A - Snapology Agreement, First, Second, and Third Amendments — Cupertino City Council, November 7, 2023

Recreation Services Agreement/ Rev. Sept. 2019

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No. ___________
FY2020 - 2023

RECREATION SERVICES AGREEMENT

1. Parties. This contract is made by and between the City of Cupertino, a municipal corporation (“ City”), and Snapology of Los Gatos DBA SV Kids Corp. (“ Contractor”), a Corporation for Enrichment Steam Programs and is effective on the last date signed below ( Effective Date”).

2. Services. Contractor agrees to provide the Services included in the Scope of Work and in accordance with the Schedule of Performance attached in Exhibit A.

3. Term. This contract begins on the Effective Date and ends on 06/ 30/ 2023 (“ Contract Time”), unless extended or terminated as provided herein. Time is of the essence and Contractor must have sufficient time, resources, and qualified staff to deliver the Services as required. Contractor must promptly notify City of any actual or potential delays to afford the Parties adequate opportunity to address or mitigate such delays. The City’ s appropriate department head or the City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City’ s purchasing policy.

4. Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will be based upon actual costs but that will be capped so as not to exceed $ 21, 000. 00 Contract Price”), based upon the Scope of Services, budget, performance schedule, and rates included in Exhibit A. The maximum compensation includes all costs, expenses, and reimbursements and will remain in place even if Contractor’ s actual costs exceed the capped amount. Contractor must submit invoices and the information required in Exhibit A in order to receive payment. City will compensate Contractor within thirty ( 30) days after approval of written invoices.

Invoices are subject to review and audit by City during regular business hours upon 24 hours’ notice. Contractor must maintain complete and accurate records of payrolls, expenditures, disbursements and other cost items charged to City or establishing the basis for an invoice, for a minimum of four ( 4) years from the date of the final payment.

5. Independent Contractor.

5. 1 Contractor is an independent Contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. No civil service status or other right of employment will be acquired by virtue of Contractor’ s performance of the Services. Contractor is not entitled to City’ s health benefits, worker’ s compensation or any other benefit. Contractor must have the skills and qualifications to perform the Services in a competent and professional manner.

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Contractor will supply all tools, materials, and equipment required to perform the Services under this Contract. Contractor is responsible for obtaining permits and licenses required by law and must obtain a City business license, if required by the Cupertino Municipal Code.

5. 2 Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor’ s business including, but not limited to, federal and state income taxes.

City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. Should any court, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System PERS), the Internal Revenue Service or the State Employment Development Division, determine that Contractor, or any of its employees, agents, or subcontractors, is an employee for any purpose, then Contractor agrees to a reduction in amounts payable under this Agreement, or to promptly remit to City any payments due by the City as a result of such determination, so that the City’ s total expenses under this Agreement are not greater than they would have been had the determination not been made.

6. Proprietary/ Confidential Information. To the extent Contractor may have access to private or confidential information owned or controlled by the City, Contractor agrees to treat it as confidential and use it solely to perform this Agreement. Contractor must exercise the same standard of care to protect City information as a reasonably prudent Contractor would use to protect its own proprietary data.

7. Ownership of Materials. To the extent Contractor prepares written material, drawings, or data in connection with this contract, City will have the property rights to those materials and all copyrights, if any, to such work product will, to the extent requested by City, constitute City property upon completion of the work to be performed hereunder or upon termination of this Agreement.

8. Records. Contractor must maintain complete, accurate, and detailed accounting records relating to its performance in accordance with generally accepted accounting principles and procedures. The records must include detailed information about Contractor’ s services, ben chmarks, deliverables, and costs/ fees, and must be made reasonably available to City. The records and supporting documents must be kept separate from other files and maintained for four ( 4) years from the date of City’ s final payment.

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9. Assignment. This Contract is not assignable. Contractor may not substitute another or transfer any rights or obligations under this Contract without prior written approval of City. Only those persons whose names are included in Exhibit A may perform the Services.

10. Publicity and Signs. Any publicity generated by Contractor related to this contract or the Services during the Contract Time and for one ( 1) year thereafter must reference City contributions.

The words “ City of Cupertino” shall be displayed in all pieces of publicity, including flyers, press releases, posters, brochures, public service announcements, interviews, and newspaper articles. No signs may be posted, exhibited, or displayed on or about City property, except signage required by law or under this Agreement, without prior written approval from City.

11. Indemnification. To the fullest extent allowed by law and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor agrees to indemnify, defend, and hold harmless the City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and contractors ( collectively, “ Indemnitees”), through legal counsel acceptable to City, from and against any liability for damages, claims, actions, causes of action, demands, charges, losses, costs, and expenses ( including attorney fees, legal costs, and expenses related to litigation, arbitrations, administrative, and regulatory proceedings), of every nature, arising out of or in any way related to Contractor’ s or Contractor’ s agents performance of this contract or the Services.

This includes but is not limited to Liability resulting in personal injury, death, property damage, or economic losses. Contractor must pay any costs City may incur in enforcing this provision and must accept a tender of defense upon receiving notice from City. Contractor’ s payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Contract. This Section 11 shall survive termination of the Agreement.

12. Insurance. Contractor shall comply with the insurance requirements in Exhibit B. City will not execute the Agreement until it has received and approved satisfactory certificates of insurance and endorsements evidencing the type, amount, and dates of coverage. Alternatively, City in its sole discretion, may purchase insurance and deduct the costs from payments to Contractor, or terminate the Agreement.

13. Compliance with Laws and Other City Requirements.

Requirements for all Contracts. This contract is subject to local, state and federal laws and regulations prohibiting discrimination, including Title VII of the Civil Rights Act of 1964, the California Fair Employment Practices Act, the Americans with Disabilities Act of 1990, and other laws that pertain to fair employment and anti- discrimination practices. Contractor must comply with labor laws pertaining to prevailing wages, working hours, overtime, payroll records, and other requirements imposed by the Department of Industrial Relations. If Contractor does not have employees, it must sign the Affidavit of No Employees, attached as Exhibit C. Consultant is responsible for verifying employment eligibility of employees pursuant to the Immigration Reform and Control Act of 1986.

Contractor must comply with conflict of interest laws and regulations applicable to this Agreement and avoid conflicts of interest. Contractor may be required to file a conflict of interest form for engaging in governmental decisions or serving in a staff capacity, and is hereby advised to review the requirements of California Political Reform Act and the California Code of Regulations. Services may only be Recreation Services Agreement/ Rev. Sept. 2019

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performed by persons who are not employed by City and who do not have a contrac tual relationship with City other than this contract. Contractor agrees to abide by City policies and administrative rules prohibiting gifts to City officials and employees.

Additional Requirements for Services Provided to Minors. Contractor and its employees who provide services under this Agreement must comply with these additional requirements:

A. Undergo fingerprints and a criminal background and verify all employees providing services under this contract have met this requirement.

B. Complete a Tuberculosis screening test as required by law and as set forth in Exhibit D.

C. Comply with the Mandatory Reporting under California Penal Code 11164- 11174. 3 and with the protocols, reporting, and training required under California Health and Safety Code Section 124235, AB 2007, and other laws pertaining to concussion evaluation, removal from play, and return to play protocols. ( Refer to Center for Disease Control & Prevention, https:// www. cdc. gov/ headsup/ index. html).

D. Submit required forms and acknowledgments included in Exhibit D, and ensure its each participant is provided with a concussion information sheet, signs and returns the forms to the City as required by Health and Safety Code Section 124235.

Require coaches and administrators to successfully complete the concussion and head injury education at least once either online or in person, before supervising a participant.

Contractor shall offer training, educational materials, or both to each Contractor administrator on a yearly basis. ( Training resources are available at the Center for Disease Control & Prevention ( link cited above).

E. If providing instruction, Contractor must acknowledge and comply with all requirements set forth in the Parks & Recreation Services Instructor Manual.

This contract requires services for children.

14. Coordination of Services. The Parties designate the following persons as Services Coordinators with the responsibility to oversee the delivery of Services in accor dance with the terms of this Agreement. Contractor’ s designation and any substitution are subject to City approval.

For City:

Name: Marilu Mejia
Position: Recreation Coordinator
Contact: marilum@cupertino. org
For Contractor:

Name: Vaishali Dubal
Position: CEO
Contact:

15. Abandonment. City may abandon or postpone the Activity or Program and will notify Contractor as soon as possible. Contractor will be paid for satisfactory Services rendered through the date of abandonment upon submission of final invoices approved by City.

16. Termination. City may terminate this contract for cause or without cause at any time and will notify Contractor as soon as possible. Contractor will be paid for satisfactory services rendered through the date of termination upon submission of final invoices approved by City.

Recreation Services Agreement/ Rev. Sept. 2019

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17. Governing Law, Venue, and Dispute Resolution. This contract is governed by the laws of the State of California. Any legal actions or proceedings filed against City in connection with this contract must comply with the government claims filing requirements and must be filed with the Superior Court for the County of Santa Clara, State of California. At City’ s request, Contractor is required to continue to provide Services pending resolution of any dispute. If the Parties elect arbitration, the arbitrator’ s award must be supported by law and substantial evidence and include detailed written findings of law and fact.

18. Attorney Fees. If City is required to pursue litigation, arbitration or other administrative or regulatory proceeding to enforce its rights or the terms of this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. This Section 18 survives this Agreement.

19. Third Party Beneficiaries. There are no third party beneficiaries under this Contract.

20. Waiver. Neither acceptance of Services nor payment thereof constitutes a waiver of any contract provision. City waiver of a breach shall not constitute waiver of another term, provision, covenant, or condition, or a subsequent breach, whether the same or a different character.

21. Entire Agreement. This Agreement and all referenced Exhibits are hereby attached and incorporated into the Agreement by this reference and represent the full and complete understanding as to those matters contained herein, and supersede any other contract or understanding, either oral or written, between the Parties. This Agreement may not be modified or amended except in writing signed by both Parties. If there is any inconsistency between any term, clause, or provision of the main contract and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main contract shall prevail and be controlling.

22. Inserted Provisions. Each provision or clause required by law or this contract is deemed to be included and will be inferred herein. Either party may request an amendment to cure any mistaken insertion or omission of a required provision.

23. Headings. The headings are for convenience only and are not a part of the contract or intended to affect, limit, or amplify the terms or provisions of this Agreement.

24. Severability/ Partial Invalidity. If any contract term or provision, or their application to a particular situation, is found by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other contract terms and provisions and their application to specific situations will remain in full force and effect.

25. Survival. All provisions which by their nature must continue after the Agreement ends, including without limitation Indemnification, Insurance, Ownership of Materials, Records, Governing Law, and Attorney Fees, will survive the expiration or termination of this Agreement.

26. Notices. All notices and instruments pertaining to material provisions of this contract or significant disputes which are required by law or under this contract to be in writing must be sent to the persons listed below. The notices will be deemed effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service, on the fifth ( 5th) calendar day after deposit Recreation Services Agreement/ Rev. Sept. 2019

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in the United States Mail, postage prepaid, registered or certified, or the next business day following electronic submission.

To City of Cupertino:

Office of the City Manager
10300 Torre Ave., Cupertino, CA 95014
Cc: Representative/ Coordinator: Marilu Mejia
Email: marilum@cupertino. org
To Contractor: Snapology of Los Gatos DBA SV
Kids Corp.

Cc: Representative/ Coordinator: Vaishali Dubal
Email:

27. Validity of Contract. This contract is valid and enforceable only if it complies with the provisions of Cupertino Municipal Code Chapters 3. 22 and 3. 23, is signed by the City Manager or authorized designee, and is approved for form by the City Attorney’ s Office.

28. Execution. The person executing this contract on behalf of Contractor represents and warrants that Contractor has full right, power, and authority to execute this contract and to carry out all actions and services required. This contract constitutes a legally binding obligation of Contractor, and may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument.

SIGNATURES CONTINUE ON THE FOLLOWING PAGE
Recreation Services Agreement/ Rev. Sept. 2019

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IN WITNESS WHEREOF, the parties have caused this contract to be executed.

CONTRACTOR
By ________________________
Name______________________
Title ______________________
Date_______________________
Tax I. D. No.: 844462248

CITY OF CUPERTINO
A Municipal Corporation
By ________________________
Name______________________
Title ______________________
Date_______________________
APPROVED AS TO FORM:

HEATHER M. MINNER
Cupertino City Attorney
ATTEST:

KIRSTEN SQUARCIA
City Clerk
Date_______________________
Vaishali Dubal
Sep 4, 2020
CEO
Heather M. Minner
Rachelle Sander
Sep 4, 2020
Rec Supervisor
Sep 4, 2020
Updated 04/ 15/ 20

EXHIBIT A

SCOPE OF WORK, PERFORMANCE AND PAYMENT SCHEDULES
The CONTRACTOR will provide Enrichment Steam Programs in, but not limited to, the following:

Escape Snapology, KinderBots, Junior Creator' s Club, Animal Explorers/ Discovering Dinosaurs, Adaptive Play, Building Commitment to End Bullying
Location and Time of CONTRACTOR Services:

Refer to the City’ s Publications for agreed upon dates, times, and locations of a class, camp, activity, program, or service (“ class”). The City, at its sole discretion, may change the agreed dates, times and locations of a class, or may cancel a class.

Compensation for CONTRACTOR Services:

Contractor shall be compensated for services performed pursuant to this Agreement.

For a class taught in person, 60% of resident fee per participant, based on final roster, for in - person programs. 70% of resident fee per participant, based on final roster, for online programs..

City and Contractor may mutually agree for Contractor to teach a class online rather than in person, provided that City and Contractor reach agreement for compensation for that online class.

Compensation for that online class shall be specified in writing in a separate side agreement before online instruction for a class begins.

The total compensation to the Contractor shall not exceed $ 21, 000. 00.

Eligible Participant Minimum and Maximums for CONTRACTOR Services:

Minimum: 4 ( In Person), 6 ( Online)
Maximum: 10- 15 ( In Person), 20 ( Online)
If less than the required minimum number of participants enroll in and pay for a particular class as identified in the schedule before the class is scheduled to start, the City may cancel the particular class and/ or terminate this Agreement without additional notice or payment to Contractor.

List of all Contractor Employees working for the City of Cupertino ( if no Employees, identify self”):

See attached list of employees.

Performance of CONTRACTOR Services:

Updated 04/ 15/ 20
Class Cancellation
Contractor will only receive compensation for a class that is performed. If performance of a class is cancelled by the City or Contractor before instruction begins, Contactor will not receive compensation for the class. If the City or Contractor cancels performance of certain meetings of a class, Contractor will only receive compensation for those meetings of the class that are performed.

In the case Contractor unilaterally cancels performance of a class without City approval, City reserves the right to immediately and without notice cancel the remainder of classes offered and or performed by Contractor.

COVID- 19 Health Order Compliance
Contractor acknowledges that its duty to comply with Laws, as stated in Section 13 of the Agreement, includes compliance by Contractor with the restrictions on travel and the Social Distancing Requirements set forth in Section 13. k of the health order issued by the County of Santa Clara Public Health Department on March 31, 2020, in response to the COVID- 19 pandemic, and any subsequent amendments or superseding orders thereto ( the “ Health Order”), and any other local, state, or federal laws or policies that have been or may be enacted in response to the COVID- 19 pandemic collectively, “ Health Laws”). Contractor shall comply with these restrictions on travel and Social Distancing Requirements when preforming work under this Agreement. If this Agreement specifies work that cannot be performed in compliance with the Health Order or Health Laws, Contractor shall refrain from conducting the work and immediately inform the City. Contractor shall likewise comply with any City protocols designed to help prevent the spread of COVID- 19. Contractor acknowledges that the need to comply with the Health Order and Health Laws may result in the City canceling performance of any class or meetings of a class referenced in this Agreement.

Registration, Enrollment, and Supervision
The Contractor shall follow all guidelines pertaining to registration procedures as listed in the quarterly recreation schedule. Participants may not take part in the program unless they are listed on the class roster or can show proof of enrollment. All participants and volunteers need to complete the City’ s Waiver of Liability form prior to taking part in the program. If applicable, contractors who are responsible for supervising minors must remain with the class until a parent of legal guardian has arrived and all minors are released to them.

Injury of a Class Participant
In the event of an injury occurring to a participant, the Contractor will notify the City within 1 hour and complete an Incident Report in the form approved by the City. The Incident Report must be submitted to the City within 24 hours of the injury occurring.

Exh. B Insurancefor RecreationContracts UpdatedMay 2020 1 Exhibit B
Insurance Requirements for Recreation Contracts
As required by the Agreement, Contractor shall procure prior to commencementof Servicesand maintain the following insurancefor theduration of the Agreementagainstclaimsarising from or in connectionwith Contractor, its agents, representatives, employeesor subcontractorsServicesunder this Agreement.

Minimum Scopeand Limit of Insurance. Coverageshall beat leastasbroad as:

1. Commercial General Liability ( CGL): InsuranceServicesOffice Form CG 00 01 covering CGL on an occurrence” basis, including property damage, bodily injury and personal & advertising injury with limits nolessthan $1,000,000per occurrence. If ageneralaggregatelimit applies, it must apply separately to this project/location (CG2503or 2504) or betwice the required occurrencelimit. a. It shall be a requirement that any available insuranceproceedsbroader than or in excessof the specifiedminimum insurancecoveragerequirementsand/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specifiedin this agreement; or (ii) thebroadercoverageand maximum limits of coverageof any insurancepolicy, whichever is greater. b. Additional Insured coverageunder Consultant's policy shall be "primary and non-contributory," will not seekcontribution from City’s insurance/self-insurance, and shall beat leastasbroad asISO Form CG2001 (04/13).
c. Thelimits of insurancerequired may besatisfiedby acombinationof primary andumbrella or excess insurance, provided eachpolicy complies with the requirements set forth in this Contract. Any umbrella or excessinsuranceshall contain or beendorsedto containa provision that suchcoverage shall also apply on a primary basisfor the benefit of City beforethe City’s own insuranceor self- insuranceshall becalledupon to protect City asa namedinsured.

2. Automobile Liability: ISOCA 0001covering Code1 (any auto), or if Contractor hasno owned autos, Code8 (hired) and 9 (non-owned), with limits no lessthan $1,000,000per accidentfor bodily injury and property damage.

3. Workers’ Compensation: As required by theStateof California, with Statutoryand Employer’sLiability Insurancelimits of no lessthan $1,000,000per accidentfor bodily injury or disease.

4. Sexual Abuse/Molestation: Insurance or the equivalent as required for activities/servicesinvolving minors, ( i.e., after school activities, recreational programs, athletics, study/training events and transportation of minors). Coveragemay be included under General Liability or be obtained in a separatepolicy, such asEducatorsLegal Liability ( ELL) policy, with a limit of no lessthan $1,000,000 per occurrence. If a generalaggregatelimit applies, it must apply separatelyto this contractor betwice the required occurrencelimit.

Insurancecoveragerequired may besatisfiedby a combinationof Primary and Excess/Umbrella insurance.

OTHER INSURANCE PROVISIONS
Theaforementionedinsuranceshall beendorsedand haveall the following conditions and provisions:

Additional InsuredStatus
The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers Additional Insureds”) are to be covered as additional insureds on Consultant’s CGL and automobile liability policies. GeneralLiability coveragecanbeprovided in the form of an endorsementto Consultant’s Exh. B Insurancefor RecreationContracts UpdatedMay 2020 2 insurance (at leastas broad asISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions areused).

Primary Coverage
Coverageafforded to City/Additional Insuredsshall beprimary insurance. Any insuranceor self-insurance maintained by City, its officers, officials, employees, or volunteersshall beexcessof Consultant’sinsurance and shall not contribute to it.

Notice of Cancellation
Eachinsurancepolicy shallstatethat coverageshallnot becanceledor allowed to expire, exceptwith written noticeto City 30daysin advanceor 10daysin advanceif due to non-payment of premiums.

Waiver of Subrogation
Consultantwaivesany right to subrogationagainstCity/Additional Insuredsfor recoveryof damagesto the extent said losses are covered by the insurance policies required herein. Specifically, the Workers’ Compensationpolicy shallbeendorsedwith awaiver of subrogationin favor of City for all work performed by Consultant, its employees, agentsand subconsultants. This provision applies regardlessof whether or not the City hasreceiveda waiver of subrogationendorsementfrom the insurer.

Deductiblesand Self-InsuredRetentions
Any deductible or self-insured retention must be declaredto and approved by the City. At City’s option, either: the insurer must reduce or eliminate the deductible or self-insured retentions as respectsthe City/Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, claim administration and defenseexpenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may besatisfiedby either the insured or the City.

Acceptability of Insurers
Insurersmust belicensedto do businessin California with an A.M. BestRatingof A-VII, or better.

Verification of Coverage
Consultant must furnish acceptableinsurancecertificatesand mandatory endorsements (or copiesof the policieseffectingthe coveragerequired by this Contract), and a copy of the Declarationsand Endorsement Pageof the CGL policy listing all policy endorsementsprior to commencementof the Contract. City retains the right to demandverification of complianceat any time during the Contractterm.

Subconsultants
Consultant shall require and verify that all subconsultantsmaintain insurancethat meetthe requirements of this Contract, including naming the City asan additional insured on subconsultant’s insurancepolicies.

Higher InsuranceLimits
If Consultantmaintains broadercoverageand/or higher limits than the minimums shown above, City shall beentitled to coveragefor the higher insurancelimits maintained by Consultant.

Adequacyof Coverage
City reservesthe right to modify theseinsurancerequirements/coveragebasedon the nature of the risk, prior experience, insurer or other specialcircumstances, with not lessthan ninety (90) days prior written notice.
1223215.2
The ACORD name and logo are registered marks of ACORD

CERTIFICATE HOLDER
1988- 2014 ACORD CORPORATION. All rights reserved.

ACORD 25 ( 2014/ 01)

AUTHORIZED REPRESENTATIVE

CANCELLATION

DATE ( MM/ DD/ YYYY)

CERTIFICATE OF LIABILITY INSURANCE

LOCJECT
PRO-
POLICY
GEN' L AGGREGATE LIMIT APPLIES PER:

OCCURCLAIMS-MADE

COMMERCIAL GENERAL LIABILITY
PREMISES ( Ea occurrence)$

DAMAGE TO RENTED
EACH OCCURRENCE $
MED EXP ( Any one person)$
PERSONAL & ADV INJURY $
GENERAL AGGREGATE $
PRODUCTS - COMP/ OP AGG $

RETENTIONDED

CLAIMS- MADE
OCCUR
AGGREGATE $
EACH OCCURRENCE $UMBRELLA LIAB

EXCESS LIAB
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSR

LTR TYPE OF INSURANCE POLICY NUMBER

POLICY EFF

MM/ DD/ YYYY)

POLICY EXP

MM/ DD/ YYYY) LIMITS
PER

STATUTE
OTH-
ER
E. L. EACH ACCIDENT
E. L. DISEASE - EA EMPLOYEE
E. L. DISEASE - POLICY LIMIT

ANY PROPRIETOR/ PARTNER/ EXECUTIVE
If yes, describe under
DESCRIPTION OF OPERATIONS below
Mandatory in NH)
OFFICER/ MEMBER EXCLUDED?

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY Y / N

AUTOMOBILE LIABILITY

ANY AUTO

ALL OWNED SCHEDULED

HIRED AUTOS

NON- OWNED

AUTOS AUTOS
AUTOS

COMBINED SINGLE LIMIT
BODILY INJURY ( Per person)
BODILY INJURY ( Per accident)
PROPERTY DAMAGE $

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSD
ADDL
WVD
SUBR
N / A
Ea accident)
Per accident)
OTHER:

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER( S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy( ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement( s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSURED
PHONE
A/ C, No, Ext):

PRODUCER
ADDRESS:

E- MAIL
FAX
A/ C, No):

CONTACT
NAME:

NAIC #
INSURER A :

INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

INSURER( S) AFFORDING COVERAGE

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INS025 ( 201401)
8/ 17/ 2020
Rodgers Insurance Group, Inc.

Suite 505, Foster Plaza V
651 Holiday Drive
Pittsburgh PA 15220
Deborah Dolence
412) 922- 1651 ( 412) 922- 5117
SV Kids Corp, DBA: Snapology of Los Gatos
CA
Markel Insurance Company 38970
The Travelers Indemnity Co 25658
CL203435690
A
X
X
X
X Y 2/ 25/ 2020 2/ 25/ 2021
1, 000, 000
100, 000
10, 000
1, 000, 000
2, 000, 000
2, 000, 000
Abuse and Molestation 1, 000, 000
A
X X
2/ 25/ 2020 2/ 25/ 2021
1, 000, 000
B 5/ 07/ 2020 5/ 07/ 2021
1, 000, 000
1, 000, 000
1, 000, 000
The City of Cupertino is listed as additional insured. General liability is on a primary and non contrributory basis. Cancellation notice applies. Waiver of subrogation is included.

James Wehar/ TMA
Y
The City of Cupertino
Parks and Recreation Department
10300 Torre Ave
Cupertino, CA 95014
Y

Updated 4/ 15/ 20

EXHIBIT D
Contractor’ s Mandated Reporter Declaration
The undersigned does hereby certify that:

1. I am a representative of Snapology of Los Gatos DBA SV Kids Corp.; that I am familiar with the facts herein and am authorized and qualified to execute this declaration.

2. I declare that Snapology of Los Gatos DBA SV Kids Corp. has complied with fingerprinting and criminal background investigation requirements with respect to all Contractor’ s employees who may have contact with minors in the course of providing services pursuant to the Agreement, and the California Department of Justice has determined that none of those employees has been convicted of a felony, as that term is defined in California Penal Code Section 11105. 3.

3. I declare that each coach and administrator shall be required to successfully complete concussion and head injury education at least once, either online or in person, before supervising a participant, as required by California Health and Safety Code Section 124235, et seq.

4. On a yearly basis, all participants shall be required to sign and return a concussion and head injury information sheet in compliance with California Health and Safety Code Section 124235, which may be in the form attached as D- 1.

5. That a complete and accurate list of Contractor’ s employees, who may come in contact with minors during the course and scope of the Agreement, are included below.

6. All of the below mentioned employees have tested negative for TB, or X- ray results for TB, and have current documentation on file with Contractor.

7. All of the below mentioned employees have received training and understand their responsibilities under the Mandated Reporter laws of this state and are willing and able to comply.

List of all Contractor Employees working for the City ( if no Employees, identify “ self”):

See attached list of employees.

8. The Contractor will notify the City of Cupertino in writing of any new employees and will be added to the above list prior to beginning work at the City of Cupertino.

I declare under penalty of perjury that the foregoing is true and correct.

CONTRACTOR
By ________________________
Name ______________________
Title ______________________
Date _______________________ Sep 4, 2020
CEO
Vaishali Dubal
List of all Contractor Employees working for the City of Cupertino ( if no Employees, identify self”):

Amita Dhingra Vaishali Dubal Neila Mansubi
1 FIRST AMENDMENT TO AGREEMENT 20- 001 BETWEEN THE CITY

OF CUPERTINO AND SNAPOLOGY OF LOS GATOS DBA SV KIDS
CORP. FOR ENRICHMENT STEAM PROGRAMS
This First Amendment to Agreement 20- 001 between the City of Cupertino and Snapology of Los Gatos DBA SV Kids Corp., for reference dated September 04, 2020, is by and between the City of Cupertino, a municipal corporation ( hereinafter " City") and Snapology of Los Gatos DBA SV Kids Corp., a Corporation (“ Contractor”) whose address is 1147 Holly Ann Place, San Jose, CA 95120, and is made with reference to the following:

RECITALS:

A. On September 04, 2020, Agreement 20- 001 (“ Agreement”) was entered into by and between City and Contractor for Enrichment Steam Programs.

B. City and Contractor desire to modify the Agreement on the terms and conditions set forth herein.

NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows:

1. Compensation
Paragraph 4 of the Agreement is modified to read as follows:

City will pay Contractor for satisfactory performance of the Services an amount that will be based upon actual costs but that will be capped so as not to exceed $ 57, 000. 00 Contract Price”), based upon the Scope of Services, budget, performance schedule, and rates included in Exhibit A. The maximum compensation includes all costs, expense, and reimbursements and will remain in place even if the Contractor’ s actual costs exceed the capped amount. City will compensate Contractor within thirty ( 30) days after approval of written invoices.

2. Exhibit A of the Agreement is replaced with new Exhibit A- 1 attached hereto.

3. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. 2 IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed.

CITY OF CUPERTINO
By
Title
Date

APPROVED AS TO FORM
City Attorney
ATTEST:

City Clerk
Date

SNAPOLOGY OF LOS GATOS DBA SV
KIDS CORP.

By
Title
Date

EXPENDITURE DISTRIBUTION
PO # 2021- 59,
2022- 112
580- 62- 613 700- 702
Original $ 21, 000
Amendment # 1: $ 36, 000
Amendment # 2:

Total: $ 57, 000
Amita Dhingra
CFO
Aug 25, 2021
Christopher D. Jensen
Assistant Director of Parks and Recreation
Aug 26, 2021
Aug 26, 2021
Updated 04/ 15/ 20

EXHIBIT A

SCOPE OF WORK, PERFORMANCE AND PAYMENT SCHEDULES
The CONTRACTOR will provide Enrichment Steam Programs in, but not limited to, the following:

Escape Snapology, KinderBots, Junior Creator' s Club, Animal Explorers/ Discovering Dinosaurs, Adaptive Play, Building Commitment to End Bullying
Location and Time of CONTRACTOR Services:

Compensation for CONTRACTOR Services:

Contractor shall be compensated for services performed pursuant to this Agreement.

For a class taught in person, 60% of resident fee per participant, based on final roster, for in- person programs. 70% of resident fee per participant, based on final roster, for online programs..

City and Contractor may mutually agree for Contractor to teach a class online rather than in person, provided that City and Contractor reach agreement for compensation for that online class.

Compensation for that online class shall be specified in writing in a separate side agreement before online instruction for a class begins.

The total compensation to the Contractor shall not exceed $ 57, 000. 00.

Eligible Participant Minimum and Maximums for CONTRACTOR Services:

List of all Contractor Employees working for the City of Cupertino ( if no Employees, identify self”):

See attached list of employees.

Performance of CONTRACTOR Services:

Updated 04/ 15/ 20
Class Cancellation
Contractor will only receive compensation for a class that is performed. If performan ce of a class is cancelled by the City or Contractor before instruction begins, Contactor will not receive compensation for the class. If the City or Contractor cancels performance of certain meetings of a class, Contractor will only receive compensation for those meetings of the class that are performed.

Suite 505, Foster Plaza V
651 Holiday Drive
Pittsburgh PA 15220
Michelle LoFaso
412) 922- 1651 ( 412) 922- 5117
SV Kids Corp.

DBA: Snapology of Los Gatos
1147 Holly Ann Place
San Jose CA 95120
Markel Insurance Company 38970
Travelers Property Casualty Co
CL212539170
A Y CCP7499- 02 02/ 25/ 2021 02/ 25/ 2022
1, 000, 000
100, 000
10, 000
1, 000, 000
2, 000, 000
2, 000, 000
Abuse and Molestation 1, 000, 000
A CCP7499- 02 02/ 25/ 2021 02/ 25/ 2022
B UB- 0R242079- 21 05/ 07/ 2021 05/ 07/ 2022
1, 000, 000
1, 000, 000
1, 000, 000
The City of Cupertino, its City Council, Boards and Commissions, Officers, Officials, Employees, Agents, Servants, Volunteers and Consultants are listed as additional insured with respect to General Liability coverage. General liability is on a primary and non contrributory basis. Cancellation notice applies. Waiver of subrogation is included.

The City of Cupertino Parks and Recreation Department
10300 Torre Ave
Cupertino CA 95014

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER( S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
A/ C, No):

FAX
E-
MAILADDRESS:

PRODUCER
A/ C, No, Ext):

PHONE

INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy( ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement( s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

OTHER:

Per accident)
Ea accident)
N / A
SUBR
WVD
ADDL
INSD

PROPERTY DAMAGE
BODILY INJURY ( Per accident)
BODILY INJURY ( Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOSONLY

NON- OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/ MEMBER EXCLUDED?
Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/ PARTNER/ EXECUTIVE
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT

EROTH-STATUTEPER

LIMITS(MM/ DD/ YYYY)

POLICY EXP(

MM/ DD/ YYYY)
POLICY

EFFPOLICYNUMBERTYPEOFINSURANCELTRINSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB $ EACH OCCURRENCE

AGGREGATE
OCCUR

CLAIMS- MADE
DED RETENTION $

PRODUCTS - COMP/ OP AGG

GENERAL AGGREGATE

PERSONAL & ADV INJURY
MED EXP ( Any one person)

EACH OCCURRENCE
DAMAGE TO RENTED $
PREMISES ( Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS- MADE OCCUR
GEN' L AGGREGATE LIMIT APPLIES PER:

POLICY
PRO-

JECT LOC

CERTIFICATE OF LIABILITY INSURANCE

DATE ( MM/ DD/ YYYY)

CANCELLATION

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY
Y
1,000,000

EnrichmentSteamPrograms
Final Audit Report 2021-08-26
Created: 2021-08-25
By: City of Cupertino ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAoGzbZHUwKOv9GiaeXBIQGv1EKT9YljGO EnrichmentSteamPrograms" History
Documentcreatedby Cityof Cupertino ([email protected]) 2021-08-25 - 9:34:39 PM GMT- IP address: 35.229.54.2
Documentemailedto AraceliAlejandre ([email protected]) for approval 2021-08-25 - 9:37:03 PM GMT
Document approved by Araceli Alejandre ([email protected]) Approval Date: 2021-08-25 - 10:01:17 PM GMT - Time Source: server- IP address: 73.170.27.253 Documentemailedto AmitaDhingra ([email protected]) for signature 2021-08-25 - 10:01:20 PM GMT
Emailviewedby AmitaDhingra ([email protected])
2021-08-25 - 10:02:53 PM GMT- IP address: 107.77.212.226 Documente-signedby AmitaDhingra ([email protected])
Signature Date: 2021-08-26 - 3:58:23 AM GMT - Time Source: server- IP address: 73.231.180.151 Documentemailedto ChristopherD. Jensen ([email protected]) for signature 2021-08-26 - 3:58:26 AM GMT
Emailviewedby ChristopherD. Jensen ([email protected]) 2021-08-26 - 4:04:58 AM GMT- IP address: 174.194.199.15 Document e-signed by Christopher D. Jensen ([email protected]) Signature Date: 2021-08-26 - 10:36:58 PM GMT - Time Source: server- IP address: 136.24.42.212 Documentemailedto RachelleSander ([email protected]) for signature 2021-08-26 - 10:37:00 PM GMT
Emailviewedby RachelleSander ([email protected])
2021-08-26 - 10:44:13 PM GMT- IP address: 104.47.74.126 Document e-signed by Rachelle Sander ([email protected]) Signature Date: 2021-08-26 - 10:44:55 PM GMT - Time Source: server- IP address: 64.165.34.3 Documentemailedto KirstenSquarcia ([email protected]) for signature 2021-08-26 - 10:44:57 PM GMT
Emailviewedby KirstenSquarcia ([email protected])
2021-08-26 - 10:45:12 PM GMT- IP address: 104.47.73.254 Documente-signedby KirstenSquarcia ([email protected]) Signature Date: 2021-08-26 - 10:45:21 PM GMT - Time Source: server- IP address: 162.245.22.179 Agreementcompleted.
2021-08-26 - 10:45:21 PM GMT
1 SECOND AMENDMENT TO AGREEMENT 20-001 BETWEEN THE CITY OF CUPERTINO AND SNAPOLOGY OF LOS GATOS DBA SV KIDS CORP. FOR

ENRICHMENT STEAM PROGRAMS
This SecondAmendment to Agreement 20-001 between the City of Cupertino and Snapology of Los Gatos DBA SV Kids Corp. is by and betweenthe CITY OF CUPERTINO, a municipal corporation ( hereinafter " City") and Snapology of Los Gatos DBA SV Kids Corp., a Corporation Contractor”) whose addressis and is made with
reference to the following:

RECITALS:

A. On September 04, 2020, Agreement 20- 001 (“ Agreement”) was entered into by and betweenCity and Contractor for Enrichment SteamPrograms.

B. On August 26, 2021, City and Contractor agreedto the First Amendment for Enrichment Steam Programs.

C. The Agreement and First Amendment are collectively referred to as the “Agreement” unlessotherwise indicated.

D. City and Contractor desire to modify the Agreement on the terms and conditions set forth herein.

NOW, THEREFORE, it is mutually agreedby and betweenand undersignedparties as follows:

1. Paragraph 4 of the Agreement is modified to read as follows:

City will pay Contractor for satisfactory performance of the Servicesan amount that will be based upon actual costs but that will be capped so as not to exceed $ 131, 000. 00 (“ Contract Price”), basedupon the Scopeof Services, budget, performance schedule, and ratesincluded in Exhibit A. The maximum compensation includes all costs, expense, and reimbursements and will remain in place even if the Contractor’s actual costsexceedthe cappedamount. City will compensate Contractor within thirty ( 30) days after approval of written invoices.

Invoices are subject to review and audit by City during regular business hours upon 24 hours’ notice. Contractor must maintain complete and accuraterecords of payrolls, expenditures, disbursements and other cost items charged to City or establishing the basis for an invoice, for a minimum of four (4) yearsfrom the dateof the final payment.

2. Exhibit A- 1 of the Agreement is replaced with a new Exhibit A- 2 attached hereto.

3. Except asexpressly modified herein, all other terms and covenantsset forth in the Agreement shall remain the same and shall be in full force and effect.

SIGNATURES CONTINUE ON THE FOLLOWING PAGE
2 IN WITNESS WHEREOF, the parties hereto have causedthis modification of Agreement to be executed.

CITY OF CUPERTINO
By
Title
Date

APPROVED AS TO FORM
City Attorney
ATTEST:

City Clerk
Date

SNAPOLOGY OF LOS GATOS DBA SV
KIDS CORP.

By
Title
Date

EXPENDITURE DISTRIBUTION
Item PO Number Amount
Base Amount 21,000.00
Amendment 1 2022-112 36,000.00
Amendment 2 2022-182 74,000.00
131,000.00
1429656. 1
Amita Dhingra
CFO
Jul 12, 2022
Christopher D. Jensen
Rachelle Sander
Acting Director of Parks and Recreation
Jul 13, 2022
Jul 13, 2022
Updated 04/ 15/ 20
EXHIBIT A- 2

SCOPE OF WORK, PERFORMANCE AND PAYMENT SCHEDULES
The CONTRACTOR will provide Enrichment Steam Programs in, but not limited to, the following:

Escape Snapology, KinderBots, Junior Creator' s Club, Animal Explorers/ Discovering Dinosaurs, Adaptive Play, Building Commitment to End Bullying
Location and Time of CONTRACTOR Services:

Compensation for CONTRACTOR Services:

Contractor shall be compensated for services performed pursuant to this Agreement.

For a class taught in person, 60% of resident fee per participant, based on final roster, for in- person programs. 70% of resident fee per participant, based on final roster, for online programs..

City and Contractor may mutually agree for Contractor to teach a class online rather than in per son, provided that City and Contractor reach agreement for compensation for that online class.

Compensation for that online class shall be specified in writing in a separate side agreement before online instruction for a class begins.

The total compensation to the Contractor shall not exceed $ 131, 000. 00.

Eligible Participant Minimum and Maximums for CONTRACTOR Services:

List of all Contractor Employees working for the City of Cupertino ( if no Employees, identify self”):

See attached list of employees.

Performance of CONTRACTOR Services:

EnrichmentSteamPrograms
Final Audit Report 2022-07-13
Created: 2022-07-12
By: City of Cupertino ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAHHTPg82KORjeYF4uU6viF-bV5ds22871 EnrichmentSteamPrograms" History
Documentcreatedby Cityof Cupertino ([email protected]) 2022-07-12 - 11:09:23 PM GMT- IP address: 35.229.54.2
Documentemailedto AraceliAlejandre ([email protected]) for approval 2022-07-12 - 11:12:29 PM GMT
Document approved by Araceli Alejandre ([email protected]) Approval Date: 2022-07-13 - 1:06:10 AM GMT - Time Source: server- IP address: 73.170.27.253 Documentemailedto
2022-07-13 - 1:06:12 AM GMT
Emailviewedby
2022-07-13 - 1:42:43 AM GMT- IP address: 172.225.88.144 Documente-signedby AmitaDhingra (
Signature Date: 2022-07-13 - 6:03:48 AM GMT - Time Source: server- IP address: 67.180.105.242 Documentemailedto [email protected] signature 2022-07-13 - 6:03:50 AM GMT
Emailviewedby [email protected]
2022-07-13 - 6:04:00 AM GMT- IP address: 104.28.124.90
Document e-signed by Christopher D. Jensen ([email protected]) Signature Date: 2022-07-13 - 2:33:39 PM GMT - Time Source: server- IP address: 136.24.42.212 Documentemailedto RachelleSander ([email protected]) for signature 2022-07-13 - 2:33:42 PM GMT
Emailviewedby RachelleSander ([email protected])
2022-07-13 - 3:14:32 PM GMT- IP address: 73.158.59.6
Document e-signed by Rachelle Sander ([email protected]) Signature Date: 2022-07-13 - 3:16:16 PM GMT - Time Source: server- IP address: 73.158.59.6 Documentemailedto KirstenSquarcia ([email protected]) for signature 2022-07-13 - 3:16:18 PM GMT
Emailviewedby KirstenSquarcia ([email protected])
2022-07-13 - 4:06:40 PM GMT- IP address: 172.225.80.193 Documente-signedby KirstenSquarcia ([email protected]) Signature Date: 2022-07-13 - 4:06:57 PM GMT - Time Source: server- IP address: 172.226.41.167 Agreementcompleted.
2022-07-13 - 4:06:57 PM GMT
1 THIRD AMENDMENT TO AGREEMENT 20-001

BETWEEN THE CITY OF CUPERTINO AND
SNAPOLOGY OF LOS GATOS DBA SV KIDS CORP.

FOR ENRICHMENT STEAM PROGRAMS
This Third Amendment to Agreement 20- 001 between the City of Cupertino and Snapology of Los Gatos DBA SV Kids Corp. is by and between the City of Cupertino, a municipal corporation hereinafter "City") and Snapology of Los Gatos DBA SV Kids Corp., a Corporation (“Contractor”) whose address is 1147 Holly Ann Place, San Jose, CA 95120, and is made with reference to the following:

RECITALS:

A. On September04, 2020, Agreement 20-001 (“Agreement”) was enteredinto by and between City and Contractor for Enrichment Steam Programs.

B. On August 26, 2021, City and Contractor agreed to the First Amendment for Enrichment SteamPrograms.

C. On July 13, 2022, City and Contractor agreedto the SecondAmendment for Enrichment Steam Programs.

D. The Agreement, First Amendment, and Second Amendment are collectively referred to asthe “Agreement” unlessotherwise indicated.

E. City and Contractor desire to modify the Agreement on the terms and conditions set forth herein.

NOW, THEREFORE, it is mutually agreedby and betweenthe undersignedparties as follows:

1. Paragraph 3 of the Agreement is modified to read as follows:

Term. This contract begins on the Effective Date and ends on 12/31/2023 (“Contract Time”), unless extended or terminated as provided herein. Time is of the essence and Contractor must have sufficient time, resources, and qualified staff to deliver the Services as required. Contractor must promptly notify City of any actual or potential delays to afford the Partiesadequateopportunity to addressor mitigate such delays. The City’s appropriate department head or the City Manager may extend the Contract Time through a written amendmentto this Agreement, provided suchextension doesnot include additional contract funds. Extensions requiring additional contract funds are subject to the City’ s purchasing policy.

2. Paragraph 4 of the Agreement is modified to read as follows:

Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will be based upon actual costs but that will be capped so as not to exceed 151,000.00 (“Contract Price”), based upon the Scope of Services, budget, performance schedule, and rates included in Exhibit A- 2. The maximum compensation includes all costs, expenses, and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. Contractor must submit invoices and the information required 2 in Exhibit A- 2 in order to receive payment. City will compensateContractor within thirty 30) days after approval of written invoices.

3. Exhibit A- 2 of the Agreement is modified as follows, under Compensation for CONTRACTOR Services:

The total compensation to the Contractor shall not exceed $ 151, 000. 00.

4. Except asexpressly modified herein, all other terms and covenantsset forth in the Agreement shall remain the same and shall be in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed.

CITY OF CUPERTINO
By
Title
Date

APPROVED AS TO FORM
City Attorney
ATTEST:

City Clerk
Date

SNAPOLOGY OF LOS GATOS DBA SV
KIDS CORP.

By
Title
Date
Amita Dhingra
CFO
Jun 27, 2023
Christopher D. Jensen
Director of Parks and Recreation
Jun 28, 2023
Jun 28, 2023
3 EXPENDITURE DISTRIBUTION
Item PO Number Amount
Base Amount 2021-159 21,000.00
Amendment 1 2022-112 36,000.00
Amendment 2 2022-182, 2023-101 74,000.00
Amendment 3 20,000.00
151,000.00
1429656. 1

EnrichmentSteamPrograms
Final Audit Report 2023-06-28
Created: 2023-06-27
By: City of Cupertino ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAJCbjpdRYxyn1bScewg2vvaFWAGHYo8iL EnrichmentSteamPrograms" History
Documentcreatedby Cityof Cupertino ([email protected]) 2023-06-27 - 11:38:10 PM GMT- IP address: 35.229.54.2
Documentemailedto AraceliAlejandre ([email protected]) for approval 2023-06-27 - 11:39:38 PM GMT
Document approved by Araceli Alejandre ([email protected]) Approval Date: 2023-06-28 - 1:03:56 AM GMT - Time Source: server- IP address: 73.170.104.117 Documentemailedto comfor signature
2023-06-28 - 1:03:57 AM GMT
Emailviewedby
2023-06-28 - 4:52:57 AM GMT- IP address: 66.249.84.227
Signer enterednameat signingas AmitaDhingra
2023-06-28 - 4:54:38 AM GMT- IP address: 73.241.198.147 Documente-signedby AmitaDhingra (
Signature Date: 2023-06-28 - 4:54:40 AM GMT - Time Source: server- IP address: 73.241.198.147 Documentemailedto [email protected] signature 2023-06-28 - 4:54:41 AM GMT
Email viewed by [email protected]
2023-06-28 - 4:54:54 AM GMT- IP address: 104.28.123.88
[email protected] signingas ChristopherD. Jensen 2023-06-28 - 11:32:47 AM GMT- IP address: 136.24.22.194 Documente-signedby ChristopherD. Jensen ([email protected]) Signature Date: 2023-06-28 - 11:32:49 AM GMT - Time Source: server- IP address: 136.24.22.194 Document emailed to Rachelle Sander ([email protected]) for signature 2023-06-28 - 11:32:50 AM GMT
Emailviewedby RachelleSander ([email protected])
2023-06-28 - 3:19:38 PM GMT- IP address: 104.47.73.126
Documente-signedby RachelleSander ([email protected]) Signature Date: 2023-06-28 - 3:20:10 PM GMT - Time Source: server- IP address: 64.165.34.3 Documentemailedto KirstenSquarcia ([email protected]) for signature 2023-06-28 - 3:20:11 PM GMT
Emailviewedby KirstenSquarcia ([email protected])
2023-06-28 - 3:22:38 PM GMT- IP address: 104.28.124.104 Documente-signedby KirstenSquarcia ([email protected]) Signature Date: 2023-06-28 - 3:29:59 PM GMT - Time Source: server- IP address: 67.188.176.248 Agreement completed.
2023-06-28 - 3:29:59 PM GMT

Cupertino City CouncilNovember 7, 2023

Cupertino City Council
November 7, 2023