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24-128 Nimble_Amendment #1 dated 8-28-25 for Utility and Energy Management System
1 FIRST AMENDMENT TO NIMBLE ENERGYAGREEMENT 24-128 BETWEEN THE CITY OF CUPERTINO AND NIMBLE ENERGY, FOR UTILITY AND ENERGY MANAGEMENT SYSTEM This First Amendment to Agreement 24-128 is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and Nimble Energy, a Corporation (“Software provider”), whose address is 148 Coley Ct, Pittsboro, NC 27312, and is made with reference to the following: RECITALS: A. On September 16, 2024, Agreement 24-128 (“Agreement”) was entered into by and between City and Software Provider for Utility and Energy Management System. B. City and Software Provider 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: 1. Paragraph #1 of the Agreement is modified to read as follows: TERM. The term of this Agreement shall commence on the last date signed below (“Effective Date”). The term of this Agreement is 5 years, unless the Agreement is terminated prior thereto under the provisions of Section 16, below. The City’s appropriate department head or the City Manager may extend the Term 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 #3 of the Agreement is modified to read as follows: COMPENSATION TO SOFTWARE PROVIDER. Software Provider shall be compensated for services performed pursuant to this Agreement in a total amount not to exceed $179,145. The payments specified in this section shall be the only payments to be made to Software Provider for services rendered pursuant to this Agreement. Software Provider shall invoice City according to the following schedule of milestones/deliverables: Milestone/Deliverable: Total Amount 1st year subscription, FY 24-25, September 2024 $41.821 2nd year subscription, FY25-26 September 2025 $34,331 3rd year subscription, FY26-27 September 2026 $34,331 4th year subscription, FY27-28 September 2027 $34,331 5th year subscription, FY28-29 September 2028 $34,331 Total not to exceed: $179,145 City shall pay Contractor within thirty (30) days after receipt of Service Provider’s invoice. City shall return to Contractor any payment request determined not to be a proper payment request as 2 soon as practicable, but not later than seven (7) days after receipt, and shall explain in writing the reasons why the payment request is not proper. 3. Paragraph 12 of the Agreement is modified to read as follows: INSURANCE A. General Requirements. On or before the commencement of the term of this Agreement, Software Provider shall furnish City with certificates showing the type, amount, class of operations covered, effective dates, and dates of expiration of insurance coverage in compliance with the requirements listed in Exhibit B1, attached and incorporated. Software Provider shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement. B. Subrogation Waiver. Software Provider agrees that in the event of loss due to any of the perils for which it has agreed to provide comprehensive general and automotive liability insurance, Software Provider shall look solely to its insurance for recovery. Software Provider hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Software Provider or City with respect to the services of Software Provider herein, a waiver of any right to subrogation which any such insurer of said Software Provider may acquire against City by virtue of the payment of any loss under such insurance. 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 INTO NEXT PAGE 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 NIMBLE ENERGY By Title Date EXPENDITURE DISTRIBUTION Base Agreement $41,821 First Amendment $137,324 Total $179,145 CEO 08/14/2025 CTO 08/28/2025 08/28/2025 Exhibit B - Insurance Requirements for SaaS Agreements 1 Version: May 2025 Software Provider 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 LIMITS OF REQUIRED INSURANCE POLICIES 1.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. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Software Provider, its employees, agents, and subconsultants. Not required. Software Provider has provided written verification of no employees. 2.Commercial General Liability: Coverage shall be at least as broad as Insurance Services Office Form CG 00 01 with limits no less than $2,000,000 per occurrence, $4,000,000 general aggregate, and $2,000,000 products and completed operations 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 Software Provider’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 Agreement. 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. 3.Automobile Liability Coverage shall be provided using ISO CA 00 01 (or equivalent) covering any auto (Code 1), or if Software Provider has no owned autos, hired (Code 8) and non-owned (Code 9) autos, with limits no less than $1,000,000 each accident for bodily injury and property damage. Ξ Not required. Software Provider shall be fully remote and not use automobiles to provide the service. In the event Software Provider 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 Software Provider 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. Software Provider has provided written confirmation that it does not own any autos. Software Provider 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 Software Provider uses an owned automobile or Exhibit B1: Insurance Requirements and Proof of Insurance Exhibit B - Insurance Requirements for SaaS Agreements 2 Version: May 2025 automobiles in the operation of its business to provide services under this Agreement, the Software Provider 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). In lieu of Business Automobile Liability, Software Provider 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. 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 Software Provider 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 Software Provider 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 Software Provider. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. OTHER INSURANCE PROVISIONS Additional Insureds: The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteers (“Additional Insureds”) are to be covered as additional insureds on Consultant’s Commercial General Liability, Automobile Liability, and Cyber 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 allow and be endorsed primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Software Provider’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 Software Provider 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. Exhibit B - Insurance Requirements for SaaS Agreements 3 Version: May 2025 Waiver of Subrogation: Software Provider 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, Cyber Liability, and Workers’ Compensation policies shall allow and be endorsed with a waiver of subrogation in favor of City for all work performed by Software Provider, 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. 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 A- VII or higher. Absence of Insurance Coverage: City may direct Software Provider to immediately cease all activities with respect to this Agreement if it determines that Software Provider fails to carry, in full force and effect, all insurance policies with coverages at or above the limits specified in this Agreement. At the City’s discretion, under conditions of lapse, City may purchase appropriate insurance and charge all costs related to such policy to Software Provider. Verification of Coverage: Software Provider shall furnish City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive Software Provider’s obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Subcontractors: Software Provider shall require and verify that all subconsultants maintain insurance required herein, and Software Provider shall ensure that City is an additional insured on subconsultant’s insurance policies. For CGL coverage subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13. Higher Insurance Limits: If Software Provider 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 Software Provider. 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. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 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 08/06/2025 (415) 366-2758 12831 12537 A X Y HDG.BOP.25.FTLG-IQMS 07-22-2025 07-22-2026 2,000,000 50,000 EXCLUDED 4,000,000 4,000,000 X X 57 WEC BH6DWM 1,000,000 See Additional Remarks Schedule Vouch Insurance Services, LLC Vouch Specialty Insurance Services, LLC 3739 Balboa St, #1073 San Francisco, CA 94121 State National Insurance Company United Specialty Insurance Company John Wallace (415) 488-6728 COIs@vouch.us X C 08-29-2024 07-22-2026 Nimble Energy 148 Coley Court Pittsboro, NC 27312 City of Cupertino 10300 Torre Ave, Cupertino, CA 95014 See Additional Remarks Schedule 10,000 X HDG.BOP.25.FTLG-IQMS 07-22-2025 08-29-2025 A Trumbull Insurance Company 27120 X 1,000,000 1,000,000 1,000,000 Y Y Y 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: Certificate of Liability Insurance Vouch Insurance Services, LLC Nimble Energy 148 Coley Court Pittsboro, NC 27312 Nimble Energy 2 2 25 Businessowners Policy HDG.BOP.25.FTLG-IQMS includes a waiver of subrogation for any person or organization that Nimble Energy enters into a written contract with and such contract requires the coverage provided by the endorsement (BP 04 97). Additional Insured endorsement (BP 04 48) issued for: The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteer (effective 07/22/2025). Provided, however, The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteer is an additional insured only to the extent that liabilities fall within obligations of Nimble Energy to indemnify such additional insured pursuant to a written agreement. Businessowners policy (HDG.BOP.25.FTLG-IQMS) issued to Nimble Energy shall be primary and noncontributory with any other insurance available to The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteer provided that The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteer is a Named Insured under such other insurance and Nimble Energy agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteer. Deductibles / Self-Insured Retentions:General Liability (BOP): No DeductibleProperty (BOP): As listed in Acord 28WC: No SIR/DeductibleMPL: $2,500 each claim retentionCEM (Cyber & E&O):First Party: $10K Data Incident, $5K Cyber Extortion, $10K Cyber Crime, 8-hr BI RetentionThird Party: $10K Network/Privacy/Regulatory/PCI Retention Insurer A: HDG.MPL.25.LENW-UYHU, Effective 06/02/2025 - 06/02/2026 Policy Aggregate Liability Limit: $1,000,000 Management Liability Limit: $1,000,000 Insurer B: HDG.CEM.25.RVF2-D0CG, Effective 08/15/2025 - 08/15/2026 Policy Aggregate Liability Limit: $2,000,000 Cyber Aggregate Liability Limit: $2,000,000 POLICY NUMBER: HDG.BOP.25.FTLG-IQMS, HDG.MPL.25.LENW-UYHU, HDG.CEM.24.CRFA-O6NM STATE NATIONAL INSURANCE COMPANY, INC. 1 IL END 001 06 24 ENDORSEMENT No. 1 Effective Date: 07/23/2025 Vouch Insurance Services, LLC © 2024 THIRD PARTY NOTICE OF CANCELLATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART DIRECTORS & OFFICERS COVERAGE PART CYBER LIABILITY COVERAGE PART SCHEDULE Name(s) Of Person(s) Or Organization(s): Number of Days: Certificate Holder will be given at least ten (10) days’ notice of cancellation due to non-payment of premium and thirty (30) days’ notice for any other reason. If we (“We”) cancel this policy (“Policy” or “Policy”), we (“We”) will mail or deliver advance written notice to the person(s) or organization(s) shown in the Schedule above. The number of days required for such notice shall be the Number of Days shown in the Schedule above. However, this advance notice is intended as a courtesy only and our (“Our”) failure to provide such notice will not extend the policy (“Policy” or “Policy”) cancellation date nor negate cancellation of the policy (“Policy” or “Policy”). City of Cupertino 10300 Torre Ave, Cupertino, CA 95014 SCHEDULE OF OPERATIONS This Schedule of Operations forms a part of the policy effective on the inception date of the policy unless another date is indicated below: INSURER:TRUMBULL INSURANCE COMPANY Company Code:H Policy Number:57 WEC BH6DWM Schedule Number:01-32-01 Effective Date:08/29/24 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Location Address of operations covered by this schedule: Nimble Energy 148 COLEY CT PITTSBORO NC 27312 NAICS: 518210 FEIN:92-2944507 SIC: 7374 NO. OF EMPL: 1 4.The premium for this policy will be determined by our Manuals of Rules,Classifications,Rates and Rating Plans.All information required below is subject to verification and change by audit. Classifications Code Number and Description Premium Basis Total Estimated Annual Remuneration Rates Per $100 of Remuneration Estimated Annual Premium Countersigned by Authorized Representative Form WC 99 00 05 (1) Printed in U.S.A. Process Date:08/29/24 Policy Expiration Date:08/29/25 8810 CLERICAL OFFICE EMPLOYEES NOC 100,000.00 0.070000 70 Total State Summary Total Class Premium 70 Waiver of Subrogation 0.020000 100 Emp liab increased limits 0.011000 1 Employer Liability Increase Limits balance to Minimum Premium 118 Total Estimated Annual Standard Premium 289 Expense constant 250 Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement 100,000.00 0.007000 7 Catastrophe (other than certified acts of terrorism)100,000.00 0.010000 10 Total Estimated Annual Premium 556 Form WC 66 01 56 B Printed in U.S.A. Process Date:08/29/24 Policy Expiration Date:08/29/25 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY QUICK REFERENCE Beginning Beginning on Page on Page INFORMATION PAGE PART TWO - Continued 1 G.Limits of Liability ..............................................4 General Section..............................................................1 H.Recovery From Others.....................................4 A.The Policy...............................................................1 I.Actions Against Us...........................................4 B.Who Is Insured.......................................................1 C.Workers Compensation Law..................................1 PART THREE - OTHER STATES INSURANCE 4 D.State.......................................................................1 A.How This Insurance Applies.............................4 E.Locations................................................................1 B.Notice...............................................................5 PART ONE - WORKERS COMPENSATION INSURANCE...1 PART FOUR - YOUR DUTIES IF INJURY OCCURS.....5 A.How This Insurance Applies...................................1 B.We Will Pay............................................................1 PART FIVE - PREMIUM...............................................5 C.We Will Defend.......................................................1 A.Our Manuals.....................................................5 D.We Will Also Pay....................................................1 B.Classifications..................................................5 E.Other Insurance......................................................2 C.Remuneration...................................................5 F.Payments You Must Make......................................2 D.Premium Payments..........................................5 G.Recovery From Others...........................................2 E.Final Premium..................................................5 H.Statutory Provisions................................................2 F.Records............................................................6 G.Audit.................................................................6 PART TWO - EMPLOYERS LIABILITY INSURANCE......2 A.How This Insurance Applies...................................2 PART SIX - CONDITIONS.......................................6 B.We will Pay.............................................................3 A.Inspection.........................................................6 C.Exclusions..............................................................3 B.Long Term Policy.............................................6 D.We Will Defend.......................................................3 C.Transfer of Your Rights and Duties..................6 E.We Will Also Pay....................................................4 D.Cancellation.....................................................6 F.Other Insurance......................................................4 E.Sole Representative.........................................6 IMPORTANT:This Quick Reference is not part of the Workers Compensation and Employers Liability Policy and does not provide coverage.Refer to the Workers Compensation and Employers Liability Policy itself for actual contractual provisions. PLEASE READ THE WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY CAREFULLY. Form WC 00 00 00 C Printed in U.S.A.Page 1 of 6 Process Date: 08/29/24 Policy Expiration Date: 08/29/25 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY In return for the payment of the premium and subject to all terms of this policy, we agree with you as follows: GENERAL SECTION A.The Policy This policy includes at its effective date the Information Page and all endorsements and schedules listed there.It is a contract of insurance between you (the employer named in Item 1 of the Information Page)and us (the insurer named on the Information Page).The only agreements relating to this insurance are stated in this policy.The terms of this policy may not be changed or waived except by endorsement issued by us to be part of this policy. B.Who Is Insured You are insured if you are an employer named in Item 1 of the Information Page.If that employer is a partnership,and if you are one of its partners,you are insured,but only in your capacity as an employer of the partnership's employees. C.Workers Compensation Law Workers Compensation Law means the workers or workmen's compensation law and occupational disease law of each state or territory named in Item 3.A.of the Information Page.It includes any amendments to that law which are in effect during the policy period.It does not include any federal workers or workmen's compensation law,any federal occupational disease law or the provisions of any law that provide nonoccupational disability benefits. D.State State means any state of the United States of America, and the District of Columbia. E.Locations This policy covers all of your workplaces listed in Items 1 or 4 of the Information Page;and it covers all other workplaces in Item 3.A.states unless you have other insurance or are self-insured for such workplaces. PART ONE - WORKERS COMPENSATION INSURANCE A.How This Insurance Applies This workers compensation insurance applies to bodily injury by accident or bodily injury by disease. Bodily injury includes resulting death. 1.Bodily injury by accident must occur during the policy period. 2.Bodily injury by disease must be caused or aggravated by the conditions of your employment. The employee's last day of last exposure to the conditions causing or aggravating such bodily injury by disease must occur during the policy period. B.We Will Pay We will pay promptly when due the benefits required of you by the workers compensation law. C.We Will Defend We have the right and duty to defend at our expense any claim,proceeding or suit against you for benefits payable by this insurance.We have the right to investigate and settle these claims,proceedings or suits. We have no duty to defend a claim,proceeding or suit that is not covered by this insurance. D.We Will Also Pay We will also pay these costs,in addition to other amounts payable under this insurance,as part of any claim, proceeding or suit we defend: 1.reasonable expenses incurred at our request,but not loss of earnings; Form WC 00 00 00 C Printed in U.S.A.Page 2 of 6 2.premiums for bonds to release attachments and for appeal bonds in bond amounts up to the amount payable under this insurance; 3.litigation costs taxed against you; 4.interest on a judgment as required by law until we offer the amount due under this insurance; and 5.expenses we incur. E.Other Insurance We will not pay more than our share of benefits and costs covered by this insurance and other insurance or self-insurance.Subject to any limits of liability that may apply,all shares will be equal until the loss is paid.If any insurance or self-insurance is exhausted, the shares of all remaining insurance will be equal until the loss is paid. F.Payments You Must Make You are responsible for any payments in excess of the benefits regularly provided by the workers compensation law including those required because: 1.of your serious and willful misconduct; 2.you knowingly employ an employee in violation of law; 3.you fail to comply with a health or safety law or regulation; or 4.you discharge,coerce or otherwise discriminate against any employee in violation of the workers compensation law. If we make any payments in excess of the benefits regularly provided by the workers compensation law on your behalf, you will reimburse us promptly. G.Recovery From Others We have your rights,and the rights of persons entitled to the benefits of this insurance,to recover our payments from anyone liable for the injury. You will do everything necessary to protect those rights for us and to help us enforce them. H.Statutory Provisions These statements apply where they are required by law. 1.As between an injured worker and us,we have notice of the injury when you have notice. 2.Your default or the bankruptcy or insolvency of you or your estate will not relieve us of our duties under this insurance after an injury occurs. 3.We are directly and primarily liable to any person entitled to the benefits payable by this insurance. Those persons may enforce our duties;so may an agency authorized by law.Enforcement may be against you and us. 4.Jurisdiction over you is jurisdiction over us for purposes of the workers compensation law.We are bound by decisions against you under that law,subject to the provisions of this policy that are not in conflict with that law. 5.This insurance conforms to the parts of the workers compensation law that apply to: a.benefits payable by this insurance; b.special taxes,payments into security or other special funds,and assessments payable by us under that law. 6.Terms of this insurance that conflict with the workers compensation law are changed by this statement to conform to that law. Nothing in these paragraphs relieves you of your duties under this policy. PART TWO - EMPLOYERS LIABILITY INSURANCE A.How This Insurance Applies This employers liability insurance applies to bodily injury by accident or bodily injury by disease.Bodily injury includes resulting death. 1.The bodily injury must arise out of and in the course of the injured employee's employment by you. 2.The employment must be necessary or incidental to your work in a state or territory listed in Item 3.A. of the Information Page. 3.Bodily injury by accident must occur during the policy period. 4.Bodily injury by disease must be caused or aggravated by the conditions of your employment. The employee's last day of last Form WC 00 00 00 C Printed in U.S.A.Page 3 of 6 exposure to the conditions causing or aggravating such bodily injury by disease must occur during the policy period. 5.If you are sued,the original suit and any related legal actions for damages for bodily injury by accident or by disease must be brought in the United States of America,its territories or possessions, or Canada. B.We Will Pay We will pay all sums that you legally must pay as damages because of bodily injury to your employees, provided the bodily injury is covered by this Employers Liability Insurance. The damages we will pay,where recovery is permitted by law, include damages: 1.For which you are liable to a third party by reason of a claim or suit against you by that third party to recover the damages claimed against such third party as a result of injury to your employee; 2.For care and loss of services; and 3.For consequential bodily injury to a spouse,child, parent,brother or sister of the injured employee; provided that these damages are the direct consequence of bodily injury that arises out of and in the course of the injured employee's employment by you; and 4.Because of bodily injury to your employee that arises out of and in the course of employment, claimed against you in a capacity other than as employer. C.Exclusions This insurance does not cover: 1.Liability assumed under a contract.This exclusion does not apply to a warranty that your work will be done in a workmanlike manner; 2.Punitive or exemplary damages because of bodily injury to an employee employed in violation of law; 3.Bodily injury to an employee while employed in violation of law with your actual knowledge or the actual knowledge of any of your executive officers; 4.Any obligation imposed by a workers com- pensation,occupational disease,unemployment compensation,or disability benefits law,or any similar law; 5.Bodily injury intentionally caused or aggravated by you; 6.Bodily injury occurring outside the United States of America, its territories or possessions, and Canada. This exclusion does not apply to bodily injury to a citizen or resident of the United States of America or Canada who is temporarily outside these countries; 7.Damages arising out of coercion,criticism, demotion,evaluation,reassignment,discipline, defamation,harassment,humiliation,dis- crimination against or termination of any employee,or any personnel practices,policies, acts or omissions; 8.Bodily injury to any person in work subject to the Longshore and Harbor Workers'Compensation Act (33 U.S.C.Sections 901 et seq.),the Noappropriated Fund Instrumentalities Act (5 U.S.C.Sections 8171 et seq.),the Outer Continental Shelf Lands Act (43 U.S.C.Sections 1331 et seq.),the Defense Base Act (42 U.S.C. Sections 1651-1654),the Federal Mine Safety and Health Act (30 U.S.C.Sections 801 et seq. and 901-944)any other federal workers or workmen's compensation law or other federal occupational disease law,or any amendments to these laws; 9.Bodily injury to any person in work subject to the Federal Employers'Liability Act (45 U.S.C. Sections 51 et seq.),any other federal laws obligating an employer to pay damages to an employee due to bodily injury arising out of or in the course of employment,or any amendments to those laws; 10.Bodily injury to a master or member of the crew of any vessel,and does not cover punitive damages related to your duty or obligation to provide transportation,wages,maintenance,and cure under any applicable maritime law; 11.Fines or penalties imposed for violation of federal or state law; and 12.Damages payable under the Migrant and Seasonal Agricultural Worker Protection Act (29 U.S.C.Sections 1801 et seq.)and under any other federal law awarding damages for violation of those laws or regulations issued thereunder, and any amendments to those laws. D.We Will Defend We have the right and duty to defend,at our expense, any claim,proceeding or suit against you for damages payable by this insurance.We have the right to investigate and settle these claims,proceedings and suits. Form WC 00 00 00 C Printed in U.S.A.Page 4 of 6 We have no duty to defend a claim,proceeding or suit that is not covered by this insurance.We have no duty to defend or continue defending after we have paid our applicable limit of liability under this insurance. E.We Will Also Pay We will also pay these costs,in addition to other amounts payable under this insurance,as part of any claim, proceeding or suit we defend: 1.Reasonable expenses incurred at our request,but not loss of earnings; 2.Premiums for bonds to release attachments and for appeal bonds in bond amounts up to the limit of our liability under this insurance; 3.Litigation costs taxed against you; 4.Interest on a judgment as required by law until we offer the amount due under this insurance; and 5.Expenses we incur. F.Other Insurance We will not pay more than our share of damages and costs covered by this insurance and other insurance or self-insurance.Subject to any limits of liability that apply,all shares will be equal until the loss is paid.If any insurance or self-insurance is exhausted,the shares of all remaining insurance and self-insurance will be equal until the loss is paid. G.Limits of Liability Our liability to pay for damages is limited.Our limits of liability are shown in Item 3.B.of the Information Page. They apply as explained below. 1.Bodily Injury by Accident.The limit shown for ''bodily injury by accident each accident''is the most we will pay for all damages covered by this insurance because of bodily injury to one or more employees in any one accident. A disease is not bodily injury by accident unless it results directly from bodily injury by accident. 2.Bodily Injury by Disease.The limit shown for ''bodily injury by disease policy limit''is the most we will pay for all damages covered by this insurance and arising out of bodily injury by disease,regardless of the number of employees who sustain bodily injury by disease.The limit shown for ''bodily injury by disease each employee''is the most we will pay for all damages because of bodily injury by disease to any one employee. Bodily injury by disease does not include disease that results directly from a bodily injury by accident. 3.We will not pay any claims for damages after we have paid the applicable limit of our liability under this insurance. H.Recovery From Others We have your rights to recover our payment from anyone liable for an injury covered by this insurance. You will do everything necessary to protect those rights for us and to help us enforce them. I.Actions Against Us There will be no right of action against us under this insurance unless: 1.You have complied with all the terms of this policy; and 2.The amount you owe has been determined with our consent or by actual trial and final judgment. This insurance does not give anyone the right to add us as a defendant in an action against you to determine your liability.The bankruptcy or insolvency of you or your estate will not relieve us of our obligations under this Part. PART THREE - OTHER STATES INSURANCE A.How This Insurance Applies 1.This other states insurance applies only if one or more states are shown in Item 3.C.of the Information Page. 2.If you begin work in any one of those states after the effective date of this policy and are not insured or are not self-insured for such work,all provisions of the policy will apply as though that state were listed in Item 3.A. of the Information Page. 3.We will reimburse you for the benefits required by the workers compensation law of that state if we are not permitted to pay the benefits directly to persons entitled to them. 4.If you have work on the effective date of this policy in any state not listed in Item 3.A. of the Form WC 00 00 00 C Printed in U.S.A.Page 5 of 6 Information Page,coverage will not be afforded for that state unless we are notified within thirty days. B.Notice Tell us at once if you begin work in any state listed in Item 3.C. of the Information Page. PART FOUR - YOUR DUTIES IF INJURY OCCURS Tell us at once if injury occurs that may be covered by this policy.Your other duties are listed here. 1.Provide for immediate medical and other services required by the workers compensation law. 2.Give us or our agent the names and addresses of the injured persons and of witnesses,and other information we may need. 3.Promptly give us all notices,demands and legal papers related to the injury,claim,proceeding or suit. 4.Cooperate with us and assist us,as we may request,in the investigation,settlement or defense of any claim, proceeding or suit. 5.Do nothing after an injury occurs that would interfere with our right to recover from others. 6.Do not voluntarily make payments,assume obligations or incur expenses,except at your own cost. PART FIVE - PREMIUM A.Our Manuals All premium for this policy will be determined by our manuals of rules,rates,rating plans and classifications.We may change our manuals and apply the changes to this policy if authorized by law or a governmental agency regulating this insurance. B.Classifications Item 4 of the Information Page shows the rate and premium basis for certain business or work classifications.These classifications were assigned based on an estimate of the exposures you would have during the policy period.If your actual exposures are not properly described by those classifications,we will assign proper classifications, rates and premium basis by endorsement to this policy. C.Remuneration Premium for each work classification is determined by multiplying a rate times a premium basis. Remuneration is the most common premium basis. This premium basis includes payroll and all other remuneration paid or payable during the policy period for the services of: 1.All your officers and employees engaged in work covered by this policy; and 2.all other persons engaged in work that could make us liable under Part One (Workers Compensation Insurance)of this policy.If you do not have payroll records for these persons,the contract price for their services and materials may be used as the premium basis.This paragraph 2 will not apply if you give us proof that the employers of these persons lawfully secured their workers compensation obligations. D.Premium Payments You will pay all premium when due.You will pay the premium even if part or all of a workers compensation law is not valid. E.Final Premium The premium shown on the Information Page, schedules,and endorsements is an estimate.The final premium will be determined after this policy ends by using the actual,not the estimated,premium basis and the proper classifications and rates that lawfully apply to the business and work covered by this policy.If the final premium is more than the premium you paid to us,you must pay us the balance.If it is less,we will refund the balance to you.The final premium will not be less than the highest minimum premium for the classifications covered by this policy. Form WC 00 00 00 C Printed in U.S.A.Page 6 of 6 If this policy is cancelled,final premium will be determined in the following way unless our manuals provide otherwise: 1.If we cancel,final premium will be calculated pro rata based on the time this policy was in force. Final premium will not be less than the pro rata share of the minimum premium. 2.If you cancel,final premium will be more than pro rata;it will be based on the time this policy was in force,and increased by our short rate cancellation table and procedure.Final premium will not be less than the minimum premium. F.Records You will keep records of information needed to compute premium.You will provide us with copies of those records when we ask for them. G.Audit You will let us examine and audit all your records that relate to this policy.These records include ledgers, journals,registers,vouchers,contracts,tax reports, payroll and disbursement records,and programs for storing and retrieving data.We may conduct the audits during regular business hours during the policy period and within three years after the policy period ends.Information developed by audit will be used to determine final premium.Insurance rate service organizations have the same rights we have under this provision. PART SIX - CONDITIONS A.Inspection We have the right,but are not obligated to inspect your workplaces at any time.Our inspections are not safety inspections.They relate only to the insurability of the workplaces and the premiums to be charged. We may give you reports on the conditions we find. We may also recommend changes.While they may help reduce losses,we do not undertake to perform the duty of any person to provide for the health or safety of your employees or the public.We do not warrant that your workplaces are safe or healthful or that they comply with laws,regulations,codes or standards.Insurance rate service organizations have the same rights we have under this provision. B.Long Term Policy If the policy period is longer than one year and sixteen days,all provisions of this policy will apply as though a new policy were issued on each annual anniversary that this policy is in force. C.Transfer of Your Rights and Duties Your rights or duties under this policy may not be transferred without our written consent. If you die and we receive notice within thirty days after your death,we will cover your legal representative as insured. D.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. 2.We may cancel this policy.We must mail or deliver to you not less than ten days advance written 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. 3.The policy period will end on the day and hour stated in the cancellation notice. 4.Any of these provisions that conflict with a law that controls the cancellation of the insurance in this policy is changed by this statement to comply with that law. E.Sole Representative The insured first named in Item 1 of the Information Page will act on behalf of all insureds to change this policy,receive return premium,and give or receive notice of cancellation. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. CANCELLATION ACORD 28 (2016/03) © 2003-2015 ACORD CORPORATION. All rights reserved. NOYES NOYES If YES, LIMIT:DED:Subject to Different Provisions: Subject to Different Provisions: NAMED STORM INCL DED:If YES, LIMIT: If YES, LIMIT: If YES, LIMIT: If YES, LIMIT: If YES, LIMIT: If YES, LIMIT: If YES, LIMIT: RENTAL VALUE N/A FUNGUS EXCLUSION (If "YES", specify organization's form used) LIMITED FUNGUS COVERAGE $ EARTH MOVEMENT (If Applicable) WIND / HAIL INCL ORDINANCE OR LAW EQUIPMENT BREAKDOWN (If Applicable) COINSURANCE AGREED VALUE REPLACEMENT COST DED: IS DOMESTIC TERRORISM EXCLUDED? IS THERE A TERRORISM-SPECIFIC EXCLUSION? Attach Disclosure Notice / DECTERRORISM COVERAGE BLANKET COVERAGE YES NO COVERAGE INFORMATION FLOOD (If Applicable) PERMISSION TO WAIVE SUBROGATION IN FAVOR OF MORTGAGE HOLDER PRIOR TO LOSS If YES, DED: COMMERCIAL PROPERTY COVERAGE AMOUNT OF INSURANCE:DED: PERILS INSURED BASIC BROAD SPECIAL - Demolition Costs - Incr. Cost of Construction - Coverage for loss to undamaged portion of bldg DED: DED: DED: DED: DED: If YES, indicate value(s) reported on property identified above: $ BUSINESS INCOME If YES, LIMIT:Actual Loss Sustained; # of months: If YES, LIMIT: AUTHORIZED REPRESENTATIVE ADDITIONAL INTEREST NAME AND ADDRESS LENDER SERVICING AGENT NAME AND ADDRESSCONTRACT OF SALE MORTGAGEE LENDER'S LOSS PAYABLE LOCATION / DESCRIPTION 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 EVIDENCE OF PROPERTY INSURANCE 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. (ACORD 101 may be attached if more space is required)BUILDING OR BUSINESS PERSONAL PROPERTY THIS EVIDENCE OF COMMERCIAL PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST. ADDITIONAL NAMED INSURED(S) NAMED INSURED AND ADDRESS CODE: AGENCYCUSTOMER ID #: SUB CODE: E-MAILADDRESS: (A/C, No, Ext):PHONE FAX(A/C, No): PRODUCER NAME, CONTACT PERSON AND ADDRESS EXPIRATION DATEEFFECTIVE DATE THIS REPLACES PRIOR EVIDENCE DATED: TERMINATED IF CHECKED CONTINUED UNTIL IF MULTIPLE COMPANIES, COMPLETE SEPARATE FORM FOR EACH COMPANY NAME AND ADDRESS NAIC NO: POLICY TYPE POLICY NUMBERLOAN NUMBER EVIDENCE OF COMMERCIAL PROPERTY INSURANCE DATE (MM/DD/YYYY) The ACORD name and logo are registered marks of ACORD PROPERTY INFORMATION LOSS PAYEE X X X X X XXX X X XX X XXX X X X X 07/31/2025 (415) 488-6728 COIs@vouch.us(415) 366-2758 07/22/2026 HDG.BOP.25.FTLG-IQMS Businessowners Policy 12831 Vouch Insurance Services, LLC Vouch Specialty Insurance Services, LLC 3739 Balboa St, #1073 San Francisco, CA 94121 State National Insurance Company, Inc 1900 L Don Dodson Dr Bedford, TX 76021 148 Coley Court Pittsboro, NC 27312 07/22/2025 $500 Nimble Energy 148 Coley Court Pittsboro, NC 27312 X City of Cupertino 10300 Torre Ave, Cupertino, CA 95014 $100,000 20,000 80% X X X POLICY NUMBER: HDG.BOP.25.FTLG-IQMS BUSINESSOWNERS BP 04 48 07 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BP 04 48 07 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 ADDITIONAL INSURED – DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteer (effective 07/23/2025). Provided, however, The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteer is an additional insured only to the extent that liabilities fall within obligations of Nimble Energy to indemnify such additional insured pursuant to a written agreement. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II – Liability is amended as follows: A.The following is added to Paragraph C. Who Is An Insured: 3.Any person(s) or organization(s) shown in the Schedule is also an additional insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf in the performance of your ongoing operations or in connection with your premises owned by or rented to you. However: a.The insurance afforded to such additional insured only applies to the extent permitted by law; and b.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following is added to Paragraph D. Liability And Medical Expenses Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable Limits Of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits Of Insurance shown in the Declarations. POLICY NUMBER: HDG.BOP.25.FTLG-IQMS BUSINESSOWNERS BP 14 88 07 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BP 14 88 07 13 Page 1 of 1 PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION H.Other Insurance Section III – Common Policy Conditions Primary And Noncontributory Insurance 1. 2. POLICY NUMBER: HDG.BOP.25.FTLG-IQMS BUSINESSOWNERS BP 04 97 01 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US SCHEDULE Name Of Person Or Organization: City of Cupertino 10300 Torre Ave, Cupertino, CA 95014 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Paragraph K. Transfer Of Rights Of Recovery Against Others To Us in Section III – Common Policy Conditions is amended by the addition of the following: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products-completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. BP 04 97 01 06 © ISO Properties, Inc., 2004 Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 00 03 13 Printed in U.S.A. Process Date:08/29/24 Policy Expiration Date:08/29/25 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number:57 WEC BH6DWM Endorsement Number: Effective Date:08/29/24 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address:Nimble Energy 148 COLEY CT PITTSBORO NC 27312 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 POLICY NUMBER: HDG.BOP.25.FTLG-IQMS STATE NATIONAL INSURANCE COMPANY, INC. 1 IL END 001 06 24 ENDORSEMENT No. 1 Effective Date: 07/23/2025 Vouch Insurance Services, LLC © 2024 THIRD PARTY NOTICE OF CANCELLATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name(s) Of Person(s) Or Organization(s): Number of Days: Certificate Holder will be given at least ten (10) days’ notice of cancellation due to non-payment of premium and thirty (30) days’ notice for any other reason. If we (“We”) cancel this policy (“Policy” or “Policy”), we (“We”) will mail or deliver advance written notice to the person(s) or organization(s) shown in the Schedule above. The number of days required for such notice shall be the Number of Days shown in the Schedule above. However, this advance notice is intended as a courtesy only and our (“Our”) failure to provide such notice will not extend the policy (“Policy” or “Policy”) cancellation date nor negate cancellation of the policy (“Policy” or “Policy”). City of Cupertino 10300 Torre Ave, Cupertino, CA 95014 Utility and Energy Management System Final Audit Report 2025-08-28 Created:2025-08-14 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAA-lSWaGaIoPruKeAMO0-saKgQEI2ddfKB "Utility and Energy Management System" History Document created by Webmaster Admin (webmaster@cupertino.org) 2025-08-14 - 4:21:05 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2025-08-14 - 4:24:49 PM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2025-08-14 - 4:25:00 PM GMT- IP address: 3.238.33.86 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2025-08-14 - 6:02:27 PM GMT - Time Source: server- IP address: 71.202.76.156 Document emailed to Jeff Soplop (jeff@nimble-energy.com) for signature 2025-08-14 - 6:02:29 PM GMT Email viewed by Jeff Soplop (jeff@nimble-energy.com) 2025-08-14 - 6:04:57 PM GMT- IP address: 192.178.10.45 Document e-signed by Jeff Soplop (jeff@nimble-energy.com) Signature Date: 2025-08-14 - 6:16:22 PM GMT - Time Source: server- IP address: 75.189.136.90 Document emailed to Michael Woo (michaelw@cupertino.org) for signature 2025-08-14 - 6:16:24 PM GMT Email viewed by Michael Woo (michaelw@cupertino.org) 2025-08-14 - 6:16:39 PM GMT- IP address: 13.217.205.219 Email viewed by Michael Woo (michaelw@cupertino.org) 2025-08-27 - 8:23:15 PM GMT- IP address: 107.23.93.143 Document e-signed by Michael Woo (michaelw@cupertino.org) Signature Date: 2025-08-28 - 1:52:42 AM GMT - Time Source: server- IP address: 73.170.186.236 Document emailed to Teri Gerhardt (terig@cupertino.org) for signature 2025-08-28 - 1:52:44 AM GMT Email viewed by Teri Gerhardt (terig@cupertino.org) 2025-08-28 - 1:52:53 AM GMT- IP address: 98.81.213.51 Document e-signed by Teri Gerhardt (terig@cupertino.org) Signature Date: 2025-08-28 - 1:39:31 PM GMT - Time Source: server- IP address: 73.158.167.141 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2025-08-28 - 1:39:34 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2025-08-28 - 1:39:43 PM GMT- IP address: 13.221.243.195 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2025-08-28 - 8:37:12 PM GMT - Time Source: server- IP address: 64.165.34.3 Agreement completed. 2025-08-28 - 8:37:12 PM GMT