25-086 Kona Ice of Mountain View - Food Truck Service Kona for 2025 Disco At Dusk2025 Disco At Dusk - Food Truck Service
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Services Agreement ($5,000) / April 2024
SERVICES AGREEMENT
($5,000 OR LESS)
1. Parties. This Agreement (“Agreement”) is made by and between the City of Cupertino, a municipal
corporation (“City”) and Kona Ice of Mountain View (“Contractor”), a Corporation, and is effective
on the last date signed below (“Effective Date”).
2. Services. Contractor agrees to provide the programs, classes or activities (“Services”) set forth in detail
in the Scope of Services, attached and incorporated here as Exhibit A. Contractor further agrees to carry
out its work in compliance with any applicable local, State, or Federal order regarding COVID-19.
3. Time of Performance. This Agreement begins on the Effective Date and ends on June 20, 2025
(“Contract Time”), unless terminated earlier as provided herein. Contractor must deliver the Services in
accordance with the Schedule of Performance included or attached to Exhibit A. 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. The City’s designated supervisor for this Agreement may extend
the Contract Time by up to six (6) months through a written amendment to this Agreement, provided
such extension does not include additional contract funds.
4. Compensation. City will pay Contractor for satisfactory performance of the Services an amount that
will based upon actual costs but that will be capped so as not to exceed $400.00 (“Contract Price”),
based upon the Scope of Services and the budget and rates included in Exhibit A. The maximum
compensation includes all expenses and reimbursements and will remain in place even if Contractor’s
actual costs exceed the capped amount. Upon City approval of written invoices, Contractor will be paid
as follows: (check one; cross out others):
☒ A lump sum amount of $400.00 which shall not exceed the
Contract Price.
☐ At the rate of $_______ per hour for a total not to exceed the Contract
Price.
☐ Based on the payment schedule included or attached to Exhibit A which shall not
exceed the Contract Price.
5. Independent Contractor. 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, workers compensation or other benefits from the City. Contractor must have the skills and
qualifications to perform the Services in a competent and professional manner, and must be licensed,
registered, and/or certified and have a City Business License. Contractor will supply all tools, materials
and equipment required to perform the Services under this Agreement.
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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 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.
7. Assignment. This Agreement is not assignable. Contractor may not substitute another or transfer any
rights or obligations under this Agreement without prior written approval of City. Only those persons
whose names are included in Exhibit A may perform the Services.
8. Indemnification. To the fullest extent allowed by law and except for losses caused by the sole and
active negligence or willful misconduct of City personnel, Contractor 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;
(c) Personal injury, property damage, or economic loss resulting from the work or performance of
Contractor or its subcontractors or sub-subcontractors;
Contractor must pay any costs City may incur in enforcing this provision and must accept a tender of
defense upon receiving notice from City. Contractor’s payments may be deducted or offset to cover
any money the City lost due to a claim or counterclaim arising out of this Agreement.
9. Insurance. Contractor shall comply with the Insurance Requirements, attached and incorporated here
as Exhibit B, 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
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Services Agreement ($5,000) / April 2024
discretion and without notice, purchasing insurance for Contractor and deducting the costs from
Contractor’s compensation or terminating the Agreement.
10. Compliance with Laws. Contractor shall comply with all laws and regulations applicable to this
Agreement, included without limitation the following laws:
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.
☐ Sole Proprietor. If Contractor is a sole proprietorship/individual, it must sign
the Affidavit of No Employees included in this Agreement.
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, Contractor understands that harassment and discrimination directed
toward a job applicant, an employee, a City employee, or any other person, by Contractor or
Contractor's 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.
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 the California Code of Regulations. Contractor agrees to abide by the
City’s rules governing gifts to public officials and employees.
11. Abandonment. City may abandon or postpone the Project at any time. Contractor will be compensated
for satisfactory Services performed through the date of abandonment.
12. Termination. City may terminate this Agreement for cause or without cause at any time. City reserves
the right to terminate the Agreement and the remainder of the Services offered by Consultant without
notice based upon Contractor’s cancellation of a Service (i.e., program, class or activity) without
giving advance notice or obtaining written approval from City.
13. Governing Law. 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.
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14. Entire Agreement. This Agreement represents the full and complete understanding of every kind or
nature between the Parties, and supersedes any other agreement or understanding, either oral or
written, between the Parties. Any changes to 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. Each provision and clause
required by law for this Agreement is deemed to be inserted and will be inferred herein.
15. Services Coordinator. The Parties designate the following persons as Services Coordinators for this
Agreement. Contractor’s designation and any substitution are subject to City approval.
For City: For Contractor:
Alex Greer Simona Benjamin
Recreation Manager Owner
alexg@cupertino.org sbenjamin@kona-ice.com
16. Contract Interpretation. There are no intended third party beneficiaries of this Agreement. Neither
acceptance of the Services nor payment therefor shall constitute a waiver of any contract provision.
City’s waiver of a breach shall not constitute waiver of another provision or breach. The headings in
this Agreement are for convenience only. The Indemnification and Governing Law sections expressly
survive this Agreement.
17. Severability. If a term or provision of the Agreement or its application to a particular situation is found
by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in 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.
18. Notices. All notices, demands, requests, and approvals must be sent to the persons below in writing,
and will be considered effective on the date of personal delivery, upon confirmation of delivery by a
reputable overnight delivery service, on the fifth calendar day after deposit thereof 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: Alex Greer
Email: alexg@cupertino.org
To Contractor:
Kona Ice of Mountain View
18931 Bear Creek Rd,
Los Gatos, CA 95033
Attention: Simona Benjamin
Email: sbenjamin@kona-ice.com
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19. Execution. Contractor’s signatory warrants that he or she is authorized to execute the Agreement and
to legally bind 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.
IN WITNESS WHEREOF, the Parties have caused the Agreement to be executed as of the
Effective Date written above.
CITY OF CUPERTINO
A Municipal Corporation
KONA ICE OF MOUNTAIN VIEW
By:
By:
Name: Name:
Title:
Date:
Title:
Date:
APPROVED AS TO FORM:
By:
MICHAEL K. WOO
Senior Assistant City Attorney
ATTEST:
By:
KIRSTEN SQUARCIA
City Clerk
Date:
SBenjamin
SBenjamin
owner
06/16/2025
Rachelle Sander
Director of Parks and Recreation
06/17/2025
06/17/2025
Exhibit A – Scope of Services, Schedule of Performance, and Compensation
Contractor’s Services and Schedule of Performance:
- Contractor will provide food truck services at the 2025 Disco At Dusk event at
Community Hall, 10350 Torre Ave, Cupertino, CA 95014 (“Event Location”) on June 20,
2025, from 6:30 p.m. to 8:30 p.m. (“Service Time”). The food truck will offer a curated
menu of high-quality items, designed to meet the needs and preference of the event
attendees. Contractor agrees to supply all necessary equipment, staff, and ingredients for
this service.
- Menu and Food Selection – Contractor will offer dessert foods such as shaved ice with
various toppings. 60 12oz servings will be covered by the City and provided to event
participants. After 60 servings, additional 12oz servings will be sold at $5 each.
- Service Delivery – Contractor agrees to arrive at the Event Location before the scheduled
Service Time, with food preparation and serving beginning at 6:30 p.m. and continuing
until 8:30 p.m. Vendor will provide all necessary utensils, condiments, and packaging for
the service.
- Staffing – Contractor will be staffed with trained personnel capable of handling the
cooking, food service, and customer interaction.
- Setup and Breakdown – Contractor will be responsible for the setup and breakdown of
the food truck and associated equipment. Any waste or leftover materials will be
responsibly disposed of by the Contractor.
- Permits and Licensing – Contractor will ensure all necessary health permits, business
licenses, and insurance coverages are in place to operate the food truck during the event.
Contractor’s Compensation:
City agrees to guarantee the Contractor’s minimum sales requirement for the food truck service.
This amount is set at $400 for the 60 12oz servings to be provided within the 2 hours of service.
Additional 12oz servings will be sold at $5 each. Event attendees will purchase food directly
from the Contractor.
Insurance Requirements for Services Agreement ($5,000 or
less)
1
Version: May 2025
Contractor shall procure 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.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (“CGL”): Coverage shall be 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 under this agreement 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 Contractor'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 ISO 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 Form Number CA 00 01 (or equivalent)
covering any auto (Code 1), or, if Contractor has no owned autos, then hired autos (Code 8) and non-
owned autos (Code 9), 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 non-contributory coverage and endorsement, and waiver of subrogation coverage and
endorsement under the policy prior to the use of any automobile.
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
EXHIBIT B
Insurance Requirements
Services Agreement ($5,000 or less)
Insurance Requirements for Services Agreement ($5,000 or
less)
2
Version: May 2025
insurance coverage in the amount required under this Section 2 for owned, non-owned and hired
autos (any auto-Symbol 1).
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 t he 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. Contractor has provided written verification it has no employees.
4. Professional Liability. Insurance which includes coverage for professional acts, errors and omissions,
with limits no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.
Claims Made Policies (applicable only to professional liability)
If any of the required policies provide coverage on a claims-made basis:
1. The Retroactive Date must be shown and must be before the Effective Date of the Contract.
2. Insurance must be maintained for at least five (5) years after completion of the Services.
3. 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 Contractor must purchase “extended
reporting” coverage for a minimum of five (5) years after completion of the Services.
If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and
shall be entitled to the broader coverage and higher insurance limits maintained by Contractor.
OTHER INSURANCE PROVISIONS
The insurance policies are to contain, or be endorsed to contain, the following provision s:
Additional Insured Status
The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteers (“Additional
Insureds”) are to be covered as additional insureds on the CGL and automobile liability policies with respect to
liability arising out of the Services performed by or on behalf of Contractor including materials, parts, or
equipment furnished. CGL coverage shall be provided in the form of an endorsement at least as broad as ISO
Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG
20 38; and CG 20 37 if a later edition is used.
Primary and Non-Contributory Coverage
Except Workers’ Compensation coverage, the Contractor’s insurance coverage shall aloe and be endorsed
“primary and non-contributory” at least as broad as the most recent edition of ISO CG 20 01 as respects the
City, its City council, officers, officials, employees and volunteers. Any insurance or self -insurance maintained
by the City and additional insureds shall be excess of Contractor’s insurance and shall not contribute to it.
Notice of Cancellation
Each insurance policy shall provide and be endorsed 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.
Insurance Requirements for Services Agreement ($5,000 or
less)
3
Version: May 2025
Waiver of Subrogation
Contractor grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire
against City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any
endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless
of whether or not the City has received a waiver of subrogation endorsement from the insurer.
Self-Insured Retentions
City may approve self-insured retentions and require proof of Contractor’s ability to pay losses and related
investigations, claim administration and defense expenses within the retention. The policy shall provide, or be
endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City.
Acceptability of Insurers
Insurance shall be placed with insurers admitted in the State of California and with an AM Best rating of A-
VII or higher.
Verification of Coverage
Contractor shall furnish the City with acceptable original 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 to City prior to commencing the Services. City retains
the right to demand verification of compliance at any time during the Contract.
Subcontractors
Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements
stated herein, and Contractor shall ensure that City is an additional insured on insurance required from
subcontractors.
Adequacy of Coverage
Insurance coverage shall not limit Contractor’s duties to indemnify, defend and hold City harmless. City
reserves the right to modify these requirements based on the nature of the risk, prior experience, insurer,
coverage or other special circumstances.
2025 Disco At Dusk - Food Truck Service
Final Audit Report 2025-06-17
Created:2025-06-16
By:Webmaster Admin (webmaster@cupertino.org)
Status:Signed
Transaction ID:CBJCHBCAABAALXcPQYPfO1hsAkOq6V8Geey1KBMDvlmk
"2025 Disco At Dusk - Food Truck Service" History
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Agreement completed.
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