CC 01-21-2026 Searchable Packet.pdf — Cupertino City Council, January 21, 2026 (part 2 of 12)

CERTIFICATION
The Finance Manager hereby certifies to the accuracy of said records and to the availability of funds for payment.

CERTIFIED:

Jonathan Orozco, Acting Director of Administrative Services 225
CC 01-21-2026
225 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Main Account - Main Checking Account
Check
737859 12/26/2025 Open Accounts Payable Ching Yun Lin $235.20 Invoice Date Description Amount
121825 12/18/2025 Nov-Dec 2025 Senior Center classes $235.20 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$235.20
737860 12/26/2025 Open Accounts Payable CINTAS CORP $635.66 Invoice Date Description Amount
4253243530 12/16/2025 Service Center- Uniforms and Safety Apparel $635.66 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$635.66
737861 12/26/2025 Open Accounts Payable CITY OF MONTE SERENO $400.00 Invoice Date Description Amount
MonteSerenoDec26 12/18/2025 2026 West Valley Mayors and Managers Expenses $400.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$400.00
737862 12/26/2025 Open Accounts Payable COAST COUNTIES PETERBILT $109.64 Invoice Date Description Amount
01257040P 10/06/2025 Fleet- Fitting $109.64
Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$109.64
737863 12/26/2025 Open Accounts Payable County of Santa Clara -Sheriff $1,581,230.42 Invoice Date Description Amount
1800096016 12/01/2025 Advance for Law Enforcement Services – December 2025
$1,581,230.42
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,581,230.42
737864 12/26/2025 Open Accounts Payable Doolittle Construction, LLC $58,132.17 Invoice Date Description Amount
CA25SLY001-3 12/01/2025 Payment #3 - 2025 Slurry Seal / Fog Seal Project $58,132.17 Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$58,132.17
737865 12/26/2025 Open Accounts Payable Foster Brothers Security Systems $385.98 Invoice Date Description Amount
10972 12/11/2025 Facilities - Padlock, Shackle, Cylinder $385.98 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$385.98
737866 12/26/2025 Open Accounts Payable Growing IQ - California $2,520.00 Invoice Date Description Amount
GIQ_FALL25-1 12/19/2025 GrowingIQ_Fall25_Pay 1_9.6-13.12 $2,520.00 user: Indrani Sengupta Pages: 1 of 12 Monday, December 29, 2025 226 CC 01-21-2026
226 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$2,520.00
737867 12/26/2025 Open Accounts Payable HUICHEN LIN $1,904.70 Invoice Date Description Amount
121725 12/17/2025 Nov-Dec 2025 Senior Center classes $1,904.70 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,904.70
737868 12/26/2025 Open Accounts Payable Lester Giles Markarian $202.50 Invoice Date Description Amount
112925 11/29/2025 FY 24-25 Payment for Blacksmithing Demo 11/29/25 $202.50 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$202.50
737869 12/26/2025 Open Accounts Payable Michele Westlaken $134.40 Invoice Date Description Amount
121825 12/18/2025 Nov-Dec 2025 Senior Center classes $134.40 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$134.40
737870 12/26/2025 Open Accounts Payable MING FEN LEE $1,127.00 Invoice Date Description Amount
121825 12/18/2025 Nov-Dec 2025 Senior Center classes $1,127.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,127.00
737871 12/26/2025 Open Accounts Payable Mountain View Garden Center $146.12 Invoice Date Description Amount
118959 12/15/2025 Grounds- Topsoil $146.12
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$146.12
737872 12/26/2025 Open Accounts Payable Napa Auto Parts $472.56 Invoice Date Description Amount
760710 12/09/2025 Fleet- Cabin Filter, Air Filter, Fuel Filters $424.29 760917 12/11/2025 Fleet- Engine Oil Filters $35.93
760554 12/05/2025 Fleet- Credit for Inv#5213-760468 ($108.00) 760990 12/12/2025 Fleet- Air Filter $120.34
Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$472.56
737873 12/26/2025 Open Accounts Payable O'Reilly Auto Parts $42.93 Invoice Date Description Amount
2591-484145 12/09/2025 Fleet- Cabin Filter, Air Filter $42.93 Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$42.93
user: Indrani Sengupta Pages: 2 of 12 Monday, December 29, 2025 227 CC 01-21-2026
227 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
737874 12/26/2025 Open Accounts Payable Play-Well TEKnologies $1,209.60 Invoice Date Description Amount
PlayW_FALL25-1 12/19/2025 Playwell_Fall 25_Pay 1_9.22-11.26 $1,209.60 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$1,209.60
737875 12/26/2025 Open Accounts Payable San Jose Water Company $4,192.08 Invoice Date Description Amount
SJW120225-0 12/02/2025 0251610000-1 - 19500 Calle De Barcelona $154.05 SJW120225-1 12/02/2025 1649600000-7 - Barrington Bridge Lane $484.83 SJW120225-2 12/02/2025 2628900000-7 - Farallone Dr.LS $2,947.33 SJW120225-3 12/02/2025 8148220000-3 - Sterling BL LS(Sterlinig BarnhartPk) $605.87 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$4,192.08
737876 12/26/2025 Open Accounts Payable Sue and Kathy Line Dance $3,334.80 Invoice Date Description Amount
121825 12/18/2025 Nov-Dec 2025 Senior Center classes $3,334.80 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$3,334.80
737877 12/26/2025 Open Accounts Payable Syserco Energy Solutions, Inc. $624,174.87 Invoice Date Description Amount
21921 12/31/2025 PV CIP PROJECT $624,174.87
Paying Fund Cash Account Amount
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$624,174.87
737878 12/26/2025 Open Accounts Payable WILBUR-ELLIS COMPANY LLC $363.64 Invoice Date Description Amount
17590892 12/15/2025 Trees/Row- Roundup Promax $363.64
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$363.64
737879 12/26/2025 Open Accounts Payable Cass, Yuri $300.00 Invoice Date Description Amount
YCass121625 12/16/2025 De Anza College – Video Student Donation for Yuri Cass
$300.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$300.00
737880 12/26/2025 Open Accounts Payable Chin , Veronica $100.00 Invoice Date Description Amount
2010846.030 12/08/2025 QCC 12/07/25 - Wilson Ceramic Party Deposit Refund $100.00 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$100.00
user: Indrani Sengupta Pages: 3 of 12 Monday, December 29, 2025 228 CC 01-21-2026
228 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
737881 12/26/2025 Open Accounts Payable EMANUEL PERAKIS ECP ELECTRIC $310.52 Invoice Date Description Amount
367669 12/05/2025 REFUND 10200 JOHNSON BLD-2025-2993

WITHDRAWN
$310.52
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$310.52
737882 12/26/2025 Open Accounts Payable Girl Scouts of Northern California Toop 60500
$500.00
Invoice Date Description Amount
2003327.032 12/17/2025 R245442 Dec 8, 2025 Community Hall Rental Deposit Refund
$500.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$500.00
737883 12/26/2025 Open Accounts Payable Julie Okamura $32.00 Invoice Date Description Amount
2003317.032 12/10/2025 December 25 BDB refund Schedule Conflict $32.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$32.00
737884 12/26/2025 Open Accounts Payable Little Dragon Education $500.00 Invoice Date Description Amount
2003328.032 12/17/2025 R247635 December 10 2025 Community Hall Rental Deposit Refund
$500.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$500.00
737885 12/26/2025 Open Accounts Payable Schlarb , Robert $460.00 Invoice Date Description Amount
Schlarb121625 12/16/2025 De Anza College – Video Student Donation for Robert Schlarb
$460.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$460.00
737886 12/26/2025 Open Accounts Payable Wang , Jinglong $100.00 Invoice Date Description Amount
JWang121625 12/16/2025 De Anza College – Video Student Donation for Jinglong Wang
$100.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$100.00
737887 12/26/2025 Open Accounts Payable California Wood Recycling, Inc. dba Agrom
$54,567.96
Invoice Date Description Amount
0142772 11/19/2025 Compost procurement- Scenario A $22,277.87 0142773 11/19/2025 Compost procurement- Scenario B $32,290.09 Paying Fund Cash Account Amount
user: Indrani Sengupta Pages: 4 of 12 Monday, December 29, 2025 229 CC 01-21-2026
229 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash)
$54,567.96
Type Check Totals: 29 Transactions $2,337,824.75
EFT
44037 12/22/2025 Open Accounts Payable EMPLOYMENT DEVEL DEPT $52,941.72 Invoice Date Description Amount
12122025 12/12/2025 CA State Tax pp 11/29/25 - 12/12/25 $52,941.72 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$52,941.72
44038 12/22/2025 Open Accounts Payable IRS $166,377.76
Invoice Date Description Amount
12122025 12/12/2025 Federal Tax pp 11/29/25 - 12/12/25 $166,377.76 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$166,377.76
44039 12/23/2025 Open Accounts Payable P E R S $547.48
Invoice Date Description Amount
12012025 12/12/2025 PERS Council pp 12/1/25 - 12/31/25 $547.48 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$547.48
44040 12/23/2025 Open Accounts Payable P E R S $168,211.00 Invoice Date Description Amount
12122025 12/12/2025 PERS pp 11/29/25 - 12/12/25 $168,211.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$168,211.00
44041 12/26/2025 Open Accounts Payable JOYFUL MELODIES $4,910.00 Invoice Date Description Amount
JOYM_FALL25-1 12/19/2025 Joyful_Fall25_Pay 1_9.13-11.13 $4,910.00 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$4,910.00
44042 12/26/2025 Open Accounts Payable Active Network, LLC $235.71 Invoice Date Description Amount
11152286 11/30/2025 Data Card Ribbon for Card Printer $235.71 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$235.71
44043 12/26/2025 Open Accounts Payable Aleshire & Wynder, LLP $6,000.00 Invoice Date Description Amount
101630 12/09/2025 Matter Name: The Rise - Services Rendered 2025/11 $1,110.50 101631A 12/09/2025 Legal Services, November 2025, "A" added re-entering invoice
$4,889.50
Paying Fund Cash Account Amount
user: Indrani Sengupta Pages: 5 of 12 Monday, December 29, 2025 230 CC 01-21-2026
230 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$6,000.00
44044 12/26/2025 Open Accounts Payable Amazon Capital Services $106.07 Invoice Date Description Amount
1DF7-KQJH-HHXP 12/01/2025 CDD OFFICE SUPPLIES $23.20
11DT-GKJH-KLRX 12/10/2025 INSPECTOR SUPPLIES + OFFICE SUPPLIES $82.87 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$106.07
44045 12/26/2025 Open Accounts Payable BOSCO OIL INC DBA VALLEY OIL $1,815.24 Invoice Date Description Amount
420112 12/05/2025 Fleet- Diesel Fuel $1,815.24
Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$1,815.24
44046 12/26/2025 Open Accounts Payable Christina Lopez $110.00 Invoice Date Description Amount
955292147-18 11/13/2025 Cell Phone Service Nov 14- Dec 13 $55.00 955292147-19 12/13/2025 Cell Phone Service Dec 14-Jan 13 $55.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$110.00
44047 12/26/2025 Open Accounts Payable CodeLinkd, LLC $2,982.00 Invoice Date Description Amount
CODEL_FALL25-1 12/19/2025 Codelinkd_FALL25_Pay 1_9.9-12.11 $2,982.00 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$2,982.00
44048 12/26/2025 Open Accounts Payable Cupertino Supply, Inc $70.89 Invoice Date Description Amount
405542 12/12/2025 Grounds- PVC Pipes, Plastic Rubber Coupling $70.89 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$70.89
44049 12/26/2025 Open Accounts Payable Dan Gertmenian $126,941.65 Invoice Date Description Amount
DanGFY26-1 12/19/2025 Dan Gertmenian 25-26 Contractor Payment 1 of 2 $126,941.65 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$126,941.65
44050 12/26/2025 Open Accounts Payable David Stillman $162.50 Invoice Date Description Amount
DavidS12162025 12/16/2025 Transportation Division Retreat Luncheon $162.50 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$162.50
user: Indrani Sengupta Pages: 6 of 12 Monday, December 29, 2025 231 CC 01-21-2026
231 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
44051 12/26/2025 Open Accounts Payable Doggie Walk Bags, Inc. $3,534.38 Invoice Date Description Amount
795209 12/15/2025 Grounds - Green Unscented Disp Bags $3,534.38 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$3,534.38
44052 12/26/2025 Open Accounts Payable East Bay Tire Co. $1,868.51 Invoice Date Description Amount
2200273 12/09/2025 Fleet- Goodyear Tires $1,868.51
Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$1,868.51
44053 12/26/2025 Open Accounts Payable Eshverya Gianchandani $1,603.98 Invoice Date Description Amount
TKapoor121725 12/08/2025 Cal Cities Conference Reimbursement for TKpoor $1,603.98 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,603.98
44054 12/26/2025 Open Accounts Payable Ginger Chin-Hsiu Tsun $466.00 Invoice Date Description Amount
121725 12/17/2025 Nov-Dec 2025 Senior Center classes $466.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$466.00
44055 12/26/2025 Open Accounts Payable Grace Duval $156.80 Invoice Date Description Amount
121725 12/17/2025 Nov-Dec 2025 Senior Center classes $156.80 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$156.80
44056 12/26/2025 Open Accounts Payable GRAINGER INC $1,508.98 Invoice Date Description Amount
9741522024 12/12/2025 Facilities- GP Motor $1,039.01
9713406115 12/12/2025 Facilities- GP Motor $1,181.90
9741522156 12/12/2025 Facilities- Credit for Inv#9713406115 ($1,181.90) 9741522057 12/12/2025 Facilities- Wire Stripper, Plier Set, Cloth, Multi-Nut Driver
$232.29
9701400765 11/05/2025 Street- Signs- Steel Grinder, Wall Mount Fan, Tarp $237.68 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,039.01
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$237.68
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$232.29
44057 12/26/2025 Open Accounts Payable HF&H Consultants, LLC $1,071.25 Invoice Date Description Amount
9722770 12/08/2025 HF&H November 2025 Services $1,071.25 user: Indrani Sengupta Pages: 7 of 12 Monday, December 29, 2025 232 CC 01-21-2026
232 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Paying Fund Cash Account Amount
520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash)
$1,071.25
44058 12/26/2025 Open Accounts Payable Independent Code Consultants, Inc. $82,897.77 Invoice Date Description Amount
2210 12/01/2025 Building Plan Review Services - SummerHill Homes Community
$82,897.77
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$82,897.77
44059 12/26/2025 Open Accounts Payable InservH2O Inc. $834.80 Invoice Date Description Amount
5765 12/10/2025 Facilities - Dec 2025 Water Treatment $834.80 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$834.80
44060 12/26/2025 Open Accounts Payable Interstate Traffic Control Products, Inc.
$1,754.38
Invoice Date Description Amount
273758 12/12/2025 Streets - Preform Thermo Yellow, Straight Arrow $805.00 273759 12/12/2025 Pavement - Stencil Paint Shields $472.50 273760 12/12/2025 Streets - Sign Blanks $196.88
273761 12/12/2025 Street- Signs- Pexco K Marker W/ 18" Base $280.00 Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$1,754.38
44061 12/26/2025 Open Accounts Payable JAM Services, Inc $207,310.22 Invoice Date Description Amount
197949 12/17/2025 Street Light Poles Luminaire Arm, Base Cover $207,310.22 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$207,310.22
44062 12/26/2025 Open Accounts Payable KIMBALL-MIDWEST $162.81 Invoice Date Description Amount
104021418 12/16/2025 Fleet- Black Cable Ties, Tire Valve $162.81 Paying Fund Cash Account Amount
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$162.81
44063 12/26/2025 Open Accounts Payable Linda Hsu $2,023.00 Invoice Date Description Amount
121725 12/17/2025 Nov-Dec 2025 Senior Center classes $2,023.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$2,023.00
44064 12/26/2025 Open Accounts Payable Mami Weber $3,718.00 Invoice Date Description Amount
MAMI_FALL25-1 12/19/2025 MamiWebber_Fall 25_Pay1_9.5-12.12 $3,718.00 Paying Fund Cash Account Amount
user: Indrani Sengupta Pages: 8 of 12 Monday, December 29, 2025 233 CC 01-21-2026
233 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$3,718.00
44065 12/26/2025 Open Accounts Payable Mei’s Dance Academy $994.00 Invoice Date Description Amount
121825 12/18/2025 Nov-Dec 2025 Senior Center classes $994.00 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$994.00
44066 12/26/2025 Open Accounts Payable OMEGA INDUSTRIAL SUPPLY, INC. $814.04 Invoice Date Description Amount
167236 12/15/2025 Street- Signs & Pavement- Worklight, Headlight, Muscleman
$814.04
Paying Fund Cash Account Amount
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$814.04
44067 12/26/2025 Open Accounts Payable Professional Turf Management, Inc. $18,693.56 Invoice Date Description Amount
1306 11/30/2025 Grounds - Golf Course Monthly Maint. Fee Nov 2025 $18,693.56 Paying Fund Cash Account Amount
560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash)
$18,693.56
44068 12/26/2025 Open Accounts Payable Raychel Renee Balcioni Cruz $840.00 Invoice Date Description Amount
122625 12/19/2025 December3 fitness classes and personal training $840.00 Paying Fund Cash Account Amount
570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash)
$840.00
44069 12/26/2025 Open Accounts Payable Revel Environmental Manufacturing, Inc.
$2,952.60
Invoice Date Description Amount
68873 12/03/2025 Inspection and cleaning of filters- Dec 2025 $2,952.60 Paying Fund Cash Account Amount
230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash)
$2,952.60
44070 12/26/2025 Open Accounts Payable Silicon Valley Tsinghua Network $1,000.00 Invoice Date Description Amount
CSTU121625 12/16/2025 Cupertino Stories Website, Awards Ceremony Hosting - Nola Donato
$1,000.00
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,000.00
44071 12/26/2025 Open Accounts Payable Snapology of Los Gatos $1,140.00 Invoice Date Description Amount
SNAP_FALL25-1 12/19/2025 Snapology_Fall 25_Pay 1_11.24-26 $1,140.00 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$1,140.00
user: Indrani Sengupta Pages: 9 of 12 Monday, December 29, 2025 234 CC 01-21-2026
234 of 2833
Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
44072 12/26/2025 Open Accounts Payable Staples $25.40
Invoice Date Description Amount
6048352603 11/20/2025 Business Resource Hub 24in x 36in Foamboard Poster for EconDev
$25.40
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$25.40
44073 12/26/2025 Open Accounts Payable SYSCO - SAN FRANCISCO $681.46 Invoice Date Description Amount
SYSC_BWS_12.2.25 12/02/2025 BWS_Sysco Order_12.6.25 $594.91 SYSC_BS_12.2.25 12/01/2025 BWS_Sysco Order_Pancakes_12.6.25 $86.55 Paying Fund Cash Account Amount
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$681.46
44074 12/26/2025 Open Accounts Payable United Site Services $518.98 Invoice Date Description Amount
INV-5794279 12/15/2025 Trees/ROW- SWP 12/15/2025 - 1/11/2026 $518.98 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$518.98
44075 12/26/2025 Open Accounts Payable US BANK $44,741.85 Invoice Date Description Amount
PaulS120825 12/08/2025 4705 CC Charges $252.64
DanB120825 12/08/2025 8684 CC Charges $446.14
JessicaJ120825 12/08/2025 5617 CC Charges $48.59
DiegoZ120825 12/08/2025 8626 CC Charges $560.00
ShawnT120825 12/08/2025 9157 CC Charges $440.00
SusanM120825 12/08/2025 5564 CC Charges $981.15
JerryA120825 12/08/2025 8636 CC Charges $90.00
AaronS120825 12/08/2025 4721 CC Charges $311.78
JonathanF120825 12/08/2025 3969 CC Charges $572.29
AndrewS120825 12/08/2025 9993 CC Charges $1,439.54
RobertG120825 12/08/2025 0760 CC Charges $295.42
TravisW120825 12/08/2025 8746 CC Charges $687.89
RobertK120825 12/08/2025 7858 CC Charges $1,202.77
LeungK120825 12/08/2025 1733 CC Charges $692.61
JasonB120825 12/08/2025 3965 CC Charges $262.22
SonyaL120825 12/08/2025 8808 CC Charges $3,616.83
ChristL120825 12/08/2025 7456 CC Charges $302.78
UrsulaS120825 12/08/2025 2512 CC Charges $165.15
AmandaH120825 12/08/2025 9326 CC Charges $2,378.55
KrisG120825 12/08/2025 6959 CC Charges $2,245.78
DomS120825 12/08/2025 3214 CC Charges $64.84
NatalyG120825 12/08/2025 8091 CC Charges $39.47
TommyY120825 12/08/2025 3675 CC Charges $4,151.35
BrantonC120825 12/08/2025 0233 CC Charges $1,227.03
MarilynP110825 12/08/2025 6763 CC Charges $4,393.21
JimF120825 12/08/2025 2514 CC Charges $443.38
KenE120825 12/08/2025 6671 CC Charges $119.37
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Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
MartaD120825 12/08/2025 6529 CC Charges ($482.57)
SerenaT120825 12/08/2025 0982 CC Charges $4,302.12
MelissaR120825 12/08/2025 0572 CC Charges $456.58
DMilesS120825 12/08/2025 3659 CC Charges $329.33
CrystiG120825 12/08/2025 8774 CC Charges $292.32
FC120825 12/08/2025 4202 CC CHARGES $1,042.56
EvaM120825 12/08/2025 3170 CC charges $3,198.60
RandyV120825 12/08/2025 6283 CC Charges $54.30
MariahG120825 12/08/2025 7882 CC Charges $880.63
JanetL120825 12/08/2025 9949 CC Charges $7,237.20
Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$31,964.05
230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash)
$418.81
270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash)
$467.33
420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash)
$15.00
560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash)
$292.32
580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash)
$1,623.23
610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash)
$8,521.57
630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash)
$1,439.54
44076 12/26/2025 Open Accounts Payable WOWzy Creation Corp. dba First Place
$1,352.75
Invoice Date Description Amount
97327 12/17/2025 Arts and Culture Commission 2025 Artist Awards $1,352.75 Paying Fund Cash Account Amount
100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash)
$1,352.75
Type EFT Totals: 40 Transactions $914,077.54
Main Account - Main Checking Account Totals
Checks Status Count Transaction Amount Reconciled Amount Open 29 $2,337,824.75 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Stopped 0 $0.00 $0.00
Total 29 $2,337,824.75 $0.00
EFTs Status Count Transaction Amount Reconciled Amount
Open 40 $914,077.54 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Total 40 $914,077.54 $0.00
All Status Count Transaction Amount Reconciled Amount
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Payment Register
City of Cupertino
From Payment Date: 12/20/2025 - To Payment Date: 12/26/2025 Number Date Status Void Reason
Reconciled/
Voided Date Source Payee Name
Transaction
Amount
Reconciled
Amount Difference
Open 69 $3,251,902.29 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Stopped 0 $0.00 $0.00
Total 69 $3,251,902.29 $0.00
Grand Totals:

Checks Status Count Transaction Amount Reconciled Amount Open 29 $2,337,824.75 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Stopped 0 $0.00 $0.00
Total 29 $2,337,824.75 $0.00
EFTs Status Count Transaction Amount Reconciled Amount
Open 40 $914,077.54 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Total 40 $914,077.54 $0.00
All Status Count Transaction Amount Reconciled Amount
Open 69 $3,251,902.29 $0.00
Reconciled 0 $0.00 $0.00
Voided 0 $0.00 $0.00
Stopped 0 $0.00 $0.00
Total 69 $3,251,902.29 $0.00
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CITY OF CUPERTINO
Agenda Item
25-14419 Agenda Date: 1/21/2026
Agenda #: 10.

Subject: Receive the Monthly Treasurer's Report for November 2025 Receive the Monthly Treasurer's Report for November 2025 CITY OF CUPERTINO Page 1 of 1 Printed on 1/15/2026
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ADMINISTRATIVE SERVICES DEPARTMENT

CITY HALL
10300 TORRE AVENUE • CUPERTINO, CA 95014-3255
TELEPHONE: (408) 777-3220
CUPERTINO.GOV
1 CITY COUNCIL STAFF REPORT
Date: January 21, 2026
Subject
Receive the Monthly Treasurer's Report for November 2025 Recommended Action
Receive the Monthly Treasurer's Report for November 2025 Reasons for Recommendation
Background
California Government Code Section 41004 states:

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

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

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

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

The Treasurer's Report (report and accounting of all receipts, disbursements, and fund balances) is made available to City Council in compliance with the aforementioned requirements.

Cash vs. Accrual Basis Accounting
Cash basis accounting and accrual basis accounting differ in the way revenues and expenses are recognized and recorded, primarily with regard to their timing.

Under cash basis accounting, revenues are recorded when payment is received, and expenses are recorded when payment is made. This method of accounting recognizes transactions only when cash changes hands. In contrast, accrual basis accounting 239
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2 recognizes revenues when they are earned (but not necessarily received) and expenses when they are incurred (but not necessarily paid). This method of accounting recognizes transactions as they occur, regardless of whether cash has been exchanged.

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

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

Treasurer's Report
The report provides an update on the City's cash and fund balances for November 2025.

The report is as of January 6, 2025.

Note: Beginning balances have been updated to account for any final adjustments made as part of the month-end close that could not be completed before the prior report’s preparation. These adjustments were necessary due to time constraints associated with completing the month-end close process and generating the report.

Receipts, Disbursements, and Cash Balance
The City's General Fund ending cash and investment balance was $197.3 million, increasing by $8.0 million from the prior month. Receipts were $12.2 million, disbursements were $(4.2) million, and journal adjustments were $120,630 for the month.

The City's total ending cash and investment balance was $308.3 million, increasing by $7.2 million from the prior month. Receipts were $12.6 million, disbursements were $(6.2) million, and journal adjustments were $752,235 for the month.

Journal adjustments included the following:
 Parks and Recreation transactions imported from Active Network into New World
 Bank Reconciliation
 PARS investment true up
 LAIF Investment journals
 Investment Earnings
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3 Fund Balance/Net Position
The City's General Fund ending fund balance was $147.6 million, increasing by $11.4 million from the prior month due to revenues of $15.3 million and expenditures of $4.0 million.

The City's total ending fund balance was $247.4 million, increasing by $10.8 million from the prior month due to revenues of $16.5 million and expenditures of $5.7 million.

Sustainability Impact
No sustainability impact.

Fiscal Impact
No fiscal impact.

California Environmental Quality Act
Not applicable.
_____________________________________
Prepared by: __________________
Jonathan Orozco
Acting Director of Administrative Services
Approved for Submission by: __________________
Tina Kapoor
City Manager
Attachments:

A – Report of City-wide Receipts, Disbursements, and Cash Balances November 2025 B – Report of City‐wide Fund Balances/Net Position November 2025 241
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November 2025 Report of City‐wide Receipts, Disbursements, and Cash Balances Cash and Investments (Unaudited)
Beginning Balance Ending Balance
Fund Type Fund Number/Name as of October 31, 2025 Receipts Disbursements Journal Adjustments as of November 30, 2025 General Fund 100 General Fund 189,255,095 12,164,627 (4,242,662) 120,630 197,297,690 General Fund 130 Investment Fund 270,869 ‐ ‐ 432,049 702,918 Special Revenue Funds 210 Storm Drain Improvement 150,160 ‐ ‐ 1 150,162Special Revenue Funds 215 Storm Drain AB1600 2,290,182 5,279 ‐ 23 2,295,483 Special Revenue Funds 230 Env Mgmt Cln Crk Strm Drain 622,847 ‐ (108,165) 6 514,689 Special Revenue Funds 260 CDBG 572,397 122 (5,665) 8 566,862 Special Revenue Funds 261 HCD Loan Rehab 230,372 ‐ ‐ ‐ 230,372 Special Revenue Funds 265 BMR Housing 5,012,701 350 (84,798) 50 4,928,302 Special Revenue Funds 270 Transportation Fund 14,765,420 293,352 (259,138) 147 14,799,780 Special Revenue Funds 271 Traffic Impact 917,044 6,797 ‐ 9 923,850 Special Revenue Funds 280 Park Dedication 20,978,699 15,000 ‐ 208 20,993,908 Special Revenue Funds 281 Tree Fund 74,636 ‐ ‐ 1 74,637Debt Service Funds 365 Public Facilities Corp 2,676,600 ‐ (239,800) ‐ 2,436,800 Capital Project Funds 420 Capital Improvement Fund 35,103,359 ‐ (43,912) ‐ 35,059,447 Capital Project Funds 427 Stevens Creek Corridor Park 157,338 ‐ ‐ ‐ 157,338 Capital Project Funds 429 Capital Reserve* 6,997,566 ‐ ‐ ‐ 6,997,566 Enterprise Funds 520 Resource Recovery 5,089,623 140,397 (173,968) 51 5,056,103 Enterprise Funds 560 Blackberry Farm 960,192 ‐ (47,221) 52,522 965,493 Enterprise Funds 570 Sports Center 1,767,849 ‐ (118,440) 66,839 1,716,248 Enterprise Funds 580 Recreation Program 3,250,645 7,055 (90,172) 107,225 3,274,752 Internal Service Funds 610 Innovation & Technology 3,050,920 106 (348,127) 30 2,702,929 Internal Service Funds 620 Workersʹ Compensation 3,857,470 ‐ (5,539) (27,594) 3,824,338 Internal Service Funds 630 Vehicle/Equip Replacement 1,178,719 ‐ (247,320) 12 931,411 Internal Service Funds 641 Compensated Absence/LTD 486,311 ‐ 335 5 486,652 Internal Service Funds 642 Retiree Medical 1,357,206 ‐ (149,821) 13 1,207,399 Total $ 301,074,221 $ 12,633,085 $ (6,164,412) $ 752,235 $ 308,295,129 * For reporting purposes, this fund rolls up/combines with Fund 420 Printed January 06, 2026For more information on funds, please see cupertino.org/fund‐structure 242
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November 2025 Report of City‐wide Fund Balances/Net Position (Unaudited)
Beginning Fund Balance Ending Fund Balance
Fund Type Fund Number/Name as of October 31, 2025 Revenues Expenditures as of November 30, 2025 General Fund 100 General Fund 136,194,957 15,317,197 3,886,859 147,625,295 General Fund 130 Investment Fund 500,294 432,049 ‐ 932,343 Special Revenue Funds 210 Storm Drain Improvement 2,123,559 1 ‐ 2,123,560 Special Revenue Funds 215 Storm Drain AB1600 1,884,318 5,302 ‐ 1,889,620 Special Revenue Funds 230 Env Mgmt Cln Crk Strm Drain 1,102,200 6 108,174 994,033 Special Revenue Funds 260 CDBG 1,684,455 130 5,665 1,678,920 Special Revenue Funds 261 HCD Loan Rehab 222,016 ‐ ‐ 222,016 Special Revenue Funds 265 BMR Housing 9,567,711 400 84,798 9,483,313 Special Revenue Funds 270 Transportation Fund 11,678,271 293,499 265,461 11,706,308 Special Revenue Funds 271 Traffic Impact 772,705 6,806 ‐ 779,511 Special Revenue Funds 280 Park Dedication 18,759,777 15,208 ‐ 18,774,985 Special Revenue Funds 281 Tree Fund 80,537 1 ‐ 80,538
Debt Service Funds 365 Public Facilities Corp 1,750 ‐ 239,800 (238,050) Capital Project Funds 420 Capital Improvement Fund 21,113,418 ‐ 43,912 21,069,506 Capital Project Funds 427 Stevens Creek Corridor Park 157,343 ‐ ‐ 157,343 Capital Project Funds 429 Capital Reserve* 13,744,638 ‐ ‐ 13,744,638 Enterprise Funds 520 Resource Recovery 4,777,788 140,448 173,968 4,744,268 Enterprise Funds 560 Blackberry Farm 731,381 57,278 47,977 740,682 Enterprise Funds 570 Sports Center 1,922,340 77,475 118,323 1,881,492 Enterprise Funds 580 Recreation Program 3,101,977 101,251 91,024 3,112,204 Internal Service Funds 610 Innovation & Technology 1,512,675 480 348,021 1,165,134 Internal Service Funds 620 Workersʹ Compensation 2,133,359 38 33,171 2,100,227 Internal Service Funds 630 Vehicle/Equip Replacement 2,265,481 12 247,320 2,018,173 Internal Service Funds 641 Compensated Absence/LTD 722,464 8,810 8,470 722,804 Internal Service Funds 642 Retiree Medical (145,541) ‐ ‐ (145,541) Total $ 236,609,874 $ 16,456,391 $ 5,702,943 $ 247,363,323 * For reporting purposes, this fund rolls up/combines with Fund 420Printed January 06, 2026For more information on funds, please see cupertino.org/fund‐structure 243
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CITY OF CUPERTINO
Agenda Item
25-14420 Agenda Date: 1/21/2026
Agenda #: 11.

Subject: Receive the Monthly Treasurer's Investment Report for November 2025 Receive the Monthly Treasurer's Investment Report for November 2025 CITY OF CUPERTINO Page 1 of 1 Printed on 1/15/2026
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ADMINISTRATIVE SERVICES DEPARTMENT

CITY HALL
10300 TORRE AVENUE • CUPERTINO, CA 95014-3255
TELEPHONE: (408) 777-3220
CUPERTINO.GOV
1 CITY COUNCIL STAFF REPORT
Date: January 21, 2026
Subject
Receive the Monthly Treasurer's Investment Report for November 2025 Recommended Action
Receive the Monthly Treasurer's Investment Report for November 2025 Reasons for Recommendation
The Monthly Investment Report is a routine report provided to City Council and is provided as Attachment A with this report.

Sustainability Impact
No sustainability impact.

Fiscal Impact
No fiscal impact.

City Work Program Item/Description
None.

Council Goal
Fiscal Strategy
California Environmental Quality Act
Not applicable.
_____________________________________
Prepared by: Jonathan Orozco, Acting Director of Administrative Services and City Treasurer
Approved for Submission by: Tina Kapoor, City Manager
Attachments:

A – Chandler Investment Report November 2025
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INVESTMENT REPORT
City of Cupertino | As of November 30, 2025
CHANDLER ASSET MANAGEMENT | chandlerasset.com
Chandler Team:

For questions about your account, please call (800) 317-4747, or contact [email protected]
Information contained herein is confidential. We urge you to compare this statement to the one you receive from your qualified custodian. Please see Important Disclosures at the end of the statement. 246 CC 01-21-2026
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TABLE OF CONTENTS
City of Cupertino | As of November 30, 2025

ECONOMIC UPDATE

ACCOUNT PROFILE

PORTFOLIO HOLDINGS

TRANSACTIONS
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ECONOMIC UPDATE
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


After 43 days, Congress voted to end the longest shutdown in US government history. The end provided a short-lived rally in equity markets; while fixed income market participants, seeking economic clarity, continue to be frustrated by both the lingering effects of the shutdown and this week’s hawkish comments from Fed policy makers. At the same time, heightened trade policy uncertainty has added to market volatility. Core levels of inflation remain above the Federal Reserve’s target, while tariffs continue to cloud forecasts. Signs of a softer labor market are emerging, prompting expectations that the Fed will move cautiously toward policy normalization. Given the economic outlook, we expect gradual normalization of monetary policy and a steepening yield curve.

The Federal Reserve lowered the Federal Funds Rate by a quarter percentage point to the range of 3.75-4.00% at the October Federal Open Market Committee meeting. While the move was in line with market expectations there were 2 dissenters, with Federal Reserve Governor Stephen Miran calling for a larger 50 basis point cut and Kansas City Federal Reserve President Jeffrey Schmid calling for no cut. Chair Jerome Powell referenced the weakening labor market despite some inflationary pressures and moderate economic growth.

The US Treasury yield curve flattened in October, as the 2-year Treasury yield declined 3 basis points to 3.58%, the 5-year Treasury also down 5 basis points to 3.69%, and the 10-year Treasury yield declined 14 basis points to 4.08%. The spread between the 2-year and 10-year Treasury yield points on the curve decreased to +50 basis points at October month-end versus +54 basis points at September month-end.

The spread between the 2-year Treasury and 10-year Treasury yield one year ago was +11 basis points. The spread between the 3-month and 10-year Treasury yield points on the curve was +26 basis points in October versus +21 basis points in September.

ECONOMIC UPDATE
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-400
-200
0 200
400
600
800
1,000
MOM Change In Thousands (000's)
Nonfarm Payroll (000's)
Non-farm Payroll (000's)
3-month average (000's)

0.0%

4.0%

8.0%

12.0%

16.0%

20.0%
Unemployment Rate
Underemployment Rate (U6)
Unemployment Rate (U3)
Rate (%)
The September Nonfarm Payrolls (NFP) report, released on November 20 after a significant delay, came in stronger than expected with a gain of 119,000 jobs, well above the consensus estimate of 53,000. Job growth was led by healthcare and social assistance, as well as the leisure and hospitality sector. The nonresidential specialized construction industry also saw a notable uptick, likely driven by the expanding AI-related data center construction boom. Despite the solid job gains, the unemployment rate rose to 4.4% in September, the highest level since October 2021. The release of October NFP data has been delayed indefinitely.

Source: US Department of Labor Source: US Department of Labor

EMPLOYMENT
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0 2,000
4,000
6,000
8,000
10,000
12,000
14,000
Job Openings
Recession
Historical Average
In Thousands (000's)
The Labor Department’s Job Openings and Labor Turnover Survey (JOLTS) showed a modest increase to 7.227 million new job openings in August from 7.2 million in July. The quits rate and layoffs remained relatively stable. Job openings indicate a ratio of approximately 1 job for each unemployed individual, representing a relatively balanced labor market.

Source: US Department of Labor

JOB OPENINGS & LABOR TURNOVER SURVEY
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0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

10.0%
Consumer Price Index (CPI)
CPI YOY % Change
Core CPI YOY % Change
YOY (%) Change

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

10.0%
Personal Consumption Expenditures (PCE)
PCE Price Deflator YOY % Change
PCE Core Deflator YOY % Change
Fed Target
YOY (%) Change
Despite the Federal Government shutdown, the Bureau of Labor Statistics released the Consumer Price Index (CPI) data for September on October 24th. Both headline and core measures came in below estimates. Headline CPI edged up 0.3% from August and 3.0% on an annual basis, while core CPI was up 0.2% from the prior month and 3.0% on an annual basis. The release was essential as third-quarter CPI data is used by the Social Security Administration to calculate the annual COLA, i.e. the cost-of-living adjustment. Other US Government data releases continue to be impacted by the shutdown.

Source: US Department of Labor Source: US Department of Commerce

INFLATION
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0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%
Retail Sales YOY % Change
YOY (%) Change
Advance Retail Sales showed continued strength jumping 0.6% in August as July data was also revised up to 0.6% month-over-month. The increase elevated retail sales to 5.0% on an annual basis after jumping 4.1% year-over-year in July. Back-to-school shopping was a likely catalyst as online shopping, clothing, and sporting goods saw some of the largest increases. Control group sales, which feed into GDP, also jumped 0.74% in August from the prior month. The Conference Board’s Consumer Confidence Index declined by 1.0 point to 94.6 in October from an upwardly revised 95.6 in September, the lowest measure since April 2025. Measures of current conditions improved, including improving views on current job availability, while expectations weakened somewhat. Consumers have remained resilient, but rising debt burdens, higher delinquency rates, lingering inflation worries, and emerging signs of labor market cooling could weigh on future spending.
0 20
40 60
80 100
120
140
160
Index Level
Consumer Confidence
Recession
Source: US Department of Commerce Source: The Conference Board All time high is 144.70 (1/31/00); All time low is 25.30 (2/28/09)

CONSUMER
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-25.0%
-20.0%
-15.0%
-10.0%
-5.0%

0.0%

5.0%

10.0%

15.0%
Leading Economic Indicators (LEI)
Recession
YOY (%) Change
-1.00
-0.75
-0.50
-0.25

0.00 0.25

0.50 0.75

1.00 Chicago Fed National Activity Index (CFNAI)
Recession
3 Month Average
The Conference Board’s Leading Economic Index (LEI) fell by 0.5% in August, following a 0.1% increase in July. The LEI decreased by 3.6% year-over-year. The Conference Board is expecting economic growth to slow in the second half of 2025 due to consumer pessimism, soft manufacturing new orders, and negative impacts from tariffs. The Chicago Fed National Activity Index (CFNAI) came in at -0.12% in August after a downwardly revised -0.28 in July, indicating that economic momentum remained below its historical trend for the fifth consecutive month. The three-month moving average shows a similar trend at -0.18 in August from -0.20 in the prior month signaling ongoing below-trend growth in national economic activity.

Source: The Conference Board Source: Federal Reserve Bank of Chicago

LEADING INDICATORS OF ECONOMIC ACTIVITY
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0 200
400
600
800
1,000
1,200
1,400
1,600
1,800
2,000
2,200
2,400
In Thousands of Units
Annualized Housing Starts
Multi Family Housing Starts
Single Family Housing Starts
Housing starts dropped 8.5% in August to 1.307 million units, marking a pullback amid elevated inventory levels and a softening labor market. Single-family starts fell 7.0% in August to 890,000 units, hitting their lowest level since July 2024. The S&P Cotality Case-Shiller 20-City Home Price Index fell 0.6% month-over-month in August and posted a 1.6% annual gain, the slowest increase in more than two years. Most major metros saw broad declines causing homeowners to face real wealth decline, while those same high price and mortgage rates continue to weigh on affordability for new buyers. The Freddie Mac 30-year fixed mortgage rate continued recent declines to 6.2% as of October.

Source: US Department of Commerce Source: S&P
-20.0%
-16.0%
-12.0%
-8.0%
-4.0%

0.0%

4.0%

8.0%

12.0%

16.0%

20.0%

24.0%
S&P/Case-Shiller 20 City Composite Home Price Index
Recession
YOY (%) Change

HOUSING
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40 45
50 55
60 65
70 Institute of Supply Management (ISM) Surveys
ISM Manufacturing ISM Services

EXPANDING

CONTRACTING
U.S. manufacturing activity contracted for the eighth straight month in October, as the Institute for Supply Management’s manufacturing index slipped back to 48.7, matching August’s level after a modest uptick to 49.1 in September. Supply-chain-sourcing concerns stemming from tariff uncertainty continue to weigh on US factory activity. The services side of the economy showed more resilience. The ISM services index rose to 52.6 in October from 50.0 a month earlier, signaling a return to expansion. A clear factor for the uptick was a surge in new orders—up 5.8%—which was largely driven by demand from data centers and other sectors tied to the artificial-intelligence boom.

Source: Institute for Supply Management

SURVEY BASED MEASURES
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Components of GDP 9/24 12/24 3/25 6/25

2.7% 2.6% 0.4% 1.7%

0.2% -1.3% 3.8% -2.7%
-0.4% -0.1% -4.7% 4.8%

0.5% 0.3% -0.4% -0.4%

0.4% 0.3% 0.2% 0.3%

3.4% 1.9% -0.6% 3.8%
State and Local (Consumption and Gross
Investment)
Personal Consumption Expenditures
Gross Private Domestic Investment
Net Exports and Imports
Federal Government Expenditures
Total
-40.0%
-30.0%
-20.0%
-10.0%

0.0%

10.0%

20.0%

30.0%

40.0%
Gross Domestic Product (GDP)
GDP QOQ % Change
GDP YOY % Change
Source: US Department of Commerce Source: US Department of Commerce In a sharp rebound from the first quarter, real GDP increased at an annualized rate of 3.8% in the second quarter of 2025 according to the final data revision from the Bureau of Economic Analysis. The increase in real GDP in the second quarter was driven by the drop in imports following the significant rise in the first quarter in anticipation of higher tariffs and an increase in consumer spending. The consensus projection calls for 2.8% growth for the third quarter and 1.9% for the full year 2025.

GROSS DOMESTIC PRODUCT (GDP)
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Source: Federal Reserve Source: Bloomberg
0 1,000,000
2,000,000
3,000,000
4,000,000
5,000,000
6,000,000
7,000,000
8,000,000
9,000,000
10,000,000
Federal Reserve Balance Sheet Assets
Recession
In $ millions
The Federal Reserve lowered its benchmark interest rate by a quarter point to a range of 3.75% to 4.00% at its October meeting. There were two dissents to the rate decision, one from Federal Reserve Governor Stephen Miran in favor of a 50-basis point cut and the second from Kansas City Federal Reserve President Jeffrey Schmid who preferred to leave rates unchanged. Chair Jerome Powell referenced the weakening labor market despite some inflationary pressures and moderate economic growth. The Fed also announced the balance-sheet runoff program begun in June 2022 would conclude as of December 1, 2025. The Fed plans to replace Mortgage Backed securities paydowns with purchases of US Treasury Bills. Since the campaign launched, the Fed has reduced its securities holdings by about $2.35 trillion, bringing the total down to roughly $6.6 trillion.

FEDERAL RESERVE

0.00%

1.00%

2.00%

3.00%

4.00%

5.00%

6.00%
Effective Federal Funds Rate
Recession
Yield (%)
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Source: Bloomberg Source: Bloomberg

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%
US Treasury Note Yields
2-Year
5-Year
10-Year
Yield (%)

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%
US Treasury Yield Curve
Oct-25
Jul-25
Oct-24
Yield (%)
At the end of October, the 2-year Treasury yield was 60 basis points lower, and the 10-Year Treasury yield was 21 basis points lower, yearover-year. The spread between the 2-year and 10-year Treasury yield points on the curve decreased to +50 basis points at October monthend versus +54 basis points at September month-end. The prior 2-year/10-year yield curve inversion, which spanned from July 2022 to August 2024, was historically long. The average historical spread (since 2005) is about +99 basis points. The spread between the 3-month and 10-year Treasury yield points on the curve was +26 basis points in October versus +21 basis points in September.

BOND YIELDS
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ACCOUNT PROFILE
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OBJECTIVES
City of Cupertino | As of November 30, 2025
Investment Objectives
The City of Cupertino's investment objectives, in order of priority, are to provide safety to ensure the preservation of capital in the overall portfolio, provide sufficient liquidity for cash needs and a market rate of return consistent with the investment program.

Chandler Asset Management Performance Objective
The performance objective for the portfolio is to earn a total rate of return through a market cycle that is equal to or above the return on the benchmark index.

Strategy
In order to achieve these objectives, the portfolio invests in high quality fixed incomes securities consistent with the investment policy and California Government Code. 15 261
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STATEMENT OF COMPLIANCE
City of Cupertino | Account #10659 | As of November 30, 2025 Rules Name Limit Actual Compliance
Status Notes

AGENCY MORTGAGE SECURITIES (CMOS)
Max % (MV) 100.0 10.7 Compliant
Max % Issuer (MV; Agencies & Agency CMOs) 25.0 2.6 Compliant Max Maturity (Years) 5.0 4.4 Compliant

ASSET-BACKED SECURITIES (ABS)
Max % (MV; Non Agency ABS & MBS) 20.0 7.8 Compliant
Max % Issuer (MV) 5.0 0.8 Compliant
Max Maturity (Years) 5 4 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant

BANKERS' ACCEPTANCES
Max % (MV) 40.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Days) 180 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1) 0.0 0.0 Compliant

CERTIFICATE OF DEPOSIT PLACEMENT SERVICE
(CDARS)
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant
COLLATERALIZED TIME DEPOSITS (NONNEGOTIABLE CD/TD)
Max % (MV; FDIC & Collateralized CD/TD) 30.0 0.0 Compliant Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant

COMMERCIAL PAPER
Max % (MV) 25.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Days) 270 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1) 0.0 0.0 Compliant

CORPORATE MEDIUM TERM NOTES
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STATEMENT OF COMPLIANCE
City of Cupertino | Account #10659 | As of November 30, 2025 Rules Name Limit Actual Compliance
Status Notes
Max % (MV) 30.0 27.2 Compliant
Max % Issuer (MV) 5.0 1.4 Compliant
Max Maturity (Years) 5 4 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

FDIC INSURED TIME DEPOSITS (NON-NEGOTIABLE
CD/TD)
Max % (MV; FDIC & Collateralized CD/TD) 30.0 0.0 Compliant Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant

FEDERAL AGENCIES
Max % (MV) 100.0 3.5 Compliant
Max % Issuer (MV; Agencies & Agency CMOs) 25.0 2.6 Compliant Max Callables (MV) 20.0 0.0 Compliant
Max Maturity (Years) 5 1 Compliant

LOCAL AGENCY INVESTMENT FUND (LAIF)
Max Concentration (MV) 75.0 0.0 Compliant

MONEY MARKET MUTUAL FUNDS
Max % (MV) 20.0 1.1 Compliant
Min Rating (AAA by 2) 0.0 0.0 Compliant

MORTGAGE-BACKED SECURITIES (NON-AGENCY)
Max % (MV) 20.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant

MUNICIPAL SECURITIES (CA, LOCAL AGENCY)
Max % (MV) 30.0 0.9 Compliant
Max % Issuer (MV) 5.0 0.9 Compliant
Max Maturity (Years) 5 3 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

MUNICIPAL SECURITIES (CA, OTHER STATES)
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STATEMENT OF COMPLIANCE
City of Cupertino | Account #10659 | As of November 30, 2025 Rules Name Limit Actual Compliance
Status Notes
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

NEGOTIABLE CERTIFICATES OF DEPOSIT (NCD)
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1 if > FDIC Limit) 0.0 0.0 Compliant

REPURCHASE AGREEMENTS
Max % (MV) 10.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 1.0 0.0 Compliant

SUPRANATIONAL OBLIGATIONS
Max % (MV) 30.0 2.9 Compliant
Max % Issuer (MV) 10.0 1.7 Compliant
Max Maturity (Years) 5 4 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant
U.S. TREASURIES
Max % (MV) 100.0 44.8 Compliant
Max Maturity (Years) 5 4 Compliant
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PORTFOLIO SUMMARY
Sector Allocation
Performance Review
Total Rate of Return** 1M 3M YTD 1YR 2YRS 3YRS 5YRS 10YRS Since Inception (02/01/19)
City of Cupertino 0.57% 1.19% 5.86% 5.77% 5.60% 4.92% 1.69% -- 2.40% Benchmark Return 0.54% 1.16% 5.53% 5.46% 5.01% 4.48% 1.34% -- 2.15% City of Cupertino | Account #10659 | As of November 30, 2025 Portfolio Characteristics Account Summary
Maturity Distribution
Top Issuers
Credit Quality*
Average Modified Duration 2.60
Average Coupon 3.64%
Average Purchase YTM 3.90%
Average Market YTM 3.76%
Average Credit Quality* AA+
Average Final Maturity 3.03
Average Life 2.84
End Values as
of 10/31/2025
End Values as
of 11/30/2025
Market Value 204,271,199.79 205,241,347.59
Accrued Interest 1,462,124.01 1,659,874.23
Total Market Value 205,733,323.80 206,901,221.81
Income Earned 589,844.20 689,925.52
Cont/WD 0.00 0.00
Par 204,416,276.67 204,789,768.89
Book Value 202,969,256.23 203,388,090.17
Cost Value 202,435,834.11 202,867,977.09
United States 44.84%
FHLMC 10.72%
Farm Credit System 2.58%
International Bank for Recon and Dev 1.71%
Morgan Stanley 1.68%
UnitedHealth Group Incorporated 1.43%
Toyota Motor Corporation 1.39%
Guardian Life Global Funding 1.32%
*The average credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. **Periods over 1 year are annualized.

Benchmark: ICE BofA 1-5 Year Unsubordinated US Treasury & Agency Index 19 265
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HISTORICAL AVERAGE PURCHASE YIELD
City of Cupertino | Account #10659 | As of November 30, 2025 Purchase Yield as of 11/30/25 = 3.90%
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PORTFOLIO HOLDINGS
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ISSUERS
City of Cupertino | Account #10659 | As of November 30, 2025 Issuer Investment Type % Portfolio
United States US Treasury 44.84%
FHLMC Agency CMBS 10.72%
Farm Credit System Agency 2.58%
International Bank for Recon and Dev Supras 1.71%
Morgan Stanley Corporate 1.68%
UnitedHealth Group Incorporated Corporate 1.43%
Toyota Motor Corporation Corporate 1.39%
Guardian Life Global Funding Corporate 1.32%
The Home Depot, Inc. Corporate 1.28%
Deere & Company Corporate 1.20%
Meta Platforms, Inc. Corporate 1.19%
Inter-American Development Bank Supras 1.18%
New York Life Insurance Company Corporate 1.18%
Cash Cash 1.11%
Caterpillar Inc. Corporate 1.10%
Wells Fargo & Company Money Mkt Fd 1.03%
Royal Bank of Canada Corporate 1.00%
Massachusetts Mutual Life Insurance Corporate 0.97%
Federal Home Loan Banks Agency 0.93%
Simon Property Group, Inc. Corporate 0.91%
PACCAR Inc Corporate 0.91%
Chubb Limited Corporate 0.87%
State of California Muni Bonds 0.87%
American Honda Finance Corporation Corporate 0.86%
Chase Issuance Trust ABS 0.83%
Bank of America Credit Card Trust ABS 0.81%
Berkshire Hathaway Inc. Corporate 0.77%
PepsiCo, Inc. Corporate 0.75%
Citigroup Inc ABS 0.74%
Prologis, Inc. Corporate 0.74%
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ISSUERS
City of Cupertino | Account #10659 | As of November 30, 2025 Issuer Investment Type % Portfolio
Bank of America Corporation Corporate 0.74%
JPMorgan Chase & Co. Corporate 0.73%
The Progressive Corporation Corporate 0.73%
Realty Income Corporation Corporate 0.71%
American Express Credit Master Trust ABS 0.70%
Marsh & McLennan Companies, Inc. Corporate 0.70%
WF Card Issuance Trust ABS 0.67%
GM Financial Securitized Term ABS 0.57%
Honda Auto Receivables Owner Trust ABS 0.56%
Cargill, Incorporated Corporate 0.54%
Metropolitan Life Global Funding I Corporate 0.53%
BMW Vehicle Lease Trust ABS 0.51%
Mercedes-Benz Auto Lease Trust ABS 0.51%
National Rural Utilities Cooperative Corporate 0.50%
The Goldman Sachs Group, Inc. Corporate 0.50%
Northwestern Mutual Global Funding Corporate 0.50%
Mastercard Incorporated Corporate 0.47%
The Charles Schwab Corporation Corporate 0.46%
Toyota Auto Receivables Owner Trust ABS 0.43%
John Deere Owner Trust ABS 0.41%
Mercedes-Benz Auto Receivables Trust ABS 0.39%
Met Tower Global Funding Corporate 0.37%
BMW Vehicle Owner Trust ABS 0.34%
Hyundai Auto Lease Securitization Tr ABS 0.30%
Walmart Inc. Corporate 0.17%
WC MMF Sweep Money Mkt Fd 0.03%
TOTAL 100.00%
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HOLDINGS REPORT
City of Cupertino | Account #10659 | As of November 30, 2025 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
ABS
47800AAC4 JDOT 2022-B A3 3.74 02/16/2027 88,635.54 07/12/2022

3.77%
88,627.08
88,633.37

99.92 4.32%
88,560.56
147.33

0.04%
(72.82)
Aaa/NA
AAA

1.21 0.15
362585AC5 GMCAR 2022-2 A3 3.1
02/16/2027 6,975.89 04/05/20223.13%
6,974.44
6,975.56

99.95 4.41%
6,972.21

9.01 0.00%
(3.35)
Aaa/AAA
NA

1.21 0.04
44934FAD7 HALST 2024-B A3 5.41 05/17/2027 610,000.00 05/14/2024

5.41%
609,983.04
609,991.72
100.52

4.16%
613,159.19
1,466.71

0.30%
3,167.47
NA/AAA
AAA

1.46 0.39
47800BAC2 JDOT 2022-C A3 5.09 06/15/2027 255,548.59 10/12/2022

5.15%
255,528.76
255,542.13
100.28

4.02%
256,272.31
578.11

0.12%
730.18
Aaa/NA
AAA

1.54 0.25
89231FAD2 TAOT 2023-C A3 5.16 04/17/2028 883,838.90 11/21/2023

5.65%
880,248.31
881,898.28
100.58

4.08%
889,004.06
2,026.94

0.43%
7,105.78
NA/AAA
AAA

2.38 0.51
438123AC5 HAROT 2023-4 A3 5.67
06/21/2028 611,222.37 --5.64%
612,735.37
611,925.61
101.10

4.07%
617,916.48
962.68

0.30%
5,990.87
Aaa/NA
AAA

2.56 0.64
05594HAD5 BMWLT 2025-2 A3 3.97
09/25/2028 1,050,000.00 10/08/20254.32%
1,049,997.06
1,049,997.19
100.11

3.93%
1,051,185.45
694.75

0.51%
1,188.26
NA/AAA
AAA

2.82 1.60
58769FAC9 MBART 2023-2 A3 5.95
11/15/2028 790,592.92 11/29/20233.88%
807,331.25
798,920.10
101.34

3.80%
801,201.10
2,090.68

0.39%
2,281.00
NA/AAA
AAA

2.96 0.60
47800RAD5 JDOT 2024 A3 4.96 11/15/2028 500,000.00 03/25/2024

5.13%
499,765.63
499,850.58
100.81

4.00%
504,030.50
1,102.22

0.25%
4,179.92
Aaa/NA
AAA

2.96 0.79
05522RDH8 BACCT 2023-2 A 4.98 11/16/2026 850,000.00 01/24/2024

4.58%
858,798.83
853,004.29
101.04

3.91%
858,803.45
1,881.33

0.42%
5,799.16
Aaa/NA
AAA

0.96 0.92
437930AC4 HAROT 2024-2 A3 5.27
11/20/2028 535,000.00 05/14/20245.27%
534,935.00
534,957.10
100.92

4.09%
539,920.40
1,018.13

0.26%
4,963.29
NA/AAA
AAA

2.97 0.74
36268GAD7 GMCAR 2024-1 A3 4.85
12/18/2028 1,158,845.63 --4.97%
1,157,007.98
1,157,642.18
100.55

4.02%
1,165,213.48
2,341.83

0.57%
7,571.31
Aaa/NA
AAA

3.05 0.62
161571HV9 CHAIT 241 A 4.6 01/16/2029 1,690,000.00 01/24/2024

4.61%
1,689,742.61
1,689,837.78
100.85

3.85%
1,704,441.05
3,455.11

0.83%
14,603.27
NA/AAA
AAA

3.13 1.07
096919AD7 BMWOT 2024-A A3 5.18
02/26/2029 695,000.00 06/04/20245.18%
694,894.43
694,927.43
100.94

3.88%
701,519.80
600.02

0.34%
6,592.36
Aaa/AAA
NA

3.24 0.69
58770XAD5 MBALT 2025-B A3 3.88
04/16/2029 1,045,000.00 10/16/20254.57%
1,044,828.52
1,044,833.91
100.02

3.90%
1,045,248.71
1,802.04

0.51%
414.80
NA/AAA
AAA

3.38 1.57
05522RDJ4 BACCT 2024-1 A 4.93 05/15/2029 785,000.00 06/06/2024

4.93%
784,955.96
784,969.21
101.58

3.85%
797,382.59
1,720.02

0.39%
12,413.38
Aaa/AAA
NA

3.45 1.38
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Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
02582JKP4 AMXCA 2025-2 A 4.28 04/15/2030 1,420,000.00 05/06/2025

4.28%
1,419,974.30
1,419,977.19
101.11

3.82%
1,435,760.58
2,701.16

0.70%
15,783.39
NA/AAA
AAA

4.37 2.21
92970QAJ4 WFCIT 2025-1 A 4.34 05/15/2030 1,365,000.00 06/03/2025

4.33%
1,364,977.34
1,364,979.53
101.33

3.80%
1,383,169.52
2,632.93

0.67%
18,189.98
NA/AAA
AAA

4.45 2.29
17305EHA6 CCCIT 2025-A1 A1 4.3 06/21/2030 1,500,000.00 10/09/2025

3.90%
1,515,000.00
1,514,208.12
101.25

3.78%
1,518,808.50
27,770.83

0.74%
4,600.38
Aaa/AAA
NA

4.56 2.36
15,876,305.91 100.87 15,978,569.91 7.79% 3.20
Total ABS 15,840,659.85 4.67% 15,863,071.28 3.91% 55,001.84 115,498.64 1.29 AGENCY
3130B0TY5 FEDERAL HOME LOAN BANKS 4.75
04/09/2027 1,875,000.00 04/10/20244.85%
1,870,050.00
1,872,762.76
101.67

3.48%
1,906,241.25
12,864.58

0.93%
33,478.49
Aa1/AA+
AA+

1.36 1.30
3133ERDS7 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.75 05/06/2027 2,400,000.00 06/20/20244.55% 2,412,552.00
2,406,234.12
101.62

3.58%
2,438,786.40
7,916.67

1.19%
32,552.28
Aa1/AA+
AA+

1.43 1.37
3133EPC60 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.625 11/15/2027 2,800,000.00 11/09/20234.73% 2,789,612.00
2,794,923.32
102.04

3.54%
2,857,092.00
5,755.56

1.39%
62,168.68
Aa1/AA+
AA+

1.96 1.86
7,072,214.00 101.80 7,202,119.65 3.51% 1.62
Total Agency 7,075,000.00 4.70% 7,073,920.20 3.54% 26,536.81 128,199.45 1.54

AGENCY CMBS
3137BSP72 FHMS K-058 A2 2.653 08/25/2026 650,000.00 11/12/2021

1.36%
687,451.17
655,297.23

98.99 3.91%
643,416.80
1,437.04

0.31%
(11,880.43)
Aa1/AA+
AAA

0.73 0.67
3137FBBX3 FHMS K-068 A2 3.244 08/25/2027 1,000,000.00 09/28/2022

4.36%
950,664.06
982,985.68

99.02 3.75%
990,171.00
2,703.33

0.48%
7,185.32
Aaa/AA+
AA+

1.73 1.59
3137FKUP9 FHMS K-087 A2 3.771 12/25/2028 1,945,661.62 07/01/2024

4.86%
1,861,374.96
1,888,283.87

99.94 3.73%
1,944,451.42
6,114.24

0.95%
56,167.55
Aa1/AAA
AA+

3.07 2.73
3137FL6P4 FHMS K-089 A2 3.563 01/25/2029 1,288,000.00 07/03/2024

4.70%
1,228,178.44
1,246,815.58

99.22 3.78%
1,277,945.87
3,824.29

0.62%
31,130.29
Aa1/AA+
AA+

3.15 2.90
3137H5YC5 FHMS K-748 A2 2.26 01/25/2029 2,000,000.00 07/03/2024

4.74%
1,801,718.75
1,863,492.38

95.38 3.84%
1,907,664.00
3,766.67

0.93%
44,171.62
Aa1/AA+
AAA

3.15 2.90
3137FKZZ2 FHMS K-088 A2 3.69 01/25/2029 2,550,000.00 07/17/2024

4.50%
2,465,830.08
2,491,588.98

99.62 3.77%
2,540,325.30
7,841.25

1.24%
48,736.32
Aaa/AA+
AA+

3.15 2.86
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Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
3137FLN91 FHMS K-091 A2 3.505 03/25/2029 2,500,000.00 03/20/2025

4.25%
2,431,738.28
2,443,661.52

99.02 3.78%
2,475,455.00
7,302.08

1.21%
31,793.48
Aa1/AAA
AA+

3.31 2.98
3137FMCR1 FHMS K-093 A2 2.982 05/25/2029 1,974,261.08 09/19/2024

3.82%
1,904,699.22
1,922,627.97

97.43 3.79%
1,923,544.29
4,906.04

0.94%
916.32
Aa1/AA+
AAA

3.48 3.05
3137FNAE0 FHMS K-095 A2 2.785 06/25/2029 2,200,000.00 07/17/2024

4.47%
2,039,382.82
2,084,615.65

96.61 3.81%
2,125,373.80
5,105.83

1.04%
40,758.15
Aa1/AA+
AAA

3.57 3.23
3137FPHK4 FHMS K-098 A2 2.425 08/25/2029 1,600,000.00 09/03/2024

4.00%
1,488,375.00
1,516,499.51

95.18 3.83%
1,522,923.20
3,233.33

0.74%
6,423.69
Aa1/AA+
AAA

3.73 3.42
3137FPJG1 FHMS K-099 A2 2.595 09/25/2029 1,500,000.00 06/05/2025

4.21%
1,407,011.72
1,417,490.97

95.62 3.84%
1,434,286.50
3,243.75

0.70%
16,795.53
Aa1/AA+
AAA

3.82 3.48
3137FRUT6 FHMS K-106 A2 2.069 01/25/2030 2,000,000.00 06/06/2025

4.37%
1,810,078.13
1,829,811.75

93.11 3.88%
1,862,246.00
3,448.33

0.91%
32,434.25
Aa1/AA+
AAA

4.15 3.87
3137FTZQ3 FHMS K-110 A2 1.477 04/25/2030 1,500,000.00 09/03/2025

3.96%
1,348,652.34
1,356,283.31

90.63 3.88%
1,359,412.50
1,846.25

0.66%
3,129.19
Aa1/AA+
AAA

4.40 4.03
21,425,154.97 96.99 22,007,215.68 10.72% 3.34
Total Agency CMBS 22,707,922.70 4.28% 21,699,454.39 3.81% 54,772.44 307,761.29 3.03 CASH
CCYUSD Receivable 2,277,105.52 -- 2,277,105.52
2,277,105.52

1.00 2,277,105.52

0.00 1.11%

0.00 Aaa/AAA
AAA

0.00 0.00
2,277,105.52 1.00 2,277,105.52 1.11% 0.00
Total Cash 2,277,105.52 2,277,105.52 0.00 0.00 0.00

CORPORATE
91324PEC2 UNITEDHEALTH GROUP INC 1.15
05/15/2026 1,035,000.00 --1.37%
1,025,051.35
1,033,963.44

98.70 4.06%
1,021,507.74
529.00

0.50%
(12,455.70)
A2/A+
A

0.45 0.45
89236TJK2 TOYOTA MOTOR CREDIT CORP

1.125 06/18/2026 1,385,000.00 06/15/20211.13%
1,384,390.60
1,384,933.59

98.51 3.90%
1,364,367.66
7,054.84

0.66%
(20,565.93)
A1/A+
A+

0.55 0.53
57629WDE7 MASSMUTUAL GLOBAL FUNDING
II 1.2 07/16/2026 1,000,000.00 08/19/20211.15%
1,002,230.00
1,000,283.12

98.25 4.05%
982,549.00
4,500.00

0.48%
(17,734.12)
Aa3/AA+
AA+

0.62 0.61
58989V2D5 MET TOWER GLOBAL FUNDING

1.25 09/14/2026 770,000.00 09/07/20211.27%
769,291.60
769,888.66

97.91 3.98%
753,885.44
2,058.68

0.37%
(16,003.22)
Aa3/AAAA0.79

0.77 26
272
CC 01-21-2026
272 of 2833

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
931142ER0 WALMART INC 1.05 09/17/2026 350,000.00 09/08/2021

1.09%
349,338.50
349,894.94

97.94 3.71%
342,777.05
755.42

0.17%
(7,117.89)
Aa2/AA
AA

0.80 0.78
59217GER6 METROPOLITAN LIFE GLOBAL
FUNDING I 1.875 01/11/2027 1,115,000.00 01/03/20221.90% 1,113,728.90
1,114,717.38

97.75 3.97%
1,089,890.20
8,130.21

0.53%
(24,827.18)
Aa3/AAAA1.11

1.08 808513BY0 CHARLES SCHWAB CORP 2.45
03/03/2027 960,000.00 03/01/20222.46%
959,729.90
959,928.62

98.16 3.97%
942,299.52
5,749.33

0.46%
(17,629.10)
A2/AA1.25

1.21 084664CZ2 BERKSHIRE HATHAWAY FINANCE
CORP 2.3 03/15/2027 1,615,000.00 03/07/20222.30%
1,614,693.15
1,614,921.19

98.30 3.66%
1,587,473.94
7,841.72

0.77%
(27,447.25)
Aa2/AA
A+

1.29 1.25
14913UAL4 CATERPILLAR FINANCIAL SERVICES
CORP 5.0 05/14/2027 1,000,000.00 05/10/20245.04%
998,930.00
999,482.61
101.66

3.81%
1,016,595.00
2,361.11

0.50%
17,112.39
A2/A
A+

1.45 1.39
24422EXZ7 JOHN DEERE CAPITAL CORP 4.65
01/07/2028 1,430,000.00 01/06/20254.66%
1,429,571.00
1,429,698.95
101.72

3.79%
1,454,543.09
26,598.00

0.71%
24,844.14
A1/A
A+

2.10 1.95
57636QAW4 MASTERCARD INC 4.875
03/09/2028 945,000.00 03/06/20234.90%
944,083.35
944,584.07
102.43

3.75%
967,970.12
10,493.44

0.47%
23,386.04
Aa3/A+
NA

2.27 2.04
61690U8E3 MORGAN STANLEY BANK NA

4.968 07/14/2028 1,950,000.00 07/17/20244.97%
1,950,000.00
1,950,000.00
101.41

4.41%
1,977,430.65
36,866.70

0.96%
27,430.65
Aa3/A+
AA2.621.52
69371RU20 PACCAR FINANCIAL CORP 4.0
11/07/2028 1,865,000.00 11/05/20254.02%
1,863,955.60
1,863,978.47
100.52

3.81%
1,874,660.70
4,973.33

0.91%
10,682.23
A1/A+
NA

2.94 2.74
74340XBL4 PROLOGIS LP 4.375 02/01/2029 1,500,000.00 07/18/2024

4.68%
1,481,235.00
1,486,893.93
101.01

4.03%
1,515,121.50
21,875.00

0.74%
28,227.57
A2/A
NA

3.17 2.68
78016HZV5 ROYAL BANK OF CANADA 4.95
02/01/2029 2,000,000.00 10/31/20244.69%
2,019,920.00
2,014,853.42
102.91

3.96%
2,058,218.00
33,000.00

1.00%
43,364.58
A1/A
AA3.172.87
743315AV5 PROGRESSIVE CORP 4.0
03/01/2029 1,500,000.00 07/16/20244.72%
1,455,495.00
1,468,730.49
100.30

3.90%
1,504,533.00
15,000.00

0.73%
35,802.51
A2/A
A

3.25 2.78
64952WFG3 NEW YORK LIFE GLOBAL FUNDING

5.0 06/06/2029 1,000,000.00 07/01/20245.12%
994,880.00
996,350.58
102.97

4.08%
1,029,691.00
24,305.56

0.50%
33,340.42
Aa1/AA+
AAA

3.51 3.13
437076BY7 HOME DEPOT INC 2.95
06/15/2029 1,663,000.00 09/17/20243.93%
1,593,203.89
1,610,904.93

96.86 3.91%
1,610,763.51
22,621.42

0.78%
(141.42)
A2/A
A

3.54 3.27
437076DC3 HOME DEPOT INC 4.75
06/25/2029 1,000,000.00 07/01/20244.93%
992,260.00
994,459.88
102.58

3.97%
1,025,838.00
20,583.33

0.50%
31,378.12
A2/A
A

3.57 3.13
756109CB8 REALTY INCOME CORP 4.0
07/15/2029 1,463,000.00 08/08/2024

4.69%
1,419,212.41
1,430,858.30

99.77 4.07%
1,459,567.80
22,107.56

0.71%
28,709.50
A3/ANA

3.62 3.29
713448FX1 PEPSICO INC 4.5 07/17/2029 1,500,000.00 07/15/2024

4.53%
1,497,675.00
1,498,314.18
102.26

3.82%
1,533,967.50
25,125.00

0.75%
35,653.32
A1/A+
NA

3.63 3.20
27 273
CC 01-21-2026
273 of 2833

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
46647PAV8 JPMORGAN CHASE & CO 4.203
07/23/2029 1,500,000.00 09/17/20244.27%
1,496,610.00
1,497,669.98
100.31

4.40%
1,504,714.50
22,416.00

0.73%
7,044.52
A1/A
AA3.642.44
06051GHM4 BANK OF AMERICA CORP 4.271
07/23/2029 1,500,000.00 09/17/20244.29%
1,498,710.00
1,499,113.35
100.63

4.37%
1,509,397.50
22,778.67

0.74%
10,284.15
A1/AAA3.64

2.44 30303M8S4 META PLATFORMS INC 4.3
08/15/2029 912,000.00 08/12/20244.33%
910,584.09
910,950.86
101.50

3.86%
925,682.74
11,546.93

0.45%
14,731.87
Aa3/AANA3.71

3.29 171239AL0 CHUBB INA HOLDINGS LLC 4.65
08/15/2029 1,750,000.00 --4.44%
1,765,746.34
1,761,878.37
102.27

3.98%
1,789,658.50
23,960.42

0.87%
27,780.13
A2/A
A

3.71 3.27
91324PDS8 UNITEDHEALTH GROUP INC 2.875
08/15/2029 2,000,000.00 09/17/20243.94%
1,906,080.00
1,929,088.30

96.13 4.01%
1,922,518.00
16,930.56

0.94%
(6,570.30)
A2/A+
A

3.71 3.44
02665WFQ9 AMERICAN HONDA FINANCE
CORP 4.4 09/05/2029 1,750,000.00 10/02/20244.29%
1,758,102.50
1,756,191.79
100.94

4.13%
1,766,453.50
18,394.44

0.86%
10,261.71
A3/ANA3.76

3.40 40139LBJ1 GUARDIAN LIFE GLOBAL FUNDING

4.179 09/26/2029 1,205,000.00 09/23/20244.18%
1,205,000.00
1,205,000.00
100.08

4.15%
1,205,994.13
9,092.23

0.59%
994.13
Aa1/AA+
NA

3.82 3.47
61748UAK8 MORGAN STANLEY 4.133
10/18/2029 1,470,000.00 10/17/20254.25%
1,470,184.60
1,470,177.84

99.99 4.34%
1,469,842.71
6,581.80

0.72%
(335.13)
A1/AA+3.88

2.68 38141GD27 GOLDMAN SACHS GROUP INC

4.153 10/21/2029 1,025,000.00 10/14/20254.37%
1,025,000.00
1,025,000.00
100.07

4.33%
1,025,739.03
4,729.81

0.50%
739.03
A2/BBB+
A

3.89 2.69
14913UAU4 CATERPILLAR FINANCIAL SERVICES
CORP 4.7 11/15/2029 1,200,000.00 11/14/20244.74%
1,198,092.00
1,198,490.11
102.81

3.93%
1,233,673.20
2,506.67

0.60%
35,183.09
A2/A
A+

3.96 3.58
64952WFK4 NEW YORK LIFE GLOBAL FUNDING

4.6 12/05/2029 1,365,000.00 12/02/2024

4.61%
1,364,221.95
1,364,375.77
101.83

4.10%
1,389,950.84
30,697.33

0.68%
25,575.06
Aa1/AA+
AAA

4.01 3.56
89236TNA9 TOYOTA MOTOR CREDIT CORP

4.95 01/09/2030 1,445,000.00 01/06/20255.00%
1,441,907.70
1,442,459.78
103.24

4.08%
1,491,857.02
28,213.63

0.73%
49,397.24
A1/A+
A+

4.11 3.63
63743HFX5

NATIONAL RURAL UTILITIES
COOPERATIVE FINANCE CORP 4.95
02/07/2030
1,000,000.00
02/05/2025

4.88%
1,002,873.61
1,002,398.14
103.31

4.08%
1,033,070.00
15,675.00

0.50%
30,671.86
A2/NA
A

4.19 3.64
571748CA8 MARSH & MCLENNAN
COMPANIES INC 4.65 03/15/2030 1,400,000.00 03/11/20254.69% 1,397,340.00
1,397,717.71
101.97

4.14%
1,427,610.80
13,743.33

0.70%
29,893.09
A3/AA4.29

3.76 57629TBX4 MASSMUTUAL GLOBAL FUNDING
II 4.55 05/07/2030 1,000,000.00 05/01/20254.58%
998,670.00
998,821.50
101.10

4.28%
1,010,950.00
3,033.33

0.49%
12,128.50
Aa3/AA+
AA+

4.43 3.97
66815L2W8 NORTHWESTERNMUTUAL
GLOBAL FUNDING 4.6 06/03/2030 1,000,000.00 06/12/2025

4.51%
1,004,040.00
1,003,659.58
101.83

4.15%
1,018,284.00
22,744.44

0.50%
14,624.42
Aa1/AA+
AAA

4.51 3.95
28 274
CC 01-21-2026
274 of 2833

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
828807DK0 SIMON PROPERTYGROUP LP 2.65
07/15/2030 2,000,000.00 08/19/20254.32%
1,853,380.00
1,861,816.79

93.79 4.14%
1,875,880.00
20,022.22

0.91%
14,063.21
A3/A
NA

4.62 4.24
40139LBN2 GUARDIAN LIFE GLOBAL FUNDING

4.327 10/06/2030 1,500,000.00 09/30/20254.33%
1,500,000.00
1,500,000.00
100.63

4.18%
1,509,513.00
9,916.04

0.74%
9,513.00
Aa1/AA+
NA

4.85 4.31
24422EYF0 JOHN DEERE CAPITAL CORP 4.375
10/15/2030 1,000,000.00 11/04/20254.22%
1,006,920.00
1,006,820.32
101.35

4.07%
1,013,465.00
5,590.28

0.49%
6,644.68
A1/A
A+

4.87 4.33
141781CF9 CARGILL INC 4.125 10/23/2030 1,100,000.00 10/20/2025

4.14%
1,099,171.70
1,099,189.39

99.85 4.16%
1,098,375.30
4,789.58

0.54%
(814.09)
A2/A
NA

4.90 4.37
30303MAB8 META PLATFORMS INC 4.2
11/15/2030 1,500,000.00 11/13/2025

4.16%
1,502,895.00
1,502,872.40
100.70

4.04%
1,510,426.50
4,900.00

0.74%
7,554.10
Aa3/AANA4.96

4.36 Total Corporate 55,668,000.00 4.08%
55,264,404.74
55,351,332.72
100.37

4.05%
55,846,706.66
600,792.36

27.21%
495,373.93

3.29 2.84

MONEY MARKET
FUND
992995944 WC MMF SWEEP 52,688.54 --

1.95%
52,688.54
52,688.54

1.00 1.95%
52,688.54

0.00 0.03%

0.00 NA/NA
NA

0.00 0.00
VP4520004 WF ADV 100% TREAS MM FD-SVC
CL #008 2,118,392.28 --0.01%
2,118,392.28
2,118,392.28

1.00 3.48%
2,118,392.28

0.00 1.03%

0.00 Aaa/AAAm
NA

0.00 0.00
Total Money Market
Fund 2,171,080.82 0.06%
2,171,080.82
2,171,080.82

1.00 3.44%
2,171,080.82

0.00 1.06%

0.00 0.00

0.00 MUNICIPAL BONDS
13063EGT7 CALIFORNIA STATE 4.5 08/01/2029 1,740,000.00 10/30/2024

4.38%
1,749,169.80
1,747,097.32
102.67

3.71%
1,786,491.06
26,100.00

0.87%
39,393.74
Aa2/AAAA3.67

3.32 Total Municipal
Bonds 1,740,000.00 4.38%
1,749,169.80
1,747,097.32
102.67

3.71%
1,786,491.06
26,100.00

0.87%
39,393.74

3.67 3.32

SUPRANATIONAL
4581X0DV7 INTER-AMERICAN DEVELOPMENT
BANK 0.875 04/20/2026 2,460,000.00 04/13/20210.97%
2,448,733.20
2,459,136.17

98.85 3.89%
2,431,744.44
2,451.46

1.18%
(27,391.73)
Aaa/AAA
NA

0.39 0.38
29 275
CC 01-21-2026
275 of 2833

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
459058LN1

INTERNATIONAL BANK FOR

RECONSTRUCTION AND
DEVELOPM 3.875 10/16/2029
1,750,000.00 12/12/2024

4.25%
1,721,510.00
1,727,198.33
100.97

3.60%
1,766,985.50
8,470.00

0.86%
39,787.17
Aaa/AAA
NA

3.88 3.56
459058LR2

INTERNATIONAL BANK FOR

RECONSTRUCTION AND
DEVELOPM 4.125 03/20/2030
1,700,000.00 03/14/2025

4.20%
1,694,220.00
1,695,030.34
101.97

3.62%
1,733,535.90
13,830.21

0.84%
38,505.56
Aaa/AAA
NA

4.30 3.89
Total Supranational 5,910,000.00 2.89%
5,864,463.20
5,881,364.84
100.39

3.73%
5,932,265.84
24,751.67

2.89%
50,901.00

2.57 2.35

US TREASURY
91282CBH3 UNITED STATES TREASURY 0.375
01/31/2026 2,500,000.00 05/27/20210.75%
2,456,445.31
2,498,445.39

99.40 3.99%
2,485,110.00
3,133.49

1.21%
(13,335.39)
Aa1/AA+
AA+

0.17 0.16
91282CBW0 UNITED STATES TREASURY 0.75
04/30/2026 2,500,000.00 05/27/20210.80%
2,493,652.34
2,499,470.44

98.75 3.81%
2,468,730.00
1,605.66

1.20%
(30,740.44)
Aa1/AA+
AA+

0.41 0.41
91282CCZ2 UNITED STATES TREASURY 0.875
09/30/2026 1,400,000.00 10/18/20211.19%
1,379,054.68
1,396,487.86

97.72 3.69%
1,368,087.00
2,086.54

0.67%
(28,400.86)
Aa1/AA+
AA+

0.83 0.81
91282CDG3 UNITED STATES TREASURY 1.125
10/31/2026 1,400,000.00 11/15/20211.25%
1,391,468.75
1,398,424.85

97.73 3.67%
1,368,248.00
1,348.76

0.67%
(30,176.85)
Aa1/AA+
AA+

0.92 0.90
91282CJP7 UNITED STATES TREASURY 4.375
12/15/2026 2,500,000.00 12/28/20234.01%
2,525,097.66
2,508,791.14
100.76

3.62%
2,519,045.00
50,503.76

1.23%
10,253.86
Aa1/AA+
AA+

1.04 0.99
91282CKJ9 UNITED STATES TREASURY 4.5
04/15/2027 2,300,000.00 04/17/20244.77%
2,283,109.38
2,292,266.20
101.22

3.58%
2,328,122.10
13,364.01

1.13%
35,855.90
Aa1/AA+
AA+

1.37 1.31
91282CKR1 UNITED STATES TREASURY 4.5
05/15/2027 3,200,000.00 05/08/20244.65%
3,186,500.00
3,193,465.75
101.32

3.56%
3,242,374.40
6,364.64

1.58%
48,908.65
Aa1/AA+
AA+

1.45 1.40
91282CEW7 UNITED STATES TREASURY 3.25
06/30/2027 3,250,000.00 --

3.18%
3,260,312.50
3,253,170.07

99.56 3.54%
3,235,654.50
44,201.77

1.58%
(17,515.57)
Aa1/AA+
AA+

1.58 1.51
91282CFB2 UNITED STATES TREASURY 2.75
07/31/2027 400,000.00 08/22/20223.12%
393,218.75
397,717.02

98.73 3.54%
394,906.40
3,676.63

0.19%
(2,810.62)
Aa1/AA+
AA+

1.67 1.60
91282CFH9 UNITED STATES TREASURY 3.125
08/31/2027 4,500,000.00 --3.28%
4,468,902.34
4,489,076.73

99.32 3.53%
4,469,238.00
35,738.95

2.18%
(19,838.73)
Aa1/AA+
AA+

1.75 1.67
91282CFM8 UNITED STATES TREASURY 4.125
09/30/2027 3,450,000.00 --4.31%
3,421,152.34
3,439,274.85
101.06

3.52%
3,486,656.25
24,240.04

1.70%
47,381.40
Aa1/AA+
AA+

1.83 1.74
91282CFZ9 UNITED STATES TREASURY 3.875
11/30/2027 850,000.00 12/05/20223.81%
852,656.25
851,063.96
100.70

3.51%
855,976.35

90.49 0.42%
4,912.39
Aa1/AA+
AA+

2.00 1.91
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Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
91282CGC9 UNITED STATES TREASURY 3.875
12/31/2027 2,750,000.00 --3.67%
2,775,107.42
2,760,612.74
100.75

3.50%
2,770,732.25
44,594.09

1.35%
10,119.51
Aa1/AA+
AA+

2.08 1.95
91282CGH8 UNITED STATES TREASURY 3.5
01/31/2028 3,000,000.00 02/07/20233.81%
2,957,929.69
2,981,695.48
100.00

3.50%
3,000,000.00
35,095.11

1.46%
18,304.52
Aa1/AA+
AA+

2.17 2.05
91282CGP0 UNITED STATES TREASURY 4.0
02/29/2028 3,700,000.00 --4.01%
3,699,113.28
3,699,661.56
101.08

3.49%
3,739,889.70
37,613.26

1.82%
40,228.14
Aa1/AA+
AA+

2.25 2.11
91282CNY3 UNITED STATES TREASURY 3.375
09/15/2028 5,000,000.00 10/28/2025

3.50%
4,982,812.50
4,983,351.65

99.69 3.49%
4,984,375.00
35,894.34

2.43%
1,023.35
Aa1/AA+
AA+

2.79 2.62
91282CKG5 UNITED STATES TREASURY 4.125
03/31/2029 2,300,000.00 04/17/20244.62%
2,249,867.19
2,266,282.36
101.87

3.52%
2,343,035.30
16,160.03

1.14%
76,752.94
Aa1/AA+
AA+

3.33 3.07
91282CKX8 UNITED STATES TREASURY 4.25
06/30/2029 2,000,000.00 07/01/20244.41%
1,985,546.88
1,989,643.52
102.39

3.53%
2,047,734.00
35,570.65

1.00%
58,090.48
Aa1/AA+
AA+

3.58 3.25
91282CLK5 UNITED STATES TREASURY 3.625
08/31/2029 3,500,000.00 09/11/20243.45%
3,527,480.47
3,520,750.56
100.26

3.55%
3,509,023.00
32,244.48

1.71%
(11,727.56)
Aa1/AA+
AA+

3.75 3.44
91282CLN9 UNITED STATES TREASURY 3.5
09/30/2029 5,000,000.00 --3.83%
4,925,039.06
4,942,173.26

99.82 3.55%
4,990,820.00
29,807.69

2.43%
48,646.74
Aa1/AA+
AA+

3.83 3.53
91282CLR0 UNITED STATES TREASURY 4.125
10/31/2029 3,000,000.00 10/31/20244.17%
2,993,789.06
2,995,133.35
102.06

3.56%
3,061,758.00
10,597.38

1.49%
66,624.65
Aa1/AA+
AA+

3.92 3.58
91282CMD0 UNITED STATES TREASURY 4.375
12/31/2029 4,400,000.00 --4.53%
4,369,171.88
4,374,614.33
103.05

3.56%
4,534,235.20
80,557.07

2.21%
159,620.87
Aa1/AA+
AA+

4.08 3.66
91282CMG3 UNITED STATES TREASURY 4.25
01/31/2030 4,000,000.00 02/07/20254.34%
3,983,906.25
3,986,511.74
102.61

3.57%
4,104,532.00
56,820.65

2.00%
118,020.26
Aa1/AA+
AA+

4.17 3.75
91282CGQ8 UNITED STATES TREASURY 4.0
02/28/2030 4,500,000.00 --4.01%
4,496,958.99
4,497,353.68
101.67

3.57%
4,575,060.00
45,745.86

2.23%
77,706.32
Aa1/AA+
AA+

4.25 3.84
91282CNK3 UNITED STATES TREASURY 3.875
06/30/2030 5,000,000.00 --3.78%
5,020,507.81
5,020,626.00
101.21

3.59%
5,060,350.00
81,080.16

2.47%
39,724.00
Aa1/AA+
AA+

4.58 4.10
91282CHR5 UNITED STATES TREASURY 4.0
07/31/2030 5,000,000.00 10/23/20253.59%
5,089,062.50
5,087,118.57
101.73

3.59%
5,086,330.00
66,847.83

2.48%
(788.57)
Aa1/AA+
AA+

4.67 4.18
91282CNX5 UNITED STATES TREASURY 3.625
08/31/2030 5,000,000.00 --3.66%
4,991,425.79
4,991,883.78
100.10

3.60%
5,005,080.00
46,063.54

2.44%
13,196.22
Aa1/AA+
AA+

4.75 4.29
91282CPA3 UNITED STATES TREASURY 3.625
09/30/2030 5,000,000.00 --3.59%
5,008,789.06
5,008,596.25
100.09

3.60%
5,004,690.00
30,872.25

2.44%
(3,906.25)
Aa1/AA+
AA+

4.83 4.37
Total US Treasury 91,400,000.00 3.65%
91,168,078.13
91,323,663.07
100.71

3.58%
92,039,792.45
871,919.10

44.84%
716,129.38

3.04 2.79
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Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
Total Portfolio 204,789,768.89 3.90%
202,867,977.09
203,388,090.17

98.12 3.76%
205,241,347.59
1,659,874.23
100.00%
1,853,257.42

3.03 2.60
Total Market Value +
Accrued 206,901,221.81
32 278
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TRANSACTIONS
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TRANSACTION LEDGER
City of Cupertino | Account #10659|11/01/2025 Through 11/30/2025| Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/DispYield Amount Interest Pur/Sold Total Amount Gain/Loss

ACQUISITIONS
Purchase 11/05/2025 24422EYF0 1,000,000.00

JOHN DEERE
CAPITAL CORP 4.375
10/15/2030
100.692 4.22% (1,006,920.00) (2,430.56) (1,009,350.56) 0.00 Purchase 11/07/2025 69371RU20 1,865,000.00 PACCAR FINANCIAL CORP 4.0 11/07/2028 99.944 4.02% (1,863,955.60) 0.00 (1,863,955.60) 0.00 Purchase 11/17/2025 30303MAB8 1,500,000.00 META PLATFORMS INC

4.2 11/15/2030 100.193 4.16% (1,502,895.00) (2,450.00) (1,505,345.00) 0.00 Total Purchase 4,365,000.00 (4,373,770.60) (4,880.56) (4,378,651.16) 0.00 TOTAL
ACQUISITIONS 4,365,000.00 (4,373,770.60) (4,880.56) (4,378,651.16) 0.00

DISPOSITIONS
Maturity 11/30/2025 91282CAZ4 (2,250,000.00)

UNITED STATES
TREASURY 0.375
11/30/2025
100.000 0.76% 2,250,000.00 0.00 2,250,000.00 0.00
Total Maturity (2,250,000.00) 2,250,000.00 0.00 2,250,000.00 0.00 Sale 11/14/2025 023135BX3 (1,875,000.00) AMAZON.COM INC 1.0 05/12/2026 98.563 1.09% 1,848,056.25 104.17 1,848,160.42 (26,149.72) Total Sale (1,875,000.00) 1,848,056.25 104.17 1,848,160.42 (26,149.72) TOTAL
DISPOSITIONS (4,125,000.00) 4,098,056.25 104.17 4,098,160.42 (26,149.72) 34 280
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IMPORTANT DISCLOSURES
City of Cupertino | As of November 30, 2025
2025 Chandler Asset Management, Inc, An Independent Registered Investment Adviser.

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

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

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

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

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

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

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

Security level ratings for U.S. Agency issued mortgage-backed securities (“MBS”) reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest. 35 281
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BENCHMARK DISCLOSURES
City of Cupertino | Account #10659 | As of November 30, 2025 Benchmark Disclosure
ICE BofA 1-5 Yr US Treasury & Agency
Index
The ICE BofA 1-5 Year US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody’s, S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies. 36 282
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CITY OF CUPERTINO
Agenda Item
26-14725 Agenda Date: 1/21/2026
Agenda #: 12.

Subject: Approve an amendment with Advanced Systems Group, LLC., for Modernization of Broadcast TV and Community Hall Integration for $125,000 for a not-to-exceed amount of $1,335,000.

Authorize the City Manager to execute the amendment with Advanced Systems Group, LLC., for Modernization of Broadcast TV and Community Hall Integration, within the total not-to-exceed amount of $1,335,000.

CITY OF CUPERTINO Page 1 of 1 Printed on 1/15/2026
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1 CITY COUNCIL STAFF REPORT
Meeting: January 21, 2026
Subject
Approve an amendment with Advanced Systems Group, LLC., for Modernization of Broadcast TV and Community Hall Integration for $125,000 for a not-to-exceed amount of $1,335,000.

Recommended Actions
Authorize the City Manager to execute the amendment with Advanced Systems Group, LLC., for Modernization of Broadcast TV and Community Hall Integration, within the total not-to-exceed amount of $1,335,000 (Attachment A).

Background
The City of Cupertino undertook a scheduled technology refresh of the audiovisual (AV) systems in the Community Hall and control room. The prior major AV upgrade had been completed a decade earlier, while the lighting systems had not been updated in more than 20 years. Approval of the agreement with Advanced Systems Group, LLC enabled the City to proceed with this critical modernization effort.

The project modernized the City’s infrastructure with advanced video systems technology, improving video quality, operational efficiency, and system scalability. Outdated and unsupported legacy equipment was replaced, establishing a more reliable and sustainable platform for City operations. In addition, the control room was centralized within the Community Hall, allowing for improved system integration and more efficient audiovisual operations.

As part of the Project, staff is requesting Council’s approval to amend the existing agreement to add $125,000 and additional scope of work, to ensure the reliability, quality, and efficiency of the City’s live broadcast operations. During the design phase of the Control Room Modernization Project, an overwhelming number of end-of-life (EOL) replacement items were identified from the old control room infrastructure. Due to the significant equipment and labor costs exceeding the original agreement budget, these items were deferred and 284
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2 categorized as Phase II upgrades.

The proposed scope covers replacements of the Ross XPression live broadcast graphics system and KiPro Ultra digital recorders — are essential to complete integration of the new control room. These systems will modernize live broadcast graphics, automate playback, and improve recording performance to current 12G-SDI standards, greatly enhancing production quality and operational efficiency.

Without the additional scope to replace the end-of-life equipment, the City’s broadcast operations remain at risk of downtime due to unsupported legacy equipment. Approving this request will ensure system reliability, continuity of City meeting broadcasts, and professional grade viewing experience for the community.

This project is funded by Public, Educational, and Governmental (“PEG”) funds which are financial resources derived from fees paid by cable television providers to local governments as required by State law and Municipal Code section 6.28. These funds are typically passed on to cable subscribers and are used exclusively to support PEG access channels, which broadcast communityfocused content.

These funds are vital for fostering community engagement, supporting local content creation, and ensuring transparency in public communication.

Cupertino receives approximately $100,000 in PEG funds annually, with around $20,000 allocated each year for regular maintenance. Currently, the City has a PEG fund balance exceeding $400,000.

Reasons for Recommendation
On July 12, 2024, the Information & Technology Department (“I&T”) issued a Request for Proposals (RFP) via the City’s Bid Opportunity website for the design and implementation of a new TV broadcast system for City Council meetings and public information, along with upgrades to the Community Hall audio-visual system and lighting. The RFP resulted in three proposals, all of which were evaluated using the criteria established in the RFP.

Advanced Systems Group, LLC (ASG) was identified as the highest-ranked proposer based on strong scoring across all evaluation categories and demonstrated expertise aligned with the City’s technical requirements and operational priorities.

ASG subsequently designed and implemented the City’s new control room and supporting AV systems and therefore has direct, in-depth knowledge of the system 285
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3 architecture, configuration, and integration within the City’s dynamic operational environment.

Because ASG built and configured the current control room and AV systems, they are uniquely positioned to perform follow-on work efficiently and effectively.

Engaging a different firm to implement or modify these systems would require that firm to first become familiar with Cupertino’s custom configuration, workflows, and integrations. This ramp-up would result in additional costs, extended timelines, and increased project risk without providing corresponding value to the City.

For these reasons, continuing work with ASG leverages existing institutional knowledge, minimizes disruption, reduces implementation risk, and represents the most cost-effective and timely approach for the City.

Sustainability Impact
No impact.

City Work Program (CWP) Item/Description
None
Council Goal
Public Engagement and Transparency
Fiscal Impact
The proposed amendment is funded by restricted PEG funds within the General Fund and will not impact unassigned fund balance. As of January 1, 2026, PEG funds had a beginning balance of $402,000.

California Environmental Quality Act
Not applicable.

Prepared by: Tommy Yu, CGCIO, Infrastructure Manager
Reviewed by: Teri Gerhardt, CGCIO, Chief Technology Officer Floy Andrews, Interim City Attorney
Approved by: Tina Kapoor, City Manager
Attachments:

A – Draft Amendment
B – First Amendment
C - Base Agreement
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SECOND AMENDMENT TO AGREEMENT 25-030

BETWEEN THE CITY OF CUPERTINO AND
ADVANCED SYSTEMS GROUP, LLC., FOR

DESIGN & IMPLEMENTATION FOR

MODERNIZATION OF BROADCAST TV &

COMMUNITY HALL INTEGRATION
This Second Amendment to Agreement 25-030 is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and Advanced Systems group, LLC., a corporation (“Contractor”) whose address is 1226 Powell Street, Emeryville, CA 94608, and is made with reference to the following:

RECITALS:

A. On March 5, 2025, Agreement 25-030 (“Agreement”) was entered into by and between City and Contractor for Design & Implementation for Modernization of Broadcast TV & Community Hall Integration.

B. On November 6, 2025, First Amendment to Agreement 25-030 (“Agreement”) was entered into by and between City and Contractor for Design & Implementation for Modernization of Broadcast TV & Community Hall Integration.

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

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

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

COMPENSATION

1. Paragraph 3.1 of the Agreement is modified to read as follows:

This Agreement begins on the Effective Date and ends on October 30, 2026 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by October 30, 2026. The City’s appropriate department head or the City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City’s purchasing policy.

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

ATTACHMENT A
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4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $1,335,000 (“Contract Price”). The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City.

4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty (30) days of completion of Services, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement.

2. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect.

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

CITY OF CUPERTINO ADVANCED SYSTEMS GROUP, LLC.

By By
Title Title
Date Date

APPROVED AS TO FORM

Senior Assistant City Attorney
ATTEST:

Acting City Clerk
Date

EXPENDITURE DISTRIBUTION

ITEM AMOUNT
Base Agreement $1,100,000
First Amendment $ 110,000
Second Amendment $ 125,000
Total $1,335,000
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Exh. D-Insurance Requirements for Professional Consultant Contracts 1 Version: May 2025
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 toCity.

INSURANCE POLICIES AND MINIMUMS REQUIRED

1. Commercial General Liability (CGL) with coverage at least as broad as Insurance Services Office (ISO) Form CG 00 01, with limits no less than $2,000,000 per occurrence and $2,000,000 general aggregate. The policy shall include a per project or per location general aggregate endorsement as broad as CG 25 03 or CG 24 04. If a per project/location endorsement is not available, the limit of the general aggregate shall be doubled.
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 allow and be endorsed "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as the most recent edition of ISO Form CG 20 01. c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess liability insurance, provided each policy follows form of the underlying policy and 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. The City’s own insurance or self-insurance shall not be called upon.

2. Automobile Liability: Coverage shall be provided using ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 each accident for bodily injury and property damage.

Not required. Consultant shall be fully remote and not use automobiles to provide the service.

In the event Consultant uses an automobile or automobiles in the operation of its business to provide services under this Agreement, the Consultant shall, prior to such use, provide the City with evidence of Business Automobile Liability insurance coverage in the amount required under this Section 2 for owned, non-owned and hired autos (any auto-Symbol 1), or if Consultant does not own autos (hired autos-Symbol 8 and non-owned autos-Symbol 9). Evidence shall be provided with a Certificate of Insurance, along with an additional insured endorsement in favor of the City, primary and noncontributory coverage and endorsement, and waiver of subrogation coverage and endorsement under the policy prior to the use of any automobile.

Ξ Consultant has provided written confirmation that it does not own any autos. Consultant shall provide coverage for hired autos-Symbol 8 and non-owned autos-Symbol 9. Primary and Non-Contributory coverage and Waiver of Subrogation coverage is waived under the Automobile Liability hired and non-owned only coverage. In the event Consultant uses an owned automobile or automobiles in the operation of its business to provide services under this Agreement, the Consultant shall, prior to such use, provide the City with evidence of Business Automobile Liability insurance coverage in the amount required under this Section 2 for owned, non-owned and hired autos (any auto-Symbol 1).

EXHIBIT D1
Insurance Requirements
Professional Consultant Contracts
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Exh. D-Insurance Requirements for Professional Consultant Contracts 2 Version: May 2025
In lieu of Business Automobile Liability, Consultant shall maintain throughout the term of this Agreement and provide the City with evidence (including the policy Declarations Page) of personal automobile insurance coverage in accordance with the laws of the State of California. As available under the policy, evidence shall be provided with the Certificate of Insurance, along with an additional insured endorsement in favor of the City, primary and non-contributory coverage and endorsement, and waiver of subrogation coverage and endorsement. City approval of coverage is required prior to commencement of services.

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 each accident/ disease.

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

4. Professional Liability for professional acts, errors and omissions, if applicable and as appropriate to Consultant’s profession, with limits no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. If written on a claims-made basis 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 theServices.

OTHER INSURANCE PROVISIONS
The aforementioned insurance policies shall contain, be endorsed and have all the following conditions and provisions:

Additional Insured Status
The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteers (“Additional Insureds”) are to be covered and endorsed 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 if not available, through the addition of both CG 20 10 and CG 20 37 forms, if later editions are used).

Primary and Non-Contributory Coverage
Except Workers Compensation, coverage afforded to City/Additional Insureds shall allow and be endorsed 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. If a carrier will not provide the required notice of cancellation or policy modification, the Consultant shall provide written notice to the City of a cancellation or policy modification no later than 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 General Liability, Automobile Liability and Workers’ Compensation policies shall allow and be endorsed with a waiver of subrogation in favor of City, its employees, agents and volunteers. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 291
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Exh. D-Insurance Requirements for Professional Consultant Contracts 3 Version: May 2025
Deductibles and Self-Insured Retentions
Any deductible or self-insured retention must be declared to and approved by the City (Insert on the Certificate of Insurance, if zero, insert “$0”). 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
Insurance shall be placed with insurers admitted in the State of California and with an AM Best rating of AVII or higher.

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

Subconsultants
Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including indemnification, defense, and 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. 292
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SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

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

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

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

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

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

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

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $
$
$
$ PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOS ONLY AUTOS

NON-OWNED

OWNED SCHEDULED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

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

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

OTH- STATUTEPER
(MM/DD/YYYY) LIMITS POLICY EXP (MM/DD/YYYY)

POLICY EFF LTR TYPE OF INSURANCE POLICY NUMBER INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB EACH OCCURRENCE $
AGGREGATE $
$
OCCUR

CLAIMS-MADE
DED RETENTION $
PRODUCTS - COMP/OP AGG $
GENERAL AGGREGATE $
PERSONAL & ADV INJURY $
MED EXP (Any one person) $
EACH OCCURRENCE $

DAMAGE TO RENTED
PREMISES (Ea occurrence) $

COMMERCIAL GENERAL LIABILITY

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

POLICY PROJECT LOC

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.

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

AUTOS ONLY
01/03/2025
Newfront Insurance Services, LLC
450 Sansome Street
Suite 300
San Francisco CA 94111
Certificate Department
(415) 754-3635
[email protected]
Advanced Systems Group, LLC
dba Advanced One Low Voltage
1226 Powell St
Emeryville CA 94608
Atlantic Specialty Insurance Company 27154
Travelers Property Casualty Company of America 25674
Philadelphia Indemnity Insurance Company 18058
A X
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711 01 8106 0002 01/01/2025 01/01/2026
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A X 711 01 8106 0002 01/01/2025 01/01/2026
1,000,000
A 711 01 8106 0002 01/01/2025 01/01/2026
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The City of Cupertino, Its City Council, Officers, Officials, Employees, Agents, Servants and Volunteers are included as an additional insureds as required by a written contract with respect to General Liability and Auto Liability. Coverage is Primary and Non-Contributory. Waiver of subrogation applies in favor of the additional insureds with respect to General Liability, Auto Liability and Workers Compensation. Per project general aggregate applies. Notice of Cancellation form #IL 00 17 11 98 applies with respect to the General Liability policy.

The City of Cupertino
10300 Torre Ave
Cupertino CA 95014
The City of Cupertino, It's City Council, Officers, Officials, Employees, Agents, Servants, and Volunteers are included as additional insured as required by written contract with respect to General Liability and Auto Liability. Coverage is Primary and Non-Contributory. Waiver of Subrogation applies in favor of the additional insureds with respect to General Liability, Auto Liability and Workers Compensation. Per Project Aggregate applies. Notice of Cancellation applies with respect to General Liability, Auto Liability and Workers CompensationGD\VLQDGYDQFHRUGD\VLQDGYDQFHLIGXHWRQRQSD\PHQWRISUHPLXP.

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Page 1 of 1 ends

POLICY NUMBER: UMBRELLA
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following:

COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM
The following is added to Paragraph 5. Other Insurance under SECTION IV – COMMERCIAL UMBRELLA LIABILITY CONDITIONS:

Primary And Noncontributory
Regardless of the provisions of Paragraph a. above, this insurance is primary to, and will not seek contribution from, any “underlying insurance” available to an additional insured if:
(1) Such additional insured is a Named Insured under that other insurance; and (2) You have agreed in writing in a contract, agreement or permit that this insurance would be primary and would not seek contribution from any other insurance available to such additional insured.

Intact Insurance Group USA LLC

E-INSURED 294
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Endorsement Effective
Countersigned by
Policy No.

Insured Premium $
Insurance Company
Endorsement No.

All other terms and conditions of this policy remain unchanged. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.)
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.

TO DESIGNATED PERSONS OR ORGANIZATIONS

NOTICE OF CANCELLATION
POLICY NUMBER:

ENDORSEMENT WC 99 06 R3 (00) -

EMPLOYERS LIABILITY POLICY
AND

WORKERS COMPENSATION
Notice Of Cancellation To Designated Persons Or Organizations Name and Address of Designated Persons or Organizations: Number of Days Notice The following is added to PART SIX – CONDITIONS :

SCHEDULE
If we cancel this policy for any reason other than non-payment of premium by you, we will provide notice of such cancellation to each person or organization designated in the Schedule below. We will mail or deliver such notice to each person or organization at its listed address at least the number of days shown for that person or organization before the cancellation is to take effect.

You are responsible for providing us with the information necessary to accurately complete the Schedule below.

If we cannot mail or deliver a notice of cancellation to a designated person or organization because the name or address of such designated person or organization provided to us is not accurate or complete, we have no responsibility to mail, deliver or otherwise notify such designated person or organization of the cancellation.

ONE TOWER SQUARE
UB-2W164878-25-I3-G
HARTFORD CT 06183 001
10300 TORRE AVE
CUPERTINO CA 95014

THE CITY OF CUPERTINO
30 DATE OF ISSUE: ST ASSIGN: Page of
© 2013 The Travelers Indemnity Company. All rights reserved. 01-30-25 11
~ TRAVELERSJ ,
295
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VIL 229 06 12 Copyright 2012, Page 1 of 1
Policy Number:

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Notice of Cancellation to Designated Certificate Holder

A. If we cancel this policy for any reason other than nonpayment of premium, we will endeavor to provide notice of such cancellation to the certificate holder(s) at the address(s) shown in the schedule below when notice of cancellation is sent to the first Named Insured. In no event will the timing of notice to a certificate holder exceed the timing of notice to the first Named Insured.

B. Our failure to provide notice of cancellation to a certificate holder scheduled below will not amend or extend the effective policy cancellation date or negate policy cancellation. Notice of cancellation is provided solely as a courtesy for the convenience of the first Named Insured and does not constitute a prerequisite to effective policy cancellation or confer any rights whatsoever on the certificate holder(s) scheduled below.

SCHEDULE
Name of Certificate Holder and Address
Intact Insurance Group USA LLC
711-01-81-06-0002

BLANKET PER SCHEDULE ON FILE WITH NAMED

INSURED

THE CITY OF CUPERTINO
10300 TORRE AVE
CUPERTINO, CA 95014-3202
E-INSURED 296
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P 297
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CG 25 03 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 2 POLICY NUMBER:

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED CONSTRUCTION PROJECT(S)

GENERAL AGGREGATE LIMIT
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Designated Construction Project(s):

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
All Projects
E-INSURED 298
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Page 2 of 2 ends

A. For all sums which the insured becomes legally
obligated to pay as damages caused by
"occurrences" under Section I – Coverage A,
and for all medical expenses caused by accidents under Section I – Coverage C, which can be attributed only to ongoing operations at a
single designated construction project shown in
the Schedule above:

1. A separate Designated Construction Project
General Aggregate Limit applies to each
designated construction project, and that
limit is equal to the amount of the General
Aggregate Limit shown in the Declarations.

2. The Designated Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage
A, except damages because of "bodily injury"
or "property damage" included in the "products-completed operations hazard", and for medical expenses under Coverage C regardless of the number of:
a. Insureds;
b. Claims made or "suits" brought; or
c. Persons or organizations making claims
or bringing "suits".

3. Any payments made under Coverage A for
damages or under Coverage C for medical
expenses shall reduce the Designated Construction Project General Aggregate Limit for that designated construction project. Such
payments shall not reduce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Designated Construction Project General Aggregate Limit for any other designated construction project
shown in the Schedule above.

4. The limits shown in the Declarations for
Each Occurrence, Damage to Premises
Rented to You and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject
to the applicable Designated Construction
Project General Aggregate Limit.

B. For all sums which the insured becomes legally
obligated to pay as damages caused by
"occurrences" under Section I – Coverage A, and
for all medical expenses caused by accidents under Section I – Coverage C, which cannot be attributed only to ongoing operations at a single designated construction project shown in the
Schedule above:

1. Any payments made under Coverage A for
damages or under Coverage C for medical
expenses shall reduce the amount available
under the General Aggregate Limit or the
Products-completed Operations Aggregate
Limit, whichever is applicable; and

2. Such payments shall not reduce any Designated Construction Project General Aggregate Limit.

C. When coverage for liability arising out of the
"products-completed operations hazard" is provided, any payments for damages because of "bodily injury" or "property damage" included in
the "products-completed operations hazard" will
reduce the Products-completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor the Designated Construction Project General Aggregate Limit.

D. If the applicable designated construction project
has been abandoned, delayed, or abandoned
and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same construction project.

E. The provisions of Section III – Limits Of Insurance not otherwise modified by this endorsement shall continue to apply as stipulated.

POLICY NUMBER:
299
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Policy Number: COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BROAD FORM GENERAL LIABILITY ENDORSEMENT –

TECHNOLOGY COMPANIES
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
This endorsement extends certain coverages. The following listing and the headers in this endorsement are only for convenience. Provisions in this endorsement might be modified by other endorsements. Read the entire policy carefully to determine rights, duties and what is and is not covered.

A. Section I – Coverages

1. Expected or Intended Injury
(Property Damage)

2. Non-Owned Aircraft and
Watercraft Under 55 Feet

3. Broadened Property Damage –
Rented Premises, Borrowed Equipment and
Use of Elevators

4. Personal and Advertising Injury Exclusions
a. Insureds in Media and
Internet Type Businesses
b. Electronic Chatrooms or Bulletin Boards

5. Medical Payments –
Increased Limits and Time Period

6. Product Recall Expense Coverage

7. Supplementary Payments –
Cost of Bail Bonds and Loss of Earnings
B. Section II – Who is an Insured

1. Broadened Named Insured

2. Additional Insured – Broad Form Vendor

3. Additional Insured – Written Contract,
Agreement, Permit or Authorization

4. Incidental Malpractice by Employed
Physicians, Nurses, EMTs and Paramedics

5. User of Covered Watercraft

6. Newly Acquired or Formed Organizations
C. Section III – Limits of Insurance –
Aggregate Limit Per Location
D. Section IV – Commercial General
Liability Conditions

1. Duties in Event of Occurrence, Offense,
Claim or Suit

2. Waiver of Subrogation When Required by
Written Contract or Agreement
E. Section V – Definitions

1. Bodily Injury – Includes Mental Anguish

2. Coverage Territory – Worldwide

3. Mobile Equipment – Self-Propelled Snow
Removal, Road Maintenance and Street
Cleaning Equipment Less than 1,000 Pounds
Gross Vehicle Weight
A. Section I – Coverages

1. Expected or Intended Injury (Property Damage)
The following is added to Exclusion 2.a. Expected Or Intended Injury of Section I – Coverages – Coverage A – Bodily Injury and Property Damage Liability:

This exclusion does not apply to “property damage” resulting from the use of reasonable force to protect persons or property.

2. Non-Owned Aircraft and Watercraft Under 55 Feet
a. The following is added to Exclusion 2.g. Aircraft, Auto or Watercraft of Section I – Coverages – Coverage A – Bodily Injury and Property Damage Liability:

This exclusion does not apply to an aircraft that is:
(a) Hired, chartered or loaned with a paid crew; and
(b) Not owned by any insured.
b. The following replaces Exclusion 2.g.(2)(a) of Section I – Coverages – Coverage A – Bodily Injury and Property Damage Liability:
(a) Less than 55 feet long; and
Intact Insurance Group USA LLC

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c. The following is added to Paragraph b.(1) in Paragraph 4. Other Insurance of Section IV – Commercial General Liability Conditions:

This insurance is excess over any of the other valid and collectible insurance available to the insured that provides coverage for aircraft or watercraft not owned by any insured, whether such insurance is primary, excess, contingent or on any other basis.

3. Broadened Property Damage – Rented Premises, Borrowed Equipment and Use of Elevators a. The following is added to Exclusion 2.j. Damage To Property of Section I – Coverages – Coverage A – Bodily Injury and Property Damage Liability:

Paragraph (1) of this exclusion does not apply to “property damage” to real property you rent or temporarily occupy with permission of the owner.

Paragraph (4) of this exclusion does not apply to “property damage” to equipment you borrow while at a job site if the equipment is not being used by anyone to perform work or operations at the time of loss.

Paragraphs (3), (4) and (6) of this exclusion do not apply to “property damage” arising out of the use of elevators at premises you own, rent, lease or occupy. b. The following replaces Paragraph 6. of Section III – Limits Of Insurance:

6. Subject to Paragraph 5. above, the Damage to Premises Rented to You Limit shown in the Declarations is the most we will pay under Coverage A for damages because of “property damage” to any one premises while rented to you or occupied by you with permission of the owner. If a Damage to Premises Rented to You Limit is not shown in the Declarations, that Limit will be $500,000.
c. The following is added to Paragraph b.(1) of Paragraph 4. Other Insurance of Section IV – Commercial General Liability Conditions:

This insurance is excess over any of the other valid and collectible insurance available to the insured that provides coverage for real property you rent or temporarily occupy with the permission of the owner, borrowed equipment or use of elevators, whether such insurance is primary, excess, contingent or on any other basis.

4. Personal and Advertising Injury Exclusions
a. Insureds in Media and Internet Type Businesses
The following replaces Exclusion 2.j. Insureds In Media And Internet Type Businesses of Section I – Coverages – Coverage B – Personal and Advertising Injury Liability:
“Personal and advertising injury” committed by an insured whose business is:
(1) Advertising, broadcasting, publishing or telecasting; or (2) Designing or determining content of web sites for others.

However, this exclusion does not apply to Paragraphs 14.a., b. and c. of "personal and advertising injury" under the Definitions section.

For the purposes of this exclusion, the placing of frames, borders or links, or advertising for you, is not by itself considered the business of advertising, broadcasting, publishing or telecasting. b. Electronic Chatrooms or Bulletin Boards
The following replaces Exclusion 2.k. Electronic Chatrooms Or Bulletin Boards of Section I – Coverages – Coverage B – Personal and Advertising Injury Liability:
"Personal and advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns or maintains for others.

5. Medical Payments – Increased Limits and Time Period
The following provisions are modified only if Coverage C is not otherwise excluded by the provisions of this Coverage Part or any endorsement.
a. The following replaces Paragraph a.(3)(b) in Paragraph 1. Insuring Agreement of Section I – Coverage C – Medical Payments:
(b) The expenses are incurred and reported to us within three years of the date of the accident; and Intact Insurance Group USA LLC
POLICY NUMBER:
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b. The following is added to Paragraph 7. of Section III – Limits Of Insurance:

The Medical Expenses Limit for Coverage C is the greater of $15,000 per person or the amount shown in the Declarations.

6. Product Recall Expense Coverage
a. The following is added to Section I – Coverages:

Product Recall Expense Schedule
Product Recall Aggregate Limit $ 50,000
Each Product Recall Limit $ 25,000
Each Product Recall Deductible $1,000
The limits and deductible in this Schedule apply to
Product Recall Expense Coverage unless other
amounts are shown in the Declarations.

PRODUCT RECALL EXPENSE COVERAGE
We will pay “product recall expense” incurred by you or on your behalf for a “covered recall” to which this insurance applies. This insurance applies to “product recall expense” for a “covered recall” that takes place in the “coverage territory” and during the policy period. The amount we will pay for “product recall expense” is limited as described in Section III – Limits Of Insurance.

We will only pay the amount of “product recall expense” in excess of the Each Product Recall Deductible shown in the Schedule above. You must pay the Each Product Recall Deductible for each “covered recall” that is initiated.
b. The following is added to Section III – Limits Of Insurance:

The Product Recall Aggregate Limit shown in the Schedule above is the most we will pay for the sum of all “product recall expense” incurred for all “covered recalls” initiated during the policy period.

Subject to the Product Recall Aggregate Limit, the Each Product Recall Limit shown in the Schedule above is the most we will pay for all “product recall expenses” arising out of any one “covered recall” for the same defect or deficiency.
c. The following is added Section IV – Commercial General Liability Conditions:

Duties In The Event Of “Covered Recall”

1. You must report a “covered recall” to us as soon as practicable and no later than 30 days after you discover or are made aware of such recall.

2. No insured will, except at that insured’s own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent.

3. You must see to it that the following are done as soon as practicable after an actual or anticipated “covered recall” that may result in “product recall expense”:
(a) Give us notice of any discovery or notification that “your product” must be withdrawn or recalled, including a description of “your product” and the reason for the withdrawal or recall;
(b) Cease any further release, shipment, consignment or any other method of distribution of such product, as well as any similar products, until it has been determined that all such products are free from defects that could result in “product recall expense”; (c) As often as may be reasonably required, permit us to:
(1) Inspect “your product” and take damaged and undamaged samples of “your products” for inspection, testing and analysis; and
(2) Examine and make copies from your books and records; (d) Within 60 days of our request and providing you the necessary forms, send us a signed, sworn proof of loss containing the information we request to settle the claim; and Intact Insurance Group USA LLC
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(e) Permit us to examine any insured under oath, while not in the presence of any other insured, at such times as may reasonably be required, about any matter relating to this insurance or your claim, including an insured's books and records. An insured’s answers to the examination must be signed.
d. The following are added to Section V – Definitions:
“Covered recall” means a recall of “your product” made necessary because the insured or a government entity has determined that a known or suspected defect, deficiency, inadequacy or dangerous condition in “your product” has resulted in, or will result in, “bodily injury” or “property damage”.
“Product recall expense”:
a. Means the following necessary and reasonable extra expenses incurred by you or on your behalf exclusively for the purpose of recalling “your product”:
(1) Expenses for communications, including broadcast announcements or printed “advertisements” and associated stationery, envelopes and postage; (2) Expenses for shipping the recalled products from any purchaser, distributor or user to the place or places designated by you;
(3) Expenses for overtime paid to your regular non-salaried “employees”; (4) Expenses for hiring “temporary workers”;
(5) Expenses incurred by “employees”, including transportation and accommodations; (6) Expenses to rent additional warehouse or storage space; or (7) Expenses for proper disposal of “your product” if the disposal is necessary to avoid “bodily injury” or “property damage” and is other than regularly used to discard, trash or dispose of “your product”.
b. Does not include the following:
(1) Damages, fines or penalties;
(2) Defense expenses;
(3) The cost of regaining your market share, goodwill, revenue or profit; or (4) Any expenses resulting from:
(a) Failure of any product to accomplish its intended purpose; (b) Breach of warranties of fitness, quality, durability or performance; (c) Loss of customer approval, or any cost incurred to regain customer approval; (d) Redistribution or replacement of “your product” that was recalled with like products or substitutes;
(e) The insured’s caprice or whim;
(f) A condition any insured knew, or had reason to know, of at the inception of this insurance that was likely to cause loss; or
(g) Recall of “your products” that have no known or suspected defect solely because a known or suspected defect in another of “your products” has been found.

7. Supplementary Payments – Cost of Bail Bonds and Loss of Earnings The following replaces Paragraphs 1.b. and 1.d. of Supplementary Payments – Coverages A and B in Section I – Coverages:
b. Up to $2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds.
d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $250 a day because of time off from work.

Intact Insurance Group USA LLC
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B. Section II – Who is an Insured

1. Broadened Named Insured
Section II – Who Is An Insured is amended to include as a Named Insured any legally incorporated entity in which you maintain ownership of more than 50 percent of the voting stock on the effective date of this endorsement, but only if there is no other similar insurance available to that organization. This insurance does not apply to any organization that is an insured under another policy or would be an insured under such policy but for its termination or the exhaustion of its limits of insurance.

2. Additional Insured – Broad Form Vendor
a. Section II – Who Is An Insured is amended to include as an additional insured any person or organization (referred to below as “vendor”) with whom you have agreed in a written contract or agreement to provide insurance, but only with respect to “bodily injury” or “property damage” arising out of “your products” that are distributed or sold in the regular course of the vendor’s business. But none of these vendors are an additional insured:
(1) If the “products-completed operations hazard” is excluded under the Coverage Part or by endorsement;
(2) If the vendor is a person or organization from whom you have acquired the products, or any ingredient, part or container entering into, accompanying or containing those products; (3) For “bodily injury” or “property damage” for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement unless that the vendor would have otherwise been liable for such “bodily injury” or “property damage” in the absence of that contract or agreement; or
(4) For “bodily injury” or “property damage” caused by or arising out of:
(a) Any express warranty not authorized by you;
(b) Any physical or chemical change in the product made intentionally by the vendor; (c) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container;
(d) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (e) Operations to demonstrate, install, service or repair, except those operations performed at the vendor’s premises in connection with the sale of the product; (f) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (g) The sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf, unless such act or omission is:
(i) In the course of repackaging “your products” in the original container after unpacking solely for the purpose of inspection, demonstration, testing or the substitution of parts under instructions from the manufacturer;
(ii) A demonstration, installation, servicing or repair operation of “your products” performed at the vendor’s premises in connection with the sale of the product; or (iii) An inspection, adjustment, test or servicing of “your products” the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products.
b. The insurance afforded to such vendor under Paragraph a. above:
(1) Applies only to the extent permitted by law; and
(2) Will not be broader than that which you are required by the contract or agreement to provide to such vendor.

Intact Insurance Group USA LLC
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304
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c. The following is added to Section III – Limits Of Insurance:

The most we will pay on behalf of a vendor that qualifies as an additional insured is the amount of insurance:
a. Required by the contract or agreement; or
b. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This provision does not increase the applicable Limits of Insurance shown in the Declarations.

3. Additional Insured – Written Contract, Agreement, Permit or Authorization a. Section II – Who Is An Insured is amended to include as an additional insured any person or organization with whom you have agreed in a written contract, agreement, permit or authorization to provide insurance but only with respect to liability for injury or damage caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf for:
(1) “Bodily injury”, “property damage” or “personal and advertising injury” in the performance of your ongoing operations, and only until your operations are completed, for such person or organization at the location designated in the contract, agreement, permit or authorization; (2) “Bodily injury”, “property damage” or “personal and advertising injury” in the maintenance, operation or use of equipment leased to you by such person or organization; or (3) “Bodily injury”, “property damage” or “personal and advertising injury” in connection with premises you own, rent, lease or occupy.
b. The insurance afforded to an additional insured under Paragraph a. above does not apply:
(1) Unless:
(a) The contract or agreement is executed, or the permit or authorization is issued, before the “bodily injury”, “property damage” or “personal and advertising injury” occurs; and (b) The contract, agreement, permit or authorization is in effect or becomes effective during the policy period.
(2) To any:
(a) Person or organization included as an insured under any other provision of this policy, including this or any other endorsement;
(b) Lessor of equipment after the equipment lease terminates or expires; (c) Owner or other interests from whom land has been leased; (d) Manager or lessor of premises if:
(i) The “occurrence” takes place after you cease to be a tenant in that premises; or (ii) The “bodily injury”, “property damage” or “personal and advertising injury” arises out of structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor.
(e) Person or organization if the “bodily injury”, “property damage” or “personal and advertising injury” arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including:
(i) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or
(ii) Supervisory, inspection, architectural or engineering activities.

This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the “occurrence” which caused the “bodily injury” or “property damage”, or the offense which caused the “personal and advertising injury”, involved the rendering of or the failure to render any professional architectural, engineering or surveying services; or Intact Insurance Group USA LLC
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305
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(f) "Bodily injury" or "property damage" occurring after:
(i) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or
(ii) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. c. The insurance afforded to an additional insured under Paragraph a. above:
(1) Applies only to the extent permitted by law; and
(2) Will not be broader than that which you are required by the contract, agreement, permit or authorization to provide to such additional insured.
d. With respect to the insurance afforded to an additional insured under Paragraph a. above:
(1) The following is added to Paragraph 4. Other Insurance of Section IV – Commercial General Liability Conditions:

Regardless of the provisions of Paragraphs a. and b. above, this insurance is primary to, and will not seek contribution from, any other insurance available to an additional insured if:
(1) Such additional insured is a Named Insured under that other insurance; and (2) You have agreed in the contract, agreement, permit or authorization that this insurance would be primary and would not seek contribution from any other insurance available to such additional insured.
(2) The following is added to Section III – Limits Of Insurance:

The most we will pay on behalf of the additional insured is the amount of insurance:
a. Required by the contract, agreement, permit or authorization; or b. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This provision does not increase the applicable Limits of Insurance shown in the Declarations.

4. Incidental Malpractice by Employed Physicians, Nurses, EMTs and Paramedics a. The following is added to Paragraph 2.a.(1)(d) of Section II – Who Is An Insured:

But an “employee” or “volunteer worker” employed or volunteering as a physician, dentist, nurse, emergency medical technician or paramedic is an insured if you are not engaged in the business or occupation of providing professional health care services. b. The following is added to Paragraph b.(1) in Paragraph 4. Other Insurance of Section IV – Commercial General Liability Conditions:

This insurance is excess over any of the other valid and collectible insurance available to the insured for coverage for insured “employee” or volunteer worker who is a physician, dentist, nurse, emergency medical technician or paramedic, whether such insurance is primary, excess, contingent or on any other basis.

5. User of Covered Watercraft
a. Section II – Who Is An Insured is amended to include as an additional insured any person or organization who uses, or is responsible for the use of, a watercraft covered by this policy if the use is with your express or implied consent. But no such person or organization is an insured with respect to:
a. “Bodily injury” to that person’s or organization’s “employee”; or b. “Property damage” to property:
(1) Owned, occupied or used by; or
(2) In the care, custody or control of, rented to or over which physical control is being exercised for any purpose by;
that person or organization.

Intact Insurance Group USA LLC
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306
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b. The following is added to Paragraph b.(1) in Paragraph 4. Other Insurance of Section IV – Commercial General Liability Conditions:

This insurance is excess over any of the other valid and collectible insurance available to the insured for use of, or responsibility for use of, a watercraft covered by this policy, whether such insurance is primary, excess, contingent or on any other basis.

6. Newly Acquired or Formed Organizations
The following replaces Paragraph 3.a. of Section II – Who Is An Insured:
a. Coverage under this provision is afforded only until the end of the policy period; C. Section III – Limits of Insurance – Aggregate Limit Per Location The following is added to Paragraph 2. of Section III – Limits Of Insurance:

The General Aggregate Limit applies separately to each “location” of yours. As used in this provision, “location” means premises you own, rent or lease involving the same or connecting lots, or whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad.

D. Section IV – Commercial General Liability Conditions

1. Duties in the Event of Occurrence, Offense, Claim or Suit The following is added to Paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV – Commercial General Liability Conditions:

The requirements that you must notify us of an “occurrence”, offense, claim or “suit”, or send us documents concerning a claim or “suit”, apply only if the “occurrence”, offense, claim or “suit” is known to:
(1) You, if you are an individual;
(2) A partner, if you are a partnership;
(3) An “executive officer” or insurance or risk manager, if you are a corporation; or (4) A manager, if you are a limited liability company.

The requirement that you must notify us as soon as practicable of an “occurrence” or an offense that may result in a claim does not apply if you report the “occurrence” or offense to your workers’ compensation insurer and that “occurrence” or offense later develops into a liability claim for which coverage is provided by this policy. But as soon as you become aware that an “occurrence” or offense is a liability claim rather than a workers’ compensation claim, you must comply with all parts of Paragraph

2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV – Commercial General Liability Conditions.

2. 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:

We will waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your ongoing operations or “your work” included within the “products-completed operations hazard” if the operations or work is done under a written contract or agreement with that person or organization, but only if the contract or agreement is executed before the “bodily injury” or “property damage” occurs and requires you to waive your rights of recovery.

E. Section V – Definitions

1. Bodily Injury – Includes Mental Anguish
The following is added to Paragraph 3. of Section V – Definitions:
“Bodily injury” includes mental anguish resulting from bodily injury, sickness, or disease sustained by a person at any time.

2. Coverage Territory – Worldwide
The following replaces Paragraph 4. of Section V – Definitions:

4. “Coverage territory” means anywhere other than a country or jurisdiction that is subject to trade or other economic sanction or embargo by the United States of America. But the insured’s Intact Insurance Group USA LLC
POLICY NUMBER:
307
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responsibility to pay damages must be determined in a settlement we agree to or in a “suit” on the merits brought within the United States of America (including its territories and possessions), Puerto Rico or Canada.

3. Mobile Equipment – Self-Propelled Snow Removal, Road Maintenance and Street Cleaning Equipment Less than 1,000 Pounds Gross Vehicle Weight
The following is added after Paragraph 12.f.(1) of Section V – Definitions:

But a self-propelled vehicle of less than 1,000 pounds gross vehicle weight that is maintained primarily for purposes other than transportation of persons or cargo with permanently attached equipment for snow removal, road maintenance (other than construction or resurfacing) or street cleaning will be considered “mobile equipment” and not an “auto”.

Intact Insurance Group USA LLC
POLICY NUMBER:
308
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Policy Number: COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

OB CA 200 06 18 Includes copyrighted material of Insurance Services Office, Inc., with its permission.

Page 1 of 1 ends

ADDITIONAL INSURED – AUTOMATIC STATUS WHEN REQUIRED BY

WRITTEN CONTRACT, AGREEMENT, PERMIT OR AUTHORIZATION
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
Paragraph A.1. Who is an Insured of Section II – Covered Autos Liability Coverage is amended to include as an additional “insured” any person or organization with whom you have agreed in a written contract, agreement, permit or authorization to provide insurance such as is afforded under this Coverage Form but only with respect to liability for “bodily injury” or “property damage” caused in whole or in part by your maintenance, operation or use of a covered “auto”. But this insurance does not apply:

1. Unless the written contract or agreement has been executed or the permit or authorization has been issued prior to the “accident” that caused the “bodily injury” or “property damage”;

2. To any person or organization included as an “insured” under any other provisions of this policy, including any other endorsement;

3. To the independent acts or omissions of such person or organization; or

4. To any lessor of “autos” when their contract or agreement with you for such leased “auto” ends or the lessor or its agent takes possession of the “auto”.

Intact Insurance Group USA LLC

E-INSURED 309
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POLICY NUMBER: UB-2W164878-25-I3-G
1-1-2025
~ TRAVELERSJ ,

ONE TOWER SQUARE
HARTFORD CT 06183

WORKERS COMPENSATION
AND

EMPLOYERS LIABILITY POLICY
ENDORSEMENT WC 99 03 76 ( A) - 001

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 2. 00 % of the California workers' compensation premium.

Person or Organization

ANY PERSON OR ORGANIZATION FOR

WHICH THE INSURED HAS AGREED

BY WRITTEN CONTRACT EXECUTED

PRIOR TO LOSS TO FURNISH THIS
WAIVER.

Schedule
Job Description
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.
(The information below is required only when this endorsement is issued subsequent to preparation of the policy.)
Endorsement Effective
Insured
Insurance Company
DATE OF ISSUE:

Policy No. Endorsement No.

Premium
Countersigned by ____________ _
ST ASSIGN: Page 1 of 1
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VCU 411 06 18 Contains copyrighted material of Insurance Services Office, Inc., with its permission.

Page 1 of 1 ends

POLICY NUMBER: UMBRELLA
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following:

COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM
The following is added to Paragraph 5. Other Insurance under SECTION IV – COMMERCIAL UMBRELLA LIABILITY CONDITIONS:

Intact Insurance Group USA LLC

E-INSURED 314
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1 FIRST AMENDMENT TO AGREEMENT 25-030

BETWEEN THE CITY OF CUPERTINO AND
ADVANCED SYSTEMS GROUP, LLC., FOR DESIGN &

IMPLEMENTATION FOR MODERNIZATION OF

BROADCAST TV & COMMUNITY HALL

INTEGRATION
This First Amendment to Agreement 25-030 is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and Advanced Systems group, LLC., a corporation (“Contractor”) whose address is 1226 Powell Street, Emeryville, CA 94608, and is made with reference to the following:

RECITALS:

A. On March 5, 2025, Agreement 25-030 (“Agreement”) was entered into by and between City and Contractor for Design & Implementation for Modernization of Broadcast TV & Community Hall Integration.

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

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

COMPENSATION

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

4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $1,210,000.00 (“Contract Price”). The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City.

INSURANCE

2. Paragraph 12 of the Agreement is modified to read as follows:

Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit D1, and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision

ATTACHMENT B
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2 may result in City, at its sole discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor’s compensation or terminating the Agreement.

Exhibit D of the Agreement is replaced with a new Exhibit D1 attached hereto.

Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect.

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

CITY OF CUPERTINO
By
Title
Date

APPROVED AS TO FORM
Senior Assistant City Attorney
ATTEST:

City Clerk
Date
ADVANCED SYSTEMS GROUP, LLC.

By
Title
Date

EXPENDITURE DISTRIBUTION

ITEM AMOUNT
Base Agreement $1,100,000
First Amendment $110,000
Total $1,210,000
CFO 11/05/2025 Teri Gerhardt CTO 11/06/2025 11/06/2025
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Exh. D-Insurance Requirements for Professional Consultant Contracts 1 Version: May 2025
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 toCity.

INSURANCE POLICIES AND MINIMUMS REQUIRED

Not required. Consultant shall be fully remote and not use automobiles to provide the service.

EXHIBIT D1
Insurance Requirements
Professional Consultant Contracts
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Exh. D-Insurance Requirements for Professional Consultant Contracts 2 Version: May 2025
In lieu of Business Automobile Liability, Consultant shall maintain throughout the term of this Agreement and provide the City with evidence (including the policy Declarations Page) of personal automobile insurance coverage in accordance with the laws of the State of California. As available under the policy, evidence shall be provided with the Certificate of Insurance, along with an additional insured endorsement in favor of the City, primary and non-contributory coverage and endorsement, and waiver of subrogation coverage and endorsement. City approval of coverage is required prior to commencement of services.

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 each accident/ disease.

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

OTHER INSURANCE PROVISIONS
The aforementioned insurance policies shall contain, be endorsed and have all the following conditions and provisions:

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 General Liability, Automobile Liability and Workers’ Compensation policies shall allow and be endorsed with a waiver of subrogation in favor of City, its employees, agents and volunteers. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 319
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Exh. D-Insurance Requirements for Professional Consultant Contracts 3 Version: May 2025
Deductibles and Self-Insured Retentions
Any deductible or self-insured retention must be declared to and approved by the City (Insert on the Certificate of Insurance, if zero, insert “$0”). 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
Insurance shall be placed with insurers admitted in the State of California and with an AM Best rating of AVII or higher.

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

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

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

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

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOS ONLY AUTOS

NON-OWNED

OWNED SCHEDULED

ANY AUTO

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Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
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ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
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E.L. DISEASE - POLICY LIMIT
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E.L. EACH ACCIDENT
ER

OTH- STATUTEPER
(MM/DD/YYYY) LIMITS POLICY EXP (MM/DD/YYYY)

POLICY EFF LTR TYPE OF INSURANCE POLICY NUMBER INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB EACH OCCURRENCE $
AGGREGATE $
$
OCCUR

CLAIMS-MADE
DED RETENTION $
PRODUCTS - COMP/OP AGG $
GENERAL AGGREGATE $
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MED EXP (Any one person) $
EACH OCCURRENCE $

DAMAGE TO RENTED
PREMISES (Ea occurrence) $

COMMERCIAL GENERAL LIABILITY

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

POLICY PROJECT LOC

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
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Page 1 of 1 ends

POLICY NUMBER: UMBRELLA
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following:

COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM
The following is added to Paragraph 5. Other Insurance under SECTION IV – COMMERCIAL UMBRELLA LIABILITY CONDITIONS:

Intact Insurance Group USA LLC

E-INSURED 322
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Endorsement Effective
Countersigned by
Policy No.

Insured Premium $
Insurance Company
Endorsement No.

TO DESIGNATED PERSONS OR ORGANIZATIONS

NOTICE OF CANCELLATION
POLICY NUMBER:

ENDORSEMENT WC 99 06 R3 (00) -

EMPLOYERS LIABILITY POLICY
AND

You are responsible for providing us with the information necessary to accurately complete the Schedule below.

ONE TOWER SQUARE
UB-2W164878-25-I3-G
HARTFORD CT 06183 001
10300 TORRE AVE
CUPERTINO CA 95014

THE CITY OF CUPERTINO
30 DATE OF ISSUE: ST ASSIGN: Page of
© 2013 The Travelers Indemnity Company. All rights reserved. 01-30-25 11
~ TRAVELERSJ ,
323
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VIL 229 06 12 Copyright 2012, Page 1 of 1
Policy Number:

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Notice of Cancellation to Designated Certificate Holder

SCHEDULE
Name of Certificate Holder and Address
Intact Insurance Group USA LLC
711-01-81-06-0002

BLANKET PER SCHEDULE ON FILE WITH NAMED

INSURED

THE CITY OF CUPERTINO
10300 TORRE AVE
CUPERTINO, CA 95014-3202
E-INSURED 324
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CG 25 03 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 2 POLICY NUMBER:

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED CONSTRUCTION PROJECT(S)

GENERAL AGGREGATE LIMIT
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Designated Construction Project(s):

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
All Projects
E-INSURED 326
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Page 2 of 2 ends

2. Such payments shall not reduce any Designated Construction Project General Aggregate Limit.

E. The provisions of Section III – Limits Of Insurance not otherwise modified by this endorsement shall continue to apply as stipulated.

POLICY NUMBER:
327
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Policy Number: COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BROAD FORM GENERAL LIABILITY ENDORSEMENT –

TECHNOLOGY COMPANIES
This endorsement modifies insurance provided under the following:

A. Section I – Coverages

1. Expected or Intended Injury
(Property Damage)

2. Non-Owned Aircraft and
Watercraft Under 55 Feet

3. Broadened Property Damage –
Rented Premises, Borrowed Equipment and
Use of Elevators

4. Personal and Advertising Injury Exclusions
a. Insureds in Media and
Internet Type Businesses
b. Electronic Chatrooms or Bulletin Boards

5. Medical Payments –
Increased Limits and Time Period

6. Product Recall Expense Coverage

7. Supplementary Payments –
Cost of Bail Bonds and Loss of Earnings
B. Section II – Who is an Insured

1. Broadened Named Insured

2. Additional Insured – Broad Form Vendor

3. Additional Insured – Written Contract,
Agreement, Permit or Authorization

4. Incidental Malpractice by Employed
Physicians, Nurses, EMTs and Paramedics

5. User of Covered Watercraft

6. Newly Acquired or Formed Organizations
C. Section III – Limits of Insurance –
Aggregate Limit Per Location
D. Section IV – Commercial General
Liability Conditions

1. Duties in Event of Occurrence, Offense,
Claim or Suit

2. Waiver of Subrogation When Required by
Written Contract or Agreement
E. Section V – Definitions

1. Bodily Injury – Includes Mental Anguish

2. Coverage Territory – Worldwide

3. Mobile Equipment – Self-Propelled Snow
Removal, Road Maintenance and Street
Cleaning Equipment Less than 1,000 Pounds
Gross Vehicle Weight
A. Section I – Coverages

This exclusion does not apply to “property damage” resulting from the use of reasonable force to protect persons or property.

This exclusion does not apply to an aircraft that is:
(a) Hired, chartered or loaned with a paid crew; and
(b) Not owned by any insured.
b. The following replaces Exclusion 2.g.(2)(a) of Section I – Coverages – Coverage A – Bodily Injury and Property Damage Liability:
(a) Less than 55 feet long; and
Intact Insurance Group USA LLC

E-INSURED 328
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c. The following is added to Paragraph b.(1) in Paragraph 4. Other Insurance of Section IV – Commercial General Liability Conditions:

Paragraph (1) of this exclusion does not apply to “property damage” to real property you rent or temporarily occupy with permission of the owner.

However, this exclusion does not apply to Paragraphs 14.a., b. and c. of "personal and advertising injury" under the Definitions section.

5. Medical Payments – Increased Limits and Time Period
The following provisions are modified only if Coverage C is not otherwise excluded by the provisions of this Coverage Part or any endorsement.
a. The following replaces Paragraph a.(3)(b) in Paragraph 1. Insuring Agreement of Section I – Coverage C – Medical Payments:
(b) The expenses are incurred and reported to us within three years of the date of the accident; and Intact Insurance Group USA LLC
POLICY NUMBER:
329
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b. The following is added to Paragraph 7. of Section III – Limits Of Insurance:

The Medical Expenses Limit for Coverage C is the greater of $15,000 per person or the amount shown in the Declarations.

6. Product Recall Expense Coverage
a. The following is added to Section I – Coverages:

Duties In The Event Of “Covered Recall”

1. You must report a “covered recall” to us as soon as practicable and no later than 30 days after you discover or are made aware of such recall.

2. No insured will, except at that insured’s own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent.

3. You must see to it that the following are done as soon as practicable after an actual or anticipated “covered recall” that may result in “product recall expense”:
(a) Give us notice of any discovery or notification that “your product” must be withdrawn or recalled, including a description of “your product” and the reason for the withdrawal or recall;
(b) Cease any further release, shipment, consignment or any other method of distribution of such product, as well as any similar products, until it has been determined that all such products are free from defects that could result in “product recall expense”; (c) As often as may be reasonably required, permit us to:
(1) Inspect “your product” and take damaged and undamaged samples of “your products” for inspection, testing and analysis; and
(2) Examine and make copies from your books and records; (d) Within 60 days of our request and providing you the necessary forms, send us a signed, sworn proof of loss containing the information we request to settle the claim; and Intact Insurance Group USA LLC
POLICY NUMBER:
330
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(e) Permit us to examine any insured under oath, while not in the presence of any other insured, at such times as may reasonably be required, about any matter relating to this insurance or your claim, including an insured's books and records. An insured’s answers to the examination must be signed.
d. The following are added to Section V – Definitions:
“Covered recall” means a recall of “your product” made necessary because the insured or a government entity has determined that a known or suspected defect, deficiency, inadequacy or dangerous condition in “your product” has resulted in, or will result in, “bodily injury” or “property damage”.
“Product recall expense”:
a. Means the following necessary and reasonable extra expenses incurred by you or on your behalf exclusively for the purpose of recalling “your product”:
(1) Expenses for communications, including broadcast announcements or printed “advertisements” and associated stationery, envelopes and postage; (2) Expenses for shipping the recalled products from any purchaser, distributor or user to the place or places designated by you;
(3) Expenses for overtime paid to your regular non-salaried “employees”; (4) Expenses for hiring “temporary workers”;
(5) Expenses incurred by “employees”, including transportation and accommodations; (6) Expenses to rent additional warehouse or storage space; or (7) Expenses for proper disposal of “your product” if the disposal is necessary to avoid “bodily injury” or “property damage” and is other than regularly used to discard, trash or dispose of “your product”.
b. Does not include the following:
(1) Damages, fines or penalties;
(2) Defense expenses;
(3) The cost of regaining your market share, goodwill, revenue or profit; or (4) Any expenses resulting from:
(a) Failure of any product to accomplish its intended purpose; (b) Breach of warranties of fitness, quality, durability or performance; (c) Loss of customer approval, or any cost incurred to regain customer approval; (d) Redistribution or replacement of “your product” that was recalled with like products or substitutes;
(e) The insured’s caprice or whim;
(f) A condition any insured knew, or had reason to know, of at the inception of this insurance that was likely to cause loss; or
(g) Recall of “your products” that have no known or suspected defect solely because a known or suspected defect in another of “your products” has been found.

Intact Insurance Group USA LLC
POLICY NUMBER:
331
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B. Section II – Who is an Insured

Intact Insurance Group USA LLC
POLICY NUMBER:
332
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c. The following is added to Section III – Limits Of Insurance:

This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the “occurrence” which caused the “bodily injury” or “property damage”, or the offense which caused the “personal and advertising injury”, involved the rendering of or the failure to render any professional architectural, engineering or surveying services; or Intact Insurance Group USA LLC
POLICY NUMBER:
333
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(f) "Bodily injury" or "property damage" occurring after:
(i) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or
(ii) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. c. The insurance afforded to an additional insured under Paragraph a. above:
(1) Applies only to the extent permitted by law; and
(2) Will not be broader than that which you are required by the contract, agreement, permit or authorization to provide to such additional insured.
d. With respect to the insurance afforded to an additional insured under Paragraph a. above:
(1) The following is added to Paragraph 4. Other Insurance of Section IV – Commercial General Liability Conditions:

4. Incidental Malpractice by Employed Physicians, Nurses, EMTs and Paramedics a. The following is added to Paragraph 2.a.(1)(d) of Section II – Who Is An Insured:

Intact Insurance Group USA LLC
POLICY NUMBER:
334
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b. The following is added to Paragraph b.(1) in Paragraph 4. Other Insurance of Section IV – Commercial General Liability Conditions:

D. Section IV – Commercial General Liability Conditions

2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV – Commercial General Liability Conditions.

E. Section V – Definitions

2. Coverage Territory – Worldwide
The following replaces Paragraph 4. of Section V – Definitions:

4. “Coverage territory” means anywhere other than a country or jurisdiction that is subject to trade or other economic sanction or embargo by the United States of America. But the insured’s Intact Insurance Group USA LLC
POLICY NUMBER:
335
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VCG 207 06 18 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 9 of 9 Copyright 2017,
responsibility to pay damages must be determined in a settlement we agree to or in a “suit” on the merits brought within the United States of America (including its territories and possessions), Puerto Rico or Canada.

Intact Insurance Group USA LLC
POLICY NUMBER:
336
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Policy Number: COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

OB CA 200 06 18 Includes copyrighted material of Insurance Services Office, Inc., with its permission.

Page 1 of 1 ends

ADDITIONAL INSURED – AUTOMATIC STATUS WHEN REQUIRED BY

WRITTEN CONTRACT, AGREEMENT, PERMIT OR AUTHORIZATION
This endorsement modifies insurance provided under the following:

1. Unless the written contract or agreement has been executed or the permit or authorization has been issued prior to the “accident” that caused the “bodily injury” or “property damage”;

2. To any person or organization included as an “insured” under any other provisions of this policy, including any other endorsement;

3. To the independent acts or omissions of such person or organization; or

4. To any lessor of “autos” when their contract or agreement with you for such leased “auto” ends or the lessor or its agent takes possession of the “auto”.

Intact Insurance Group USA LLC

E-INSURED 337
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POLICY NUMBER: UB-2W164878-25-I3-G
1-1-2025
~ TRAVELERSJ ,

ONE TOWER SQUARE
HARTFORD CT 06183

WORKERS COMPENSATION
AND

EMPLOYERS LIABILITY POLICY
ENDORSEMENT WC 99 03 76 ( A) - 001

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS

The additional premium for this endorsement shall be 2. 00 % of the California workers' compensation premium.

Person or Organization

ANY PERSON OR ORGANIZATION FOR

WHICH THE INSURED HAS AGREED

BY WRITTEN CONTRACT EXECUTED

PRIOR TO LOSS TO FURNISH THIS
WAIVER.

Policy No. Endorsement No.

Premium
Countersigned by ____________ _
ST ASSIGN: Page 1 of 1
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Page 1 of 1 ends

POLICY NUMBER: UMBRELLA
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following:

COMMERCIAL UMBRELLA LIABILITY COVERAGE FORM
The following is added to Paragraph 5. Other Insurance under SECTION IV – COMMERCIAL UMBRELLA LIABILITY CONDITIONS:

Intact Insurance Group USA LLC

E-INSURED 342
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Design & Implementation for Modernization of
Broadcast TV & Community Hall Integration
Final Audit Report 2025-03-05
Created: 2025-02-25
By: Webmaster Admin ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAu-6ctecx-EEQG1xA6m9GS7Hp5XXa26-2 "Design & Implementation for Modernization of Broadcast TV & Community Hall Integration" History
Document created by Webmaster Admin ([email protected]) 2025-02-25 - 0:57:19 AM GMT- IP address: 35.229.54.2
Document emailed to [email protected] for approval
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Email viewed by [email protected]
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Signer [email protected] entered name at signing as April DaRosa 2025-02-25 - 1:03:43 AM GMT- IP address: 99.61.166.82
Document approved by April DaRosa ([email protected]) Approval Date: 2025-02-25 - 1:03:45 AM GMT - Time Source: server- IP address: 99.61.166.82 Document emailed to Araceli Alejandre ([email protected]) for approval 2025-02-25 - 1:03:47 AM GMT
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2025-02-28 - 7:28:29 AM GMT- IP address: 52.202.236.132 Signer [email protected] entered name at signing as Floy Andrews 2025-03-05 - 8:27:21 PM GMT- IP address: 64.165.34.3
Document e-signed by Floy Andrews ([email protected]) Signature Date: 2025-03-05 - 8:27:23 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Teri Gerhardt ([email protected]) for signature 2025-03-05 - 8:27:26 PM GMT
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Document e-signed by Kirsten Squarcia ([email protected]) Signature Date: 2025-03-05 - 11:01:54 PM GMT - Time Source: server- IP address: 64.165.34.3 Agreement completed.
2025-03-05 - 11:01:54 PM GMT
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First Amendment to Advanced Systems Group,
LLC., Agreement for Modernization of Broadcast
TV & Community Hall Integration
Final Audit Report 2025-11-07
Created: 2025-11-06
By: Webmaster Admin ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAPTesevJL9tQsY_rqNjcXM2USXswXmSpP "First Amendment to Advanced Systems Group, LLC., Agreeme nt for Modernization of Broadcast TV & Community Hall Integrat ion" History
Document created by Webmaster Admin ([email protected]) 2025-11-06 - 0:23:02 AM GMT- IP address: 35.229.54.2
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Document approved by Marilyn Pavlov ([email protected]) Approval Date: 2025-11-06 - 0:33:43 AM GMT - Time Source: server- IP address: 69.209.31.163 Document emailed to Araceli Alejandre ([email protected]) for approval 2025-11-06 - 0:33:46 AM GMT
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Signature Date: 2025-11-06 - 2:13:08 AM GMT - Time Source: server- IP address: 73.162.121.125 Document emailed to Michael Woo ([email protected]) for signature 2025-11-06 - 2:13:10 AM GMT
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2025-11-06 - 2:13:17 AM GMT- IP address: 54.160.229.171 Document e-signed by Michael Woo ([email protected]) Signature Date: 2025-11-06 - 2:15:57 AM GMT - Time Source: server- IP address: 73.170.186.236 Document emailed to [email protected] for signature
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2025-11-06 - 2:16:07 AM GMT- IP address: 54.160.229.171 Signer [email protected] entered name at signing as Teri Gerhardt 2025-11-07 - 2:16:59 AM GMT- IP address: 73.71.247.175
Document e-signed by Teri Gerhardt ([email protected]) Signature Date: 2025-11-07 - 2:17:01 AM GMT - Time Source: server- IP address: 73.71.247.175 Document emailed to Kirsten Squarcia ([email protected]) for signature 2025-11-07 - 2:17:03 AM GMT
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PROFESSIONAL/CONSULTING SERVICES AGREEMENT

1. PARTIES
This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Advanced Systems Group (“Contractor”), a Corporation for Design & Implementation for Modernization of Broadcast TV & Community Hall Integration, and is effective on the last date signed below (“Effective Date”).

2. SERVICES

2.1 Contractor agrees to provide the services and perform the tasks (“Services”) set forth in detail in Scope of Services, attached here and incorporated as Exhibit A. Contractor further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19.

2.2 Contractor’s duties and services under this agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City.

The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor shall cooperate with the City to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by contractor pursuant to this agreement.

3. TIME OF PERFORMANCE

3.1 This Agreement begins on the Effective Date and ends on August 30, 2027 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by August 30, 2027. The City’s appropriate department head or the City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City’s purchasing policy.

3.2 Schedule of Performance. Contractor must deliver the Services in accordance with the Schedule of Performance, attached and incorporated here Exhibit B.

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

ATTACHMENT C
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4. COMPENSATION

4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $1,100,000.00 (“Contract Price”), based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City.

5. INDEPENDENT CONTRACTOR

5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker’s compensation, or other benefits from the City.

5.2 Contractor’s Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry.

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

5.4 Subcontractors. Only Contractor’s employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Agreement will apply to any approved subcontractor.

5.5 Tools, Materials, and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement.

5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor’s business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. In the event 348
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that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement is determined by a court of competent jurisdiction, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City, and actual attorney’s fees incurred by City in connection with the above.

6. PROPRIETARY/CONFIDENTIAL INFORMATION
In performing this Agreement, Contractor 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. Contractor shall hold in confidence all City information provided by City to Contractor and use it only to perform this Agreement.

Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data.

7. OWNERSHIP OF MATERIALS

7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium (collectively, “Work Product”), prepared by Contractor in connection with this Agreement 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 any third-party without prior written approval of City.

7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all Work Product arising out of this Agreement is considered “works for hire” and all copyrights to the Work Product will be the property of City. Alternatively, Contractor assigns to City all Work Product copyrights.

Contractor may use copies of the Work Product for promotion only with City’s written approval.

7.3 Patents and Licenses. Contractor 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 Contractor or its sub-contractors prepared or created under this Agreement, to execute or implement any of the following:
(a) The original Services for which Contractor was hired; (b) Completion of the original Services by others;
(c) Subsequent additions to the original Services; and/or (d) Other City projects.

7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work 349
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Product, on recycled paper and copied on both sides, except for one single-sided original.

8. RECORDS
Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed information of Contractor’s performance, benchmarks and deliverables, which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four (4) years from the date of City’s final payment.

Contractor acknowledges that certain documents generated or received by Contractor in connection with the performance of this Agreement, including but not limited to correspondence between Contractor and any third party, are public records under the California Public Records Act, California Government Code section 6250 et seq. Contractor 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
Contractor shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity is considered an assignment of the Agreement and subject to City approval, which shall not be unreasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity.

10. PUBLICITY / SIGNS
Any publicity generated by Contractor for the project under this Agreement, during the term of this Agreement and for one 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 Contract, 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 and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and consultants (“Indemnitees”), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes of action, demands, charges, losses, costs, and expenses (including attorney fees, legal costs, and expenses related to litigation and dispute resolution proceedings) of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following:
(a) Breach of contract, obligations, representations, or warranties; (b) Negligent or willful acts or omissions committed during performance of the Services; 350
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(c) Personal injury, property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors; (d) Unauthorized use or disclosure of City’s confidential and proprietary Information; (e) Claim of infringement or violation of a U.S. patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party.

11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim. At City’s request, Contractor will assist City in the defense of a claim, dispute, or lawsuit arising out of this Agreement.

11.3 Contractor’s duties under this section are not limited to the Contract Price, workers’ compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee.

11.4 Contractor’s payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, or a purchase order, or other transaction.

11.5 Contractor 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 Contractor 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.

11.6 This Section 11 shall survive termination of the Agreement.

12. INSURANCE
Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit D, and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor’s compensation or terminating the Agreement.

13. COMPLIANCE WITH LAWS

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

13.2 Labor Laws. Contractor shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a “public works” component, Contractor is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. 351
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13.3 Discrimination Laws. Contractor 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. Contractor shall comply with all anti-discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777, and 3077.5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or its employees or sub-contractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision.

13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor 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. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of Title 2 of the California Code of Regulations. Contractor agrees to abide by the City’s rules governing gifts to public officials and employees.

13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or terminating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement.

14. PROJECT COORDINATION
City Project Manager. The City assigns Teri Gerhardt as the City’s representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor.

Contractor Project Manager. Subject to City approval, Contractor assigns John Shike as its single Representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. Contractor’s Project manager is responsible for coordinating and scheduling the Services in accordance with the Scope of Services and the Schedule of Performance. Contractor must regularly update the City’s Project Manager about the progress with the work or any delays, as required under the Scope of Services. City written approval is required prior to substituting a new Representative.

15. ABANDONMENT OF PROJECT
City may abandon or postpone the Project or parts therefor at any time. Contractor 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. With City’s pre-approval in writing, the time spent in closing out the Services will be compensated up to a maximum of ten percent (10%) of the total time expended to date in the performance of the Services. 352
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16. TERMINATION
City may terminate this Agreement for cause or without cause at any time. Contractor will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Contractor closes out the Services and delivers the Work Product.

17. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION
This Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises, Contractor 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.

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 a breach shall not constitute waiver of another provision or breach.

21. ENTIRE AGREEMENT
This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. 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 the main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling.

22. INSERTED PROVISIONS
Each provision and clause required by law for this Agreement is deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. The Parties will collaborate to implement this Section, as appropriate.
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23. HEADINGS
The headings in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit, or amplify the terms or provisions of this Agreement.

24. SEVERABILITY/PARTIAL INVALIDITY
If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this Agreement to carry out its intent.

25. SURVIVAL
All provisions which by their nature must continue after the Agreement expires or is terminated, including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law, and Attorney Fees, shall survive the Agreement and remain in full force and effect.

26. NOTICES
All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the 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: Teri Gerhardt
Email: [email protected]
To Contractor:

Advanced Systems Group
1226 Powell Street
Emeryville, CA 94608
Attention: John Shike
Email: [email protected]

27. EXECUTION
The person executing this Agreement on behalf of Contractor represents and warrants that Contractor has full right, power, and authority to enter into and carry out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Contractor. This Agreement may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument.

SIGNATURES CONTINUE ON THE FOLLOWING PAGE
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IN WITNESS WHEREOF, the parties have caused the Agreement to be executed.

CITY OF CUPERTINO CONTRACTOR
A Municipal Corporation
By By
Name Name
Title Title
Date Date
APPROVED AS TO FORM:
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ATTEST:

KIRSTEN SQUARCIA
City Clerk
Date
Dave Van Hoy President 02/27/2025 Teri Gerhardt 03/05/2025 GIS CTO 03/05/2025 355
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ADVANCED SYSTEMS GROUP, LLC CONFIDENTIAL CO N F I D E N T I A L TO CITY OF CUPERTINO PAGE 19 PAGE 19 Clientele Reaping the Benefits

MANAGED SERVICES MA AG D SERV ES
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Exh. D-Insurance Requirements for Design Professionals & Consultants Contracts 1 Version: August 2024
Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City.

INSURANCE POLICIES AND MINIMUMS REQUIRED

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

2. Automobile Liability: ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage.

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

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

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

OTHER INSURANCE PROVISIONS
The aforementioned insurance shall be endorsed and have all the following conditions and provisions:

EXHIBIT D
Insurance Requirements
Design Professionals & Consultants Contracts
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Exh. D-Insurance Requirements for Design Professionals & Consultants Contracts 2 Version: August 2024
Additional Insured Status
The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers (“Additional Insureds”) are to be covered as additional insureds on Consultant’s CGL and automobile liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant’s insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions are used).

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

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
Insurance shall be placed with insurers admitted in the State of California and with an AM Best rating of AVII or higher.

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

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

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

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

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

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

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOS ONLY AUTOS

NON-OWNED

OWNED SCHEDULED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

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

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

OTH- STATUTEPER
(MM/DD/YYYY) LIMITS POLICY EXP (MM/DD/YYYY)

POLICY EFF LTR TYPE OF INSURANCE POLICY NUMBER INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB EACH OCCURRENCE $
AGGREGATE $
$
OCCUR

CLAIMS-MADE
DED RETENTION $
PRODUCTS - COMP/OP AGG $
GENERAL AGGREGATE $
PERSONAL & ADV INJURY $
MED EXP (Any one person) $
EACH OCCURRENCE $

DAMAGE TO RENTED
PREMISES (Ea occurrence) $

COMMERCIAL GENERAL LIABILITY

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

POLICY PROJECT LOC

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

CANCELLATION

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
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Cupertino City CouncilJanuary 21, 2026

Cupertino City Council
January 21, 2026