” is opened) and the attendant submissions are the property of City unless Bidder makes specific reference to data that is considered proprietary. Subject to the requirements in the Public Records Act, reasonable efforts will be made to prevent the disclosure of information except on a need-to-know basis during the evaluation process.

28. CONFORMED CONSTRUCTION DOCUMENTS. Following Award of Contract, City may prepare a conformed set of Contract Documents reflecting Addenda issued during bidding, which will, failing objection, constitute the approved set of Contract Documents.

29. DEFINITIONS. All abbreviations and definitions of terms used in this Document 00200 are set forth in Section 00700.

END OF DOCUMENT
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BID SUBMITTALAND SITE MAP Project No. 2010-01
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DOCUMENT 00210

INDEMNITY AND RELEASE AGREEMENT
Dated
POTENTIAL BIDDER:

CITY: THE CITY OF CUPERTINO
SITE: 22100 Stevens Creek Blvd., Cupertino, CA
PROJECT: BLACKBERRY FARM GOLF COURSE MAINTENANCE
In consideration of the above-referenced City’s permitting the undersigned potential bidder (“Bidder”) to have access to, and to conduct investigations, tests and/or inspections on, the Site, Bidder hereby agrees as follows:

1. To the greatest extent permitted by law, Bidder hereby releases, and shall defend, indemnify and hold harmless City, and its officers, employees, consultants (including without limitation Consulting Engineer), representatives, and agents, and all other parties having any other interest in the Site, against any claim or liability, including attorney’s fees, arising from or relating to any Site-related access, investigation, test, inspection and/or other activity conducted by Bidder or any of Bidder’s officers, employees, consultants, representatives, and/or agents, regardless of whether claim or liability is caused in part by the negligence of City or by any released and indemnified party.

2. Bidder hereby waives the provisions of California Civil Code Section 1542 which provides as follows:

A general release does not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him, must have materially affected his settlement with the debtor.

3. Bidder shall repair any damage to the Site or adjacent property resulting from activities authorized hereunder, and comply with and be subject to all other requirements and obligations described or referenced in Document 00320 (Geotechnical Data and Existing Conditions).

4. Attached hereto (or to be delivered separately before Bidder’s visit to the Site) is a certificate for comprehensive general liability insurance satisfying the requirements of Document 00700 (General Conditions).

5. Although this Indemnity and Release Agreement is not a Contract Document (see Document 00520 Contract), it shall be fully effective and binding regardless of whether Bidder submits a Bid for the subject Project, is awarded a contract for the Project, or otherwise.

Name of Bidder
By:

Signature
Its:

Title (If Corporation: Chairman, President or Vice
President)
By:

Signature
Its:

Title (If Corporation: Secretary, Assistant Secretary,
Chief Financial Officer or Assistant Treasurer)
00210-1 Indemnity and Release Agreement City of Cupertino BBF Golf Course Maintenance
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DOCUMENT 00320

GEOTECHNICAL DATA, HAZARDOUS MATERIALS SURVEYS AND EXISTING CONDITIONS

1. SUMMARY
This Document 00320 sets forth the terms and conditions under which Bidder may review, study, use, or rely upon geotechnical data at or contiguous to the Site, and existing conditions information concerning existing conditions at or contiguous to the Site. This Document 00320, the available geotechnical, soil and asbestos data, and the supplied existing conditions information are not Contract Documents.

This Document 00320 sets forth the terms and conditions under which Bidder may review, study, use, or rely upon geotechnical data at or contiguous to the Site, and existing conditions information concerning existing conditions at or contiguous to the Site. This Document 00320, the available geotechnical, soil and asbestos data, and the supplied existing conditions information are not Contract Documents.

2. REPORTS AND INFORMATION N/A
A. City, its consultants, and prior contractors may have collected documents providing a general description of the Site and conditions of the Work. These documents may consist of geotechnical reports for and around the Site, contracts, contract specifications, as-built drawings, utility drawings, and information regarding Underground Facilities. These reports, documents and other information are not part of the Contract Documents. They are provided in Appendix “A” and are “For Information Only”.

A. City, its consultants, and prior contractors may have collected documents providing a general description of the Site and conditions of the Work. These documents may consist of geotechnical reports for and around the Site, contracts, contract specifications, as-built drawings, utility drawings, and information regarding Underground Facilities. These reports, documents and other information are not part of the Contract Documents. They are provided in Appendix “A” and are “For Information Only”.

Existing Condition surveys and reports consist of the following:

3. USE OF INFORMATION ON EXISTING CONDITIONS
A. Aboveground Existing Conditions. Under no circumstances shall City be deemed to make a warranty or representation of existing aboveground conditions, as-built conditions, or other aboveground actual conditions verifiable by reasonable independent investigation. These conditions are verifiable by Bidder by the performance of its own independent investigation that Bidder must perform prior to bidding and Bidder must not rely on the information supplied by City regarding existing conditions. Bidder represents and agrees that in submitting its Bid, it is not relying on any information regarding existing conditions supplied by City.

B. Underground Facilities. Information supplied regarding existing Underground Facilities at or contiguous to the Site is based on information furnished to City by others (e.g., the owners or builders of such Underground Facilities or others). Except as expressly set forth in this Document 00320, City does not assume responsibility for the accuracy, completeness or thoroughness of this information, and Bidder is solely responsible for any interpretation or conclusion drawn from this information. Except as expressly set forth in this Document 00320, City will be responsible only for the general accuracy of information regarding Underground Facilities, and only for those Underground Facilities that are owned by City. This express assumption of responsibility applies only if Bidder has conducted the independent investigation required of it and discrepancies were not apparent.

City of Cupertino Geotechnical Data and Existing Conditions BBF Golf Course Maintenance 00320 -1
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BBF Golf Course Maintenance 00320 - 2 Geotechnical Data and Existing Conditions

4. LIMITED RELIANCE PERMITTED ON CERTAIN INFORMATION
A. Geotechnical Data. For informational purpose only. Except as expressly set forth in this Document 00320, City does not warrant, and makes no representation regarding, the accuracy or thoroughness of any geotechnical data. Bidder represents and agrees that in submitting its Bid, it is not relying on any geotechnical data supplied by City, except as specifically set forth herein.

B. Bidder may rely upon the general accuracy of the “technical data” contained in the geotechnical reports and drawings identified above, but only insofar as it relates to subsurface conditions, provided Bidder has conducted the independent investigation required of it and discrepancies were not apparent. The term “technical data” in the referenced reports and drawings shall be limited as follows:

1. The term “technical data” shall include actual reported depths, reported quantities, reported soil types, reported soil conditions, and reported material, equipment, or structures that were encountered during subsurface exploration.

2. The term “technical data” does not include, and Bidder may not rely upon, any other data, interpretations, opinions or information shown or indicated in such drawings or reports that otherwise relate to subsurface conditions or described structures.

3. The term “technical data” shall not include the location of Underground Facilities.

4. Bidder may not rely on the completeness of reports and drawings for the purposes of bidding or construction. Bidder may rely upon the general accuracy of the “technical data” contained in such reports or drawings.

5. Bidder is solely responsible for any interpretation or conclusion drawn from any “technical data” or any other data, interpretations, opinions, or information contained in supplied geotechnical data.

5. INVESTIGATIONS
A. Before submitting a Bid, each Bidder shall be responsible to obtain such additional or supplementary examinations, investigations, explorations, tests, studies and data concerning conditions (surface, subsurface, and Underground Facilities) at or contiguous to the Site or otherwise, which may affect cost, progress, performance or furnishing of Work or which relate to any aspect of the means, methods, techniques, sequences or procedures of construction to be employed by Bidder and safety precautions and programs incident thereto or which Bidder deems necessary to determine its Bid for performing and furnishing the Work in accordance with the time, price and other terms and conditions of Contract Documents. Bidders shall advise City in writing during the Bid period of any questions, suppositions, inferences or deductions Bidders may have for City’s review and response.

B. City has provided time in the period prior to bidding for Bidder to perform these investigations.

6. ACCESS TO SITE FOR INVESTIGATIONS
Subject to reasonable scheduling, City will provide each Bidder access to the Site to conduct such examinations, investigations, explorations, tests, and studies, as each Bidder deems necessary for submission of a Bid.

Bidders must fill all holes and clean up and restore the Site to its former conditions upon completion of such explorations, investigations, tests, and studies. Such investigations may be performed only under the provisions of Document 00200 (Instructions to Bidders) and Document 00700 (General Conditions) including, but not limited to, proof of insurance and obligation to indemnify against claims arising from such investigation work.

Each Bidder shall supply all equipment required to perform any investigations as each Bidder deems necessary.

City has the right to limit the number of pieces of machinery operating at one time due to safety concerns.

END OF DOCUMENT
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DOCUMENT 00400

BID FORM
To be submitted as part of Envelope “A” by the time and date specified in Document 00200 (Instructions to Bidders).

TO THE HONORABLE CITY COUNCIL OF THE CITY OF CUPERTINO
THIS BID IS SUBMITTED BY:
____________________________________________________________________________________ (Firm/Company Name)
Re: PROJECT NUMBER 2010-01

BLACKBERRY FARM GOLF COURSE MAINTENANCE

1. The undersigned Bidder proposes and agrees, if this Bid is accepted, to enter into a contract with the City of Cupertino (“City”) in the form included in the Contract Documents, Document 00520 (Contract), to perform and furnish all Work as specified or indicated in the Contract Documents for the Contract Sum and within the Contract Time indicated in this Bid and in accordance with all other terms and conditions of the Contract Documents. All portions of this Bid Form must be completed and signed before the bid is submitted. Failure to do so will result in the bid being rejected as non-responsive.

2. Bidder accepts all of the terms and conditions of the Contract Documents, Document 00100 (Advertisement for Bids), and Document 00200 (Instructions to Bidders), including, without limitation, those dealing with the disposition of Bid Security. This Bid will remain subject to acceptance for 90 Days after the day of Bid opening.

3. Bidder has visited the Site and performed all tasks, research, investigation, reviews, examinations, and analysis and given notices, regarding the Project and the Site, as set forth in Document 00520 (Contract), Article 5.

4. Bidder has given City prompt written notice of all conflicts, errors, ambiguities, or discrepancies that it has discovered in or among the Contract Documents and as-built drawings and actual conditions and the written resolution thereof through Addenda issued by City is acceptable to Contractor.

5. Subcontractors for work included in all Bid items, in accordance with the criteria in the Public Contract Code, are listed on the attached Document 00430 (Subcontractors List).

6. The undersigned Bidder understands that City reserves the right to reject this Bid.

7. If written notice of the acceptance of this Bid, hereinafter referred to as Notice of Award, is mailed or delivered to the undersigned Bidder within the time described in paragraph 2 of this Document 00400 or at any other time thereafter before it is withdrawn, the undersigned Bidder will execute and deliver the documents required by Document 00200 (Instructions to Bidders) within the times specified therein. These documents include, but are not limited to, Document 00520 (Contract), Document 00610 (Construction Performance Bond), and Document 00620 (Construction Labor and Material Payment Bond).

8. Notice of Award or request for additional information may be addressed to the undersigned Bidder at the address set forth below on the signature page.

10. The undersigned Bidder herewith encloses cash, a cashier’s check, or certified check of or on a responsible bank in the United States, or a corporate surety bond furnished by a surety authorized to do a surety business in City of Cupertino Bid Form
BBF Golf Course Maintenance 00400 - 1
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Project No. 2010-01
the State of California, in form specified in Document 00200 (Instructions to Bidders), in the amount of ten percent (10%) of the total of Bid and made payable to the “City of Cupertino”.

11. The undersigned Bidder agrees to commence Work under the Contract Documents on the date established in Document 00700 (General Conditions) and to complete all work within the time specified in Document 00520 (Contract). The undersigned Bidder acknowledges that City has reserved the right to delay or modify the commencement date. The undersigned Bidder further acknowledges City has reserved the right to perform independent work at the Site, the extent of such work may not be determined until after the opening of the Bids, and that the undersigned Bidder will be required to cooperate with such other work in accordance with the requirements of the Contract Documents.

12. The undersigned Bidder agrees that, in accordance with Document 00700 (General Conditions), liquidated damages for failure to complete all Work in the Contract within the time specified in Document 00520 (Contract) shall be as set forth in Document 00520 (Contract).

City of Cupertino Bid Form
BBF Golf Course Maintenance 00400 - 2
852
Project No. 2010-01

SCHEDULE OF BID PRICES
All Bid items, including lump sums and unit prices, must be filled in completely. Quote in figures only, unless words are specifically requested.

Specialty Items are identified on the Bid Form in the description.

ITEM DESCRIPTION

ESTIMATED

QUANTITY UNIT
UNIT

PRICE TOTAL

1. Provide Maintenance at
Blackberry Farm Golf Course
12 Months $

2. Soil Sample Collection and
Testing
12 Each $

TOTAL BID
PRICE
$
Total Bid: _____________________________________________________________________ (words)
Unit Legend
LS = Lump Sum AL = Allowance
EA = Each SF = Square Feet
LF = Linear Feet
TON = Ton or 2,000 Pounds
CY = Cubic Yards
LB = Pounds
City of Cupertino Bid Form
BBF Golf Course Maintenance 00400 - 3
853
Project No. 2010-01
City of Cupertino Bid Form
BBF Golf Course Maintenance 00400 - 4

ACKNOWLEDGEMENT OF RECEIPT OF ADDENDUMS
Bidder herby acknowledges receipt and examination of all Contract Documents and the following Addenda:

Addendum No. Addendum Date
Bidder proposes and agrees to fully perform the Work within the time stated and in strict accordance with the Contract Documents for the sums of money listed in this Bid Form.

NAME OF BIDDER:
licensed in accordance with an act for the registration of Contractors, and with license number:

Expiration Date: .

Where incorporated, if applicable

Principals
I certify (or declare) under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Signature of Bidder
NOTE: If Bidder is a corporation, set forth the legal name of the corporation, state where incorporated, together with the signature of the officer or officers authorized to sign contracts on behalf of the corporation. If Bidder is a partnership, set forth the name of the firm together with the signature of the partner or partners authorized to sign contracts on behalf of the partnership.

Business Address:

Officers authorized to sign contracts:

Typed Full Name:

Telephone Number(s):

Fax Number(s):

E-Mail Address:

END OF DOCUMENT
854
Project No. 2010-01
DOCUMENT 00411

BOND ACCOMPANYING BID
KNOW ALL BY THESE PRESENTS:

That the undersigned ________________________ as Principal, and the undersigned as Surety, are held and firmly bound unto the CITY OF CUPERTINO, a Municipal Corporation of the State of California (“City”), as obligee, in the penal sum of _________________________________ Dollars ($____________) lawful money of the United States of America being at least ten percent (10%) of the aggregate amount of said Principal ________________________’s base Bid, for the payment of which, well and truly to be made, we bind ourselves, our successors, executors, administrators, and assigns, jointly and severally, firmly by these presents.

WHEREAS, the said Principal is submitting a Bid for City Project Number 2010-01, BLACKBERRY FARM GOLF COURSE MAINTENANCE;
THE CONDITION OF THIS OBLIGATION IS SUCH that if the Bid submitted by the said Principal be accepted and the Contract be awarded to said Principal and said Principal shall within the required periods enter into the Contract so awarded and provide the required Construction Performance Bond, Construction Labor and Material Payment Bond, insurance certificates, and all other endorsements, forms, and documents required under Document 00200 (Instructions to Bidders), then this obligation shall be void, otherwise to remain in full force and effect.

THE CONDITION OF THIS OBLIGATION IS SUCH that if the Bid submitted by the said Principal be accepted and the Contract be awarded to said Principal and said Principal shall within the required periods enter into the Contract so awarded and provide the required Construction Performance Bond, Construction Labor and Material Payment Bond, insurance certificates, and all other endorsements, forms, and documents required under Document 00200 (Instructions to Bidders), then this obligation shall be void, otherwise to remain in full force and effect.

IN WITNESS WHEREOF, the above bounden parties have executed this instrument this __________ day of ________________________, 2010.
(Corporate Seal)
By
Principal
Surety
(Corporate Seal)
By
Attorney in Fact

END OF DOCUMENT
City of Cupertino 00411 - 1 Bond Accompanying Bid
BBF Golf Course Maintenance
855
Project No. 2010-01
DOCUMENT 00430

SUBCONTRACTORS LIST
Bidder submits the following information as to the subcontractors Bidder intends to employ if awarded the Contract.

Full Name of Subcontractor and Address
Description of Work:

Reference To Bid Items Subcontractor’s License No.
(Bidder to attach additional sheets if necessary)

END OF DOCUMENT
City of Cupertino 00430 - 1 Subcontractors List
BBF Golf Course Maintenance
856
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 1 Statement of Qualifications
DOCUMENT 00450

STATEMENT OF QUALIFICATIONS
FOR

BLACKBERRY FARM GOLF COURSE MAINTENANCE
Bidder’s Full Corporate Name: _______________________________________________________________________ Bidder’s Legal Structure
• _____ Sole Proprietor
• _____ Partnership
• _____ Non-Profit 501 C3
• _____ Corporation
• _____Other, please explain____________________________________________________________________ Bidder’s Federal I.D. Number_________________________________________________________________________ Bidder’s Mailing Address____________________________________________________________________________ Bidder’s Street Address______________________________________________________________________________ Owner of Bidder’s Company _________________________________________________________________________ Bidder’s Contact Person _____________________________________________________________________________ Bidder’s Address __________________________________________________________________________________ Bidder’s Phone _________________, Fax _________________, Email________________________________________ (Bidder shall identify each partner and / or member of the Joint Venture, and their roles and responsibilities, if a Joint Venture is proposed.)

INSTRUCTIONS FOR THE SUBMITTAL OF THE STATEMENT OF QUALIFICATIONS • Place the Statement of Qualifications Document, with all required materials, in a separate envelope labeled “Envelope B”, “STATEMENT OF QUALIFICATIONS” (SOQ) with the project title and Contractors name and address. Do Not
• Place the Statement of Qualifications Document, with all required materials, in a separate envelope labeled “Envelope B”, “STATEMENT OF QUALIFICATIONS” (SOQ) with the project title and Contractors name and address. Do Not place the SOQ in the same envelope as the Bid Proposal. The envelope will not be opened if only one is received, it will be returned to the Contractor. • Submittal of the Statement of Qualifications envelope is required at the same time as the Bid Proposal. The Bid Proposal, Envelope “A”, will not be opened if the Statement of Qualifications, Envelope B, is not received on time.
• The City will open only Bid Proposals, Envelope “A”, at the public bid opening. The Statement of Qualifications, Envelope “B”, of the apparent low bidder, will be opened by the City to check its contents for compliance with the requirements. City will notify Apparent Low Bidder of any deficiencies found and will provide Bidder the opportunity to respond in writing with reasonable clarifications but will not allow any changes in the nature of Bidder as a business entity.
• If the Apparent Low Bidder is determined to be non-responsive or non-responsible, City may open the next Apparent Low Bidder’s Statement of Qualification, Envelope B, pursuant to any procedures determined in its reasonable discretion, and proceed for all intents and purposes, as if the next Apparent Low Bidder were the original Apparent Low Bidder. City shall use reasonable efforts to make the responsive responsible Apparent Low Bidder’s Statement of Qualifications public by the fifth day following opening of the Bid Proposals. 857
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 2 Statement of Qualifications

GENERAL BIDDER EXPERIENCE
Any explanation requested by a Bidder regarding the meaning or interpretation of this Document must be requested in writing and with sufficient time allowed for a reply to reach Bidder before the submission of its SOQ. Oral explanations or instructions will not be binding. Any information provided to any prospective Bidder concerning this Document will be furnished to all prospective Bidders as an Addendum to the Bidding Documents.

Except as set forth herein, all abbreviations and definitions of terms used in this Document 00450 are as set forth in Document 00700 (General Conditions).

Bidders shall complete the entire Statement of Qualification. Failure to complete the questionnaire or the inclusion of any false statement(s) shall be grounds for immediate disqualification.

The SOQ shall be clear and concise to enable management-oriented personnel to make a thorough evaluation and arrive at a sound determination as to whether the SOQ meets City’s requirements. To this end, the SOQ should be so specific, detailed and complete as to demonstrate clearly and fully that the Bidder has a thorough understanding of and has demonstrated knowledge of the requirements to perform the Work (or applicable portion thereof).

Bidder’s compliance with the minimum qualification requirements of this Document, will also be measured by the experience of the supervisory personnel who will have responsible charge of the various major components of the Work.

If Bidder subcontracts portions of the Work, City, in its determination of whether the minimum qualification requirements have been met, will consider the qualifications of the Subcontractor’s supervisory personnel.

The Contract will require Bidder to construct the Project, all in accordance with the scope of Work set forth in the Contract. City will accept Bids only from Bidders duly licensed in accordance with the California Business & Professions Code. Additionally, Bidder must meet the following general requirements, at a minimum, in order to be considered by City to be qualified for award of the Contract:

Per the Public Records Act, City will make available to the public, Bidder’s Statement of Qualifications all correspondence and written questions submitted with the Bid. All submissions not opened will remain sealed and eventually be returned to the submitter. Except as otherwise required by law, City will not disclose trade secrets or proprietary financial information submitted that has been designated confidential by Bidder (including but not limited to the Statement of Qualifications). Any such trade secrets or proprietary financial information that a Bidder believes should be exempted from disclosure shall be specifically identified and marked as such. Blanket-type identification by designating whole pages or sections shall not be permitted and shall be invalid. The specific information must be clearly identified as such.

Upon a request for records regarding this Bid, City will notify Bidder involved within ten Days from receipt of the request of a specific time when the records will be made available for inspection. If the Bidder timely identifies any “proprietary, trade secret, or confidential commercial or financial” information that Bidder determines is not subject to public disclosure, and requests City to refuse to comply with the records request, Bidder shall take all appropriate legal action and defend City’s refusal to produce the information in all forums; otherwise, City will make such information available to the extent required by applicable law, without restriction.

Information disclosed in the Statement of Qualifications and the attendant submissions are the property of City unless Bidder makes specific reference to data that is considered proprietary. Subject to the requirements in the Public Records Act, reasonable efforts will be made to prevent the disclosure of information except on a need-to-know basis during the evaluation process.
858
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 3 Statement of Qualifications
PART A
BIDDER’S GENERAL QUALIFICATIONS

1. Does Bidder have at least seven years of experience as a continuously operating entity engaged in the performance of similar work? Yes__________ No________

2. Has Bidder, within the past seven years, completed or currently under contract for three projects, of similar nature and complexity maintaining golf courses, with a contract amount of at least $175,000 each? Yes__________ No________

3. Does Bidder possess a valid and current California Class “A” OR “C-27” Contractor’s License for the work proposed? Yes__________ No________

4. Does Bidder have a minimum of $2,000,000 in the aggregate liability insurance coverage? Yes__________ No________

5. Has Bidder’s Contractor’s license been revoked at any time in the last five years? Yes__________ No________

6. Has Bidder attached copies of its reviewed or audited financial statements and accompanying notes for the last three years? Yes__________ No_______

7. Has Bidder been “default terminated” by an owner (i.e. not for convenience), or has a Surety completed a contract for Bidder within the last five years? Yes__________ No________

8. Has Bidder had, within the last four years prior to the date of bid opening, any outstanding convictions or enforcement agency findings for failure to pay prevailing wages in the State of California? Yes__________ No________

9. Has Bidder been determined to have violated any environmental or safety laws giving rise to civil or criminal penalties in excess of $50,000 for each violation during the last four years while performing contracting duties of the type specified for the contract within the State of California? Or has bidder had more than four civil penalties of $50,000 or less during the last four years while performing contracting duties of the type specified for the contract within the State of California? Yes__________ No________

10. Has Bidder been convicted of violating a state or federal law respecting the employment of undocumented aliens within the preceding five years from the date of bid opening? Yes___________ No__________
Bidder will be immediately disqualified if any answer to questions 1, 2, 3, 4, or 6 is No.

Bidder will be immediately disqualified if any answer to questions 5, 7, 8, 9, or 10 is Yes. 859
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 4 Statement of Qualifications
PART B
BIDDER’S SAFETY, PREVAILING WAGE, LICENSES, DISPUTES, BONDS AND INSURANCE SAFETY
The following statements as to safety experience of Bidder are submitted with Bid, as part thereof, and Bidder guarantees the truthfulness and accuracy of the information.

1. Has Cal/OSHA, Federal OSHA, the EPA or any Air Quality Management District cited Bidder in the past five years? Yes _____No _____ If yes, attach description of each citation.

2. How often does Bidder require documented safety meetings be held for:
• Field Supervisor Weekly ____ Biweekly ____ Monthly ____ Less than monthly ____ • Employees Weekly ____ Bi-weekly ____ Monthly ____ Less than monthly ____ • New Hires Weekly ____ Bi-weekly ____ Monthly ____ Less than monthly ____ • Subcontractors Weekly ____ Bi-weekly ____ Monthly ____ Less than monthly ____

3. How often does Bidder conduct documented safety inspections? Quarterly , Semi-annually _____, Annually____, Other______

4. Does Bidder have home office safety representatives who visit/audit the job site? Quarterly____, Semiannually____, Annually _____, Other_____

5. What is Bidder’s Interstate Experience Modification Rate? _________. (A rating in excess of 1 may constitute grounds for disqualification as non-responsible.)

6. List Bidder’s Interstate Experience Modification Rate for the three calendar years listed below. • 2007:________
• 2008:________
• 2009:________

7. Use Bidder’s last year’s Cal/OSHA log to fill in the following:
• Number of lost workday cases _______________
• Number of medical treatment cases _______________
• Number of fatalities _______________
• Employee hours worked last year _______________

8. State the name of Bidder’s safety engineer/manager or Site Safety Officer and attach a resume or outline of this individual’s safety and health qualifications and
experience._______________________________________________

PREVAILING WAGE PROVISIONS
Has Bidder been fined, penalized or otherwise found to have violated any prevailing wage or labor code provision? If yes, attach description of each occurrence.

Yes_____ No_____
Description:_______________________________________________________________________________________ _________________________________________________________________________________________________ 860
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 5 Statement of Qualifications

LICENSE PROVISIONS
Has Bidder changed names or license numbers in the past seven years? If so, please state reason for change.

Yes_____No_____Reason:___________________________________________________________________________ _________________________________________________________________________________________________ _________________________________________________________________________________________________

DISPUTES
Has Bidder had any claims, litigation, or disputes ending in mediation or arbitration, or termination for cause associated with any project in the past seven years? If yes, attach description of each such instance including details of total claim amount, settlement amount, and owner’s name and phone number.

Yes_____ No_____
BONDS
Demonstrate Ability to Provide Required Performance and Payment Bonds. Bidder shall include a letter from a surety duly licensed to do business in the State of California, having a financial rating from A. M. Best Company of B+, Class 7 or better or that is otherwise acceptable to the City, that the surety has agreed to provide Bidder with the required performance and payment bonds in accordance with the requirements set forth in Documents 00610 (Construction Performance Bond) and 00620 (Construction Labor and Material Payment Bond). Such performance and payment bonds shall be in the minimum penal sums provided therein. Bidder shall include authorization that gives the City the right to verify with the surety that the surety, based upon the Bid prices, will issue the required bonds under the conditions stated.

Bonding Capacity - Provide documentation from Bidder’s surety identifying the following:

Name of bonding company/surety:

Name of Surety Agent:

Surety Agent address:

Surety Agent phone number:

Is surety a California-admitted surety? Yes _____ No _____ Is surety listed in the current edition of the California Department of the Treasury’s Listing of approved sureties? Yes _____ No _____
List surety’s A.M. Best Rating:

What is Bidder’s total bonding capacity?
What percentage rate does Bidder pay for bonds?
Surety Letter Attached YES_____ NO______
861
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 6 Statement of Qualifications

INSURANCE
Demonstrate Ability to Provide Required Insurance. Bidder shall provide a letter from an insurance underwriter(s), having a financial rating from A. M. Best Company of A, Class 7 or better or that is otherwise acceptable to the City, confirming that the insurer will provide Bidder the required coverages and amounts specified in Document 00700 (General Conditions).

In order to register to undertake work for the City of Cupertino, Bidder must provide the following:
1) Fill out this registration form completely.
2) Provide certificates of insurance complying with Document 00700 (General Conditions).

Workers’ Compensation:

Carrier:

Address:

Phone and Fax:

Policy Number:

Policy Limits: $
Coverage Amount: Per Occurrence: $____________________________ A.M. Best Rating: ___________________________ General Liability:

Carrier:

Address:

Phone and Fax:

Policy Number:

Policy Limits: $
A.M. Best Rating:

Coverage Amount: Per Occurrence: ___________________________ Per Aggregate: ___________________________ Automotive Liability:

Carrier:

Address:

Phone and Fax:

Policy Number:

Policy Limits: $
A.M. Best Rating:

Coverage Amount Per Occurrence: ____________________________________________________________________ 862
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 7 Statement of Qualifications
If Bidder has had the general liability carrier identified in this Document (Bidder Registration and Safety Experience Form) for less than 5 years, please provide additional information below for balance of the past 5 years Agency Name:

Contact Name:

Phone Number:

Carrier: A.M. Best Rating
Carrier: A.M. Best Rating
Carrier: A.M. Best Rating
Has Bidder ever had insurance terminated by a carrier? Yes _____ No _____ If yes, explain on separate signed sheet marked with correlating cross-reference to this paragraph of the questionnaire. 863
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 8 Statement of Qualifications
PART C

DETAILED BIDDER EXPERIENCE
The unique nature of this Project requires prior experience maintaining golf courses by the firm and the Key Personnel assigned. Contractor should also employ a GCSAA Class “A” golf superintendent with three years experience in managing the daily operation of a golf course in a climate similar to Cupertino and with training equivalent to graduation from an accredited four year college or university with major course work in management, horticulture, or related field.

Contractor must have a Licensed California Pest Control Advisor on staff to review and recommend pesticide applications.

Contractor must provide evidence to the City of having received training on current IPM techniques annually in June.

Contractor should have a golf irrigation auditor on staff to monitor existing irrigation operations.

Summarize project experience of completed or current projects, below and provide the detailed project information requested:

Project No. 1, Golf Course Maintenance Contract, at or above $ 175,000 in construction cost.

Project name
Construction
Cost ($) Year completed or to be Completed
Location:

Owner name and phone no:

Engineer of Record name and phone no:

Owner’s Const. Mgr. or Project Mgr. (name and phone number):

Work Performed:

Total Construction Cost:

Project No. 2, Golf Course Maintenance Contract, at or above $ 175,000 in construction cost.

Project name
Construction
Cost ($) Year completed or to be Completed
Location:
864
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 9 Statement of Qualifications
Owner name and phone no:

Engineer of Record name and phone no:

Owner’s Const. Mgr. or Project Mgr. (name and phone number):

Work Performed:

Total Construction Cost:

Project No. 3, Golf Course Maintenance Contract, at or above $ 175,000 in construction cost.

Project name
Construction
Cost ($) Year completed or to be Completed
Location:

Owner name and phone no:

Engineer of Record name and phone no:

Owner’s Const. Mgr. or Project Mgr. (name and phone number):

Work Performed:

Total Construction Cost:

BIDDER’S PROPOSED KEY PERSONNEL
Bidder shall provide a resume, and specific information, as listed below, for each named Key Personnel of Bidder.

Project Manager: _________________________________________________________________________________ Years of Employment with Bidder’s Firm: ______________________________________________________________ Years of experience ________________________________________________________________________________ Education – degrees obtained, schools and years _________________________________________________________ Professional registration__________________________________________________________________________ Two client reference names and phone nos:______________________________________________________________ Project Superintendent:

Years of Employment with Bidder’s Firm: ______________________________________________________________ Years of experience_________________________________________________________________________________ Education – degrees obtained, schools and years__________________________________________________________ Professional registration___________________________________________________________________________ Two client reference names and phone nos:______________________________________________________________ 865
Project No. 2010-01
City of Cupertino
BBF Golf Course Maintenance
00450 - 10 Statement of Qualifications
PART D: BIDDER FINANCIAL INFORMATION
Include audited or reviewed financial statements for the three most recently completed fiscal years for Bidder and each member of any proposed consortium or joint venture. Also include audited or reviewed financial statements for the three most recently completed fiscal years for any parent company(ies) of Bidder.

Has Bidder ever reorganized under the protection of the bankruptcy laws? Yes____ No _____ If yes, please state when _____________ PART E

BIDDER REGISTRATION

BIDDER CERTIFIES, UNDER PENALTY OF PERJURY, THAT THE FOREGOING INFORMATION IN THIS DOCUMENT 00450 IS CURRENT AND ACCURATE AND

AUTHORIZES THE CITY OF CUPERTINO AND ITS AGENTS AND

REPRESENTATIVES TO OBTAIN A CREDIT REPORT AND/OR VERIFY ANY OF THE ABOVE INFORMATION.

_________________________________________
printed name
__________________________________________
signature
___________________________________________
date

END OF DOCUMENT
866
Project No. 2010-01
DOCUMENT 00460

SCHEDULE OF MAJOR EQUIPMENT AND MATERIAL SUPPLIERS
The undersigned Bidder represents that, if awarded the Contract, the items of major equipment and materials specified below will be supplied by the manufacturers or suppliers specified below. By so indicating, bidder warrants that the equipment and materials manufacturer and/or supplied by the named manufacturer or supplier will be provided on the Project unless review of submittal information or performance under tests reveals that the equipment or material does not meet Contract requirements. Failure to indicate a manufacturer or supplier listed in the following schedule may render the Bid non-responsive and may be the basis for rejection of the Bid.

Item Manufacturer or Supplier
1 _____________________________________
Bidder: _____________________________

SIGNATURE

DATE

END OF DOCUMENT
City of Cupertino SCHEDULE OF MAJOR
BBF Golf Course Maintenance EQUIPMENT AND MATERIAL SUPPLIERS 00460 - 1
867
Project No. 2010-01
DOCUMENT 00481

NON-COLLUSION AFFIDAVIT
PUBLIC CONTRACT CODE §7106

NON-COLLUSION AFFIDAVIT TO BE EXECUTED BY BIDDER AND SUBMITTED WITH BID

STATE OF CALIFORNIA )
) ss.

COUNTY OF _________________)
_________________________________, being first duly sworn, deposes and says that he or she is _________________________________ [Office of Affiant] of _________________________________ [Name of Bidder], the party making the foregoing Bid, that the Bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Bid is genuine and not collusive or sham; that Bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham Bid, and has not directly or indirectly colluded, conspired, connived or agreed with any bidder or anyone else to put in a sham Bid, or that anyone shall refrain from bidding, and that the Bidder has not in any manner, directly or indirectly, sought by contract, communication or conference with anyone to fix the Bid price of Bidder or any other bidder, or to fix any overhead, profit or cost element of the Bid price, or of that of any other bidder, or to secure any advantage against the City of Cupertino, or anyone interested in the proposed contract; that all statements contained in the Bid are true; and further, that Bidder has not, directly or indirectly, submitted its Bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, Bid depository, or to any member or agent thereof to effectuate a collusive or sham Bid.
_________________________________, being first duly sworn, deposes and says that he or she is _________________________________ [Office of Affiant] of _________________________________ [Name of Bidder], the party making the foregoing Bid, that the Bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Bid is genuine and not collusive or sham; that Bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham Bid, and has not directly or indirectly colluded, conspired, connived or agreed with any bidder or anyone else to put in a sham Bid, or that anyone shall refrain from bidding, and that the Bidder has not in any manner, directly or indirectly, sought by contract, communication or conference with anyone to fix the Bid price of Bidder or any other bidder, or to fix any overhead, profit or cost element of the Bid price, or of that of any other bidder, or to secure any advantage against the City of Cupertino, or anyone interested in the proposed contract; that all statements contained in the Bid are true; and further, that Bidder has not, directly or indirectly, submitted its Bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, Bid depository, or to any member or agent thereof to effectuate a collusive or sham Bid.

Executed under penalty of perjury under the laws of the State of California:
(Name of Bidder)
(Signature of Principal)
Subscribed and sworn before me
This _______ day of _________________, 2010
Notary Public of the State of ________________________________ In and for the County of____________________________________ My Commission expires____________________________________ (Seal) (If Bidder is a partnership or a joint venture, this affidavit must be signed and sworn to by every member of the partnership or venture.)
(If Bidder [including any partner or venturer of a partnership or joint venture] is a corporation, this affidavit must be signed by the Chairman, President, or Vice President and by the Secretary, Assistant Secretary, Chief Financial Officer, or Assistant Treasurer.)
(If Bidder’s affidavit on this form is made outside the State of California, the official position of the person taking such affidavit shall be certified according to law.)

END OF DOCUMENT
City of Cupertino 00481 - 1 Non-Collusion Affidavit
BBF Golf Course Maintenance
868
Contract No. 2010-01
DOCUMENT 00482

BIDDER CERTIFICATIONS

CITY OF CUPERTINO

BLACKBERRY FARM GOLF COURSE MAINTENANCE
The undersigned Bidder certifies to the City of Cupertino as set forth in sections 1 through 7 below.

1. STATEMENT OF CONVICTIONS
By my signature hereunder, I hereby swear, under penalty of perjury, that no more than one final, unappealable finding of contempt of court by a Federal Court has been issued against Bidder within the past two years because of failure to comply with an order of a Federal Court or to comply with an order of the National Labor Relations Board.

2. CERTIFICATION OF WORKER’S COMPENSATION INSURANCE
By my signature hereunder, as the Bidder, I certify that I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker's compensation or to undertake selfinsurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work of this Contract.

3. CERTIFICATION OF PREVAILING WAGE RATES AND RECORDS
By my signature hereunder, as the Bidder, I certify that I am aware of the provisions of Section 1773 of the California Labor Code, which requires the payment of prevailing wage on public projects. Also, that the Bidder and any sub bidders under the Bidder shall comply with California Labor Code §1776, regarding wage records, and with California Labor Code §1777.5, regarding the employment and training of apprentices. It is the Bidder’s responsibility to ensure compliance by any and all subcontractors performing work under this Contract.

4. CERTIFICATION OF COMPLIANCE WITH PUBLIC WORKS CHAPTER OF LABOR CODE By my signature hereunder, as the Bidder, I certify that I am aware of Sections 1777.1 and 1777.7 of the California Labor Code and Bidder and Subcontractors are eligible to bid and work on public works projects.

5. CERTIFICATE OF NON-DISCRIMINATION
By my signature hereunder, on behalf of the Bidder making this Bid, the undersigned certifies that there will be no discrimination in employment with regard to race, color, religion, gender, sexual orientation, age or national origin; that all federal, state, and local directives and executive orders regarding non-discrimination in employment will be complied with; and that the principle of equal opportunity in employment will be demonstrated positively and aggressively.

6. CERTIFICATION REGARDING PREVIOUS DISQUALIFICATIONS
By my signature hereunder, I hereby swear, under penalty of perjury, that the below indicated Bidder, any officer of such Bidder, or any employee of such Bidder who has a proprietary interest in such Bidder, has never been disqualified, removed or otherwise prevented from bidding on, or completing a Federal, State, or local government project because of a violation of law or a safety regulation except as indicated on the separate sheet attached hereto entitled “Previous Disqualifications.” If such exceptions are attached, please explain the circumstances.

City of Cupertino 00482- 1 Bidder Certifications
BBF Golf Course Maintenance
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7. CERTIFICATION OF ADEQUACY OF CONTRACT AMOUNT
By my signature hereunder, as the Contractor, pursuant to Labor Code Section 2810(a), I certify that, if awarded the Contract based on the undersigned’s Bid, the Contract will include funds sufficient to allow the Contractor to comply with all applicable local, state, and federal laws or regulations governing the labor or services to be provided. I understand that the City will be relying on this certification if it awards the Contract to the undersigned.

BIDDER:
(Name of Bidder)
Date: ___________________, 2010 By:
(Signature)
Name:
(Print Name)
Its:
(Title)

END OF DOCUMENT
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DOCUMENT 00510

NOTICE OF AWARD
Dated
TO:

ADDRESS:

CONTRACT NO.:

CONTRACT FOR:

BLACKBERRY FARM GOLF COURSE MAINTENANCE
The Contract Sum of your contract is _______________________________________________________________ ________________________________________________________________ Dollars ($__________________).

1. Three copies of each of the proposed Contract Documents (except Specifications and Drawings) accompany this Notice of Award.

2. You must comply with the following conditions precedent by 5:00 p.m. of the 10th Calendar Day following the date of this Notice of Award, that is, by __________ , _________. a. Deliver to City three fully executed counterparts of Document 00520 (Contract). Each of the Contract Documents must bear your signature on the cover page.
b. Deliver to City three original Document 00610 (Construction Performance Bond), executed by you and your surety.
c. Deliver to City three original set of the insurance certificates from Document 00530 (Insurance Forms) with endorsements required under Document 00700 (General Conditions). d. Deliver to City four original copies of Document 00630 (Guaranty), each executed by you.

3. Failure to comply with these conditions within the time specified will entitle City to consider your Bid abandoned, to annul this Notice of Award, and to declare your Bid security forfeited.

4. Within 21 Days after you comply with the conditions in paragraph 2 of this Document 00510, City will return to you one fully signed counterpart of Document 00520 (Contract) with the Contract Documents.

5. Upon commencement of the Work, you and each of your Subcontractors shall certify and make available for inspection payroll records on forms provided by the Division of Labor Standards Enforcement, in accordance with Section 1776 of the California Labor Code.

City of Cupertino
BBF Golf Course Maintenance 00510 - 1 Notice of Award
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BBF Golf Course Maintenance 00510 - 2 Notice of Award
THE CITY OF CUPERTINO, a Municipal Corporation of the State of California (“City”)
BY:
__________________________________
ITS:
___________________________________
AWARDED _____________________, 20010
by City Council of the City of Cupertino.

END OF DOCUMENT
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DOCUMENT 00520

CONTRACT
THIS CONTRACT, dated this day of , 2009 , by and between ________________________ [Name of Contractor] whose place of business is located at __________________________________________________________, ____________________ [Address of Contractor] (“Contractor”), and the CITY OF CUPERTINO, a Municipal Corporation of the State of California (“City”) acting under and by virtue of the authority vested in the City by the laws of the State of California.

WHEREAS, City, on the _____ day of _______________, 2010 awarded to Contractor the following Project:

PROJECT NUMBER 2010-01

BLACKBERRY FARM GOLF COURSE MAINTENANCE
NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth, Contractor and City agree as follows:

Article 1. Work

1.1 Contractor shall complete all Work specified in the Contract Documents, in accordance with the Specifications, Drawings, and all other terms and conditions of the Contract Documents.

Article 2. Agency and Notices to City

2.1 City has designated Terry Greene, City Architect, to act as City’s Authorized Representative(s), who will represent City in performing City’s duties and responsibilities and exercising City’s rights and authorities in Contract Documents. City may change the individual(s) acting as City’s Authorized Representative(s), or delegate one or more specific functions to one or more specific City’s Representatives, including without limitation engineering, architectural, inspection and general administrative functions, at any time with notice and without liability to Contractor. Each City’s Representative is the beneficiary of all Contractor obligations to City, including without limitation, all releases and indemnities.

2.2 All notices or demands to City under the Contract Documents shall be to City’s Authorized Representative at:
10300 Torre Avenue, Cupertino, California 95014 or to such other person(s) and address(es) as City shall provide to Contractor.

Article 3. Contract Time and Liquidated Damages

3.1 Contract Time.

The Contract Time will commence to run on July 1, 2010.

The term of this contract shall be two (2) years from the start date of the contract. The City shall retain the option to extend the term of the contract on a year-to-year basis not exceeding three (3) years from the expiration of the original term, for a possible total of five (5) years.

Any such renewal after the first two (2) years shall be accomplished by the City providing a written notice of renewal to the Contractor at least 30 days prior to expiration of the term. Any such renewal shall contain the same provisions as the original contract, including and increase or decrease in compensation paid to the Contractor. Any increase or decrease in the previous contract price shall be based on the annual percentage change in the Consumer Price Index (CPI) as of April of the year the adjustment is being made. The CPI shall 873
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be the San Francisco/Oakland Consumer Price Index for all urban wage earners. There will be no CPI adjustment during the firs two years of the contract.

3.2 Liquidated Damages.

City and Contractor recognize that time is of the essence of this Contract and that City will suffer financial loss in the form of contract administration expenses (such as project management and consultant expenses), if all or any part of the Work is not completed within the times specified above, plus any extensions thereof allowed in accordance with the Contract Documents. Consistent with Document 00700 (General Conditions), Contractor and City agree that because of the nature of the Project, it would be impractical or extremely difficult to fix the amount of actual damages incurred by City because of a delay in completion of all or any part of the Work.

Accordingly, City and Contractor agree that as liquidated damages for delay Contractor shall pay City:

3.2.1 $150 for each Calendar Day that work is not completed as required.

3.2.2 $2,000 for each occurrence of a violation of Document 00800, Section 1.7 WORK DAYS AND HOURS.

3.2.3 Three Months Salary for each Key Personnel named in Contractor’s SOQ pursuant to Article 2.G of Document 00450 (Statement of Qualifications for Construction Work) who leaves the Project and/or Contractor replaces at any point before Final Completion, for any reason whatsoever, that Contractor can demonstrate to City’s satisfaction is beyond Contractor’s control or without City approval. .

Liquidated damages shall apply cumulatively and, except as provided below, shall be presumed to be the damages suffered by City resulting from delay in completion of the Work.

Contractor should be aware that California Department of Fish and Game, and other State and Federal agencies, may also levy fines and penalties for the harming, harassing or killing of protected wildlife and endangered species. Contractor hereby agrees to become familiar with and adhere to wildlife and endangered species protection requirements.

3.3 Liquidated damages for delay shall only cover administrative, overhead, interest on bonds, and general loss of public use damages suffered by City as a result of delay. Liquidated damages shall not cover the cost of completion of the Work, damages resulting from defective Work, lost revenues or costs of substitute facilities, or damages suffered by others who then seek to recover their damages from City (for example, delay claims of other contractors, subcontractors, tenants, or other third-parties), and defense costs thereof.

Article 4. Contract Sum

4.1 City shall pay Contractor the Contract Sum for completion of Work in accordance with Contract Documents as set forth in Contractor’s Bid, attached hereto: See Exhibit “A” attached 874
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Article 5. Contractor’s Representations
In order to induce City to enter into this Contract, Contractor makes the following representations and warranties:

5.1 Contractor has visited the Site and has examined thoroughly and understood the nature and extent of the Contract Documents, Work, Site, locality, actual conditions, as-built conditions, and all local conditions, and federal, state and local laws and regulations that in any manner may affect cost, progress, performance or furnishing of Work or which relate to any aspect of the means, methods, techniques, sequences or procedures of construction to be employed by Contractor and safety precautions and programs incident thereto.

5.2 Contractor has examined thoroughly and understood all reports of exploration and tests of subsurface conditions, as-built drawings, drawings, products specifications or reports, available for Bidding purposes, of physical conditions, including Underground Facilities, which are identified in Document 00320 (Geotechnical Data, Hazardous Materials Surveys and Existing Conditions), or which may appear in the Drawings. Contractor accepts the determination set forth in these Documents and Document 00700 (General Conditions) of the limited extent of the information contained in such materials upon which Contractor may be entitled to rely.

Contractor agrees that except for the information so identified, Contractor does not and shall not rely on any other information contained in such reports and drawings.

5.3 Contractor has conducted or obtained and has understood all such examinations, investigations, explorations, tests, reports and studies (in addition to or to supplement those referred to in Section 5.2 of this Document 00520) that pertain to the subsurface conditions, as-built conditions, underground facilities, and all other physical conditions at or contiguous to the Site or otherwise that may affect the cost, progress, performance or furnishing of Work, as Contractor considers necessary for the performance or furnishing of Work at the Contract Sum, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents, including specifically the provisions of Document 00700 (General Conditions); and no additional examinations, investigations, explorations, tests, reports, studies or similar information or data are or will be required by Contractor for such purposes.

5.4 Contractor has correlated its knowledge and the results of all such observations, examinations, investigations, explorations, tests, reports and studies with the terms and conditions of the Contract Documents.

5.5 Contractor has given City prompt written notice of all conflicts, errors, ambiguities, or discrepancies that it has discovered in or among the Contract Documents and as-built drawings and actual conditions and the written resolution thereof through Addenda issued by City is acceptable to Contractor.

5.6 Contractor is duly organized, existing and in good standing under applicable state law, and is duly qualified to conduct business in the State of California.

5.7 Contractor has duly authorized the execution, delivery and performance of this Contract, the other Contract Documents and the Work to be performed herein. The Contract Documents do not violate or create a default under any instrument, contract, order or decree binding on Contractor.

5.8 Contractor has listed Subcontractors pursuant to the Subcontractor Listing Law, California Public Contracting Code §4100 et seq. in document 00340 (Subcontractors List) Article 6. Contract Documents

6.1 Contract Documents consist of the following documents, including all changes, addenda, and modifications thereto:

Document 00400 Bid Form
Document 00430 Subcontractors List
Document 00450 Statement of Qualifications
Document 00460 Schedule of Major Equipment and Materials Suppliers Document 00481 Non-Collusion Affidavit
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Document 00482 Bidder Certifications
Document 00505 Notice of Intent to Award
Document 00510 Notice of Award
Document 00520 Contract
Document 00530 Insurance Forms
Document 00550 Notice to Proceed
Document 00610 Construction Performance Bond
Document 00630 Guaranty
Document 00650 Agreement and Release of Any and All Claims Document 00660 Substitution Request Form
Document 00680 Escrow Agreement for Security Deposit in Lieu of Retention Document 00700 General Conditions
Document 00800 Special Conditions
Document 00821 Insurance
Document 00822 Apprenticeship Program
Technical Specification/Special Provisions
Addenda(s)
Drawings/Plans

6.2 There are no Contract Documents other than those listed in this Document 00520, Article 6. Document 00320 (Geotechnical Data, Hazardous Material Surveys and Existing Conditions), and the information supplied therein, are not Contract Documents. The Contract Documents may only be amended, modified or supplemented as provided in Document 00700 (General Conditions).

Article 7. Miscellaneous

7.1 Terms used in this Contract are defined in Document 00700 (General Conditions) and will have the meaning indicated therein.

7.2 It is understood and agreed that in no instance are the persons signing this Contract for or on behalf of City or acting as an employee, agent, or representative of City, liable on this Contract or any of the Contract Documents, or upon any warranty of authority, or otherwise, and it is further understood and agreed that liability of the City is limited and confined to such liability as authorized or imposed by the Contract Documents or applicable law.

7.3 Contractor shall not assign any portion of the Contract Documents, and may subcontract portions of the Contract Documents only in compliance with the Subcontractor Listing Law, California Public Contracting Code §4100 et seq.

7.4 The Contract Sum includes all allowances (if any).

7.5 In entering into a public works contract or a subcontract to supply goods, services or materials pursuant to a public works contract, Contractor or Subcontractor offers and agrees to assign to the awarding body all rights, title and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. §15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services or materials pursuant to the public works contract or the subcontract. This assignment shall be made and become effective at the time City tenders final payment to Contractor, without further acknowledgment by the parties.

7.6 Copies of the general prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the Contract, as determined by Director of the State of California Department of Industrial Relations, are deemed included in the Contract Documents and on file at City’s office, or may be obtained of the State of California web site http://www.dir.ca.gov/DLSR/PWD/Northern.html and shall be made available to any interested party on request. Pursuant to Section 1861 of the Labor Code, Contractor represents that it is aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that Code, and 876
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Contractor shall comply with such provisions before commencing the performance of the Work of the Contract Documents.

7.7 Should any part, term or provision of this Contract or any of the Contract Documents, or any document required herein or therein to be executed or delivered, be declared invalid, void or unenforceable, all remaining parts, terms and provisions shall remain in full force and effect and shall in no way be invalidated, impaired or affected thereby. If the provisions of any law causing such invalidity, illegality or unenforceability may be waived, they are hereby waived to the end that this Contract and the Contract Documents may be deemed valid and binding contracts, enforceable in accordance with their terms to the greatest extent permitted by applicable law. In the event any provision not otherwise included in the Contract Documents is required to be included by any applicable law, that provision is deemed included herein by this reference(or, if such provision is required to be included in any particular portion of the Contract Documents, that provision is deemed included in that portion).

7.8 This Contract and the Contract Documents shall be deemed to have been entered into in the County of Santa Clara, State of California, and governed in all respects by California law (excluding choice of law rules). The exclusive venue for all disputes or litigation hereunder shall be in Santa Clara County. Both parties hereby waive their rights under California Code of Civil Procedure Section 394 to file a motion to transfer any action or proceeding arising out of the Contract Documents to another venue. Contractor accepts the Claims Procedure in Document 00700, Article 12, established under the California Government Code, Title 1, Division

3.6, Part 3, Chapter 5.

7.9 Contractor and all subcontractors shall comply with the Uniform Administrative Requirements for State and Local Governments set forth in the Code of Federal Regulations (CFR), Title 49, Part 18. In addition, the Contractor agrees to comply with the cost principles and procedures set forth in Office of Management and Budget Circular A-87. The Contractor agrees that a reference to either Office of Management and Budget (OMB) Circular A-87of the Code of Federal Regulations, Title 49, Chapter 1, Part 31, whichever is applicable, and the Code of Federal Regulations, Title 49, Part 18, will be included in any subcontracts entered into as a result of this contract.
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IN WITNESS WHEREOF the parties have executed this Contract in quadruplicate the day and year first above written.

BLACKBERRY FARM GOLF COURSE MAINTENANCE
CITY: CONTRACTOR:

CITY OF CUPERTINO, a Municipal Corporation of the
State of California
[_Contractor’s name_]
By:
[Signature]
Attest:
[Please print name here]
City Clerk: Kimberly Smith

Approved as to form by City Attorney: Title:
______________________________________________
[If Corporation: Chairman , President, or Vice President] City Attorney: By:

I hereby certify, under penalty of perjury, that David W.

Knapp, City Manager of the City of Cupertino was duly
authorized to execute this document on behalf of the City of Cupertino.
[Signature]
[Please print name here]
Title:
[If Corporation: Secretary, Assistant Secretary,
Chief Financial Officer, or Assistant Treasurer]
Dated:
_____________________________
David W. Knapp, City Manager of the City of Cupertino, a Municipal Corporation of the State of California
________________________________________________
State Contractor’s License No. Classification
________________________________________________
Expiration Date

Designated Representative: Taxpayer ID No._________________________________ Name: Terry W. Greene, AIA Name:

Title: City Architect Title:

Address: 10300 Torre Ave., Cupertino, CA 95014 Address:

Phone: 408-777-3354 Phone:

Facsimile: 408-777-3333 Facsimile:

AMOUNT: $
ACCOUNT NUMBER:560-6640-7014
FILE NO.: 92,054.14
NOTARY ACKNOLEDGEMENT IS REQUIRED. IF A

CORPORATION, CORPORATE SEAL AND CORPORATE

NOTARY ACKNOWLEDEMENT AND FEDERAL TAX ID ARE
REQUIRED. IF NOT A CORPORATION SOCIAL SECURITY
NO. IS REQUIRED

END OF DOCUMENT
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DOCUMENT 00530

INSURANCE FORMS

INSURANCE FORMS INSTRUCTIONS
FOR ITEMS 3, 4 AND 5, THE FORMS PROVIDED BY THE CITY OF CUPERTINO MUST BE USED. FORMS OTHER THAN THESE WILL NOT BE ACCEPTED.

ALL DOCUMENTS MUST BE ORIGINALS - SUBMIT IN TRIPLICATE

1. Insurance Agreement - Must be signed by Contractor.

2. Certificate of Insurance to the City of Cupertino - must be completed by the insurance agent or must provide a certificate on the company’s form. They must contain the same information.

3. Endorsement of Additional Insured and Primary Insurance and Notice of Cancellation - must be signed by the insurance agent for general liability and automobile liability only.

4. Comprehensive general liability/commercial general liability endorsement of aggregate limits of insurance per project - must be signed by the insurance agent for general liability only.

5. Waiver of subrogation endorsement worker’s compensation insurance - must be signed by the insurance agent for worker’s compensation only.
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INSURANCE AGREEMENT
A. Contractor is aware of the provisions of Section 3700 of the Labor Code, which requires every employer to be insured against liability for worker’s compensation or undertake selfinsurance in accordance with the provisions of that Code, and will comply with such provisions before commencing the performance of the work of this Contract.

B. Contractor and all subcontractors will carry worker’s compensation insurance for the protection of its employees during the progress of the work. The insurer shall waive its rights of subrogation against the City, the City’s officers, agents and employees and shall issue an endorsement to the policy evidencing same.

C. Contractor shall carry at all times, on all operations hereunder, commercial general liability insurance, automobile liability insurance and builder’s all risk insurance. All insurance coverage shall be in amounts required by the City and shall be evidenced by the issuance of a certificate in a form prescribed by the City and shall be underwritten by insurance companies satisfactory to the City for all operations, sub-contract work, contractual obligations, product or completed operations, all owned vehicles and non-owned vehicles. Said insurance coverage obtained by the Contractor, excepting worker’s compensation coverage, shall name the City, its engineer, and each of its directors, officers, agents and employees, as determined by the City, as additional insureds on said policies. Insurers must be licensed to do business in the State of California. The Insurers must also have an “A” policyholder’s rating and a financial rating of at least Class VII in accordance with the current Best’s Guide Rating or that is otherwise acceptable to the City.

D. Before Contractor performs any work at, or prepares or delivers materials to, the site of construction, Contractor shall furnish certificates of insurance evidencing the foregoing insurance coverages and such certificates shall provide the name and policy number of each carrier and policy and that the insurance is in force and will not be canceled or modified without thirty (30) days written notice to the City. Contractor shall maintain all of the foregoing insurance coverages in force until the work under this Contract is fully completed. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of the City by Contractor under this Contract and for the duration of the warranty period. Notwithstanding nor diminishing the obligations of Contractor with respect to the foregoing, Contractor shall maintain in full force and effect during the life of this Contract, the following insurance in amounts not less than the amounts specified and having a Best’s Guide Rating of A, Class VII or better or that is otherwise acceptable to the City.
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LIMITS
Worker’s Compensation In accordance with the Worker’s Compensation & Employers’ Liability Act of the State of California – Worker’s comp “statutory” per CA Law; Employers’ Liability
$1,000,000 per occurrence.

General Liability - commercial general liability;
including provisions for contractual liability,
personal injury, independent contractors and
products – completed operations hazard.

Combined single limit of $1.0 million per
occurrence; $2.0 million in the aggregate
Automobile Liability - comprehensive covering
owned, non-owned and hired automobiles.

Combined single limit of $1.0 million per
occurrence.
_________________________________ By:________________________________ (Contractor’s Name)
Dated:_________________________20___
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Insured: _______________________________________
Address: _______________________________________
_______________________________________________
Description of operations/locations/products insured (show contract name and/or number, if any):
______________________________________________________________________________ ______________________________________________________________________________ ===================================================================== WORKER’S COMPENSATION * Statutory Min.
* Employer’s
___________________________ Liability
(name of insurer)
$ _____________ $ _____________ $ ___________
Insurance Company’s State License No. _____________________________________________ ===================================================================== Check Policy Type: Each Occurrence $_________________

COMPREHENSIVE GENERAL

LIABILITY
[ ] Premises/Operations General Aggregate $__________________ (if applicable)
[ ] Owners & Contractors
Protective Aggregate $__________________
[ ] Contractual for Specific
Contract Personal Injury
$__________________
[ ] Products Liability
[ ] XCU Hazards
[ ] Broad Form P.D. Fire Damage (any one fire) $__________________ [ ] Severability of Interest
Clause
[ ] Personal Injury with Medical Expense $__________________ Employee Exclusion Removed (any one person)
or Self-Insured
COMMERCIAL GENERAL LIABILITY Retention $__________________ ________________________________________________________ (name of insurer)
Policy No. ____________________ Expiration Date_________________ ===================================================================== 882
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AUTOMOTIVE/VEHICLE LIABILITY BODILY INJURY PROPERTY DAMAGE Commercial Form Each Person Each Accident
Liability Coverage
$________________ $__________________
Each Accident
______________________________
(name of insurer)
$________________ or
Combined Single Limit $_________________
Policy No. __________________ Expiration Date ______________ ===================================================================== BUILDER’S RISK “ALL RISK”
This is to certify that the following policy has been issued by the below-stated company in conformance with the requirements of the project documents and is in force at this time. _______N/A_________________________________________________ (Name of insurer)
Policy No. ____________________ Expiration Date_________________ Limits of Liability: ___________________ Deductible: ____________________ ===================================================================== ________________ A copy of all Endorsements to the policy(ies) which in any way (agent’s initial) limit the above-listed types of coverage are attached to this Certificate of Insurance.

IT IS HEREBY CERTIFIED that the above policy(ies) provide liability insurance as required by the Agreement between the City and the insured.

By:________________________________ Dated:________________________20____ Attach Certificate of Insurance and Additional Insured Endorsement on company forms. 883
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ADDITIONAL INSURED ENDORSEMENT
and

ENDORSEMENT OF PRIMARY INSURANCE
and

NOTICE OF POLICY

CANCELLATION ENDORSEMENT
Project Title and Number:______________________________________________________ In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or any other Endorsement attached thereto, it is agreed as follows:

The City of Cupertino (“City”) and its directors, officers, engineers, agents and employees, and all public agencies from whom permits will be obtained and their directors, officers, engineers, agents and employees, and the State of California, and its officers, agents and employees, are hereby declared to be additional insureds under the terms of this policy, but only with respect to the operations of the Contractor at or upon any of the premises of the City in connection with the Contract with the City, or acts or omissions of the additional insureds in connection with, but limited to its general supervision or inspection of said operations.

The insurance afforded by this policy is primary insurance, and no additional insurance held or owned by the designated additional insured(s) shall be called upon to cover a loss under said additional policy.

Cancellation Notice. The insurance afforded by this policy shall not be suspended, voided, canceled, reduced in coverage or in limits, or materially altered, except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to the City of Cupertino (“City”). Such notice shall be addressed to the City as indicated below.

POLICY INFORMATION

1. Insurance Company:__________________________________________________________

2. Insurance Policy Number:________________________________________________

3. Effective Date of this Endorsement:________________________________________20____

4. Insured:____________________________________________________________________ All notices herein provided to be given by the Insurance Company to the City in connection with this policy and these Endorsements, shall be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.

I, ___________________________________________________________(print/type name) warrant that I have authority to bind the below listed Insurance Company and by my signature hereon do so bind this Company.
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Signature of Authorized Representative:____________________________________________ (Original signature required on all Endorsements furnished to the District) Names of
Agent/Agency:_________________________________ Title:_________________________ Address:______________________________________ Telephone: _____ _____ _________ _______________________________________ Facsimile: _____ _____ _________ 885
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COMPREHENSIVE GENERAL LIABILITY

COMMERCIAL GENERAL LIABILITY

ENDORSEMENT OF AGGREGATE LIMITS OF

INSURANCE PER PROJECT
Project Title and Number:______________________________________________________ In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or any other Endorsement attached thereto, it is as follows:

This Endorsement modifies the insurance provided under the General Liability Coverage part of the below-referenced policy of insurance.

The general aggregate limit under LIMITS OF INSURANCE applies separately to the project described as ___________________________________________________________________

POLICY INFORMATION

1. Insurance Company:__________________________________________________________

2. Insurance Policy Number:______________________________________________________

3. Effective Date of this Endorsement:________________________________________20____

4. Insured:____________________________________________________________________

5. Additional Insured: City of Cupertino, its directors, officers, agents and employees.

Signature of Authorized Representative:____________________________________________ (Original signature required on all Endorsements furnished to the District) Names of
Agent/Agency:_________________________________ Title:_________________________ Address:______________________________________ Telephone: _____ _____ _________ _______________________________________ Facsimile: _____ _____ _________ 886
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WAIVER OF SUBROGATION ENDORSEMENT
WORKER’S COMPENSATION INSURANCE
Project Title and Number:______________________________________________________ In consideration of the policy premium and notwithstanding any inconsistent statement in the policy to which this Endorsement is attached or any other Endorsement attached thereto, it is agreed as follows:

POLICY INFORMATION

1. Insurance Company:__________________________________________________________

2. Insurance Policy Number:______________________________________________________

3. Effective Date of this Endorsement:________________________________________20____

4. Insured:____________________________________________________________________ All notices herein provided to be given by the Insurance Company to the City in connection with this policy and this Endorsement, shall be mailed to or delivered to the City at 10300 Torre Avenue; Cupertino, California 95014.

NOTICE TO PROCEED
Dated: ______________________, 2009
To: _______________________________
(Contractor)
Address: Address:

CONTRACT FOR:

PROJECT NUMBER 2010-01

BLACKBERRY FARM GOLF COURSE MAINTENANCE
You are notified that the Contract Time under the above Contract will commence to run on ___________ 20___.

On that date, you are to start performing your obligations with respect to Work at the Site under the Contract Documents. In accordance with Article 3 of Document 00520 (Contract).

Before you may start any Work at the Site, you must:

1. Submit certified Safety Program and related information, and comply with all requests of the City’s safety officer.

2. Submit copies of applicable permits

3. Submit approved fire protection plan, if applicable

4. Attend preconstruction conference. The preconstruction conference may be arranged through [_______].

CITY OF CUPERTINO, a Municipal Corporation of the State of California By : _________________________________________
Its: _________________________________________

END OF DOCUMENT
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DOCUMENT 00610

CONSTRUCTION PERFORMANCE BOND
THIS CONSTRUCTION PERFORMANCE BOND (“Bond”) is dated _______________, is in the penal sum of _________________________________________________________________________________________________ ______________________________________________________ [which is one hundred percent of the Contract Price], and is entered into by and between the parties listed below to ensure the faithful performance of the Construction Contract listed below. This Bond consists of this page and the Bond Terms and Conditions, paragraphs 1 through 12, attached to this page. Any singular reference to ________________________________________ (“Contractor”), _________________________________________ (“Surety”), the City of Cupertino, a Municipal Corporation of the State of California (“City”) or other party shall be considered plural where applicable.

CONTRACTOR: SURETY:

Name Name

Address Principal Place of Business

City/State/Zip City/State/Zip
CONSTRUCTION CONTRACT:

BLACKBERRY FARM GOLF COURSE MAINTENANCE
PROJECT NUMBER 2010-01
at Cupertino, California.

DATED , 20____ in the Amount of $ (the “Penal Sum”)

CONTRACTOR AS PRINCIPAL SURETY
Company: (Corp. Seal) Company: (Corp. Seal)
Signature: Signature:

Name and Title: Name and Title:

BOND TERMS AND CONDITIONS

1. Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to City for the complete and proper performance of the Construction Contract, which is incorporated herein by reference.

2. If Contractor completely and properly performs all of its obligations under the Construction Contract, Surety and Contractor shall have no obligation under this Bond.

3. If there is no City Default, Surety’s obligation under this Bond shall arise after:

3.1 City has declared a Contractor Default under the Construction Contract pursuant to the terms of the Construction Contract; and

3.2 City has agreed to pay the Balance of the Contract Sum:

3.2.1 To Surety in accordance with the terms of this Bond and the Construction Contract; or City of Cupertino
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3.2.2 To a contractor selected to perform the Construction Contract in accordance with the terms of this Bond and the Construction Contract.

4. When City has satisfied the conditions of paragraph 3, Surety shall promptly (within 30 days) and at Surety’s expense elect to take one of the following actions:

4.1 Arrange for Contractor, with consent of City, to perform and complete the Construction Contract (but City may withhold consent, in which case the Surety must elect an option described in paragraphs 4.2,

4.3 or 4.4, below); or

4.2 Undertake to perform and complete the Construction Contract itself, through its agents or through independent contractors; provided, that Surety may not select Contractor as its agent or independent contractor without City’s consent; or

4.3 Undertake to perform and complete the Construction Contract by obtaining bids from qualified contractors acceptable to City for a contract for performance and completion of the Construction Contract, and, upon determination by City of the lowest responsible bidder, arrange for a contract to be prepared for execution by City and the contractor selected with City’s concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract; and, if Surety’s obligations defined in paragraph 6, below, exceed the Balance of the Contract Sum, then Surety shall pay to City the amount of such excess; or

4.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances, and, after investigation and consultation with City, determine in good faith its monetary obligation to City under paragraph 6, below, for the performance and completion of the Construction Contract and, as soon as practicable after the amount is determined, tender payment therefor to City with full explanation of the payment’s calculation. If City accepts Surety’s tender under this paragraph 4.4, City may still hold Surety liable for future damages then unknown or unliquidated resulting from the Contractor Default. If City disputes the amount of Surety’s tender under this paragraph 4.4, City may exercise all remedies available to it at law to enforce Surety’s liability under paragraph 6, below.

5. If Surety does not proceed as provided in paragraph 4, above, then Surety shall be deemed to be in default on this Bond ten days after receipt of an additional written notice from City to Surety demanding that Surety perform its obligations under this Bond. At all times City shall be entitled to enforce any remedy available to City at law or under the Construction Contract including, without limitation, and by way of example only, rights to perform work, protect work, mitigate damages, advance critical work to mitigate schedule delay, or coordinate work with other consultants or contractors.

6. Surety’s monetary obligation under this Bond is limited by the Amount of this Bond identified herein as the Penal Sum. This monetary obligation shall augment the Balance of the Contract Sum. Subject to these limits, Surety’s obligations under this Bond are commensurate with the obligations of Contractor under the Construction Contract. Surety’s obligations shall include, but are not limited to:

6.1 The responsibilities of Contractor under the Construction Contract for completion of the Construction Contract and correction of defective work;

6.2 The responsibilities of Contractor under the Construction Contract to pay liquidated damages, and for damages for which no liquidated damages are specified in the Construction Contract, actual damages caused by non-performance of the Construction Contract including, but not limited to, all valid and proper backcharges, offsets, payments, indemnities, or other damages;

6.3 Additional legal, design professional and delay costs resulting from Contractor Default or resulting from the actions or failure to act of the Surety under paragraph 4, above (but excluding attorney’s fees incurred to enforce this Bond).

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7. No right of action shall accrue on this Bond to any person or entity other than City or its successors or assigns.

8. Surety hereby waives notice of any change, alteration or addition to the Construction Contract or to related subcontracts, purchase orders and other obligations, including changes of time. Surety consents to all terms of the Construction Contract, including provisions on changes to the Contract. No extension of time, change, alteration, modification, deletion, or addition to the Contract Documents, or of the work required thereunder, shall release or exonerate Surety on this Bond or in any way affect the obligations of Surety on this Bond.

9. Any proceeding, legal or equitable, under this Bond shall be instituted in any court of competent jurisdiction where a proceeding is pending between City and Contractor regarding the Construction Contract, or in the courts of the County of Santa Clara, or in a court of competent jurisdiction in the location in which the work is located. Communications from City to Surety under paragraph 3.1 of this Bond shall be deemed to include the necessary contracts under paragraph 3.2 of this Bond unless expressly stated otherwise.

10. All notices to Surety or Contractor shall be mailed or delivered (at the address set forth on the signature page of this Bond), and all notices to City shall be mailed or delivered as provided in Document 00520 (Contract).

Actual receipt of notice by Surety, City or Contractor, however accomplished, shall be sufficient compliance as of the date received at the foregoing addresses.

11. Any provision in this Bond conflicting with any statutory or regulatory requirement shall be deemed deleted herefrom and provisions conforming to such statutory requirement shall be deemed incorporated herein.

12. Definitions.

12.1 Balance of the Contract Sum: The total amount payable by City to Contractor pursuant to the terms of the Construction Contract after all proper adjustments have been made under the Construction Contract, for example, deductions for progress payments made, and increases/decreases for approved modifications to the Construction Contract.

12.2 Construction Contract: The contract between City and Contractor identified on the signature page of this Bond, including all Contract Documents and changes thereto.

12.3 Contractor Default: Material failure of Contractor, which has neither been remedied nor waived, to perform or otherwise to comply with the terms of the Construction Contract including, but not limited to, “default” or any other condition allowing a termination for cause as provided in Document 00700 (General Conditions).

12.4 City Default: Material failure of City, which has neither been remedied nor waived, to pay Contractor progress payments due under the Construction Contract or to perform other material terms of the Construction Contract, if such failure is the cause of the asserted Contractor Default and is sufficient to justify Contractor termination of the Construction Contract.

END OF DOCUMENT
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DOCUMENT 00700

GENERAL CONDITIONS

TABLE OF CONTENTS

SECTION PAGE
SECTION 1. INTERPRETATION OF CONTRACT
Abbreviations and Definitions 700-1

1.1 Precedence of Contract 700-9

1.2 Clarification of Contract 700-9

1.3 Contract Documents Complementary 700-9

1.4 Contract Interpretation 700-9

1.5 State Specifications 700-10

1.6 Conflicts Involving State Specifications 700-10
SECTION 2. BONDS AND INSURACNE

2.1 Contractor’s Insurance 700-10

2.2 Contractor’s Bonds 700-10
SECTION 3. SCOPE OF WORK

3.1 Work to be Done 700-11

3.2 Cleaning 700-11

3.3 Change in Work 700-12

3.4 Change in Contract Price 700-18

3.5 Change in Contract Time 700-24

3.6 Changed Site Conditions 700-25

3.7 Cost Reduction Incentive 700-26

3.8 Dust Control 700-27

3.9 Excavation Safety Plans 700-27

3.10 Asbestos-Related Work 700-28

3.11 Substitutions 700-28

3.12 Hazardous Materials / Waste 700-30

3.13 Inert Solids and Plant Materials Recycling 700-31

3.14 Storm Water Pollution Control 700-32
SECTION 4. CONTROL OF WORK

4.1 Authority of City of Cupertino 700-38

4.2 Submittals 700-38

4.3 Conformity with Contract Documents and Allowable Deviations 700-46

4.4 Order of Work 700-46

4.5 Drawings and Data to be Furnished by City 700-46

4.6 Superintendence 700-46

4.7 Character of Workers 700-46

4.8 Layout of Work and Surveys 700-47

4.9 Warranty and Inspection 700-47

4.10 Defective and Unauthorized Work 700-49

4.11 Construction Equipment and Plant 700-49

4.12 Substantial Completion, Final Completion and Final Acceptance 700-49

4.13 Use Prior to Final Acceptance 700-51
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SECTION 5. CONTROL OF MATERIALS

5.1 Source of Supply and Quality of Materials 700-51

5.2 City-Furnished Materials 700-52

5.3 Storage of Materials 700-52

5.4 Defective Materials 700-52

5.5 Plant Inspection 700-52

5.6 Certificates of Compliance 700-53

5.7 State Specification Numbers 700-53

5.8 Testing 700-53
SECTION 6. LEGAL RELATIONS AND RESPONSIBILITY

6.1 Laws to be Observed 700-55

6.2 Labor Discrimination 700-55

6.3 Employment of Labor 700-55

6.4 Prevailing Wages 700-55

6.5 Hours of Labor and Work 700-56

6.6 Apprentices 700-56

6.7 Permits and Licenses 700-57

6.8 Patents and Copyrights 700-57

6.9 Public Safety and Traffic Control 700-57

6.10 Accident Prevention 700-58

6.11 Explosives and Stream Pollution 700-58

6.12 Fire Protection Plan 700-58

6.13 Interference with Fire Hydrants, Highways and Fences 700-59

6.14 Preservation of Property 700-59

6.15 Contractor’s Responsibility for Work 700-59

6.16 Indemnification 700-59

6.17 Payment of Taxes 700-60

6.18 Cooperation with Others 700-60

6.19 Property Rights in Materials 700-61

6.20 Rights in Land and Improvements 700-61

6.21 Title to Materials Found on the Work 700-61

6.22 Trespass 700-61

6.23 Subcontracting 700-61

6.24 Tunnel Construction Safety 700-62

6.25 Cultural Resources 700-62

6.26 Sound Control 700-62

6.27 Site Security 700-63

6.28 Public Facilities 700-63

6.29 Legal Actions Against the City 700-64

6.30 Limit of Liability 700-64
SECTION 7. PROSECUTION AND PROGRESS OF WORK

7.1 Assignment 700-64

7.2 Notice to Proceed 700-64

7.3 Commencement of Work 700-64

7.4 Work Progress Schedule 700-64

7.5 Temporary Suspension of Work 700-70

7.6 Liquidated Damages 700-70

7.7 Termination of Control 700-70

7.8 Termination of Contract for Cause 700-70

7.9 Termination of Contract for Convenience 700-71

7.10 Contractor’s Cost Data 700-72

7.11 Coordination with Utilities 700-73

7.12 Temporary Facilities 700-74

7.13 Project Record Documents 700-74
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7.14 Preconstruction Conference 700-78

7.15 Weekly Progress Meeting 700-78

7.16 Right of Way Delays 700-79
SECTION 8. MEASUREMENT AND PAYMENT

8.1 Measurement of Quantities 700-80

8.2 Deductions from Payments 700-80

8.3 Progress Payment 700-80

8.4 Final Payment 700-81

8.5 Scope of Payment 700-81

8.6 Substitution of Securities in Lieu of Retention 700-81

8.7 Effect of Payment 700-82
SECTION 9. CLAIMS BY CONTRACTOR

9.1 General 700-82

9.2 Procedures 700-83

9.3 Claim Format 700-84

9.4 Mediation 700-84

9.5 Exclusive Remedy 700-84

END OF TABLE OF CONTENTS
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ABBREVIATIONS AND DEFINITIONS
Whenever in these Specifications and other Contract Documents the following abbreviations and terms or pronouns in place of them are used, the intent and meaning shall be interpreted as follows:

ABBREVIATIONS--General
AA Aluminum Association
AAN American Association of Nurserymen
AAP Affirmative Action Program
AASHTO American Association of State Highway and Transportation Officials ACI American Concrete Institute
AISI American Iron and Steel Institute
AIEE American Institute of Electrical Engineers
AISC American Institute of Steel Construction
AISI American Iron and Steel Institute
ANSI American National Standards Institute
APA American Plywood Association
APHA American Public Health Association
API American Petroleum Institute
AREA American Railway Engineering Association
ASCE American Society of Civil Engineers
ASHRAE American Society of Heating, Refrigerating and Air Conditioning Engineers ASME American Society of Mechanical Engineers
ASTM American Society of Testing and Materials
AWG American Wire Gage
AWPA American Wood-Preservers’ Association
AWS American Welding Society
AWWA American Water Works Association
BAAQMD Bay Area Air Quality Management District
CAEPA California Environmental Protection Agency
Cal/OSHA California Occupational Safety and Health Administration Caltrans State of California, Department of Transportation CBC California Building Code
CCD Construction Change Directive
CCR California Code of Regulations
CEC California Electric Code
CFR Code of Federal Regulations
CIH Certified Industrial Hygienist
CLMFI Chain Link Fence Manufacturers Institute
CO Change Order
CPM Critical Path Method
CPUC California Public Utilities Commission
CRSI Concrete Reinforcing Steel Institute
CS Commercial Standards, U.S. Department of Commerce
DHS California Department of Health Services
DSA Division of State Architect (formerly known as the Office of the State Architect) EIA Electronic Industries Association
EPA Environmental Protection Agency
FS Federal Specifications
HSC California Health and Safety Code
I.D. Identification
IEEE Institute of Electrical and Electronics Engineers
IES Illuminating Engineering Society
JATC Joint Apprenticeship Training Committee
JV Joint Venture
LBE Local Business Enterprise
M.I. Middle Initial
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M/WBE Minority and/or Woman-Owned Business Enterprise
MBE Minority Business Enterprise
MIA Masonry Institute of America
MSDS Material Safety Data Sheet
NBS National Bureau of Standards
NEC National Electric Code
NEMA National Electrical Manufacturers Association
NESC National Electrical Safety Code
NIOSH National Institute for Occupational Safety and Health NIST National Institute of Science and Technology (formerly the National Bureau of Standards) NFPA National Fire Protection Association
NSF National Sanitation Foundation
OSHA Occupational Safety and Health Administration
OSHPD Office of Statewide Health Planning and Department PCA Portland Cement Association
PCI Prestressed Concrete Institute
PG&E Pacific Gas and Electric Company
PM Preventive Maintenance
PR Proposal Request
PS Product Standard, U. S. Department of Commerce
RFI Request for Information
RFIR Request for Information Reply
RFP Request for Proposals
RFS Request for Substitution
RWQCB California Regional Water Quality Control Council SAE Society of Automotive Engineers
SFM State of California, Office of State Fire Marshal
SJI Steel Joint Institute
SSPC Steel Structures Painting Council
SWRCB California State Water Resources Control Council
TIE Time Impact Evaluation
UBC Uniform Building Code
UFC Uniform Fire Code
UL Underwriters Laboratories
UMC Uniform Mechanical Code
UPC Uniform Plumbing Code
USA Underground Service Alert
USC United States Code
WCLIB West Coast Lumber Inspection Bureau
USEPA United States Environmental Protection Agency
WCLB West Coast Lumber Inspection Bureau
WWPA Western Wood Products Association
ABBREVIATIONS—in Specifications
AWG American Wire Gauge
Accord Accordance
Co. Company
Corp. Corporation
cm. centimeter (centimeters)
cu. Cubic
Div. Division
dia. Diameter
EA each
ft. foot (feet)
g./gr. gram (grams)
gal. gallon (gallons)
gpd gallons per day
gpm gallons per minute
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hr. hour
kg. kilogram (kilograms)
in. inch (inches)
Inc. Incorporated
km. kilometer (kilometers)
Kw Kilowatt
LS lump sum
l. liter (liters)
lbs. pounds
M/m meter (meters)
Mfg. manufacturing
Mg. milligram (milligrams)
ml./mls. milliliter (milliliters)
mm. millimeter (millimeters)
m2
square meter
m3 cubic meter
No. number
o.c. on centers
O.D. outside diameter
Psi pounds per square inch
Psf pounds per square foot
sq. square
T & G tongue and groove
tonne metric ton (1000 kg.)
U.S. United States
yd. yard (yards)
SYMBOLS in Specifications
[for consideration]
: “shall be” or “shall” - where used within sentences or paragraphs #1 Number
1# Pound
& And
% Percent
C Centigrade
F Fahrenheit
° Degree
/ per, except where used to combine words; example: power/fuel, and in that case it means and “ inch (inches)
‘ foot (feet)
@ At
SYMBOLS in Drawings
As indicated therein.

DEFINITIONS
Acceptance: The formal written acceptance by City of a contract which has been completed in all respects in accordance with the Drawings and Specifications and any modifications thereof previously approved.

Addendum or Letter of Clarification: A change in the Specifications or Drawings issued prior to the opening of Bids.

Agency: City.

Alternate: Work added to or deducted from the Base Bid, if accepted by City. 897
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Application for Payment: Written application for monthly or periodic progress or final payment made by Contractor complying with the Contract Documents.

Approved, Directed, Ordered, or Required: Whenever these words or their derivatives are used, it is the intent, unless otherwise clearly stated, that approval or direction by City is indicated.

Approved Equal: Approved in writing by City as being of equivalent quality, utility and appearance.

Asbestos: Any material that contains more than one percent asbestosis and is friable or is releasing asbestos fibers into the air above current action levels established by OSHA or Cal/OSHA.

Attorney or Attorney General: The attorney selected by City.

Bid: The offer or proposal of the Bidder submitted on the proscribed forms setting forth the prices for the Work to be performed.

Bidder: Any individual, firm, partnership, corporation or combination thereof, submitting a proposal for the Work contemplated, acting directly or through a duly authorized representative.

Bidding Documents: All documents comprising the Project Manual (including all documents and specification sections listed on Document 00010 [Table of Contents]), including documents supplied for bidding purposes only and Contract Documents.

Board or Council: City’s governing body, its City Council.

Business Day: Any Day other than Saturday, Sunday, and the following days that have been designated as holidays by City. If a holiday falls on a Saturday, the preceding Friday will be the holiday. If a holiday falls on a Sunday, the following Monday will be the holiday.
a. New Year’s Day, January 1;
b. Martin Luther King Jr.’s Birthday, third Monday in January; c. Lincoln’s Birthday, February 12;
d. Presidents’ Day, third Monday in February;
e. Memorial Day, last Monday in May;
f. Independence Day, July 4;
g. Labor Day, first Monday in September;
h. Veterans’ Day, November 11;
i. Thanksgiving Day, as designated by the President;
j. The Day following Thanksgiving Day;
k. Christmas Day, December 25; and
l. Each day appointed by the Governor of California and formally recognized by the Santa Clara County Board of Supervisors as a day of mourning, thanksgiving, or special observance.

By City: Work that will be performed by City or its agents at the City’s expense.

By Others: Work that is outside scope of Work to be performed by Contractor under this Contract, which will be performed by City, other contractors, or other means.

Calendar Day: Any Day of the year, without exception.

Change Order: A written instrument prepared by City and signed by City and Contractor, stating their agreement upon all of the following:
a. a change in the Work;
b. the amount of the adjustment in the Contract Sum, if any; and c. the amount of the adjustment in the Contract Time, if any.

Certified Hazardous Materials Testing Laboratory: A laboratory certified by the California Department of Health Services to perform specific chemical and physical analysis for hazardous materials.

Certified Industrial Hygienist: A professional who is certified by the American Council of Industrial Hygienists as trained to evaluate safety and health hazards and determine safety measures necessary for personnel working under hazardous conditions.

Chief Engineer: The Program Manager selected by City.
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City: City of Cupertino, , a Municipal Corporation of the State of California.

City-Furnished, Contractor-Installed: Items furnished by City at its cost for installation by Contractor at its cost under Contract Documents.

City’s Representative(s): See Document 00520 (Contract).

Claim: As defined in Section 9 of this Document 00700.

Code: Codes of the State of California, including but not limited to, Government Code, Labor Code, etc.

Concealed: Work not exposed to view in the finished Work, including within or behind various construction elements.

Contract: (Document 00520): Contract is the basic agreement document that binds the parties to construction Work.

Contract defines relationships and obligations between City and Contractor and by reference incorporates Standard Provisions, Special Provisions, Drawings and Specifications and contains Addenda and all Modifications subsequent to execution of Contract Documents.

Construction Change Directive (CCD): A letter, signed by the City’s Director of Public Works, or his designated representative, directing the Contractor to proceed with additive or deductive changes to the contract when that Work or its value is contested by the Contractor. The Work, as directed by a Construction Change Directive, will be completed under the terms of Force Account as explained in Document 00700, General Conditions.

Construction Equipment: Equipment used for the performance of Work but not incorporated into the project.

Construction Manager: See Document 00520 (Contract) (if this term is used).

Consulting Engineer: See Document 00520 (Contract) (if this term is used).

Contract or Contract Documents: The written agreement between Contractor and City consisting of the Contract Documents as defined in the Document 00520 (Contract).

Contract Modification: Either:
a. a written amendment to Contract signed by Contractor and City; or b. a Change Order.

Contract Prices: The prices for the Work set forth in the Contract. Contract Price (or Contract Sum) shall mean the aggregate price for all Work set forth in the Contract.

Contract Sum: The sum stated in the Contract and, including authorized adjustments, the total amount payable by City to Contractor for performance of the Work and the Contract Documents. The Contract Sum is also sometimes referred to as the Contract Price or the Contract Amount.

Contract Time: The number of days for Substantial Completion and/or Final Completion the Work including any milestones specifically identified in the Contract.

Contractor: The entity or person entering a contract with City.

Contractor’s Employees: Persons engaged in execution of Work under Contract as direct employees of Contractor, as Subcontractors, or as employees of Subcontractors.

Controlling Item of Work: Any feature or combination of features of the Work, which if delayed, will delay the time of completion of a contract. Also known as critical work or critical path work.

County: The County of Santa Clara, State of California.

Day: One calendar day of 24 hours measured from midnight to the next midnight, unless the word “day” is specifically modified to the contrary.

Defective: An adjective which, when modifying the word “Work,” refers to Work that is unsatisfactory or unsuited for the use intended, faulty, or deficient, that does not conform to the Contract Documents, or does not meet the requirements of any inspection, reference standard, test or approval referred to in the Contract Documents (including but not limited to approval of samples and “or equal” items), or has been damaged prior to final payment (unless responsibility for the protection thereof has been assumed by City). City is the judge of whether Work is defective.

Department: City.

Director or Director of the Department of Transportation: City’s City Public Works Director.

District: City.

Division: City.
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Drawings: The official drawings, Working drawings, detail drawings, and supplemental drawings, or reproductions thereof, which show the location, character, dimensions, and details of the Work to be done, and which are to be considered as part of the Contract.

Engineer or Engineer of the Department of Transportation: City of Cupertino and any designated person or entity by City
Equal: Equal in opinion of City. Burden of proof of equality is responsibility of Contractor.

Equipment: Equipment incorporated or to be incorporated into the project.

Exposed: Work exposed to view in the finished Work, including behind louvers, grilles, registers and various other construction elements.

Field Authorization (FA): An authorization issued by City to Contractor to allow additive or deductive work to proceed when Change Order process time may delay the Work.

Final Acceptance: City’s acceptance of the Work as satisfactorily completed in accordance with Contract Documents.

Final Completion: Shall be achieved when the entire work is complete, except for minor punch list items, as determined by City.

Fixed Costs: Any necessary labor, material, and equipment costs directly expended on the item or items under consideration which remain constant regardless of the quantity of Work done.

Force Account: Work directed to be performed without prior agreement as to lump sum or unit price cost thereof, and which is to be billed at cost for labor, materials, equipment, taxes, and other costs, plus a specified percentage for overhead and profit.

Furnish: Supply only, do not install.

Hazardous Material: (A) Any substance, product, waste or other material of any nature whatsoever which is or becomes listed, regulated, or addressed pursuant to any federal, state or local statute, law, ordinance, resolution, code, rule, regulation, order or decree regulating, relating to, or imposing liability (including, but not limited to response, removal, and remediation costs) or standards of conduct or performance concerning any hazardous, toxic, explosive, corrosive, flammable, infectious, radioactive, carcinogenic, mutagenic or as otherwise dangerous waste, substance or material; (B) any substance, product, waste, or other material of any nature whatsoever whose presence in and of itself may give rise to liability under any of the above statutes or under any statutory or common law theory based on negligence, trespass, intentional tort, nuisance, strict or absolute liability or under any reported decisions of a state or federal court; (C) any substance without limitation, which contains petroleum or crude oil, including but not limited to, petroleum and petroleum products.

Hazardous Waste: Any substance or material, as defined in the California Hazardous Waste Control Act, Health and Safety Code Section 25, or the Resource Conservation and Recovery Act, 42 U.S.C. 6901 et seq.

Indicated: Shown or noted on the Drawings.

Install: Install or apply only, do not furnish.

Laboratory: The independent testing organization or organizations selected by City.

Latent: Not apparent by reasonable inspection, including but not limited to, the inspections and research required as a condition to bidding under the General Provisions.

Law: Unless otherwise limited, all applicable laws including without limitation all federal, state, and local laws, statutes, standards, rules, regulations, ordinances, and judicial and administrative decisions Liquidated Damages: The amount stated in Document 00520 (Contract), to be paid to City or to be deducted from any payments due or to become due Contractor as provided in the Contract Documents.

Material: This word shall be construed to embrace machinery, manufactured articles, materials of construction (fabricated or otherwise), and any other classes of material to be furnished in connection with Contract, except where a more limited meaning is indicated by context.

Milestone: A principal event specified in Contract Documents relating to an intermediate completion date or time prior to Substantial Completion of all Work.

Modification: Same as Contract Modification.

Not in Contract: Work that is outside the scope of Work to be performed by Contractor under Contract Documents – shown as NIC.

Notice of Completion: Shall have the meaning provided in California Civil Code Section 3093, and any successor statute.
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Off Site: Outside geographical location of the Project.

Northern Region: City.

Office of Materials and Foundations: Laboratory.

Office of Structure Design: When specifications require working drawings to be submitted to the Office of Structure Design, the drawings shall be submitted to the Resident Engineer.

Owner: City.

Partial Utilization: Use by City of a substantially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of all of the Work.

PCBs: Polyclorinated byphenyls.

Personnel Protection: Equipment and procedures which minimize human exposure to regulated materials, hazardous materials, hazardous wastes, or unsafe situations.

Phase: A specified portion of the Work (if any) specifically identified as a Phase in Document 00520 (Contract).

Plans, Construction Plans: The Drawings.

Product Data: That information (including brochures, catalogue cuts, MSDS, etc.) supplied by the vendor describing the technical and commercial characteristics of the supplier equipment or materials, and accompanying commercial terms such as warranties, instructions and manuals.

Progress Report: A periodic report submitted by Contractor to City with progress payment invoices accompanying actual work accomplished to the Progress Schedule. See Document 00700 (General Conditions).

Project: The erection, construction, alteration, repair, or improvement to be accomplished under the Contract and performing the Work.

Project Float: Neither City nor Contractor owns float. The Project owns the float. As such, liability for delay of any Substantial Completion or Final Completion date rests with the party whose actions, last in time, actually cause delay to a Substantial Completion or Final Completion date.

A. For example, in the event of unexcused delay by Party A and Party B, and if Party A uses some, but not all of the float and Party B later uses remainder of the float as well as additional time beyond the float, Party B shall be liable for the time that represents a delay to the Substantial Completion date.

B. Under this scenario, Party A would not be responsible for the time since it did not consume all of the float and additional float remained; therefore, the Substantial Completion Date was unaffected.

Project Manual: Project Manual consists of Bidding Requirements, Contract, Bonds, Certificates, Standard Provisions and Special Provisions, and Specifications.

Project Record Documents: All Project deliverables required under Section 00700, including without limitation, as-built drawings, operations and maintenance manuals Installation, Operation, and Maintenance Manuals, and Machine Inventory Sheets.

Provide: Furnish and install.

Reasonable Accuracy: Within the tolerances as shown on the Drawings or indicated in the Specifications.

Regulated Material: Any substance or combination of substances for which federal, state, or local regulations require special management, storage, disposal or handling practices. This shall include, but not be limited to, materials defined as: Hazardous Materials and Waste; Designated Wastes (CCR, Title 23, Section 23-2522); and Special Waste (CCR, Title 22, Section 22-66195).

Request for Information (“RFI”): A document prepared by Contractor requesting information regarding the Project or Contract Documents. The RFI system is also a means for City to submit Contract Document clarifications or supplements to Contractor.

Request for Proposals (“RFP”): A document issued by City to Contractor whereby City may initiate changes in the Work or Contract Time as provided in Contract Documents.

Request for Substitution (“RFS”): A document prepared by Contractor requesting substitution of materials as permitted and to the extent permitted in Contract Documents.

RFI-Reply: A document consisting of supplementary details, instructions, or information issued by City that clarifies or supplements Contract Documents, and with which Contractor shall comply. RFI-Replies do not constitute changes in Contract Sum or Contract Time except as otherwise agreed in writing by City. RFI-Replies will be issued through the RFI administrative system.
901
Project No. 2010-01
City of Cupertino 00700-8 General Conditions
BBF Golf Course Maintenance
Remediation: Restoration of the contaminated soil, groundwater, or other materials to its pre-contaminated level or to a level acceptable to City and local, state and federal agencies.

Resident Engineer: Authorized representative for the City. Also identified as Engineer.

Responsible Bidder: A bidder who has demonstrated the attribute of trustworthiness, as well as quality, fitness, capacity, and experience to satisfactorily perform the Work.

Cupertino City CouncilOctober 18, 2022

Cupertino City Council
October 18, 2022