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25-143 ARTour & McClellan Ranch AR Google Play Update SHORT FORM AGREEMENT CITY OF CUPERTINO 10185 N. Stelling Road Cupertino, CA 95014 408-777-3120 --USE OF THIS FORM IS ONLY VALID FOR AGREEMENTS UP TO $3,500.00-- Contractor Name: BALANCE STUDIOS, INC. Contractor Authorized Representative: HEIDI A. KLESSIG By the signature of its Authorized Representative below, Contractor hereby agrees to the following: A. SCOPE OF SERVICES. Contractor shall provide the following specified services: Update ARTour & McClellan Ranch Tour apps to meet new requirements for Google Play Store. Location and Term of Contractor Services: Location: REMOTE B. TERM. The services furnished under this Agreement shall be provided from 8/1/2025 to 1/31/2026. C. COMPENSATION. For the full performance of this Agreement, the City of Cupertino shall pay Contractor a total of $2,500 in a lump sum to be paid following receipt of Contractor’s invoice. D. EXHIBITS. The following attached exhibits hereby are made part of this Agreement: ☐ Exhibit “A”- Scope of Services: ☐ Exhibit “B”- Insurance Requirements GENERAL TERMS AND CONDITIONS 1. Indemnification. To the fullest extent allowed by law and except for losses caused by the sole negligence or willful misconduct of City personnel, Contractor agrees to indemnify, defend, and hold harmless the City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers and Contractors (collectively, “Indemnitees”), through legal counsel acceptable to City, from and against any liability for damages, claims, actions, causes of action, demands, charges, losses, costs and expenses (including attorney fees, legal costs and expenses related to litigation, arbitrations, administrative and regulatory proceedings), of every nature, arising out of or in any way related to Contractor’s or Contractor’s agents performance of the Scope of Services. This includes but is not limited to liability resulting in personal injury, death, property damage, or economic losses. Contractor must pay any costs City may incur in enforcing this provision and must accept a tender of defense upon receiving notice from City. Contractor’s payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this agreement. 2. General Liability 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 discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor’s compensation or terminating the Agreement. 3. Compliance with Laws. Contractor shall comply with all laws applicable to this Agreement including, without limitation, laws regarding workers’ compensation, antidiscrimination, and conflict of interest. If Contractor has no employees an affidavit to that effect shall be attached to this agreement. If the scope of work involves providing services to children, the City of Cupertino, Consultant Declaration shall be attached 4. Assignment. Contractor may not assign, transfer, or subcontract this Agreement or any portions thereof, without prior written consent of City. 5. Termination. City may terminate this agreement at any time. In the event of cancellation within 24 hours of the time Contractor is to begin providing services City shall pay contractor one half of the total agreement amount unless cancellation occurs after Contractor’s personnel have arrived at the location where services are to be performed in which case the total contract amount shall be paid. 6. Interest of Contractor. It is understood and agreed that this Agreement is not a contract of employment and, at all times, Contractor shall be deemed to be an independent contractor and Contractor is not authorized to bind the City to any contracts or other obligations in executing this Agreement. Contractor certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of City. City shall have no right of control as to the manner Contractor performs the services to be performed. Nevertheless, City may, at any time, observe the manner in which such services are being performed by the contractor. Contractor shall comply with all applicable Federal, State, and local laws and ordinances including, but not limited to, unemployment insurance benefits, FICA laws, and the City business license ordinance. 7. Changes. No changes or variations of any kind are authorized without the written consent of the City. CONTRACT COORDINATOR and representative for CITY shall be: Adam Araza, Senior Business Systems Analyst. May 5, 2020 IN WITNESS WHEREOF, the parties have executed this Agreement effective the date last signed below. CITY OF CUPERTINO A Municipal Corporation By ________________________ Name______________________ Title ______________________ Date_______________________ CONTRACTOR Balance Studios, Inc. By ________________________ Name______________________ Title ______________________ Date_______________________ APPROVED AS TO FORM: Michael Woo Senior Assistant City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date TinaJ Lutz TinaJ Lutz President 08/19/2025 Teri Gerhardt CTO 08/19/2025 Balance Digital Media Studios is a tradename of Balance Studios, Inc 1 The City of Cupertino ARTour & McClellan Ranch Augmented Reality Applications Google Play Update Scope of Work July 11, 2025 Adam Araza Business Systems Analyst – GIS City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 408-777-3210 damA@Cupertino.org Heidi A. Klessig Vice President of Client Relations Balance Studios, Inc. 2200 Dickinson Road - Building 1 De Pere, WI 54115 920-433-9770 Heidi@BalanceStudios.com EXHIBIT A Balance Digital Media Studios is a tradename of Balance Studios, Inc 2 Project Synopsis: The City of Cupertino (Cupertino) is looking to update the ARTour & McClellan Ranch Android Augmented Reality Applications to be available for the newest Android devices. Cupertino is commissioning Balance Studios, Inc. (Balance) to update the Android API version and resubmit the application back to Google Play. Responsibilities: Balance is Responsible for:  Further clarification sessions with Cupertino to clearly define the project development details.  Project coordination, project organization and management, and asset management to ensure all elements are collected and allocated, timelines are maintained, and approvals are made.  Technical specifications  Production schedule  Application o Application Programming o Application Testing  Submission to Google Play Cupertino is Responsible for:  For the timely delivery and approvals of project elements as defined in the production schedule.  Reviews & Approvals of Applications Assets.  Agrees to the number of reviews/revisions and understands there will be additional fees for additional change request.  Aiding in the application testing phases. Approvals: Approvals by phases are an integral step in order to maintain budgets and timeline. After these approvals have been made by Cupertino, any changes thereafter will call for a change order with a re-examination of the time, resources, and associated costs necessary to accommodate the requested change. *Note: Due to the process of AR App development, reviews and approval will be ongoing with Balance providing as much notice as possible prior to each needed review.  Final testing (1 round of revisions)  Gold build submitted to Google Play Balance Digital Media Studios is a tradename of Balance Studios, Inc 3 Assumptions: *The estimated time and resources are based on the following assumptions & criteria: Global Project Development Assumption:  The specific interface design, user experience, and technical specifications for the Mobile Application will be clearly defined as we work through the 5 Phased Approach to Successful Project Development to create the final Design & Functionality Specifications Documentation (the project blueprint).  A production schedule with key milestones and delivery dates will be created post kick-off meeting. If timelines or deadlines are missed, the delivery date cannot be guaranteed and the project cost may be re-evaluated  Main Contact for Cupertino for communication, coordination, rev iew comments and final approvals. Cupertino: Adam Araza  Due to the nature of application development and the speed of technologies evolution, Balance Studios is not responsible for bugs, incompatibilities, or changes in functionality due to unforeseen future upgrades to OSs, plug-ins, third party application integrations or other new technologies after the launch date. If these occurrences arise, a new project scope defining costs and timelines will be submitted.  Due to the process of App development, reviews and approval will be ongoing with Balance providing as much notice as possible. Technical Specifications:  Update the application to be compatible with Android 15.  The AR experience assets will be ‘baked’ into the App.  Wi-Fi is needed for initial download of the final App if size is over 100mb.  App deployed to Google Play Stores using the Cupertino developer account.  Important Note Regarding Google Play App Stores: o Once the App has been approved by Cupertino and Balance has deployed the app to Google Play App stores, the review and approval time lies with the App Store review team. o Balance is not liable for delays or missed event dates due to the App Store review turnaround time. o If the App store rejects the app, Balance will:  Work with Cupertino to correct the reason for rejection as quickly as possible.  If additional costs are deemed necessary to correct the rejection – Balance and Cupertino will discuss with a Change Order submission as an end result. Balance Digital Media Studios is a tradename of Balance Studios, Inc 4 Production Schedule: Balance Studios is able to begin the project development as soon as the development is approved. At that time, a specific production schedule will be implemented. Project Budget: General Development Needs & Administration:  Internal and Client Meetings  Project Management, Coordination & Clarification Application Design & Development:  All Integrated Programming  Alpha & Beta Testing  Instruction Manual & Training  Compiling and delivering all project code and assets Application Development: Not to exceed $2,500.00 Standard Payment Schedule & Terms: Standard Payment Terms:  Payment Terms: Net-30 for invoices submitted  Invoices are submitted via email from AccountsPayable@BalanceStudios.com  Payments are accepted by check to 2200 Dickinson Road, Bldg 1, De Pere, WI 54115 Invoice 1 – Up to $2,500.00, due on app approval for submission to Google Play Balance Digital Media Studios is a tradename of Balance Studios, Inc 5 WE WOULD LOVE THE OPPORTUNITY TO WORK WITH YOU! Signature of Commitment *By signing below, the City of Cupertino is providing approval for the preliminary services and estimate as specified in this proposal, the selection of Balance Studios, Inc. as its ARTour & McClellan Ranch Augmented Reality Applications Google Play Update partner, and are ready to move into the project execution phases. This proposal is good for 30 days. Please call Heidi Klessig at 920-433-9770 if there are any questions, needed revisions or modifications. Balance Studios: City of Cupertino: By: By:_____________________________ Its: Vice President Its: _____________________________ Date: July 11, 2025 Date:____________________________ 08/19/2025 CTO Ins. Requirements, Short Form Agreement w/Balance Studios 1 Version: July 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. Ξ 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 insurance coverage in the amount required under this Section 2 for owned, non-owned and hired EXHIBIT B Insurance Requirements Ins. Requirements, Short Form Agreement w/Balance Studios 2 Version: July 2025 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 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. Contractor has provided written verification it has no employees. 4. Cyber Liability. Insurance, with limits not less than: $2,000,000 each occurrence $2,000,000 aggregate - all other Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Consultant in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, release of private information or personally identifiable information (PII), alteration of electronic information, extortion, and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations. If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 5. 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 Consultant 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 Consultant. OTHER INSURANCE PROVISIONS The insurance policies are to contain, or be endorsed to contain, the following provisions: 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 Ins. Requirements, Short Form Agreement w/Balance Studios 3 Version: July 2025 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. 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. 07/24/2025 Alliance Insurance Centers LLC 3138 Market Street Green Bay WI 54304 Jennifer Vanlieshout (920) 330-9000 (920) 330-9001 jvanlieshout@allianceinsurancecenters.com Balance Studios, Inc. 2200 Dickinson Rd Bldg 1 De Pere WI 54115 Hartford Casualty 29424 Rated by Mult Companie 00914 Apogee Insurance Group 2025 new A Y Y 83SBAIK0498 03/01/2025 03/01/2026 1,000,000 300,000 10,000 1,000,000 2,000,000 2,000,000 A 83SBAIK0498 03/01/2025 03/01/2026 1,000,000 A 83SBAIK0498 03/01/2025 03/01/2026 2,000,000 2,000,000 B Y 83WECII7258 03/01/2025 03/01/2026 1,000,000 1,000,000 1,000,000 C Professional Liability WG00001372AG 07/10/2025 07/10/2026 Each Occurrance $2,000,000 Policy Agrregate $2,000,000 THE GENERAL LIABILITY POLICY, WHICH INCLUDES THE HIRED/NONOWNED AUTO LIABILITY, WRITTEN WITH HARTFORD INSURANCE COMPANIES HAS NO SIR RETENTION AND/OR DEDUCTIBLE. THE UMBRELLA POLICY WRITTEN WITH HARTFORD INSURANCE COMPANIES HAS A $10,000 SIR RETENTION AS SHOWN ABOVE; THERE IS NO OTHER SIR RENTENTION OR DEDUCTBLE APPLICABLE. THE WORERS' COMPENSATION/EMPLOYER LIABILITY POLICY WRITTEN WITH HARTFORD INSURANCE COMPANIES HAS NO SIR RETENTION AND/OR DEDUCTIBLE. THE PROFESSIONAL LIABILITY POLCY WRITTEN WITH APOGEE INSURANCE GROUP HAS NO RETENTION AND/OR DEDUCTIBLE. City of Cupertino 10300 Torre Avenue Cupertino CA 95014 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS 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 AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION 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 Balance Studios, Inc. 00035329 Alliance Insurance Centers LLC 25 Certificate of Liability Insurance City of Cupertino and those entities not specifically named but included/required within the signed contracts are hereby listed as an additional insured under the general liability policy, primary and non-contributory, as respects to work performed by the named insured, subject to the policy language, forms, conditions and exclusions. A General Liability Waiver and Workers’ Compensation Waiver of Subrogation have been added in favor of City of Cupertino and those entities not specifically named but included/required within the signed contracts. Contractual Liability Coverage is included. Umbrella is following form Should any of the aforementioned described policies be cancelled before the expiration date thereof, the issuing insurer will endeavor to mail 30 days written notice to the named certificate holder, but failure to do so shall impose no obligation or liability of any kind upon the insurer, its agents or representatives. ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: POLICY NUMBER: 83 SBA IK0498 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - VENDOR LOC 001 BLDG 001 THE CITY OF CUPERTINO 10300 TORRE AVE CUPERTINO,CA 95014 LOG 001 BLDG 001 KOMATSU MINING CORP AND KOMATSU AMERICA CORP. 4400 WEST NATIONAL AVENUE, MILWAUKEE, WI 53214 FormlH12001185TSEQ.N0.006 Printed in U.S.A. Page 001 Process Date: 12/17/24 Expiration Date: 03/01/26 BUSINESS LIABILITY COVERAGE FORM If more than one limit of insurance under this policy and any endorsements attached thereto applies to any claim or "suit", the most we will pay under this policy and the endorsements is the single highest limit of liability of all coverages applicable to such claim or "suit". However, this paragraph does not apply to the Medical Expenses limit set forth in Paragraph 3.above. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you or any additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You or any additional insured must see to it that we receive a written notice of the claim or "suit" as soon as practicable. c. Assistance And Cooperation Of The Insured You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation, settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization that may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The Insured's Own Cost 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. e. Additional Insured's Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence", offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; (5) Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a political subdivision or public entity. Form SS 00 08 04 05 Page 15 of 24 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WISCONSIN CHANGES This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM COMMON POLICY CONDITIONS SPECIAL PROPERTY COVERAGE FORM STANDARD PROPERTY COVERAGE FORM I. The following provisions modify the COMMON POLICY CONDITIONS. A. Paragraph 2. of the Cancellation Condition is deleted and replaced by the following: 2. We may cancel this policy by mailing or delivering to the first Named Insured written notice of cancellation at least 10 days before the effective date of cancellation. If this policy has been in effect for less than 60 days and is not a renewal policy, we may cancel for any reason. If the policy has been in effect for 60 days or more or is a renewal of a policy we issued, except as provided in Anniversary Cancellation below, we may cancel this policy only for one of the following reasons: a. The policy was obtained by material misrepresentation; b. There has been a substantial change in the risk we originally assumed, except to the extent that we should have foreseen the change or considered the risk in writing the policy; c. There have been substantial breaches of contractual duties, conditions or warranties; or d. Nonpayment of premium. If this policy has been in effect for 60 days or more or is a renewal of a policy we issued, the notice of cancellation will state the reason for cancellation. B. The following is added to the Cancellation Condition: Anniversary Cancellation If this policy is written for a term of more than one year or has no fixed expiration date, we may cancel this policy for any reason by mailing or delivering to the first Named Insured written notice of cancellation at least 60 days before the anniversary date of the policy. Such cancellation will be effective on the policy's anniversary date. We may cancel this policy because of the termination of an insurance marketing intermediary's contract with us only if the notice of cancellation contains an offer to continue the policy with us if we receive a written request from the first Named Insured prior to the date of cancellation. C. The following is added: Rescission 1. We may rescind this policy because of the following: a. Misrepresentation made by you or on your behalf in the negotiation for or procurement of this Coverage, if the person knew or should have known that the representation was false; b. Breach of affirmative warranty made by you or on your behalf in the negotiation for or procurement of this Coverage; c. Failure of a condition before a loss if such failure exists at the time of loss; d. Breach of a promissory warranty if such breach exists at the time of loss; or 2. We may not rescind this policy: a. For the reasons in Paragraph C.1.a. and C.1.b unless: (1) We rely on the misrepresentation or affirmative warranty and the misrepresentation or affirmative warranty is either material or made with intent to deceive; or (2) The facts misrepresented or falsely warranted contribute to the loss. Form SS 01 131018 © 2018, The Hartford (Includes copyrighted material of Insurance Services Office, Inc., with its permission) Page 1 of 4 BUSINESS LIABILITY COVERAGE FORM (6) When You Are Added As An Additional Insured To Other Insurance That is other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional Insured To This Insurance That is other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this Coverage Part: (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract, written agreement or permit that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. 8. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self- insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all the other insurance permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. This condition does not apply to Medical Expenses Coverage. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. Form SS 00 08 04 05 Page 17 of 24 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 83 WEC 117258 Endorsement Number: Effective Date: 03/01/25 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: BALANCE STUDIOS, INC. 2200 DICKINSON RD BLDG 1 DEPEREWI54115 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. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Any person or organization for whom you are required by contract or agreement to obtain this waiver from us. Endorsement is not applicable in KY, NH, NJ or for any MO construction risk Countersigned by Form WC 00 03 13 Printed in U.S.A. Process Date: 01/20/25 Authorized Representative Policy Expiration Date: 03/01/26 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WISCONSIN CANCELLATION AND NONRENEWAL ENDORSEMENT Policy Number: 83 WEC 117258 Endorsement Number: Effective Date: 03/01/25 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: BALANCE STUDIOS, INC. 2200 DICKINSON RD BLDG 1 DEPEREWI54115 This endorsement applies only to the insurance provided by the policy because Wisconsin is shown in Item 3.A. of the Information Page. The Cancellation Section (D) of the Part Six - Conditions is deleted and replaced by the following: A. Cancellation 1. You may cancel this policy. You must mail or deliver advance written notice to us stating when the cancellation is to take effect. If you purchase replacement insurance, the cancellation becomes effective on the date the new coverage becomes effective. If no replacement coverage is purchased, the cancellation will be effective thirty (30) days after receipt of written notice by the Wisconsin Compensation Rating Bureau. 2. We may cancel the policy for any reason if the policy has been in effect for less than sixty (60) days. If the policy is issued for a term longer than one year or for an indefinite term, we may cancel the policy for any reason on an annual anniversary of the policy effective date. We may cancel the policy at any other time for the following reasons: a. you fail to pay all premiums when due, however, we must deliver or mail, first class, not less than thirty (30) days advance written notice stating when the cancellation is to take effect; b. a material misrepresentation; c. a substantial breach of the obligations, conditions or warranties under the policy; or d. a substantial change in the risk we assumed under the policy unless it was reasonable for us to foresee the change or expect the risk when we issued the policy. 3. If we cancel for any permissible reason other than nonpayment of premium when due, we must deliver or mail, first class, not less than* thirty (30) days notice stating when the cancellation is to take effect. Mailing that notice to you at your mailing address shown in Item 1 of the Information Page will be sufficient to prove notice. 4. The policy period will end on the day and hour stated in a notice of cancellation. B. Nonrenewal 1. You have the right to have the insurance renewed unless we deliver or mail to you not less than* sixty (60) days advance written notice stating our intention not to renew this policy. Form WC 48 06 06 B Printed in U.S.A. Process Date: 01/20/25 Page 1 of 2 Policy Expiration Date: 03/01/26 2. We do not have to renew the insurance if you do not pay the renewal premium billing by the due date or if you accept replacement insurance, are insured elsewhere, requested or agree to nonrenewal, or if the policy is expressly designated as being nonrenewable. 3. If we renew the insurance, we may use the policy forms, rates and rating plans we are then using for similar risks. We may limit the policy to a term equivalent to the term of the expiring policy or one year, whichever is less. 4. If we offer to renew the insurance on less favorable terms, we will mail or deliver written notice of the new terms by first class mail to you, the policy holder, at least sixty (60) days prior to the renewal date. The definition of "terms" does not include manual rates, experience modification factors, or classification of risks. If we provide such notice within sixty (60) days prior to the renewal date, the new terms will not take effect until sixty (60) days after the notice is mailed or delivered, in which case, you, the policy holder, may elect to cancel the renewal policy at any time during the sixty (60) day period. The notice will include a statement of your right to cancel. If you elect to cancel the renewal policy during the sixty (60) day period, the return premium or additional premium charges shall be calculated proportionally on the basis of the old premiums. We need not mail or deliver this notice if the only change adverse to you is a premium increase that; (a) is less than 25%; or, (b) results from a change based on your action that alters the nature and extent of the risk insured against, including, but not limited to, a change in the classifications for the business. Any written agreement attached to and made a part of the policy, between the insurance carrier and policyholder which extends the cancellation or nonrenewal notification timeframe, will supercede the aforementioned notification requirements found in items A.3., and B.1., respectively. Countersigned by Authorized Representative Form WC 48 0606 B Printed in U.S.A.Page 2 of 2 ARTour & McClellan Ranch AR Google Play Update Final Audit Report 2025-08-19 Created:2025-08-14 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAArHD3POAlF5EjIIXdW7Znop8IgZAh7h4w "ARTour & McClellan Ranch AR Google Play Update" History Document created by Webmaster Admin (webmaster@cupertino.org) 2025-08-14 - 3:50:09 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2025-08-14 - 4:14:54 PM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2025-08-14 - 4:15:11 PM GMT- IP address: 100.25.19.135 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2025-08-14 - 5:59:26 PM GMT - Time Source: server- IP address: 71.202.76.156 Document emailed to tina@balancestudios.com for signature 2025-08-14 - 5:59:28 PM GMT Webmaster Admin (webmaster@cupertino.org) added alternate signer tina@balancestudios.comm. 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