B - DRAFT Agreement Amendment - MIG, Inc. — Cupertino City Council, June 4, 2024 (part 2 of 2)

Includes copyrighted material of Insurance Services Office, Inc. wtth its permission .

Policy# 6801H899998
occupational therapist or occupational
therapy assistant, physical therapist or
speech-language pathologist; or
(b) First aid or "Good Samaritan services"
by any of your "employees" or "volunteer
workers", other than an employed or
volunteer doctor. Any such "employees"
or "volunteer workers" providing or failing
to provide first aid or "Good Samaritan
services" during their work hours for you
will be deemed to be acting within the
scope of their employment by you or
performing duties related to the conduct
of your business.

3. The following replaces the last sentence of
Paragraph 5. of SECTION Ill - LIMITS OF
INSURANCE:

For the purposes of determining the
applicable Each Occurrence Limit, all related
acts or omissions committed in providing or
failing to provide "incidental medical
services", first aid or "Good Samaritan
services" to any one person will be deemed
to be one "occurrence".

4. The following exclusion is added to
Paragraph 2., Exclusions, of SECTION I -

COVERAGES - COVERAGE A - BODILY

INJURY AND PROPERTY DAMAGE
LIABILITY:

Sale Of Pharmaceuticals
"Bodily injury" or "property damage" arising
out of the violation of a penal statute or
ordinance relating to the sale of
pharmaceuticals committed by, or with the
knowledge or consent of the insured.

5. The following is added to the DEFINITIONS
Section:
"Incidental medical services" means:
a. Medical, surgical, dental, laboratory, x
ray or nursing service or treatment,
advice or instruction, or the related
furnishing of food or beverages; or
b. The furnishing or dispensing of drugs or
medical, dental, or surgical supplies or
appliances.

6. The following is added to Paragraph 4.b.,
Excess Insurance, of SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS:

This insurance is excess over any valid and
collectible other insurance, whether primary,
excess, contingent or on any other basis,

COMMERCIAL GENERAL LIABILITY
that is available to any of your "employees"
for "bodily injury" that arises out of providing
or failing to provide "incidental medical
services" to any person to the extent not
subject to Paragraph 2.a.(1) of Section II -
Who Is An Insured.

K. MEDICAL PAYMENTS - INCREASED LIMIT
The following replaces Paragraph 7. of
SECTION Ill - LIMITS OF INSURANCE:

7. Subject to Paragraph 5. above, the Medical
Expense Limit is the most we will pay under
Coverage C for all medical expenses
because of "bodily injury" sustained by any
one person, and will be the higher of:
a. $10,000; or
b. The amount shown in the Declarations of
this Coverage Part for Medical Expense
Limit.

L. AMENDMENT OF EXCESS INSURANCE

CONDITION - PROFESSIONAL LIABILITY
The following is added to Paragraph 4.b.,
Excess Insurance, of SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS:

This insurance is excess over any of the other
insurance, whether primary, excess, contingent
or on any other basis, that is Professional
Liability or similar coverage, to the extent the
loss is not subject to the professional services
exclusion of Coverage A or Coverage B.

M. BLANKET WAIVER OF SUBROGATION -

WHEN REQUIRED BY WRITTEN CONTRACT

OR AGREEMENT
The following is added to Paragraph 8., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV - COMMERCIAL GENERAL
LIABILITY CONDITIONS:

If the insured has agreed in a written contract or
agreement to waive that insured's right of
recovery against any person or organization, we
waive our right of recovery against such person
or organization, but only for payments we make
because of:
a. "Bodily injury" or "property damage" that
occurs; or
b. "Personal and advertising injury" caused by
an offense that is committed;
subsequent to the signing of that contract or
agreement.

Policy: BA0S579947 COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
The following is added to Paragraph c. in A.1., Who
Is An Insured, of SECTION II - COVERED AUTOS
LIABILITY COVERAGE in the BUSINESS AUTO
COVERAGE FORM and Paragraph e. in A.1., Who Is
An Insured, of SECTION II - COVERED AUTOS
LIABILITY COVERAGE in the MOTOR CARRIER
COVERAGE FORM, whichever Coverage Form is
part of your policy:

This includes any person or organization who you are
required under a written contract or agreement
between you and that person or organization, that is
signed by you before the "bodily injury" or "property
damage" occurs and that is in effect during the policy
period, to name as an additional insured for Covered
Autos Liability Coverage, but only for damages to
which this insurance applies and only to the extent of
that person's or organization's liability for the conduct of another "insured".

Policy# : BA0S579947 COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED - PRIMARY AND

NON-CONTRIBUTORY WITH OTHER INSURANCE
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

PROVISIONS

1. The following is added to Paragraph A.1.c., Who
Is An Insured, of SECTION II - COVERED
AUTOS LIABILITY COVERAGE:

This includes any person or organization who you
are required under a written contract or
agreement between you and that person or
organization, that is signed by you before the
"bodily injury" or "property damage" occurs and
that is in effect during the policy period, to name
as an additional insured for Covered Autos
Liability Coverage, but only for damages to which
this insurance applies and only to the extent of
that person's or organization's liability for the
conduct of another "insured".

2. The following is added to Paragraph B.5., Other
Insurance of SECTION IV - BUSINESS AUTO
CONDITIONS:

Regardless of the provisions of paragraph a. and
paragraph d. of this part 5. Other Insurance, this
insurance is primary to and non-contributory with
applicable other insurance under which an
additional insured person or organization is the
first named insured when the written contract or
agreement between you and that person or
organization, that is signed by you before the
"bodily injury" or "property damage" occurs and
that is in effect during the policy period, requires
this insurance to be primary and non-contributory.

Policy# BA0S579947

COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY .

BLANKET WAIVER OF SUBROGATION
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
The following replaces Paragraph A.5., Transfer of
Rights Of Recovery Against Others To Us, of the
CONDITIONS Section:

5. Transfer Of Rights Of Recovery Against Oth
ers To Us
We waive any right of recovery we may have
against any person or organization to the extent
required of you by a written contract executed
prior to any "accident" or "loss", provided that the
"accident" or "loss" arises out of the operations
contemplated by such contract. The waiver ap
plies only to the person or organization desig
nated in such contract.
© 2015 The Travelers Indemnity Company . All rights reserved . P-age 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission . ~

TRAVELERSJ

WORKERS COMPENSATION
AND

EMPLOYERS LIABILITY POLICY
ENDORSEMENT WC 99 03 76 ( A) -
POLICY NUMBER: UB2L553909

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS

ENDORSEMENT - CALIFORNIA
(BLANKET WAIVER)
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule.

The additional premium for this endorsement shall be
mium.
% of the California workers' compensation pre-
Schedule
Person or Organization Job Description
Any Person or organization for which the insured has agreed by written contract executed prior to loss to furnish this waiver.

Insurance Company Countersigned by ____________ _
Travelers Property Casualty Company of America
DATE OF ISSUE: 1112212021 Page 1 of 1
II
11 Ii
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SIGNED_MIG for All-Inclusive Playground at
Jollyman Park
Final Audit Report 2021-12-10
Created: 2021-12-09
By: Julia Kins! [email protected])
Status: Signed
Transaction ID: CBJCHBCAABAA4F2c7BjpwgFJsSICx8DpGz7IC4gcweSm "SIGNED_MIG for All-Inclusive Playground at Jollyman Park" Hi story
~ Document created by Julia Kinst [email protected]) 2021-12-09 - 6:39:15 PM GMT- IP address: 64.165.34.3
0"o, Document approved by Julia Kinst [email protected]) Approval Date: 2021-12-09 - 6:41 :23 PM GMT - Time Source: server- IP address: 64.165.34.3 l2. Document emailed to Araceli Alejandre ([email protected]) for approval 2021-12-09 - 6:41 :25 PM GMT
0"0 Document approved by Araceli Alejandre ([email protected]) Approval Date: 2021-12-09 - 11 :56:31 PM GMT - Time Source: server- IP address: 64.165.34.3 l2. Document emailed to Christopher D. Jensen ([email protected]) for signature 2021-12-09 - 11 :56:33 PM GMT
~ Email viewed by Christopher D. Jensen ([email protected]) 2021-12-10- 0:10:34 AM GMT- IP address: 172.225.89.120
0c, Document e-signed by Christopher D. Jensen ([email protected]) Signature Date: 2021-12-10 - 1:47:55 AM GMT-Time Source: server- IP address: 136.24.42.212 l2. Document emailed to Dianne Thompson (she/her) ([email protected]) for signature 2021-12-10 - 1:47:59 AM GMT
~ Email viewed by Dianne Thompson (she/her) ([email protected]) 2021-12-10 - 3:18:35 AM GMT- IP address: 104.28.1 24.179 0"o, Document e-signed by Dianne Thompson (she/her) ([email protected]) Signature Date: 2021-12-10 - 3:28:01 AM GMT-Time Source: server- IP address: 99.179.16.200 --------~--------- ~
~IJP'll'ITIN9
f8'. Document emailed to Kirsten Squarcia ([email protected]) for signature 2021-12-10 - 3:28:04 AM GMT
~ Email viewed by Kirsten Squarcia ([email protected]) 2021-12-10 - 4:33:05 AM GMT- IP address: 172.225.89.144 0c, Document e-signed by Kirsten Squarcia ([email protected]) Signature Date: 2021-12-10 - 4:33:24 AM GMT - Time Source: server- IP address: 69.110.137.176 9 Agreement completed.
2021-12-10 - 4:33:24 AM GMT
4;\Jl' llfTtNQ

CITY OF
a
DESIGN PROFESSIONAL SERVICES AGREEMENT <SINGLE}

WITH MIG, INC

CUPERTINO

1. PARTIES
This Agreement is made by and between the City of Cupertino, a municipal corporation ("City"), and MIG, Inc ("Consultant"), a Corporation for All-Inclusive Playground at Jollyman Park ("Project"), and is effective on the last date signed below ("Effective Date").

2. SERVICES

2.1 Basic Services. Consultant agrees to provide the Basic Services for the Project, which are set forth in detail in the Scope of Services, attached here and incorporated as Exhibit A, and as further specified in Consultant's written Proposal as approved by City, except for any provision in the Proposal which conflicts or is inconsistent with this Agreement and the Exhibits hereto, or as otherwise expressly rejected by City. Consultant further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19.

2.2 Additional Services. City may request at any time during the Contract Time that Consultant provide additional services for the Project, which are not already encompassed, expressly or implicitly, in the Agreement, the Scope of Services, or the Proposal ("Additional Services"). Additional Services must be authorized in writing by City and Consultant will not be paid for unauthorized Additional Services rendered. Additional Services are subject to all the provisions applicable to Basic Services, except and only to the extent otherwise specified by City in writing.

All references to "Services" in the Agreement include Basic Services and Additional Services, unless otherwise stated in writing. The Services may be divided into separate sequential tasks, as further specified in this Agreement, the Scope of Services, and Consultant's Proposal.

Consultant is solely responsible for its errors and omissions and those of its subconsultants, and must promptly correct them at its sole expense. Consultant must take appropriate measures to avoid or mitigate any delay, liability, and costs resulting from its errors or omissions.

3. TIME OF PERFORMANCE

3.1 Term. This Agreement begins on the Effective Date and ends on December 31, 2024, unless terminated earlier as provided herein ("Contract Time"). The City's appropriate department head or City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City's purchasing policy.

3.2 Schedule of Performance. All Services must be provided within the times specified in Exhibit B, Schedule of Performance, attached and incorporated here. Consultant must promptly notify City of any actual or potential delay in providing the Services as scheduled to afford the Parties adequate opportunity to address or mitigate delays. If the Services are divided by tasks, Consultant must begin All-Inelusive Playgmund at Jollyman Park
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work on each separate task upon receiving City's Notice to Proceed ("NTP"), and must complete each task within the time specified in ExhibitB.

3.3 Time is of the essence for the performance of all the Services. Consultant must have sufficient time, resources, and qualified staff to deliver the Services on time.

4. COMPENSATION

4.1 Maximum Compensation. City will pay Consultant for satisfactory performance of the Basic Services and Additional Services, if approved, a cumulative total amount that will be capped so as not to exceed $389,511.00 ("Contract Price"), as specified in Exhibit C, Compensation, attached and incorporated here. The Contract Price includes all expenses and reimbursements and will remain in place even if Consultant's actual costs exceed the capped amount. No extra work or payment is permitted in excess of the Contract Price.

4.2 Basic Services. City will pay Consultant $389,511.00 ("Lump Sum Price") for the complete and satisfactory performance of the Basic Services in accordance with Exhibit C. The Lump Sum Price is inclusive of all time and expenses, including, but not limited to, sub-Consultants' costs, materials, supplies, equipment, travel, taxes, overhead, and profit. If the Basic Services are not fully completed, Consultant will be compensated a percentage of the Lump Sum Price proportionate to the percentage of Basic Services that were completed to City's reasonable satisfaction.

4.3 Additional Services. City has the discretion, but not the obligation, to authorize Additional Services up to an amount not to exceed $0.00 Additional Services provided to City's reasonable satisfaction will be compensated on a lump sum basis or based on time and expenses, in accordance will the Hourly Rates and Reimbursable Expenses Schedules included in Exhibit C. If paid on an hourly basis, Consultant will be compensated for actual costs only of normal business expenses and overhead, with no markup or surcharge ("Reimbursable Expenses") . Consultant will not be entitled to reimbursement for copying, printing, faxes, telephone charges, employee overtime, or travel to City offices or to the Project site.

4.4 Invoices and Payments. Monthly invoices must describe the Services completed and the Amount due for the preceding month . City will pay Consultant within thirty (30) days following receipt of a properly submitted and approved invoice for Services. The invoice must separately itemize and provide subtotals for Basic Services and Additional Services, and must state the percentage of completion for each task, as specified in Exhibit C. City will notify Consultant in writing of any disagreements with the invoice or the stated percentage of completion of tasks. If the disagreement is unresolved, City will pay Consultant only for the undisputed portion of the Services. Disputed amounts shall be subject to the Dispute Resolution provision of this Agreement. a. Time and Expenses. For Additional Services provided on an hourly basis, each invoice must also include, for each day of Services provided: (i) name and title of each person providing Services; (ii) a succinct summary of the Services performed by each person ; (iii) the time spent per person, in thirty (30) minute increments; (iv) the hourly billing rate or Sub- Consultant charge and payment due; and (v) an itemized list with amounts and explanation for all permitted reimbursable expenses .

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b. Rates and Receipts. All hourly rates and reimbursable expenses must conform to the City- approved rates set forth in Exhibit C, which will be in effect for the entire Contract Time. Each invoice must attach legible, dated receipts for Reimbursable Expenses.

5. INDEPENDENT CONTRACTOR

5.1 Status. Consultant is an independent Consultant and not an employee, partner, or joint venture of the City. Consultant is solely responsible for the means and methods of performing the Services and shall exercise full control over the employment, direction, compensation and discharge of all persons assisting Consultant in performing the Services. Consultant is not entitled to health benefits, worker's compensation, retirement, or any City benefit.

5.2 Qualifications and Standard of Care. Consultant represents on behalf of itself and its sub Consultants that they have the qualifications and skills to perform the Services in a competent and professional manner, as exercised by design professionals performing similar services in the San Francisco Bay Area. Services may only be performed by qualified and experienced personnel or subconsultants who are not employed by City and do not have any contractual relationship with City excepting this Agreement. All Services must be performed as specified to City's reasonable satisfaction.

5.3 Permits and Licenses. Consultant warrants on behalf of itself and any sub-Consultants that they are properly licensed, registered, and/or certified to perform the Services, as required by law, and that they have procured a valid City Business License, if required by the Cupertino Municipal Code.

5.4 Sub-Consultants. Unless prior written approval from City is obtained, only Consultant's employees and sub-Consultants whose names are included in this Agreement and incorporated Exhibits may provide Services under this Agreement. Consultant must require all sub-Consultants to furnish proof of insurance for workers' compensation, commercial liability, auto, and professional liability in reasonable conformity to the insurance required of Consultant. The terms and conditions of this Agreement shall be binding on all sub-Consultants relative to the portion of their work.

5.5 Tools, Materials, and Equipment. Consultant will supply and shall be responsible for all tools, materials, and equipment required to perform the Services under this Agreement.

5.6 Payment of Benefits and Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Consultant and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Consultant shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Consultant's business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Consultant. Should any court, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS), the Internal Revenue Service or the State Employment Development Division, determine that Consultant, or any of its employees, agents, or subcontractors, is an employee for any purpose, then Consultant agrees to a reduction in amounts payable under this Agreement, or to promptly remint to City any payments due by the City All-Inclusive-Playground at Jollyman Park
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as a result of such determination, so that the City's total expenses under this Agreement are not greater than they would have been had the determination not been made.

5.7 Errors and Omissions. Consultant is solely responsible for its errors and omissions and those of its sub-Consultants, and must take prompt measures to avoid, mitigate, and correct them at its sole expense.

6. PROPRIETARY /CONFIDENTIAL INFORMATION
During the Contract Time, Consultant may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City. Consultant shall hold in confidence all City information and use it only to perform this Agreement. Consultant shall exercise the same standard of care to protect City information as a reasonably prudent Consultant would use to protect its own proprietary data.

7. OWNERSHIP OF MATERIALS

7.1 Property Rights. Subject to City meeting its payment obligations for the Services, any interest (including copyright interests) of Consultant in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium, prepared by Consultant under this Agreement ("Work Product"), will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement, to the extent requested by City. In any case, no Work Product shall be shown to a third-party without prior written approval by City

7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all copyrights to the Work Product prepared/created by Consultant and its sub-Consultants and all copyrights in such Work Product shall constitute City property. If it is determined under federal law that the Work Product is not "works for hire," Consultant hereby assigns to City all copyrights to the Work Product when and as created, and shall require sub-Consultants to do the same. Consultant may retain copyrights to its standard details, but hereby grants City a perpetual, non-exclusive license to use such details.

7.3 Patents and Licenses. Consultant must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement.

7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Consultant and its sub-Consultants to execute or implement any of the following, but Consultant shall not be responsible or liable for City's re-use ofWorkProduct:
(a) For work related to the original Services for which Consultant was hired; (b) To complete the original Services with City personnel, agents or other Consultants; (c) To make subsequent additions to the original Services; and/or (cl) For other City projects.

7.5 Deliverables and Format. Electronic and hard copies of the Work Product constitute part of the Deliverables required under this Agreement, which shall be provided to City on recycled paper and copied on both sides, except for one single-sided original. Large-scale architectural plans and similar All-Inclusive Playground at Jollyman Park
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items must be in CAD and PDF formats, and unless otherwise specified, other documents must be in Microsoft Office applications and PDF formats.

8. RECORDS

8.1 Consultant must maintain complete, accurate, and detailed accounting records relating to the Services and Compensation , in accordance with generally accepted accounting principles and procedures. The records must include detailed information about Consultant's performance , benchmarks, and deliverables. The records and supporting documents must be kept separate from other files and maintained for a period of four (4) years from the date of City's final payment.

8.2 Consultant will provide City full access to Consultant's books and records for review and audit, to make transcripts or copies, and to conduct a preliminary examination of all the work, data, documents, proceedings, and activities related to this Agreement. If a supplemental examination or audit of Consultant's records discloses non-compliance with appropriate internal financial controls, a contract breach, or a failure to act in good faith, City will be entitled to recover from Consultant the costs of the supplemental examination . If this is a lump sum fee Agreement, City will be provided access to records of reimbursable expenses and the instruments of service/deliverables for review and audit. This Section 8 survives the expiration/termination of this Agreement.

8.3 Consultant acknowledges that certain documents generated or received by Consultant in connection with the performance of this Agreement, including but not limited to correspondence between Consultant and any third party, are public records under the California Public Records Act, California Government Code section 6250 et seq. Consultant shall comply with all laws regarding the retention of public records and shall make such records available to the City upon request by the City, or in such manner as the City reasonably directs that such records be provided.

9. ASSIGNMENT
Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation oflaw or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Consultant as a legal entity will be considered an Assignment subject to City approval, which shall not be unreasonably withheld. For purposes ofthis provision , control means fifty percent (50%) or more of the voting power of the business entity. This Agreement binds Consultant, its heirs, successors and assignees .

10. PUBLICITY/ SIGNS
Any publicity generated by Consultant for the project under this Agreement, during the term of this Agreement and for one (1) year thereafter , will reference the City's contributions in making the project possible . The words "City of Cupertino" will be displayed in all pieces of publicity , including flyers, press releases, posters, brochures , public service announcements , interviews, and newspaper articles. No signs may be posted, exhibited, or displayed on or about City property, except signage required by law or this Agreement, without prior written approval from the City.

11. INDEMNIFICATION

11.1 To the fullest extent allowed by law and except for losses caused by the sole or active All-Inclusive-Playground at Joll yman Park
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negligence or willful misconduct of City personnel, Consultant agrees to indemnify, defend, and hold harmless the City as follows:
a. Indemnity for Design Professional Liability: With respect to the performance of design professional services by a design professional as defined in California Civil Code Section 2782.8, to the fullest extent permitted by law, Consultant shall indemnify and hold harmless City, its officers, officials, agents, employees, and volunteers (collectively and/or individually "City") from and against any and all liabilities, claims, damages, losses, costs, or expenses (including, without limitation, costs, attorneys' fees, and expert fees of litigation and alternative dispute resolution) of every nature to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of Consultant or any of its officers, employees, servants, agents, or subcontractors (collectively and/or individually "Consultant"), in the performance of this Agreement or failure to comply with any obligations of the Agreement. If it is finally determined (through a non-appealable judgment or an agreement between City and Consultant) that liability is caused by the comparative negligence or willful misconduct of City, then Consultant's indemnification and hold harmless obligation shall not exceed Consultant's finally determined percentage of liability based upon the comparative fault of Consultant.

Irrespective of any language to the contrary in this Agreement, the Consultant has no duty to provide or to immediately pay for an up-front defense of City against unproven claims or allegations, but shall reimburse those litigation costs and expenses (including, without limitation, attorneys' fees, and expert fees) incurred by the City to the extent caused by the negligence, recklessness, or willful misconduct of Consultant. In no event shall the cost to defend charged to Consultant exceed Consultant's proportional percentage of fault, except as described in Section 2782.S(a) and (e) of the California Civil Code.
b. Claims Involving Intellectual Property. Consultant shall indemnify, defend, and hold harmless Indemnitees from and against any claim involving intellectual property, infringement, or violation of a United States patent right or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights, which arises out of, pertains to, or relates to Consultant's negligence, recklessness, or willful misconduct. Such costs and expenses will include reasonable attorney fees for legal counsel of City's choice, expert fees, and all other costs and fees of litigation.
c. Claims for Other Liability. Except as provided in subsections 11.l(a) and (b), to the fullest extent permitted by law, Consultant shall hold harmless, defend (with counsel agreed to by City), and indemnify City and its officers, officials, agents, employees, and volunteers ( collectively and/or individually "City") from and against any and all liability, claim, loss, damage, expense, costs (including, without limitation, costs, attorneys' fees, and expert fees oflitigation) of every nature arising out of, related to, or in connection with the performance of work hereunder by Consultant or any of its officers, employees, servants, agents, or subcontractors, or the failure of the same to comply with any of the obligations contained in this Agreement, except such loss or damage which was caused by the sole negligence or sole willful misconduct of the City.

Consultant's duty to defend applies immediately, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the claim does not relieve Contractor from its separate and distinct obligation to defend as stated herein.

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11.2 Consultant will assist City, at no additional cost, in the defense of any claim, dispute, or lawsuit arising out of this Agreement. Consultant's duties herein are not limited to or subject to the Contract Price, to Workers' Compensation claims, or to the Insurance or Bond limits and provisions.

Nothing in this Agreement shall be construed to give rise to an implied right of indemnity in favor of Consultant against any Indemnitee .

11.3 Consultant agrees to pay the reasonable costs City may incur in enforcing this provision related to Consultant's indemnification duties, including reasonable attorney fees, fees for legal counsel acceptable to City, expert fees, and all other costs and expenses related to a claim or counterclaim, a purchase order, another transaction, litigation, or dispute resolution. Without waiving any rights, City may deduct money from Consultant's payments to cover moneys due to City.

11.4 Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor, or any other person or entity involved by, for, with, or on behalf of Consultant in the performance of this Agreement. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder.

11.5 This Section 11 shall survive expiration or termination of this Agreement.

12. INSURANCE
On or before the Contract Time commences, Consultant shall furnish City with proof of compliance with City Insurance Requirements, attached and incorporated here as Exhibit D. City will not execute the Agreement until Consultant has submitted and City has reasonably approved receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Alternatively, City may terminate this Agreement or in its sole discretion purchase insurance at Consultant's expense and deduct costs from payments to Consultant.

13. COMPLIANCE WITH LAWS

13.1 General Laws. Consultant shall comply with all laws and regulations applicable to this Agreement. Consultant will promptly notify City of changes in the law or other conditions that may affect the Project or Consultant's ability to perform. Consultant is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act, or other federal or state law, rule or regulation.

13.2 Labor Laws. Consultant shall comply with all labor laws applicable to this Agreement. If the Services include a "public works" component, Consultant must comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. To the extent applicable, Consultant must comply with City's Labor Compliance Program and with state labor laws pertaining to working days, overtime, payroll records and DIR Registration and Oversight. If the Contract Price is $30,000 or more, Consultant must comply with the apprenticeship requirement in Labor Code Section 1777.5.

13.3 Discrimination Laws. Consultant shall not discriminate on the basis of race, religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS), or any other protected classification. Consultant shall comply with all anti-discrimination laws, including All-Inclusive Playground-at Jollyman Park
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Government Code Section 12900 and 11135, and Labor Code Section. 1735, 1777, and 3077.5.

Consistent with City policy prohibiting it, Consultant understands that harassment and discrimination by Consultant or any of its sub-Consultants toward a job applicant, an employee, a City employee, or any other person is strictly prohibited. Consultant agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision.

13.4 Conflicts of Interest. Consultant shall comply with all conflict of interest laws and regulations applicable to this Agreement and must avoid any conflict of interest. Consultant warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement in violation of California Government Code Section 1090 et seq. Consultant may be required to file a conflict of interest form if Consultant makes certain governmental decisions or serves in a staff capacity, as provided in Section 18700 of Title 2 of the California Code of Regulations and other laws. Services may only be performed by persons who are not employed by City and who do not have any contractual relationship with City, with the exception of this Agreement. Consultant is familiar with and agrees to abide by the City's rules governing gifts to public officials and employees .

13.5 Remedies. A violation of this Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursement, or terminating this Agreement. City reserves all its rights and remedies under law and this Agreement, including the right to seek indemnification under Section 11. Consultant agrees to indemnify, defend, and hold City harmless from and against any loss, liability, and expenses arising from noncompliance with this Section.

14. PROJECT COORDINATION

14.1 City Project Manager. The City's Project Manager for all purposes under this Agreement will be Evelyn Moran, who shall have the authority to manage this Agreement and oversee the progress and performance of the Services. City in its sole discretion may substitute another Project Manager at any time and will advise Consultant of the new representative.

14.2 Consultant Project Manager. Subject to City's reasonable approval, Consultant's Project Manager for all purposes under this Agreement will be Jan Eiesland who shall be the single representative for Consultant with the authority to manage compliance with this Agreement and oversee the progress and performance of the Services. This includes responsibility for coordinating and scheduling the Services in accordance with City instructions, service orders, and the Schedule of Performance, and providing regular updates to the City's Project Manager on the Project status, progress, and any delays. City written approval is required prior to Consultant substituting a new Project Manager, which shall result in no additional costs to City or Project delays.

15. ABANDONMENT OF PROJECT
City may abandon or postpone the Project with thirty (30) calendar days written notice to Consultant.

Consultant will be compensated for satisfactory Services performed through the date of abandonment and will be given reasonable time to assemble the work and close out the Services. No close out work shall be conducted without City reasonable approval of closure costs, which may not exceed ten percent (10%) of the total time expended to the date of abandonment. All charges including job closure costs will be paid in accordance with the provisions of this Agreement and within thirty (30) days of Consultant's final invoice reasonably approved by the City.

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16. TERMINATION
City may terminate this Agreement for cause or without cause at any time, following reasonable written notice to Consultant at least thirty (30) calendar days prior to the termination date. Consultant will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Consultant closes out the Services and delivers all Work Product to City. All charges approved by City including job closure costs will be paid within thirty (30) days of Consultant's final invoice.

17. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION
This Agreement is governed by the laws of the State of California, excepting any choice of law rules which may direct the application of laws of another jurisdiction. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California.

Consultant must comply with the claims filing requirements under the Government Code prior to filing a civil action in court against City. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement ( or the successors of those authorities). If a dispute arises, Consultant must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator's award must be supported by law and substantial evidence and include detailed written findings of law and fact.

18. ATTORNEY FEES
If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. This Section 18 survives the expiration/termination of this Agreement.

19. THIRD PARTY BENEFICIARIES
There are no intended third party beneficiaries of this Agreement.

20. WAIVER
Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City's waiver of any breach shall not be deemed to constitute waiver of another term, provision, covenant, or condition or a subsequent breach, whether of the same or a different character

21. ENTIRE AGREEMENT
This Agreement represents the full and complete understanding of the Parties, of every kind or nature, and supersedes any and all other agreements and understandings, either oral or written, between them. Any modification of this Agreement will be effective only if in writing and signed by each Party's authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between any term, clause, or provision of this main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling.

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22. INSERTED PROVISIONS
Each contractual provision or clause that may be required by law is deemed to be included and will be inferred in this Agreement. Either party may request an amendment to cure any mistaken insertion or omission of a required provision.

23. HEADINGS
The headings in this Agreement are for convenience on1y, are not a part of the Agreement and in no way affect, limit, or amplify the terms or provisions of this Agreement.

24. SEVERABILITY IP ARTIAL INVALIDITY
If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect.

25. SURVIVAL
All provisions which by their nature must continue after the Agreement ends, including without limitation those referenced in specific Sections herein, survive this Agreement and shall remain in full force and effect.

26. NOTICES
All notices, requests, and approvals must be sent to the persons below in writing to the persons below, and will be considered effective on the date of personal delivery, the delivery date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered or certified, or the next business day following electronic submission:

To City of Cupertino:

Office of the City Manager
10300 Torre Ave.

Cupertino, CA 95014
Attention: Evelyn Moran
Email: [email protected]

27. EXECUTION
To Consultant:

MIG, Inc
2055 Junction Ave, Suite 205
San Jose, CA 95131
Attention: Jan Eiesland
Email: [email protected]
The person executing this Agreement on behalf of Consultant represents and warrants that Consultant has the right, power, and authority to enter into this Agreement and carry out all actions herein, and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Consultant. This Agreement may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument.

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IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the Effective Date stated earlier in this Agreement.

CITY OF CUPERTINO
A Municipal Corporation
ByP~?M~)t,,(4M-/k_)
Name Dianne Thompson (she/her)
Title Acting City Manager
Date Dec 9, 2021
APPROVED AS TO FORM:

Chrisfopher D. Jensen
CHRISTOPHER D. JENSEN
Cupertino City Attorney
ATTEST:
~~

KIRSTEN SQUARCIA
City Clerk
Date Dec 9, 2021

MIG,INC
D+~Pr---By ___________ _
Name Chris Beynon
Title Vice President/Chief Development Officer
Date Nov 24, 2021
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EXHIBIT A
Jollyman Park All-Inclusive Playground
Scope of Work

11.12.2021
MIG has prepared the following Scope of Work to illustrate how we will facilitate successful completion of the Jollyman Park All-Inclusive Playground Project. This scope captures and clarifies assumptions of the tasks incorporated in the attached Fee Proposal spreadsheet. The details are based on our understanding of the requirements stated in the Jollyman Park Aug. 2, 2021 RFQ and Addenda.

Project Understanding
Located in Cupertino, CA, the project entails replacing the southern existing play area at Jollyman Park with an all inclusive playground. Per the City's RFQ, the project aims to incorporate the best in supportive play theories and practices to appeal to people of all ages and abilities . The design will support recreation and social interaction for people with autism, sensory challenges, cognitive, developmental, and physical disabilities - as well as those without special needs. The project will have specific all-inclusive play amenities that will be further developed from the initial concept design with community engagement. Potential site improvement areas include walkways, storm water runoff reduction, utility identification and adjustments , landscape, irrigation, and similar site improvements within the project area. Recommended site improvements shall be based on the established Cupertino Engineering Standards. The design will be in accordance with AIPG funding guidelines; local, state and federal ADA and playground safety guidelines and requirements.

TASK 1: PROJECT INITIATION
Task 1.1 Project Kick-off Meeting & Site Tour
To initiate the project, the MIG Team will participate in a meeting with the City of Cupertino Jollyman project team ('The City') to discuss the project goals, opportunities, and challenges, as well as to establish project communication protocols, review project tasks and schedule, and other coordination topics to be determined in cooperation with the City. We see this meeting as an important step in developing a collaborative team that is committed to a shared process and vision for Jollyman Park.

The MIG Team will also conduct a site tour to observe and document the existing site conditions, uses and character of Jollyman Park. Topic areas to be observed include circulation, accessibility, signage and wayfinding, lighting, natural features, social relationships, and experiential opportunities .

Depending on weather and current safety protocols this may be staged as two meetings within the same week : a virtual kick-off/goals meeting followed by an in-person site tour of Jollyman Park. If an in-person kick-off meeting is feasible, then the meeting and site visit will be scheduled to occur consecutively on the same day.

Task 1.2 Project Scope & Schedule Finalization
MIG will work with the City of Cupertino to customize and finalize the scope and schedule, so that tasks meet the City's preferred process and timeline .

Task 1.3 Background Information Request & Assembly
The MIG team will prepare a consolidated list of background information needed from the City. MIG will assemble the informat ion and make it available for use by all team members over the course of the project. 1 EXHIBIT A
Task 1.4 Community Engagement Part 1: Prepare to Engage MIG will develop a plan for community engagement, mapping out how and when to use engagement and communication techniques in a Community Outreach and Engagement Plan. We will work with the City to identify stakeholders, including both City staff and community groups, whose insights and support will help build a successful park. This plan will guide our efforts as we gather information, listen to the community and work towards the final site plan. Should the community engagement plan identify different efforts than those included below, the scope and fee will need to be revised.

Task 1.5 Inclusive Play Primer Presentation
To assist the City in gaining internal staff support for the Jollyman Play Area mission and goals, MIG will provide a two-hour interactive virtual presentation about the importance and goals of an inclusive play area. MIG will create a virtual presentation to be attended by City Staff and key stakeholders. The goal for this meeting is to get all the various stakeholders to understand the project goals, learn information about inclusivity, and begin speaking the same language when it comes to inclusive play environments . The City may post to their website for a period of 3 months and keep a recording of the presentation for internal staff use.

Task 1.6 Project Management and Team Coordination
MIG will coordinate the work of the MIG Team throughout the duration of the design phases, prepare the Project schedule, monitor the Project budget, establish, and monitor project quality, setup project accounting and prepare and submit monthly invoices. The MIG Team will coordinate and strategize with the City via 1-hour video calls to review progress and discuss direction and next steps. Please refer to the accompanying fee spreadsheet for the assumed task duration and number of meetings for each phase. MIG's project manager will participate in these calls, as well as other pertinent team member at times, depending on the agenda.

TASK 1 DELIVERABLES
■ Final Scope and Schedule
■ Community Outreach and Engagement Plan
■ Inclusive Play Primer Recording
■ Coordination meeting notes (for meetings led by the MIG Team) ■ Monthly invoices
TASK 2: DATA COLLECTION AND EXISTING CONDITIONS
TASK 2.1 Topographic Survey
BKF will prepare a topographic survey of the 1.75 ac project area and surroundings as outlined on the project limits diagram (see Survey Exhibit on the last page). Topographic survey will not include a boundary survey.

Task 2.2 Existing Utilities & Stormwater Coordination
BKF will identify existing utilitity locations, through records research and online databases, perform a Site visit to document those utilities whose above ground features can be determined by visual means and discuss potential utility constraints with MIG and the City. BKF will also document in a graphic the existing project site drainage conditions, along with new stormwater requirements to meet City/County/Regional requirements.

TASK 2.3 Geotechnical Report
Ninyo + Moore will conduct geotechnical sampling, to include taking two exploratory borings within the project site to ascertain subsurface soil conditions. They will interpret borings and provide a geotechnical report to address design of the playground pavement types and footings . Provide a copy of the Geotechnical Report to the City.
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TASK 2.4 Review of Requirements, Existing Conditions and Background Documents The MIG Team will review codes, standards and environmental regulations applicable to Jollyman Park and the potential park improvements . We will review City-provided documents and on-line research, regarding the site's natural, social and cultural history, including land use, demographics, property boundaries, as well as ongoing site operations and maintenance issues.

Task 2.5 Site Analysis, Opportunities & Constraints
The MIG Team will develop a scaled base map of the park site, using an aerial and/or the survey, which assembles relevant information on the existing park site and the area immediately adjacent, including circulation, park features, trees and other information as appropriate . We will prepare a graphic summarizing existing assets, issues and opportunities, including circulation and accessibility, landscape features and overall character, paying special attention to human developmental needs and environmental health and sustainability.

Task 2.6 Community Engagement Part 2: Listen, learn, Vision Building on the engagement plan and key stakeholders identified in Community Engagement Part 1, The MIG Team will prepare graphic materials to be used in several outreach methods identified in the plan. Our assumption is that this will include an on line survey; boards with similar content and a QR code that the City may print, laminate and hang at the park; (1) virtual community meeting; and (2) smaller stakeholder meetings-either virtual or outdoors. Materials will be designed to both share the site analysis and listen to the community 's own site expertise and local knowledge . In a'ddition to patterns of use and desired experiences, MIG will work with the City to strategize engagement activities that will also provide an understanding of the site and area's underlying character and cultural influences, which can be expressed in the design.

Task 2.7 Analysis and Outreach Summary Report
The MIG team will prepare an existing condition report that details the requirements, existing conditions, assumptions, constraints, opportunities, risks and risk mitigation. The report should also reflect community outreach participant input. This report will be available for the City to post to the web to keep the community informed, for help with fund raising, and for use as background for other City presentations made by City staff.

Task 2.8 Project Management and Team Coordination
The MIG Team will continue Project Management and Team Coordination duties as described in Task 1 and with additional meetings as noted on the accompanying fee spreadsheet.

TASK 2 DELIVERABLES
Unless otherwise noted, all deliverables will be provided in PDF format. We assume one round of minor revisions for each based on the City's consolidated comments .
■ Topographic Survey (AutoCad file and PDF)
■ Existing Utilities and Drainage Conditions Summary Graphic ■ Geotechnical Report
■ Project Base Map & Site Analysis
■ Site Analysis, Opportunities & Constraints Graphics
■ Community Engagement Part 2 materials
■ Analysis and Engagement Summary Report
■ City Review Meetings Agendas & Meeting summaries
■ Monthly invoices
TASK 3: CONCEPT DESIGN
Task 3.1 Draft Concept Designs
The MIG Team will prepare up to (2) Concept Plans that depict the scale and relationships between the different park areas and show how the elements are organized and connected within each area. Alternat ively, the analysis 3 EXHIBIT A
and input may direct the project towards one primary layout with options. The Concept drawings will contain enough information to explain the general form, content, and quality of the design, including :
• Site vision statement with a short narrative description that characterize the main features, unique aspects, visitor experience, program elements, and operations • Concept plan
• Precedent design images to support the design ideas
• Opinion of Probable Costs
• Monthly invoices
Task 3.2 City Review Meeting
Two-hour virtual meeting . MIG will present the (2) Concept Plans to City Staff for feedback and approval. MIG and the City will also use this meeting to coordinate the details of the upcoming public engagement actions and events.

Task 3.3 Commission/Council Meetings
MIG will present the Concept Plans at (2) Commission/Council meetings for input and approval, such as Parks and Recreation Commission and City Council. Assume each is a virtual one-hour meeting. More presentations can be accommodated through extra services if needed.

Task 3.4 Community Engagement Part 3: Consider the Concepts MIG will revise/finalize the Concept Plans per City feedback and create both analog and digital content to share the Concept Plans with the public for evaluation and feedback. MIG will review the public engagement materials with City Staff for approval. MIG will monitor any online survey results over a two- to three-week period. MIG will also lead up to (2) additional community conversations (either facilitated on line or, if social distancing policies allow as small coffee meetings), intercept events, pop-ups, or outreach opportunities as determined with the City.

Task 3.5 City Review Meeting
Two-hour virtual meeting . MIG will meet with the City to discuss the community engagement process and feedback; and to go over options and direction for developing the Preferred Concept.

Task 3.6 Preferred Concept Design
The MIG Team will incorporate the public and City feedback into a Preferred Concept. The Preferred Concept will contain enough information to explain the general form, content, and quality of the design, including:
• a statement describing the vision for the site
• a short narrative description that characterizes the main features, unique aspects, visitor experience, program elements, and operations
• precedent design images to support the concept plan
• Conceptual level grading plans for disturbed areas within the project limits • Conceptual utility connection plans including storm drainage, preliminary stormwater treatment and detention facility sizes, sanitary sewer, water, and fire protection services • Opinion of Probable Costs
Task 3.7 City Review Meeting
Two-hour virtual meeting. MIG will present the Preferred Concept to the City for review and feedback.

Task 3.8 Illustrative 3d/Bird's-eye view Graphic
Provide an illustrative 3d or Bird's-eye view site graphic to share with the community and help with fundraising.

Task 3.9 Community Engagement Part 4: Define the Project MIG will finalize the Preferred Concept per the City feedback and will create graphics and materials for a final virtual public presentation . MIG will review the public engagement materials with City Staff for approval. Allow for (1) round of revisions.
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MIG will share the Preferred Concept design and Illustrative Graphic with the public to show how earlier community input shaped the final concept. MIG will provide a multi-media, online walk-through of the Preferred Concept with an opportunity to provide general feedback. This step is an opportunity to celebrate the culmination of the community engagement process and mark the transition to the next stage-construction drawings and building the new playground .

Task 3.10 City Review Meeting
Two-hour virtual meeting. MIG will meet with City Staff to discuss the public's comments and get final approval before moving into the Construction Documents phase.

Task 3.11 Environmental Approvals Coordination
MIG will provide minor assistance with graphics and coordination. More help may be provided if desired as additional services.

Task 3.12 Project Management and Team Coordination
The MIG Team will continue Project Management and Team Coordination duties as described in Task 1 and with additional meetings as noted on the accompanying fee spreadsheet.

TASK 3 DELIVERABLES
Unless otherwise noted, all deliverables will be provided in PDF format. We assume one round of minor revisions for each based on the City's consolidated comments .
■ Draft Plans & Opinion of Probable Costs
■ Commission/Council Presentations (2)
■ Community Engagement Part 3 materials and summaries
■ City Review Meetings Agendas & Meeting summaries
■ Preferred Concept Plan & Opinion of Probable Costs
■ Illustrative 3D/Birdseye Graphic
■ Community Engagement Part 4 materials and summaries
■ Monthly invoices
TASK 4: CONSTRUCTION DOCUMENTS (CD)
The MIG Team will prepare design plans, construction documents, specifications and opinions of probable costs at the milestones noted below . We will schedule the design and bid process, identifying significant milestone dates and actions items for the project team and assist the City in developing bid documents to advertise for construction . The City will provide any City-required standard details, titleblocks, requirements, and specifications to the MIG team at the beginning of this phase. All submittals will be in the form of a PDF submitted through email, Google drive, or other free and readily available digital sharing format approved by The City.

Task 4.1 Preliminary CD Plans
The MIG Team will prepare preliminary plans in AutoCAD showing the layout of proposed play area elements, including play elements, paving, site furnishings, planting areas and other site features.

Task 4.2 Preliminary CD City Check-in Meeting
MIG will facilitate a meeting with City staff to review consolidated comments on the preliminary plans to clarify questions and confirm corrections or minor refinements needed for the 50% set. A summary of the meeting will be prepared .

Task 4.3 50% CD Submittal
The MIG Team will prepare construct ion documents to a 50% level of completion , drafted in digital format using AutoCAD. Plans shall be prepared at a minimum of 1" = 20' scale, As part of the package, the MIG Team will 5 EXHIBIT A
develop a materials and equipment schedule reflecting site material, equipment and furnishing selections so the City can review the new playground 's proposed aesthetic vision.

This scope assumes the development of one set of construct ion drawings for a single-phase project . If the City's budgeting results in the need for phasing or alternates, these can be provided for an additional fee.

Task 4.4 50% CD Opinion of Probable Costs
The MIG Team will develop an Opinion of Probable Costs based on the submitted plans.

Task 4.5 50% CD Regulatory Approval Coordination/Assistance (Allowance) The MIG Team has a small allowance to allow for regulatory approval document preparation and coordination for City reviews such as ADA review, stormwater, and the maintenance department.

Task 4.6 City Review Meeting
The City will provide one set of consolidated review comments detailing the required changes to the 50% CD drawings and opinion of probable costs. These will be discussed in a two-hour (maximum) virtual meeting between the City and MIG to confirm design direction before beginning the 90% CD package.

Task 4.7 90% CD Submittal
Based on the 50% CD's submittal and incorporating the City's direction from the 50% CD review meeting, the MIG Team will prepare construction documents to a 90% level of completion . The MIG Team will also provide CSI format technical specifications related to the scope of work. Design documentation, including specifications, will be consistent with required federal, state, and local codes and regulations.

Task 4.8 90% CD Opinion of Probable Costs & QA/QC Review The MIG Team will develop an Opinion of Probable Costs based on the submitted plans. MIG's QAQC team will perform an in-house review of drawing set and specifications to ensure Quality Assurance+ Quality Control.

Task 4.9 City Review Meeting
The City will provide one set of consolidated review comments detailing any required changes to the Design 90% CD package. These will be discussed and finalized in a two-hour (maximum) virtual meeting between the City and MIG prior to finalizing the 100% CD package.

Task 4.10 100% CD Submittal/Permit Set
Based on the final consolidated list of comments and direction from the City, the MIG Team will advance the construction documents set to a level of 100% completion. We will produce final technical specifications in CSI format to describe the requirements for construction materials, equipment , systems, standards, and workmanship .

The City will be responsible for providing the Division I specifications sections. The MIG team assumes that multiple permit packages are not required and that 100% construction documents will be comprise the construction permitting set. The MIG Team will package the 100% complete construction documents and submit to the City for final review and comment (PDF format). One round of minor edits may be incorporated by the MIG Team to create the final Permit Set.

Task 4.11 Bid Set Preparation
Incorporating minor revisions related to comments from the permitting review, the MIG Team will prepare final design (bid) documents based on the 100% drawings and techncial specifications.

Task 4.12 Project Management and Team Coordination
The MIG Team will continue Project Management and Team Coordination duties as described in Task 1 and with additional meetings as noted on the accompanying fee spreadsheet.

TASK 4 DELIVERABLES
Unless otherwise noted, all deliverables will be provided in PDF format. • Preliminary plans {In-progress check-in) for City Review • Design Development (50% CD) Submittal - Drawings and Spec TOC • Design Development (50% CD) Opinion of Probable Costs 6 EXHIBIT A
• 90% CD Submittal - Drawings and Specs
• 90% CD Opinion of Probable Costs
• 100% CD Drawing Set - Drawings and Specs
• 100% CD Opinion of Probable Costs
• Monthly invoices
TASK 5: BIDDING SUPPORT
Task 5.1 Pre-bid Meeting
MIG will attend the pre-bid meeting to respond to questions about the Construction Documents.

Task 5.2 Bid Assistance Allowance (Bidder Question Response) The MIG Team has made an allowance to prepare responses to bidders' questions to clarify the construction documents.

Task 5.3 Conformed Construction Set Submittal
Once the bid period is complete and the contractor has been selected, the MIG Team will prepare a final conformed set for the contractor's use during construction. The conformed construction set will incorporate the addenda and responses to bidders' questions.

Task 5.4 Project Management and Team Coordination
The MIG Team will continue Project Management and Team Coordination duties as described in Task 1 and with additional meetings as noted on the accompanying fee spreadsheet.

TASK 5 DELIVERABLES
Unless otherwise noted, all deliverables will be provided in PDF format . • Responses to Bidders' Questions
• Conformed Construction Set
• Monthly invoices
No allowance has been made for any value engineering at the Bid Phase. Should bids come in higher than anticipated due to unforeseen market conditions, the MIG Team will meet with the Client to discuss options to move the project forward. Any additional design, coordination or submittals can be provided for additional services.

TASK 6: CONSTRUCTION ADMINISTRATION
Task 6.1 Preconstruction Meeting Participation
The MIG Team will attend and participate in a Pre-Construction meeting scheduled and lead by the City. The MIG Team will attend the meeting to support the City in answering the contractor's questions. This scope assumes attendance by the lead landscape architect and civil engineer . If needed, other design team members can be made available through additional services.

Task 6.2 Responses to Contractor Submittals
The MIG Team will review and take appropriate action (approve with modifications, reject, etc.) on the Contractor's submittals such as RFl's, Shop Drawings, Product Data and Samples, to confirm conformance with the design intent of the project and compliance with the information given in the Contract Documents. Reviews will take place in accordance with reasonable promptness and according to language agreed upon in the bid documents. Reviews and approvals or other action shall not extend to means, methods, techniques, sequences, or procedures of construction or the safety precautions and programs incident thereto . Approval of a specific item shall not indicate approval of an assembly of which the item is a component. The MIG Team assumes a maximum 7 EXHIBIT A
of two reviews of contractor submittals and shop drawings. Additional reviews can be provided through additional services (see last section) .

Task 6.3 Construction Meetings and Site visits
MIG will attend up to (4) construction meetings to review construction progress and Contractor's compliance with the design intent. These meetings can be virtual or on-site, depending on current safety measures. In addition, MIG will perform up to (8) site visits and the Civil engineer will perform up to three (3) site visit/reviews, as requested by City. Task assumes a maximum construction duration of ten months.

Task 6.4 Preliminary Punch List Site Visit and Preparation When notified that the construction is substantially complete, the MIG team will make one site visit with the City's representative and perform a Preliminary Punch List inspection of the Project to observe any apparent defects in the completed construction regarding conformance with design intent of the Contract Documents. MIG will consolidate observations and provide a "punch list," describing the items it recommends for the contractor's correction prior to scheduling the Final Punch List Site Visit.

Task 6.5 Final Punch List Site Visit and Preparation
When notified that the construction is fully complete, the MIG team will make one site visit with the City's representative and perform a "Final" inspection of the Project to observe any apparent defects in the completed construction regarding conformance with design intent of the Contract Documents. MIG will consolidate observations and provide a Final Punch List, describing the items it recommends for the contractor's correction prior to closing out the construction contract.

Task 6.6 Project Management and Team Coordination
The MIG Team will continue Project Management and Team Coordination duties as described in Task 1 and with additional meetings as noted on the accompanying fee spreadsheet.

TASK 6 DELIVERABLES
Unless otherwise noted, all deliverables will be provided in PDF format. • Submittal and Shop Drawing review documentation
• Responses to contractor's Requests for Information
• Construction Meetings - (up to 4)
• Site Visits - (up to 11)
• Preliminary Punch List
• Final Punch List
• Monthly invoices

ADDITIONAL SERVICES
The MIG Team has a broad range of experience, skills and services. The following is a non-exhaustive list of items that are not included in this scope but could be provided as additional services if they are needed or desired by the City:
• Additional community engagement beyond the scoped items in the process (including digital advertisement, intercept surveys, additional surveys/workshops/open houses/pop-up events). • Additional public meetings beyond the scoped items in the process (including attending City Council meetings, public hearings, hearing examiner meetings, public open houses, and local association meetings).
• City project team meetings beyond those listed
• Additional design alternative drafts or renderings other than those listed. • Preparation of phased or multiple-packaged construction documents. 8 EXHIBIT A
• Preparation of special studies outside our scope of work . • Intensive research and testing to determine conditions of existing site utilities (i.e., potholing, smoke testing, dye testing, pressure testing, fire flow testing, videotaping, etc.). • Utility Relocation Plans
• Supplemental surveying services beyond the initial survey necessary for completeness. • Appeal, Design Exception, and Alternative Review applications . • Services related to future facilities and improvements . • Design of water capture/re-use systems, pump stations, sump pumps, or force mains for sanitary sewer or storm drainage systems, if required.
• Design of systems to comply with or obtain LEED certification, including preparation of LEED documentation and addressing review comments from the USGBC. • Redesign of civil/landscape items following completion of construction document as a result of site and building plan changes or unforeseen existing conditions . • Design for areas not identified in the project understanding. • Value Engineering. If the MIG Team is needed to assist with VE and/or bid negotiations, it is available on a Time and Materials basis.
• Arborist Report
• Project Record Drawings
PROJECT SCOPE ASSUMPTIONS:
• CLIENT: 'The City' refers to the City of Cupertino's Jollyman project team. • BUDGET: Scope and fee is based on a construction budget of $2,910,000 ($2,670,000 base budget with a $240,000 contingency). The City has identified a fundraising goal of $1,000,000. If fund raising goals are not met, there will be a shortfall. Redesign to value engineer the project will require a contract modification.
• DELIVERABLES: Unless otherwise indicated, all deliverables will be provided in PDF format. Native files will be created in software selected at the consultant team's discretion. If the City desires printed copies or specific file formats, the MIG Team is happy to work with the City to develop a strategy that meets the project's budget and needs.
• IN-PERSON MEETINGS: Team meetings and most community engagement events are assumed to be virtual with some limited outdoor engagement events as noted . • TRANSLATION: All documentation will be in English; however, as an additional service, the MIG Team can provide exhibits in other languages.
• CONSOLIDATED COMMENTS: The City will provide MIG with (1) set of vetted and consolidated comments from all parties/agencies in all tasks involving review and feedback. • PERMIT FEES: All permit fees and agency charges will be paid by others . • UTILITIES: The site is adequately served by utilities adjacent to the site. • OFFSITE UTILITIES/STREET/PARKING DESIGN: Offsite utility or street/parking design beyond the identified playground area is not included in this proposal.
• ENVIRONMENTAL WORK: Floodplain, wetland, soil remediation or environmental work is not included in this proposal.
• CONSTRUCTION TESTING+ INSPECTIONS: Necessary testing and inspections during construction will be provided by others .
• EXISTING UTILITY DISTRIBUTION: It is assumed that existing utility distribution systems will not be impacted by the proposed development.
9 EXHIBIT A
SURVEY AREA:
10 EXHIBIT A
City of Cupertino I Joltyman Park All-Inclusive Playground estimated ro · ect cost
·····--_- ........... •········ ·:::
........ - 1 ··········· ......... .

EXHIBIT B: Schedule
Jollyman Park All-Inclusive Playground
Task 1: Project Initiation and Ongoing Project Management -January 2022 (0.5 month) Task 2: Data Collection and Existing Conditions -Jan -Feb 2022 (1.5 months) Task 3: Concept Design - Mar -June 2022 (4 months)
Task 4: Construction Documents -June 2022 - Mar 2023 (7 months) Task 5: Bidding Support -Apr.-June 2023 (2.5 months)
Task 6: Construction Administration -June 2023 - Mar. 2024 (9.5 months) Project schedule is subject to refinement at the kickoff meeting and will be regularly updated during the course of the project, working with City staff, to better reflect project needs and City review times.

EXHIBIT C: Hourly Rates and Reimbursable Expenses
Jollyman Park All-Inclusive Playground
Unless specified otherwise, invoices are submitted monthly showing time and charges for professional services by staff category and a separate figure for expenses. Invoices are payable upon receipt. Invoices unpaid past 30 days are subject to interest at 1-1/2% per month. MIG Inc. labor includes all overhead.

Hourly rates by position are noted below:

Role
Principal-in-Charge
Project Manager
Play Specialist/CPS!
Project Associate
Irrigation Designer
Community Outreach Specialist
Senior Urban Designer
Project Assistant
Planner/Master Plan Advisor
ADA Specialist
Graphic Designer
Expenses are as follows:

Type
Automobile travel
Meals
Photocopy (letter and tabloid)
Color copies (letter and tabloid)
Commercial printing/plotting
Subcontractors
Other (lab tests, aerial photos, etc)
$/hour
$210
$180
$160
$95
$145
$140
$150
$80
$165
$135
$140
Rate
current IRS rate
cost+ 5%
$0.10/print
$0.50/print
cost+ 5%
cost+ 5%
cost+ 5%

EXHIBITD
Insurance Requirements
Design Professionals & Consultants Contracts ----
Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City.

INSURANCE POLICIES AND MINIMUMS REQUIRED
l. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggrega te limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Consultant's policy shall be "primary and non-contributory," will not seek contribution from City's insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 10 (04/13).
c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary basis for the benefit of City before the City's own insurance or self insurance shall be called upon to protect City as a named insured. 2 Automobile Liability: ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers' Compensation: As required by the State of California, with Statutory Limits and Employer's Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease.

J Not required Consultant has provided written verification of no employees.

4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant's profession, with limits no less than $2,000,000 per occurrence or $2,000,000 aggregate. If written on a claims made form:
a The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of the Services.

OTHER INSURANCE PROVISIONS
The aforementioned insurance shall be endorsed and have all the following conditions and provisions:
----- ,-
Exh. D-lnsurance Requirements for Design Professionals & Consultants Contracts Form Updated Sept. 2019 1 Additional Insured Status
The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers ("Additional Insureds") are to be covered as additional insureds on Consultant's CGL and automobile liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant's insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, iflater editions are used).

Primary Coverage
Coverage afforded to City/Additional Insureds shall be primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant's insurance and shall not contribute to it.

Notice of Cancellation
Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums.

Waiver of Subrogation
Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Consultant, its employees, agents and subconsultants . This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

Deductibles and Self-Insured Retentions
Any deductible or self-insured retention must be declared to and approved by the City. At City's option, either:
the insurer must reduce or eliminate the deductible or self-insured retentions as respects the City/Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the insured or the City.

Acceptability of Insurers
Insurers must be licensed to do business in California with an A.M. Best Rating of A-VII, or better.

Verification of Coverage
Consultant must furnish acceptable insurance certificates and mandatory endorsements ( or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time during the Contract term.

S ubcons ultants
Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant's insurance policies.

Higher Insurance Limits
If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Consultant.

Adequacy of Coverage
City reserves the right to modify these insurance requirements/coverage based on the nature of the risk, prior experience , insurer or other special circumstances, with not less than ninety (90) days prior written notice.

Exh. D-Insurance Requirements for Design Professionals & Consultants Contracts Form Updated Sept. 2019 2 ACORD® CERTIFICATE OF LIABILITY INSURANCE I

DATE (MM/DD/YYYY)
~ 11/22/2021
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER . THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGA TIVELY AMEN D, 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 ADDITIONA L 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).

PRODUCER ~~~1~cT The Certfiicate Team
AssuredPartners Design Professionals Insurance Services , LLC PHONE I FAX 3697 Mt. Diablo Blvd Suite 230
IAlr .,ft"•"' IA/C Nol:

Lafayette CA 94549 ifD~~ss : CertsDesiqnPro@AssuredPartners .com INSURER(S) AFFORDING COVERAGE NAIC#
License#: 6003745 INSURER A : Berkley Insurance Company 32603 INSURED MIGINC0-01 INSURER B : Travelers Property Casualty Company of America 25674 MIG, Inc . INSURER c : The Travelers Indemnity Company of Connecticut 25682 Moore lacofano Goltsman, Inc. 800 Hearst Ave INSURERD:

Berkeley CA 94710 INSURER E:

INSURER F :

COVERAGES CERTIFICATE NUMBER: 2075696555 REVISION NUMBER:

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.

INSR ADDL SUBR POLICY EFF POLICY EXP
LTR TYPE OF INSURANCE ••••n "n,n POLICY NUMBER IMM/DDNYYYl IMM/DDNYYYl LIMITS B X COMMERCIAL GENERAL LIABILITY y y 6801 H899998 8/31/2021 8/31/2022 EACH OCCURRENCE $1 ,000,000 - □ CLAIMS-MADE 0 OCCUR DAMAGE TO RENTED
PREMISES /Ea occurrence\ $1,000,000
X Contractual Uab MED EXP (Any one person) $10 ,000 -
Included PERSONAL & ADV INJURY $1 ,000,000 -
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 =i 0 PRO- 0LOC PRODUCTS - COMP/OP AGG $2 ,000,000 POLICY JECT OTHER: $
C AUTOMOBILE LIABILITY y y BAOS579947 8/31 /2021 8/31/2022 COMBINED SINGLE LIMIT $1 ,000,000 /Ea accident\ - X ANY AUTO BODILY INJURY (Per person) $
- -OWNED SCHEDULED BODILY INJURY (Per accident) $
- AUTOS ONLY - AUTOS
X HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY /Per accident\ - $

B X UMBRELLA LIAB
M
OCCUR y y CUPOH758762 8/31 /2021 8/31/2022 EACH OCCURRENCE $10 ,000,000 - EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000
OED I X I RETENTION$ n $
B WORKERS COMPENSATION y UB2L553909 8/31/2021 8/31 /2022 X I ~ffruTE I I OTH-ER AND EMPLOYERS' LIABILITY Y/N

ANYPROPRIETOR/PARTNER/EXECUTIVE
□
E.L. EACH ACCIDENT $1,000 ,000
OFFICER/MEMBER EXCLUDED? N/A
(Mandatory in NH) E.L. DISEASE - EA EMPLOYEE $1 ,000,000 If yes, describe under
DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1 ,000,000 A Professional Liability N y AEC904725003 8/31 /2021 8/31/2022 Each Claim $3,000,000 Annual Aggregate $5,000,000
DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Umbrella Liability policy is a follow-form underlying General Liability/Auto Liability/Employers Liability .

Re: Jollyman Park All-Inclusive Playground
The City of Cupertino , its City Council , officers , officials , employees , agents , servants and volunteers are named as an additional insured as respects general liability and auto liability as required per written cont ract or agreement. General Liability is Primary/Non-Contributory per policy form wording . Insurance coverage includes waiver of subrogat ion per the attached endorsement(s ).

CERTIFICATE HOLDER
City of Cupert ino
10300 Torre Ave .

Cupertino CA 95014
CANCELLATION 30 Da s Notice of Cancellation

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

ACORD 25 (2016/03) The ACORD name and logo are reg istered marks of ACORD

COMMERCIAL GENERAL LIABILITY
POLICY NUMBER: 6801H899998
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - COMPLETED OPERATIONS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Name Of Additional Insured Person(s) Or Organization(s):

Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the "products completed operations hazard", provided that such contract was signed and executed by you before, and is in effect when, the bodily injury or property damage occurs.

Location And Description Of Completed Operations
Any project to which an applicable contract described in the Name of Additional Insured Person(s) or Organization(s) section of this Schedule applies.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

Section II - Who Is An Insured is amended to in
clude as an additional insured the person(s) or or
ganization(s) shown in the Schedule, but only with
respect to liability for "bodily injury" or "property dam age" caused, in whole or in part, by "your work" at the location designated and described in the schedule of
this endorsement performed for that additional in
sured and included in the "products-completed opera
tions hazard".

COMMERCIAL GENERAL LIABILITY
POLICY NUMBER 6801H899998
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - SCHEDULED PERSON OR

ORGANIZATION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Names of Additional Insured Person(s) or Organization(s):

Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed by you before, and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed.

Location of Covered Operations:

Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies.
(Information required to complete this Schedule, if not shown above, will be shown in the Declarations.) A. Section II - Who Is An Insured is amended to in
clude as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury", "property damage", "personal injury" or "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 your ongoing operations for
the additional insured(s) at the location(s) desig
nated above.

B. With respect to the insurance afforded to these
additional insureds, the following additional exclu
sions apply:

This insurance does not apply to "bodily injury" or
"property damage" occurring, or "personal injury"
or "advertising injury" arising out of an offense
committed, after:

1. All work, including materials, parts or equip
ment furnished in connection with such work,
on the project (other than service, mainte
nance or repairs) to be performed by or on
behalf of the additional insured(s) at the loca
tion of the covered operations has been com
pleted; or

2. That portion of "your work" out of which the
injury or damage arises has been put to its in
tended use by any person or organization
other than another contractor or subcontrac
tor engaged in performing operations for a
principal as a part of the same project.

CG D3 61 03 0 Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved- Page 1 of 1 CG TS 01 xx xx Includes copyrighted material of Insurance Services Office, Inc. with its permission.

DATE OF ISSUE: oa13112021
Policy # 6801 H899998

COMMERCIAL GENERAL LIABILITY
c. Method Of Sharing
If all of the other insurance permits contribution
by equal shares, we will follow this method also.

Under this approach each Insurer contributes
equal amounts until it has paid its applicable
limit of insurance or none of the loss remains,
whichever comes first.

If any of the other insurance does not permit
contribution by equal shares, we will contribute
by limits. Under this method, each insurer's
share is based on the ratio of its applicable limit
of insurance to the total applicable limits of
insurance of all insurers.
d. Primary And Non-Contributory Insurance If
Required By Written Contract
If you specifically agree in a written contract or
agreement that the insurance afforded to an
insured under this Coverage Part must apply on
a primary basis, or a primary and non
contributory basis, this insurance is primary to
other insurance that is available to such insured
which covers such insured as a named insured,
and we will not share with that other insurance,
provided that:
(1) The "bodily inj.lry" or "property damage" for
which coverage is sought occurs; and
(2) The "personal and advertising injury" for
which coverage is sought is caused by an
offense that is committed;
subsequent to the signing of that contract or
agreement by you.

5. Premium Audit
a. We will compute all premiums for this Coverage
Part in accordance with our rules and rates.
b. Premium shown in this Coverage Part as
advance premium is a deposit premium only. At
the close of each audit period we will compute
the earned premium for that period and send
notice to the first Named Insured. The due date
for audit and retrospective premiums is the date
shown as the due date on the bill. If the sum of
the advance and audit premiums paid for the
policy period is greater than the earned
premium, we will return the excess to the first
Named Insured.
c. The first Named Insured must keep records of
the information we need for premium
computation, and send us copies at such times
as we may request.

6. Representations
By accepting this policy, you agree:
a. The statements in the Declarations are
accurate and complete;
b. Those statements are based upon
representations you made to us; and
c. We have issued this policy in reliance upon
your representations.

The unintentional omission of, or unintentional error
in, any information provided by you which we relied
upon in issuing this policy will not prejudice your
rights under this insurance. However, this provision
does not affect our right to collect additional
premium or to exercise our rights of cancellation or
nonrenewal in accordance with applicable insurance
laws or reoulations.

7. Separation Of Insureds
Except with respect to the Limits of Insurance, and
any rights or duties specifically assigned in this
Coverage Part to the first Named Insured, this
insurance applies:
a. As if each Named Insured were the only
Named Insured; and
b. Separately to each insured against whom claim
is made or "suit" is brought.

8. Transfer Of Rights Of Recovery Against Others
To Us
If the insured has rights to recover all or part of any payment we have made under this Coverage Part,
those rights are transferred to us. The insured must
do nothing after loss to impair them. At our request,
the insured will bring "suit" or transfer those rights
to us and help us enforce them.

9. When We Do Not Renew
If we decide not to renew this Coverage Part, we will
mail or deliver to the first Named Insured shown in
the Declarations written notice of the nonrenewal
not less than 30 days before the expiration date.

If notice is mailed, proof of mailing will be sufficient proof of notice.

SECTION V - DEFINITIONS

1. "Advertisement" means a notice that is broadcast or
published to the general public or specific market
segments about your goods, products or services
for the purpose of attracting customers or
supporters. For the purposes of this definition:
a. Notices that are published include material
placed on the Internet or on similar electronic
means of communication; and
b. Regarding websites, only that part of a website
that is about your goods, products or services
for the purposes of attracting customers or
supporters is considered an advertisement.

Policy # 6801 H899998
occupational therapist or occupational
therapy assistant, physical therapist or
speech-language pathologist; or
(b) First aid or "Good Samaritan services"
by any of your "employees" or "volunteer
workers", other than an employed or
volunteer doctor. Any such "employees"
or "volunteer workers" providing or failing
to provide first aid or "Good Samaritan
services" during their work hours for you
will be deemed to be acting within the
scope of their employment by you or
performing duties related to the conduct
of your business.

3. The following replaces the last sentence of
Paragraph 5. of SECTION Ill - LIMITS OF
INSURANCE:

4. The following exclusion is added to
Paragraph 2., Exclusions, of SECTION I -

COVERAGES - COVERAGE A - BODILY

INJURY AND PROPERTY DAMAGE
LIABILITY:

6. The following is added to Paragraph 4.b.,
Excess Insurance, of SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS:

This insurance is excess over any valid and
collectible other insurance, whether primary,
excess, contingent or on any other basis,

K. MEDICAL PAYMENTS - INCREASED LIMIT
The following replaces Paragraph 7. of
SECTION Ill - LIMITS OF INSURANCE:

L. AMENDMENT OF EXCESS INSURANCE

CONDITION - PROFESSIONAL LIABILITY
The following is added to Paragraph 4.b.,
Excess Insurance, of SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS:

M. BLANKET WAIVER OF SUBROGATION -

WHEN REQUIRED BY WRITTEN CONTRACT

OR AGREEMENT
The following is added to Paragraph 8., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV - COMMERCIAL GENERAL
LIABILITY CONDITIONS:

Policy: BA0S579947 COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

Policy#: BA0S579947 COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED - PRIMARY AND

NON-CONTRIBUTORY WITH OTHER INSURANCE
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

PROVISIONS

1. The following is added to Paragraph A.1.c., Who
Is An Insured, of SECTION II - COVERED
AUTOS LIABILITY COVERAGE:

This includes any person or organization who you
are required under a written contract or
agreement between you and that person or
organization, that is signed by you before the
"bodily injury" or "property damage" occurs and
that is in effect during the policy period, to name
as an additional insured for Covered Autos
Liability Coverage, but only for damages to which
this insurance applies and only to the extent of
that person's or organization's liability for the
conduct of another "insured".

2. The following is added to Paragraph 8.5., Other
Insurance of SECTION IV - BUSINESS AUTO
CONDITIONS:

Policy# BA0S579947

COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY .

BLANKET WAIVER OF SUBROGATION
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
The following replaces Paragraph A.5., Transfer of
Rights Of Recovery Against Others To Us, of the
CONDITIONS Section:

TRAVELERSJ

WORKERS COMPENSATION
AND

EMPLOYERS LIABILITY POLICY
ENDORSEMENT WC 99 03 76 ( A) -
POLICY NUMBER: UB2L553909

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS

This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.
(The information below is required only when this endorsement is issued subsequent to preparation of the policy.)
Insurance Company Countersigned by ____________ _
Travelers Property Casualty Company of America
--------
DATE OF ISSUE: 1112212021 Page 1 of 1
SIGNED_MIG for All-Inclusive Playground at
Jollyman Park
Final Audit Report 2021-12-10
Created: 2021-12-09
By: Julia Kins! [email protected])
Status: Signed
Transaction ID: CBJCHBCAABAA4F2c7BjpwgFJsSICx8DpGz7IC4gcweSm "SIGNED_MIG for All-Inclusive Playground at Jollyman Park" Hi story
~ Document created by Julia Kinst [email protected]) 2021-12-09 - 6:39:15 PM GMT- IP address: 64.165.34.3
0'o, Document approved by Julia Kinst [email protected]) Approval Date: 2021-12-09- 6:41:23 PM GMT -Time Source: server- IP address: 64.165.34.3

12. Document emailed to Araceli Alejandre ([email protected]) for approval 2021-12-09 - 6:41 :25 PM GMT
0'0 Document approved by Araceli Alejandre ([email protected]) Approval Date: 2021-12-09 - 11 :56:31 PM GMT - Time Source: server- IP address: 64.165.34.3

12. Document emailed to Christopher D. Jensen ([email protected]) for signature 2021-12-09-11:56:33 PM GMT
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0'0 Document e-signed by Christopher D. Jensen ([email protected]) Signature Date: 2021-12-10 - 1 :47:55 AM GMT - Time Source: server- IP address: 136.24.42.212

12. Document emailed to Dianne Thompson (she/her) ([email protected]) for signature 2021-12-10-1:47:59AM GMT
~ Email viewed by Dianne Thompson (she/her) ([email protected]) 2021-12-10- 3:18:35 AM GMT- IP address: 104.28.124.179
0'0 Document e-signed by Dianne Thompson (she/her) ([email protected]) Signature Date: 2021-12-10 - 3:28:01 AM GMT - Time Source: server- IP address: 99.179.16.200 a I
POW:REDBY
Adobe Sign
Ct.Jl"ll'rrl t,IQ
18'. Document emailed to Kirsten Squarcia ([email protected]) for signature 2021-12-10- 3:28:04 AM GMT
~ Email viewed by Kirsten Squarcia ([email protected]) 2021-12-10- 4:33:05 AM GMT- IP address: 172.225.89.144
0'0 Document e-signed by Kirsten Squarcia ([email protected]) Signature Date: 2021-12-10 - 4:33:24 AM GMT - Time Source: server- IP address: 69.110.137.176 0 Agreement completed.
2021-12-10- 4:33:24 AM GMT
I
KJWE'RfD3Y
Adobe Sign
May 16, 2024
Susan Michael, Capital Projects Programs Manager
City of Cupertino, City Hall
10300 Torre Ave.

Cupertino, CA 95014
EXHIBIT A-5
Re: Revised Additional Services #5 Jollyman Park Inclusive Playground (MIG proj. no. 30902) Dear Susan,
We are requesting additional services to assist the City with construction observation beyond the scope of work in the original contract. The original contract expired in December 2024, as we expected the construction to be complete well before that date. In fact, the duration of the work has been extended with construction scheduled to begin in the summer of 2024, and will continue into Spring/Summer of 2025.

The construction observation/administration work has expanded to include additional utility coordination, public art coordination, and extended involvement including site visits. The following summarizes the MIG team's request for additional work and fees that are above and beyond the original contract, signed Dec. 9, 2021. We will need a contract extension to 8/31/2025 as construction will continue beyond our 12/31/2024 contract end date. All other terms in the original contract remain in effect.

Add Services (Task 10: Construction Observation)
We are requesting additional fees to requested assistance with construction observation; effort to be coordinated with City staff :

Task 10 Construction Observation
Total Add Service #5
Sincerely,
Principal, Director of Community Design Services
MIG
: $45,000
$45,000

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Cupertino City CouncilJune 4, 2024

Cupertino City Council
June 4, 2024