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25-154 Placeworks, Inc. to Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek BlvdPrepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 1 of 9 Professional/Consulting Contracts /Version: March 2025 PROFESSIONAL/CONSULTING SERVICES AGREEMENT 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Placeworks, Inc. (“Contractor”), a Corporation for Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd, and is effective on the last date signed below (“Effective Date”). 2. SERVICES 2.1 Contractor agrees to provide the services and perform the tasks (“Services”) set forth in detail in Scope of Services, attached here and incorporated as Exhibit A. Contractor further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. 2.2 Contractor’s duties and services under this agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City. The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor shall cooperate with the City to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by contractor pursuant to this agreement. 3. TIME OF PERFORMANCE 3.1 This Agreement begins on the Effective Date and ends on June 30, 2026 (“Contract Time”), unless terminated earlier as provided herein. The City’s appropriate department head or City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City’s purchasing policy. 3.2 Schedule of Performance. Contractor must deliver the Services in accordance with the Schedule of Performance, attached and incorporated here Exhibit B. 3.3 Time is of the essence for the performance of all the Services. Contractor must have sufficient time, resources, and qualified staff to deliver the Services on time. Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 2 of 9 Professional/Consulting Contracts /Version: March 2025 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will based on actual costs but that will be capped so as not to exceed $77,316.00 (“Contract Price”), based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City. 4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty (30) days of completion of Services, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Failure to timely submit a complete and accurate paym ent requisition relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City. Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker’s compensation, or other benefits from the City. 5.2 Contractor’s Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed, registered, and/or certified to perform the Services as required by law and have procured a City Business License, if required by the Cupertino Municipal Code. 5.4 Subcontractors. Only Contractor’s employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools, Materials, and Equipment. Contractor will supply all tools, materials and equipment required to perform the Services under this Agreement. 5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor’s business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 3 of 9 Professional/Consulting Contracts /Version: March 2025 Agreement is determined by a court of competent jurisdiction, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City, and actual attorney’s fees incurred by City in connection with the above. 6. PROPRIETARY/CONFIDENTIAL INFORMATION In performing this Agreement, Contractor may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City information provided by City to Contractor and use it only to perform this Agreement. Contractor shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium (collectively, “Work Product”), prepared by Contractor in connection with this Agreement will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement, to the extent requested by City. In any case, no Work Product shall be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all Work Product arising out of this Agreement is considered “works for hire” and all copyrights to the Work Product will be the property of City. Alternatively, Contractor assigns to City all Work Product copyrights. Contractor may use copies of the Work Product for promotion only with City’s written approval. 7.3 Patents and Licenses. Contractor must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-contractors prepared or created under this Agreement, to execute or implement any of the following: (a) The original Services for which Contractor was hired; (b) Completion of the original Services by others; (c) Subsequent additions to the original Services; and/or (d) Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides, except for one single-sided original. Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 4 of 9 Professional/Consulting Contracts /Version: March 2025 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed information of Contractor’s performance, benchmarks and deliverables, which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four (4) years from the date of City’s final payment. Contractor acknowledges that certain documents generated or received by Contractor in connection with the performance of this Agreement, including but not limited to correspondence between Contractor and any third party, are public records under the California Public Records Act, California Government Code section 6250 et seq. Contractor shall comply with all laws regarding the retention of public records and shall make such records available to the City upon request by the City, or in such manner as the City reasonably directs that such records be provided. 9. ASSIGNMENT Contractor shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity is considered an assignment of the Agreement and subject to City approval, which shall not be unreasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity. 10. PUBLICITY / SIGNS Any publicity generated by Contractor for the project under this Agreement, during the term of this Agreement and for one year thereafter, will reference the City’s contributions in making the project possible. The words “City of Cupertino” will be displayed in all pieces of publicity, including flyers, press releases, posters, brochures, public service announcements, interviews and newspaper articles. No signs may be posted, exhibited or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, officials, employees, agents, servants, volunteers, and consultants (“Indemnitees”), through legal counsel acceptable to City, from and against any and all liability, damages, claims, actions, causes of action, demands, charges, losses, costs, and expenses (including attorney fees, legal costs, and expenses related to litigation and dispute resolution proceedings) of every nature, arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations, representations, or warranties; (b) Negligent or willful acts or omissions committed during performance of the Services; (c) Personal injury, property damage, or economic loss resulting from the work or performance Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 5 of 9 Professional/Consulting Contracts /Version: March 2025 of Contractor or its subcontractors or sub-subcontractors; (d) Unauthorized use or disclosure of City’s confidential and proprietary Information; (e) Claim of infringement or violation of a U.S. patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party. 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim. At City’s request, Contractor will assist City in the defense of a claim, dispute, or lawsuit arising out of this Agreement. 11.3 Contractor’s duties under this section are not limited to the Contract Price, workers’ compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee. 11.4 Contractor’s payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, or a purchase order, or other transaction. 11.5 Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor, or any other person or entity involved by, for, with, or on behalf of Contractor in the performance of this Agreement. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. 11.6 This Section 11 shall survive termination of the Agreement. 12. INSURANCE Contractor shall comply with the Insurance Requirements, attached and incorporated here as Exhibit D, and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice, purchasing insurance for Contractor and deducting the costs from Contractor’s compensation or terminating the Agreement. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all local, state, and federal laws and regulations applicable to this Agreement. Contractor will promptly notify City of changes in the law or other conditions that may affect the Project or Contractor’s ability to perform. Contractor is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act. 13.2 Labor Laws. Contractor shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a “public works” component, Contractor is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 6 of 9 Professional/Consulting Contracts /Version: March 2025 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race, religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS), or any other protected classification. Contractor shall comply with all anti-discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777, and 3077.5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or its employees or sub-contractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement, in violation of California Government Code Section 1090 et seq. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of Title 2 of the California Code of Regulations. Contractor agrees to abide by the City’s rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or terminating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager. The City assigns Gian Martire as the City’s representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor. Contractor Project Manager. Subject to City approval, Contractor assigns Terri McCracken as its single Representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. Contractor’s Project manager is responsible for coordinating and scheduling the Services in accordance with the Scope of Services and the Schedule of Performance. Contractor must regularly update the City’s Project Manager about the progress with the work or any delays, as required under the Scope of Services. City written approval is required prior to substituting a new Representative. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts therefor at any time. Contractor will be compensated for satisfactory Services performed through the date of abandonment, and will be given reasonable time to assemble the work and close out the Services. With City’s pre-approval in writing, the time spent in closing out the Services will be compensated up to a maximum of ten percent (10%) of the total time expended to date in the performance of the Services. Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 7 of 9 Professional/Consulting Contracts /Version: March 2025 16. TERMINATION City may terminate this Agreement for cause or without cause at any time. Contractor will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Contractor closes out the Services and delivers the Work Product. 17. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises, Contractor must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator’s award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal, or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City’s waiver of a breach shall not constitute waiver of another provision or breach. 21. ENTIRE AGREEMENT This Agreement represents the full and complete understanding of every kind or nature between the Parties, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties. Any modification of this Agreement will be effective only if in writing and signed by each Party’s authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between any term, clause, or provision of the main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling. 22. INSERTED PROVISIONS Each provision and clause required by law for this Agreement is deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. The Parties will collaborate to implement this Section, as appropriate. Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 8 of 9 Professional/Consulting Contracts /Version: March 2025 23. HEADINGS The headings in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit, or amplify the terms or provisions of this Agreement. 24. SEVERABILITY/PARTIAL INVALIDITY If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this Agreement to carry out its intent. 25. SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated, including the Indemnification, Ownership of Materials/Work Product, Records, Governing Law, and Attorney Fees, shall survive the Agreement and remain in full force and effect. 26. NOTICES All notices, requests and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered or certified, or the next business day following electronic submission: To City of Cupertino Office of the City Manager 10300 Torre Ave. Cupertino, CA 95014 Attention: Gian Martire Email: GianM@cupertino.org To Contractor: Placeworks, Inc. 2040 Bancroft Way, Suite 400 Berkeley, CA 94704 Attention: Terri McCracken Email: tmccracken@placeworks.com 27. EXECUTION The person executing this Agreement on behalf of Contractor represents and warrants that Contractor has full right, power, and authority to enter into and carry out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Contractor. This Agreement may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. SIGNATURES CONTINUE ON THE FOLLOWING PAGE Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Page 9 of 9 Professional/Consulting Contracts /Version: March 2025 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CITY OF CUPERTINO CONTRACTOR A Municipal Corporation By By Name Name Title Title Date Date APPROVED AS TO FORM: MICHAEL K. WOO Senior Assistant City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date Terri McCracken Principal 08/22/2025 Benjamin Fu Director of Community Development 09/08/2025 09/08/2025 Page 1 of 14 Re: Alternative Proposal to Prepare the Required CEQA Documentation for the Infill Residential Projects at 20045 and 20065 Stevens Creek Boulevard and 20085 and 20111 Stevens Creek Boulevard Dear Mr. Martire: Please accept this submittal as PlaceWorks’ alternative proposal to confirm the applicability of and prepare Notices of Exemption (NOE) applying the new Public Resources Code (PRC) Section 21080.66 infill exemption for the townhome development projects at 20045 and 20065 Stevens Creek Boulevard and 20085 and 20111 Stevens Creek Boulevard (proposed projects) for the City of Cupertino (City). Assembly Bill (AB) 130 was signed into law on June 30, 2025, and codified a new residential infill exemption in PRC Section 21080.66. AB 130 exempts qualifying infill housing development from CEQA review, creating a new statutory exemption. This exemption applies to any required permits, entitlements, or other discretionary approvals for a broad range of housing types, including single- and multi-family homes, mixed- use developments, agricultural employee housing, and transitional and supportive housing. This proposal was prepared in response to your e-mail request for proposal on June 3, 2025, and subsequent correspondence on June 12, and on July 3 and 11, 2025 following the passage of AB 130. The purpose of this alternative proposal is to allow the City and the project applicant a choice between preparing a Statutory or Categorical Exemption; the latter is provided in our scope of work dated June 20, 2025. Understanding of the Projects The City has received applications for the construction of two residential developments at 20085 and 20111 Stevens Creek Boulevard (SCB Phase 1) and 20045 and 20065 Stevens Creek Boulevard (SCB Phase 2). According to the project applications, both SCB Phase 1 and SCB Phase 2 are "housing development projects" as defined by the Housing Accountability Act; SCB Phase 1 is also proposed under the Builder's Remedy provisions of the Housing Accountability Act. Each proposed project would include Density Bonus waivers and incentives and have an associated Affordable Housing Plan application. Though on adjacent properties and from the same applicant, the phases were submitted under separate applications and are not contingent on each other; therefore, the City will be reviewing each phase as an individual project. SCB Phase 1 is expected to be constructed from the end of 2026 to the middle of 2028, while SCB Phase 2 is expected to be constructed from the middle of 2028 to the middle of 2030. Though, Page 2 of 14 the two projects would not be constructed at the same time, the City will conduct their approval processes at the same time. The 2.6-acre project site for SCB Phase 1 at 20085 and 20111 Stevens Creek Boulevard consists of two parcels assigned Assessor Parcel Numbers (APN) 316-23-025 and 316-23-026. The General Plan land use designation is Commercial/Office/Residential and Residential High/Very High Density. The Zoning District is Planned Development with General Commercial and Residential (P(CG, Res)) and Multiple-Family Residential (R4). The project site contains three office buildings, with associated parking lots and ornamental landscaping. The site is bounded by single-family residences to the north, commercial development (the SCB Phase 2 site) to the east, Stevens Creek Boulevard to the south, and commercial development to the west. The 1.8-acre project site for SCB Phase 2 at 20045 and 20065 Stevens Creek Boulevard consists of two parcels assigned APNs 316-23-095 and 316-23-096. The General Plan land use designation is Commercial/Office/Residential. The Zoning District is Planned Development with General Commercial and Residential (P(CG, Res)). The project site contains two office buildings, with associated parking lots and ornamental landscaping. The site is bounded by single-family residences to the north, a pre-school and commercial development to the east, Stevens Creek Boulevard to the south, and commercial development (SCB Phase 1) to the west. Both project sites are within the Heart of the City Special Area, which allows up to 25 dwelling units per acre. The sites are in an urbanized area. According to Plan Bay Area, the project sites are within a Santa Clara Valley Transportation Authority City Cores, Corridors & Station Areas Priority Development Area (PDA)1 and a Transit Priority Area (TPA).2 The project sites are on Stevens Creek Boulevard, which is a high transit corridor, and are within a half-mile walking distance from the VTA Bus Routes 23 and 55 which are considered a major transit stops. Pursuant to the California Department of Transportation State Scenic Highway Map, the nearest scenic highway, State Route 9, is 4.5 miles south of the project sites. The nearest eligible State Scenic Highway, Interstate 280 (I-280), is approximately 0.7 miles northeast of the project sites, with urban development between. The project sites are not visible from I-280. 1 Association of Bay Area Governments and Metropolitan Transportation Commission, updated March 22, 2023, Priority Development Areas (Plan Bay Area 2050), https://opendata.mtc.ca.gov/datasets/priority-development-areas-plan-bay-area-2050, accessed June 20, 2025. 2 Association of Bay Area Governments and Metropolitan Transportation Commission, updated March 22, 2023, Transit Priority Areas (2021), https://www.arcgis.com/apps/mapviewer/index.html?layers=370de9dc4d65402d992a769bf6ac8ef5, accessed June 20, 2025. Page 3 of 14 The project sites and surrounding area are developed with urban uses. Using data from the Classification and Assessment with Landsat of Visible Ecological Groupings (CALVEG)3 habitat mapping program, the sites are classified as an “urban area.” Property with this classification tends to have low to poor wildlife habitat value due to replacement of natural communities, fragmentation of remaining open space areas and parks, and intensive human disturbance. There are no natural lands within a one-mile area of the project site. The project sites are not included on the Hazardous Waste and Substances Site List (Cortese) pursuant to Government Code Section 65962.5.4 Additionally, the project sites are not listed on any of the following CalEPA’s Cortese List Data Resources:5 » List of Hazardous Waste and Substances sites from DTSC EnviroStor database 6 » List of Leaking Underground Storage Tank Sites from SWRCB’s GeoTracker 7 » List of solid waste disposal sites identified by SWRCB with waste constituents above hazardous waste levels outside the waste management unit8 » List of “active” Cease and Desist Orders and Cleanup and Abatement Orders from SWRCB9 » List of hazardous waste facilities subject to corrective action pursuant to Section 25187.5 of the Health and Safety Code, identified by DTSC 10 SCB Phase 1 would develop 57 three-story townhomes, including 11 affordable units, in 10 buildings, and 110 covered garage parking spaces with 14 outside guest parking spaces. SCB Phase 1 would demolish the existing two office buildings and associated parking lots and landscaping on 20085 and 20111 Stevens Creek 3 The CALVEG system was initiated in January 1978 by the Region 5 Ecology Group of the United States Forest Service to classify California’s existing vegetation communities for use in statewide resource planning. CALVEG maps use a hierarchical classification on the following categories: forest; woodland; chaparral; shrubs; and herbaceous. 4 California Department of Toxic Substances Control, 2025, Hazardous Waste and Substances Site List (Cortese), https://www.envirostor.dtsc.ca.gov/public/search?cmd=search&reporttype=CORTESE&site_type=CSITES,FUDS&status=ACT,BKLG ,COM&reporttitle=HAZARDOUS+WASTE+AND+SUBSTANCES+SITE+LIST+%28CORTESE%29, accessed June 20, 2025. 5 California Environmental Protection Agency, 2025, Cortese List Data Resources, https://calepa.ca.gov/SiteCleanup/CorteseList/, accessed J, 2025. 6 Department of Toxic Substances Control, EnviroStor, https://www.envirostor.dtsc.ca.gov/public/map/?myaddress=Sacramento&tour=True, accessed June 17, 2025. 7 State Water Resources Control Board, GeoTracker, https://geotracker.waterboards.ca.gov/map/?global_id=T10000021095, accessed June 17, 2025. 8 California Environmental Protection Agency, 2025, Sites Identified with Waste Constituents Above Hazardous waste Levels Outside the Waste Management Unit, https://calepa.ca.gov/wp-content/uploads/2016/10/SiteCleanup-CorteseList- CurrentList.pdf, accessed June 20, 2025. 9 California Environmental Protection Agency, 2025, List of “active” CDO and CAO from Water Board, https://calepa.ca.gov/wp- content/uploads/2016/10/SiteCleanup-CorteseList-CDOCAOList.xlsx, accessed June 20, 2025. 10 California Environmental Protection Agency, 2025, Cortese List: Section 65962.5(a), https://calepa.ca.gov/sitecleanup/corteselist/section-65962-5a/, accessed June 20, 2025. Page 4 of 14 Boulevard. A Tentative Map (TM-2024-010), Architectural and Site Approval (ASA-2024-016), and Tree Removal Permit (TR-2024-045) are required. SCB Phase 2 would develop 32 townhomes, including 6 affordable units, in 6 three-story buildings. The proposed SCB Phase 2 would include demolishing the existing three office buildings and associated parking lots and landscaping on 20045 and 20065 Stevens Creek Boulevard. A Tentative Map (TM-2025-002), Architectural and Site Approval (ASA-2025-004), and Tree Removal Permit (TR-2025-005) are required. Scope of Work Due to the location and characteristics of the proposed infill housing projects, it is our opinion that each of the proposed projects will likely qualify a CEQA exemption pursuant to CEQA Guidelines Section 15061(b)(1) (Review for Exemption). This section describes the scope of services to be completed by PlaceWorks to prepare the NOEs and substantial evidence for each project demonstrating that the proposed projects meet the new required criteria pursuant to PRC Section 21080.66. Additionally, due to the required project approval timelines in PRC Section 21080.66, PlaceWorks will prepare and/or provide a third-party peer review of the technical reports that are required to be completed prior to project approval pursuant to Cupertino Municipal Code (CMC) Chapter 17.04, Standard Environmental Protection Requirements, Section 17.04.040, Standard Environmental Protection Technical Report Submittal Requirements, and the City’s January 2025 Transportation Study Guidelines. Each project site has the same overall characteristics, and each proposed project has similar residential components; thus, each will undergo the same scope of work. All CEQA documentation will be prepared in accordance with the requirements of CEQA (California Public Resources Code, Sections 21000 et seq.) and the State CEQA Guidelines (California Code of Regulations, Sections 15000 et seq.). Terri McCracken will serve as principal-in-charge. She will ensure the project is adequately staffed and provide senior support and quality control. Rachel Goren will serve as the project manager and day-to-day contact. Project management responsibilities include: 1) task scheduling and assignment; 2) management of resources; 3) internal coordination; 4) monitoring of costs and schedule adherence; and 5) coordination and communications with City staff to ensure compliance with policies, procedures, and any applicable codes. Our project management team will coordinate regularly with City staff to ensure that all CEQA EXHIBIT - A Page 5 of 14 documentation and associated technical documents are legally defensible, accurate, and useful to decision makers when considering the approval of the proposed projects. This scope of work includes up to five virtual check-in meetings with PlaceWorks staff over the course of the project. We assume meetings will take up to one hour. Our project management budget is based on the estimated schedule for the environmental review process. If the project schedule is extended for reasons beyond PlaceWorks’ control, a contract amendment may be required for additional fees for project management, coordination, and communication. During the course of the project, the PlaceWorks team will be mindful of record keeping for the purpose of building the administrative records for the NOEs. Deliverable: » Administrative Record (Excel) PlaceWorks will participate in a kick-off meeting with the City to review the scope of work, available information, schedule, and work products. This scope of work assumes this meeting will be conducted as a virtual meeting (e.g., Zoom or Teams). This scope of work assumes that both projects will be discussed at a single, combined kick-off meeting. Following the kick-off meeting, PlaceWorks will prepare a brief project description for each of the proposed projects for City review and approval. The revised project descriptions addressing City comments will be included as part of the Administrative Draft NOEs prepared under Task 2.2, Notice of Exemption Document. Deliverable: » Draft Project Description (Word) No technical studies are required as part of the exemption document pursuant to PRC Section 21080.66; however, the preparation of a Phase I Environmental Site Assessment (ESA) is required as a project condition of approval. Furthermore, PRC Section 21080.66 requires an expedited tribal notification and, if requested by the tribe, consultation process. The preparation of a Phase I ESA and assistance with tribal consultation is not included in our scope of work, but PlaceWorks can include these items for an additional fee, if requested by the City. Page 6 of 14 PlaceWorks has already conducted a preliminary review to confirm that the proposed projects generally meet the requirements of PRC Section 21080.66. Using our custom checklist, we will confirm and document the supporting substantial evidence that the requirements are met. Specifically, we will document the requirements related to urban infill, environmental criteria, historic resources, use restrictions, tribal consultation, environmental site assessments, and proximity to freeways. The evaluation will be based on available literature, including, but not limited to, the Cupertino General Plan and Zoning Ordinance, National Wetlands Inventory, Farmland Monitoring and Mapping Program, Fire Hazard Severity Zone Mapping, California Earthquake Hazards Zone Application, Federal Insurance Rate Maps, California Natural Diversity Database, and government databases for hazardous materials. Based on PlaceWorks’ familiarity with the project site and preliminary review of the proposed projects, we believe that the projects would qualify for an exemption pursuant to CEQA Guidelines Section 15061(b)(1) (Review for Exemption). However, as with our June 2025 scope of work applying the Class 32 Categorical Exemption, if it is determined that potential impacts from construction or operation of either of the proposed projects would require changes to the project or mitigation measures to reduce impacts to a less- than-significant level, or that a different type of environmental review is required, PlaceWorks would work with City staff to discuss next steps and modify the scope of work, budget, and schedule as appropriate. This task assumes that the environmental analyses conducted under Task 2.1, Environmental Evaluation, will confirm that the preparation of an NOE under PRC Section 21080.66 is appropriate for each of the proposed projects. As required by CEQA Guidelines Section 15061(b)(1), PlaceWorks will prepare a concise NOE document that demonstrates how the proposed project meets the requirements of PRC Section 21080.66. Following two rounds of review and comment by City staff, PlaceWorks will prepare a Final NOE document. PlaceWorks assumes that a minimal level of effort, not exceeding four hours, would be required to respond to any comments from the City on the Screencheck Draft NOE document. PlaceWorks will also prepare an NOE form. The NOE document will serve as an attachment to the NOE form. Deliverables: » Administrative Draft NOE document (Word) » Screencheck Draft NOE document (Word) » Final NOE (Word and PDF) » NOE form Page 7 of 14 Following the approval of the proposed projects and the NOEs, PlaceWorks will file the NOEs with the State Clearinghouse. Our scope of work assumes PlaceWorks will assist the City with preparing any noticing materials and that City staff will be responsible for overseeing the filing of the NOE with the County Clerk. Our budget does not include payment of any filing fees. PlaceWorks will ensure all documents meet the California accessibility requirements for posting on the City’s website, to the State Clearinghouse, and with the County Clerk. PlaceWorks will submit the NOE to the State Clearinghouse. Deliverable: » State Clearinghouse submittal Under this task, PlaceWorks will prepare and/or provide a third-party peer review of the technical reports that are required to be completed prior to project approval pursuant to CMC Chapter 17.04 and the City’s Transportation Study Guidelines. For the purposes of this task, both project phases will be reviewed together. Pursuant to CMC Section 17.04.040(B), Hazardous Materials, because the proposed project involves new development that will be occupied or used by sensitive receptors and net new residential units (not including a Junior Accessory Dwelling unit or Accessory Dwelling unit), the project is required to prepare a Phase I Environmental Site Assessment (ESA) and potentially a Phase II ESA, depending on the results of the Phase I ESA, prior to the approval. Because the City already requires a Phase I ESA prior to approval, the project will satisfy the requirements of PRC Section 21080.66, which requires the preparation of a Phase I ESA as a condition of approval. As in our June 2025 scope of work for the Categorical Exemption, PlaceWorks will conduct a third-party technical peer review of the single Phase I ESA prepared for the proposed projects by a consultant under contract with the project applicant. The report findings and format will be evaluated in accordance with the ASTM E-1527-21 standard for ESAs and Environmental Protection Agency’s Standards and Practices for All Appropriate Inquiries. PlaceWorks will review the site history, site inspection, and current and former uses of the property and surrounding properties to determine whether Recognized Environmental Conditions (RECs) have been appropriately identified. The third-party peer review will be conducted by Cathy Fitzgerald, a California licensed civil engineer. The findings of the third-party technical evaluation will be summarized in a memorandum. This scope of work assumes one round of comments from the City and one meeting with the City, if requested. Page 8 of 14 Pursuant to CMC Section 17.04.040(C), Vehicle Miles Traveled Technical Report Requirements, the project applicant is required to prepare a vehicle miles traveled (VMT) analysis, which shall include a comparison of existing VMT and project-generated VMT, for review and approval prior to project approval, indicating that the project meets the standards in Section 17.08.040 (Vehicle Miles Traveled (VMT) Standards). As part of the PlaceWorks team, Hexagon Transportation Consultants will complete the following tasks. Most new development projects within the city of Cupertino are required to evaluate the effects of development on the transportation system using the VMT metric for the purpose of evaluating transportation impacts per CEQA requirements. The City of Cupertino Transportation Study Guidelines and CMC Section 17.08.030(B)(1)provide CEQA transportation analysis exemption screening criteria for development projects. The criteria are based on the type of project, characteristics, and/or location (e.g., one-quarter mile of a High-Quality Transit Corridor or transit stop). If a project meets the City’s screening criteria, the project is expected to result in a less-than-significant VMT impact and a detailed CEQA VMT analysis is not required. It is our understanding that the proposed projects are expected to meet the City’s screening criteria because of their location (situated along Stevens Creek Boulevard transit corridor), development density, affordability, parking supply, and consistency with the Cupertino General Plan and Specific Plan (assumes City approval of proposed waivers and exceptions). Therefore, a detailed VMT analysis is not required for either proposed project. Hexagon will prepare a single VMT memorandum that defines VMT and describes the residential VMT screening criteria in detail to demonstrate conformance of each proposed project. Task 3.3 Transportation Report Pursuant to the City’s Transportation Study Guidelines, the level and type of study required is based on the number of estimated trips generated by the development. A Tier 1 project requires a simple Local Transportation Analysis. Tier 2 projects and Tier 3 projects require a more comprehensive Transportation Analysis (TA). Based on trip generation estimates using rates from the Institute of Transportation Engineers (ITE) publication Trip Generation, 11th Edition, each proposed project would be categorized as a Tier 2 project, daily trip generation between 110 and 1,000 trips and less than 100 peak-hour trips. Assuming the TA needs to be completed prior to project approval, Hexagon will complete a single TA for the proposed projects that would evaluate weekday AM (morning) and PM (evening) peak hour traffic conditions and determine the traffic impacts on the following key intersections: » De Anza Boulevard and Stevens Creek Boulevard (CMP #211) » Vista Drive/Torre Avenue and Stevens Creek Boulevard » Blaney Avenue and Stevens Creek Boulevard » Wolfe Road/Miller Avenue and Stevens Creek Boulevard (CMP #204) Page 9 of 14 The following tasks are proposed to be completed as part of each TA: » Site Reconnaissance. The physical characteristics of the site and the surrounding roadway network would be reviewed to identify existing roadway cross-sections, intersection lane configurations, traffic control devices, sight distance, and surrounding land uses. » Observation of Existing Traffic Conditions in the Study Area. Existing traffic conditions would be observed in the field in order to identify any operational deficiencies and to confirm the accuracy of calculated levels of service. » Data Collection. Existing weekday AM (7:00 to 10:00 AM) and PM (4:00 to 7:00 PM) peak-period traffic volumes at the study intersections would be obtained from the new intersection turning movement counts. Existing driveway counts would be obtained for estimating trip credits. » Evaluation of Existing Conditions. Existing traffic conditions would be evaluated based on existing traffic volumes at the study intersections. The existing traffic conditions at the key study intersections would be evaluated using Synchro software employing the latest Highway Capacity Manual’s (HCM) methodology. » Project Trip Generation, Assignment, and Distribution. Estimates of trips to be added to the surrounding network by the proposed projects would be based on rates from the ITE publication Trip Generation, 11th Edition. Driveway counts would be conducted for the existing land uses to determine appropriate trip credits. The net project trips would be assigned to the surrounding roadway network based on existing travel patterns in the study area, freeway access points, and the relative locations of complementary land uses. » Site Access and On-Site Circulation Analysis. A site access and circulation review would be conducted to determine the adequacy of the proposed site plan in accordance with generally accepted traffic engineering standards. This would include a quantitative analysis of the anticipated traffic volumes at the site’s driveway, as well as qualitative analyses of the proposed site circulation and parking layout. The review would be based on each site’s overall anticipated trip generation and consider the following: sight distance, vehicle queuing, traffic control requirements, driveway dimensions and alignment, on- site drive aisle/private street dimensions, parking layout, and truck and EVA access. » Intersection Traffic Operations. Each project’s traffic effects on peak-hour intersection levels of service will be evaluated for the following scenarios: • Existing Conditions (described above) • Existing plus Project conditions • Background Conditions • Background plus Project conditions Existing plus project traffic volumes represent the existing condition traffic volumes plus project- generated traffic. Intersection level of service effects associated with the proposed development would be evaluated relative to existing conditions. Page 10 of 14 Background project conditions represent the existing condition traffic volumes plus growth due to approved developments in the area that are expected to be operational before or concurrently with each proposed project. A list of approved projects would be obtained from the City of Cupertino. Background plus project traffic volumes represent the background condition traffic volumes plus project-generated traffic. Intersection level of service effects associated with the proposed development would be evaluated relative to background conditions. » Vehicle Queuing. Queuing outbound at the project driveway would be examined, and any on-site deficiencies or conflicts with circulation would be noted. For selected locations that would add a significant number of left- and/or U-turning vehicles, the adequacy of existing/planned storage at turn pockets would be assessed by means of comparison with expected maximum vehicle queues. » Vehicular Site Access, On-Site Circulation, and Parking. Based on existing site observations and the proposed site plan, an analysis of vehicular site access and circulation around each site would be performed to determine the adequacy of the access and on-site circulation plan in accordance with generally accepted traffic engineering standards. The analyses would include a discussion of any potential problems and recommended improvements. Driveway sight distance would be checked based on the Caltrans stopping sight distance standards. The proposed number of parking spaces would be compared to the City parking code. » Bicycle, Pedestrian, and Transit Facilities. A qualitative analysis of each project’s effect on transit service in the area and on bicycle and pedestrian circulation in the study area would be included in the study. The analyses would identify any deficiencies and recommend improvements if necessary. » Description of Adverse Effects and Recommendations. Based on the results of the level of service calculations, impacts of the site-generated traffic would be identified and described. The findings and recommendations for each proposed project would be summarized in a single draft Transportation Report. Following one round of review and comment by City staff, Hexagon would prepare a final report and submit the report electronically. Pursuant to CMC Section 17.04.040(D), Vibration Technical Report Requirements, a project applicant is required to prepare provide a vibration study to the City to determine vibration levels due to construction, prior to approval of the project, when the following activities would occur within the screening distance to buildings or structures: pile driving within 100 feet, vibratory roller within 25 feet, or other heavy equipment (e.g., bulldozer) within 15 feet; and for historical structures: pile driving within 135 feet, vibratory roller within 40 feet, or other heavy equipment within 20 feet. PlaceWorks will prepare a vibration analysis to support the City in relation to the proposed projects. The technical study will discuss relevant standards and criteria for vibration exposure, including those in the City of Cupertino General Plan Noise Element and CMC Title 17. The results of this analysis will be summarized in a single technical study for each of the proposed projects. Page 11 of 14 PlaceWorks will take into consideration the location of existing vibration-sensitive receivers in the project vicinities in relation to each project’s construction disturbance area. PlaceWorks will provide a quantitative analysis for potential construction vibration associated with implementation of the proposed projects. Vibration effects from construction activities will be estimated based on available construction information provided by the City and project applicant, and the results will be discussed in terms of accepted local noise standards, CMC Title 17 requirements, and the Federal Transit Administration guidance manual for vibration impacts. Deliverables: Each deliverable includes one report that includes both of the proposed projects and accounts for one round of review by the City. » Draft and final Phase I ESA Peer Review Memoranda (PDF) » Draft and final VMT Memoranda (PDF) » Draft and final Transportation Reports (PDF) » Draft and final Vibration Reports (PDF) Proposed Schedule Our proposed schedule includes two-week review periods for the City at each administrative draft submittal and one week for revised drafts. While the City has requested that PlaceWorks not provide support for the tribal consultation process, we have included it in our schedule for your convenience to better understand the timeline requirements pursuant to PRC Section 21080.66. The project schedule assumes the maximum outreach and consultation periods but does not include the 15-day consultation extension allowed if a Tribe should request this. Applying these assumptions, as shown on Figure 1, Schedule, we anticipate that the NOEs can be completed between four to six months, depending on whether tribal consultation is requested. We understand that SCB Phase 1 is expected to be constructed from the end of 2026 to the middle of 2028, while SCB Phase 2 is expected to be constructed from the middle of 2028 to the middle of 2030, however the City will conduct the project approval processes simultaneously. Thus, PlaceWorks will complete the two NOEs at the same time. We believe this schedule is in keeping with your needs and the requirements of PRC Section 21080.66, but we are happy to revise the schedule as necessary. Cost Estimate Table 1, Cost, shows the estimated cost to complete the scope of work described in this proposal for both projects and compliance with the PRC Section 21080.66, the City’s CMC Chapter 17.04, and the City’s Transportation Study Guidelines. Combined, the total cost is $77,316. We also recommend a 10 percent contingency fund to cover any unforeseen, out-of-scope work that might be necessary to prepare the NOEs and technical reports pursuant to CMC Chapter 17.04 and the City’s Transportation Study Guidelines. The Page 12 of 14 contingency fee would not be applied without prior approval from the City. With the inclusion of the contingency fee, the estimated grand total is $85,048. The PlaceWorks team will complete this scope of work for a fixed fee not to exceed these amounts. PlaceWorks bills for its work on a time-and-materials basis with monthly invoices. In the event that Phase 2 is substantially delayed, PlaceWorks may also request additional funds due to billing rate changes. However, this could likely be addressed through approval of the contingency fund. Assumptions This scope of work and cost estimate reflect the following assumptions:  Our cost estimate includes participation in a virtual project kick-off meeting. Our scope of work does not include attendance at any public hearings. Additional meetings or in-person attendance would be billed on a time-and-materials basis.  All products will be submitted as electronic files in Word, Excel, and/or PDF. Any printing costs, if requested, will be billed at PlaceWorks’ actual cost. Acknowledgement This proposal shall remain valid for a period of 90 days from the time of submittal. As Principal, I am authorized to bind PlaceWorks and the project team to the contents of this proposal. We look forward to working with you to bring about the successful completion of these projects. If you have any questions regarding the contents of this proposal, please feel free to contact the undersigned. Respectfully submitted, Terri McCracken Principal Page 13 of 14 Figure 1. Schedule 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 Owner 5 6 Task 1 Weeks 2 3 4Months City Tribal Outreach and Consultation (if requested) City City Notify Tribes (14 days) Tribal Response Time to Request or Decline Consultation (60 days) Issue Notice to Proceed (Application Deemed Complete) City Task 1. Project Initiation and Management PlaceWorks/City Tribal Consultation Time (45 days) 1.1. Project Management and Meetings PlaceWorks/City PlaceWorks/City 1.2. Kick-Off Meeting (virtual) 1.3. Project Description Task 2. CEQA Review PlaceWorks/City PlaceWorks/City PlaceWorks/City 2.1 Environmental Analysis 2.2 Notice of Exemption (three drafts) 2.3 Filing the NOE (30 days after Tribal Consultation Ends) 3.1 Environmental Site Assessment Review PlaceWorks/Fitzgerald/City 3.2 Vehicle Miles Traveled Memo PlaceWorks/Hexagon/City 3.3 Transportation Report PlaceWorks/Hexagon/City 3.4 Vibration Report PlaceWorks/City Task 3. Project Review Meeting Days/Time/Location City City Tribal Consultation PlaceWorks Fitzgerald Hexagon Meetings and Hearings Note. Timeline may be reduced if no Tribe requests consultation, or if consultation is requested before the 60-day period is over. If consultation occurs, the timeline may be extended by 15 days if a Tribe requests an extension. Planning Commission: 2nd and 4th Tuesday at 6:45 p.m. (Virtual or Community Hall Council Chamber) City Council: 1st and 3rd Tuesday at 6:45 p.m. (Virtual or Community Hall Council Chamber) Key: EXHIBIT - B Page 14 of 14 Table 1. Cost McCracken Goren Shields Project Planner Fitzgerald Hexagon Principal-in- Charge Project Manager Noise Noise GRAPHICS TECH. EDITOR Hourly Rate:$275 $160 $255 $145 $145 $160 1 Project Management and Meetings 6 10 16 $3,250 $0 $0 $0 $0 $3,250 2 Kick-off Meeting 2 4 6 $1,190 $0 $0 $0 $0 $1,190 3 Project Description 2 6 2 1 11 $1,960 $0 $0 $0 $0 $1,960 Task 1. Subtotal 10 20 0 0 2 1 33 $6,400 $0 $0 $0 $0 $6,400 1 Environmental Analysis 6 20 26 $4,850 $0 $0 $0 $0 $4,850 2 Notice of Exemption Document 2 8 4 14 $2,470 $0 $0 $0 $0 $2,470 3 Filing the NOE 2 4 2 8 $1,510 $0 $0 $0 $0 $1,510 Task 2. Subtotal 10 32 0 0 0 6 48 $8,830 $0 $0 $0 $0 $8,830 1 Environmental Site Assessment Review 2 6 2 10 $1,830 $3,960 $0 $396 $4,356 $6,186 2 Vehicle Miles Traveled Memo 2 4 6 $1,190 $0 $3,500 $350 $3,850 $5,040 3 Transportation Report 2 4 6 $1,190 $0 $39,000 $3,900 $42,900 $44,090 4 Vibration Report 2 6 8 20 2 38 $6,770 $0 $0 $0 $0 $6,770 Task 3. Subtotal 4 10 0 0 0 2 60 $10,980 $3,960 $42,500 $4,646 $51,106 $62,086 Labor Hours Total 24 62 0 0 2 9 141 Labor Dollars Total $6,600 $9,920 $0 $0 $290 $1,440 $26,210 $3,960 $42,500 $51,106 $77,316 Total $77,316 $7,73210% Contingency Subconsultant Total Total Task Budget PlaceWorks Hours PlaceWorks Total Hazardous Materials Transportation 10% Subconsultant Markup EXHIBIT - C 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 $ none $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) © 1988-2016 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY B 2,000,000 1000068067251 5,000,000 LOS-002212059-33 1,000,000 4,000,000 X 25674 4,000,000 Irvine, CA 92614 N X Comp/Coll Deductibles BI & PD Ded. $5,000 07/01/2025 5 07/01/2026 07/15/2025 07/01/2026 BA-1N96406A-25-43-G B 2,000,000 1,000,000 Travelers Property Casualty Co. Of America 1,000,000 X C X Liability. Waiver of subrogation is applicable where required by written contract with respect to General and Auto Liability. 1,000 X 07/11/2025 07/15/2025 5,000,000 Re: IS/MND Cupertino CA The City of Cupertino, its city council, boards and commissioners, officers, employees, and volunteers are included as additional insured where required by written contract with respect to General and Auto Liability. See Acord 101 X Contractors Pollution Cupertino, CA 95014 City of Cupertino This insurance is primary and non-contributory over any existing insurance and limited to liability arising out of the operations of the named insured and where required by written contract with respect to General X A Falcon Insurance Group CN115158923-01-01-25-26 Each Claim/Aggregate 5,000 07/01/2026 1,000,000 EX-6J328756-25-43 1,000,000 13604 50,000 1,000,000 07/01/2026 UB-7K728676-25-43-G 17901 Von Karman Avenue, Suite 1100 Marsh Risk & Insurance Services X (949) 399-5800; License #0437153 Attn: NewportBeach.CertRequest@marsh.com/F: 212-948-4323 3 MacArthur Place, Suite 1100 PlaceWorks, Inc Santa Ana, CA 92707 FRS-H-P-PL-00013383-01 07/01/2025 10300 Toree Ave. Y Y 07/01/2025 B Y 07/01/2026 Starr Surplus Lines Insurance Company Y Errors & Omissions-Claims Made Ded. $50,000.00 Retro Dates: See 2nd Page 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: 22 Irvine When required by written contract, the insurer will provide 30 days’ notice of cancellation to the certificate holder as respects to Auto Liability and Workers Compensation policies for any reason other than non- payment of premium, subject to policy terms and conditions. Certificate of Liability Insurance CN115158923 Marsh Risk & Insurance Services 3 MacArthur Place, Suite 1100 PlaceWorks, Inc Santa Ana, CA 92707 25 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE -This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover­ age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en­ dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A.BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE -LOSS OF B.BLANKET ADDITIONAL INSURED USE -INCREASED LIMIT C EMPLOYEE HIRED AUTO I.PHYSICAL DAMAGE -TRANSPORTATION• EXPENSES -INCREASED LIMITD.EMPLOYEES AS INSURED E.SUPPLEMENTARY PAYMENTS -INCREASED LIMITS F.HIRED AUTO -LIMITED WORLDWIDE COV- ERAGE -INDEMNITY BASIS G.WAIVER OF DEDUCTIBLE -GLASS PROVIS IONS A.BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II -COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur­ ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un­ til the 180th day after you acquire or form the or­ ganization or the end of the policy period, which­ ever is earlier. B.BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A. 1 ., Who Is An Insured, of SECTION II -COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi­ tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which J.PERSONAL PROPERTY K.AIRBAGS L.NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M.BLANKET WAIVER OF SUBROGATION N.UNINTENTIONAL ERRORS OR OMISSIONS this insurance applies and only to the extent that person or organization qualifies as an "insured'' under the Who ls An Insured provision contained in Section II. C.EMPLOYEE HIRED AUTO 1.The following is added to Paragraph A. 1 .. Who Is An Insured, of SECTION II -COV­ ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name with your permission, while performing duties related to the conduct of your busi­ ness. 2.The following replaces Paragraph b. in S.S., Other Insurance, of SECTION IV -BUSI­ NESS AUTO CONDITIONS: b.For Hired Auto Physical Damage Cover­ age, the following are deemed to be cov­ ered "autos" you own: (1)Any covered "auto" you lease, hire, rent or borrow; and (2)Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name. with your CA T3 53 0215 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy Number: BA-1N96406A-24-43-GEffective Date: 07/01/2025 POLICY NUMBER: BA-1N96406A-25-43-G COMMERCIAL AUTO ISSUE DATE: 07-12-25 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE -PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE OF AD DITIONAL INSURED PERSONS OR ORGANIZATIONS PROVISIONS 1.The following is added to Paragraph c. in A. 1 ., Who Is An Insured, of SECTION II -COVERED AUTOS LIABILITY COVERAGE: This includes any person or organization designated in the Schedule Of Additional Insured Persons Or Organizations who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name as an additional insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that designated person's or organization's liability for the conduct of another "insured". 2.The following is added to Paragraph 5., Other Insurance, in B., General Conditions, of SECTION IV -BUSINESS AUTO CONDITIONS: Regardless of the provisions of paragraph a. and paragraph d. of this part 5. other Insurance, this insurance is primary to and non-contributory with applicable other insurance under which the person or organization designated in the Schedule Of Additional Insured Persons Or Organizations is the first named insured when the written contract or agreement between you and that designated person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, requires this insurance to be primary and non-contributory. CA T4 42 0216 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. ENERGY & ENVIRONMENTAL LIABILITY SSEE-0237 02 24 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED, PRIMARY AND NONCONTRIBUTORY AND WAIVER OF SUBROGATION AMENDATORY ENDORSEMENT Policy Number: FRS-H-P-PL-00013383-01 Named Insured: Placeworks, Inc. Effective Date: 07/15/2025 at 12:01 A.M. This endorsement modifies the insurance coverage form(s) listed below that have been purchased by you and evidenced as such on the Declarations page. Please read the endorsement and respective policy(ies) carefully. CONTRACTORS' POLLUTION LIABILITY COVERAGE FORM PROFESSIONAL LIABILITY COVERAGE FORM SITE POLLUTION LIABILITY COVERAGE FORM SCHEDULE I Where Required By Wntten Contraci It is hereby agreed as follows: 1.SECTION II -WHO IS AN INSURED is amended to include the following: a.Any person(s) or organization(s) that you are required to include as an additional insured under this policyby written contract or written agreement or that is listed in the SCHEDULE above is an additional insuredunder this policy. Such additional insured status applies only with respect to liability arising out of "yourwork" for or on behalf of that person(s) or organization(s) pursuant to such written contract or writtenagreement. However, the insurance afforded to such additional insured(s): (1)only applies to the extent permitted by law; and (2)will not be broader than that which you are required by the written contract or written agreement toprovide for such additional insured(s). b.With respect to the insurance afforded to the additional insured(s), SECTION Ill -LIMITS OF INSURANCEis amended to include the following: The most we will pay on behalf of the additional insured(s) is the amount of insurance: (1)Required by the contract or agreement; or (2)Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. SSEE-0237 02 24 Copyright© Starr Surplus Lines Insurance Company. All rights reserved. Page 1 of 2 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Policy No. 10006 806725 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LIMITED NOTICE OF CANCELLATION ENDORSEMENT This endorsement modifies insurance provided under the following: 00 .. ERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABIUIY COVERAGE PART In consideration of the premium charged and solely with respect to the coverage parts shown above1 it is hereby agreed that the Cammon Provisions, Section VI -Cammon Conditions is amended by the addition of the following: Limited Nalice or Cancellation In the event that we cancel ttis Policy for any reason other� non-payment of premilSII and; a. The effedive date of cancellation is prior to 1he expiration dale of ttis Policy; and b.You are under an existing written conlraclual obligation to notify a certificate holder when ttis Policy is canceled and have provided to us1 either direclly or 1hrough your broker of record, the email address of a contact at each such certificate holder; and c.We received this information after you received nofioe of cancellation of this Policy and prior to the effective date of cancellation, via an electronic spreadsheet that is acceptable to usl We will provide notice of cancellation via email to each such certificate holder within thirty (30) days of your providing such information to us. Prod c:A our emaiHng the notice of cancellation, using the information provided by )1)111 will serve as evidence that we have satisfied our obligations under Dis condition. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. EN01650117 Page 1 of 1 Policy No. FRS-H-P-PL-00013383-01 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LIMITED NOTICE OF CANCELLATION ENDORSEMENT This endorsement modifies insurance provided under the following: ERRORS AND OMISSIONS LIABILITY COVERAGE PART In consideration of the premium charged and solely with respect to the coverage parts shown above1 it is hereby agreed that the Cammon Provisions, Section VI -Cammon Conditions is amended by the addition of the following: Limited Nalice or Cancellation In the event that we cancel ttis Policy for any reason other� non-payment of premilSII and; a. The effedive date of cancellation is prior to 1he expiration dale of ttis Policy; and b.You are under an existing written conlraclual obligation to notify a certificate holder when ttis Policy is canceled and have provided to us1 either direclly or 1hrough your broker of record, the email address of a contact at each such certificate holder; and c.We received this information after you received nofioe of cancellation of this Policy and prior to the effective date of cancellation, via an electronic spreadsheet that is acceptable to usl We will provide notice of cancellation via email to each such certificate holder within thirty (30) days of your providing such information to us. Prod c:A our emaiHng the notice of cancellation, using the information provided by )1)111 will serve as evidence that we have satisfied our obligations under Dis condition. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. EN01650117 Page 1 of 1 � TRAVELERSJ ONE TOWER SQUARE HARTFORD CT 06183 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 03 13 (00) • 003 POLICY NUMBER: UB-7K728676-25-43-G WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 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 applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 07-14-25 ST ASSIGN: PAGE 1 OFl POLICY NUMBER: BA-1N96406A-25-43-G ISSUE DATE: 08-13-25 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED PERSON OR ORGANIZATION-NOTICE OF CANCELLATION PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY CANCELLATION: PERSON OR ORGANIZATION: CITY OF CUPERTINO ADDRESS: PROVISIONS 10300 TORRE AVENUE CUPERTINO CA 95014 SCHEDULE Number of Days Notice: 30 If we cancel this policy for any legally permitted reason other than nonpayment of premium, and a number of days is shown for Cancellation in the Schedule above, we will mail notice of cancellation to the person or organization shown in such Schedule. We will mail such notice to the address shown in the Schedule above at least the number of days shown for Cancellation in such Schedule before the effective date of cancellation. IL T4 05 0519 © 2019 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 � TRAVELERSJ ONE TOWER SQUARE HARTFORD CT 06183 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 06 RJ (00) • 006 POLICY NUMBER: UB-7K728676-25-43-G NOTICE OF CANCELLATION TO DESIGNATED PERSONS OR ORGANIZATIONS The following is added to PART SIX -CONDITIONS: Notice Of Cancellation To Designated Persons Or Organizations If we cancel this policy for any reason other than non-payment of premium by you, we will provide notice of such cancellation to each person or organization designated in the Schedule below. We will mail or deliver such notice to each person or organization at its listed address at least the number of days shown for that person or organiza­ tion before the cancellation is to take effect. You are responsible for providing us with the information necessary to accurately complete the Schedule below. If we cannot mail or deliver a notice of cancellation to a designated person or organization because the name or address of such designated person or organization provided to us is not accurate or complete, we have no responsibility to mail, deliver or otherwise notify such designated person or organization of the cancellation. SCHEDULE Name and Address of Designated Persons or Organizations: CITY OF CUPERTINO 10300 TORRE AVENUE CUPERTINO. CA 95014 All other terms and conditions of this policy remain unchanged. Number of Days Notice 30 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Insured Policy No. Endorsement No. Premium$ Insurance Company Page 1 of 1 DATE OF ISSUE: 08-13-25 ST ASSIGN: © 2013 The Travelers Indemnity Company. All rights reserved. Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 1 Version: May 2025 Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. Commercial General Liability (CGL) with coverage at least as broad as Insurance Services Office (ISO) Form CG 00 01, with limits no less than $2,000,000 per occurrence and $2,000,000 general aggregate. The policy shall include a per project or per location general aggregate endorsement as broad as CG 25 03 or CG 24 04. If a per project/location endorsement is not available, the limit of the general aggregate shall be doubled. a. It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Consultant's policy shall allow and be endorsed "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as the most recent edition of ISO Form CG 20 01. c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess liability insurance, provided each policy follows form of the underlying policy and complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary basis for the benefit of City. The City’s own insurance or self-insurance shall not be called upon. 2. Automobile Liability: Coverage shall be provided using ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 each accident for bodily injury and property damage. Not required. Consultant shall be fully remote and not use automobiles to provide the service. In the event Consultant uses an automobile or automobiles in the operation of its business to provide services under this Agreement, the Consultant shall, prior to such use, provide the City with evidence of Business Automobile Liability insurance coverage in the amount required under this Section 2 for owned, non-owned and hired autos (any auto-Symbol 1), or if Consultant does not own autos (hired autos-Symbol 8 and non-owned autos-Symbol 9). Evidence shall be provided with a Certificate of Insurance, along with an additional insured endorsement in favor of the City, primary and 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 autos (any auto-Symbol 1). EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 2 Version: May 2025 In lieu of Business Automobile Liability, Consultant shall maintain throughout the term of this Agreement and provide the City with evidence (including the policy Declarations Page) of personal automobile insurance coverage in accordance with the laws of the State of California. As available under the policy, evidence shall be provided with the Certificate of Insurance, along with an additional insured endorsement in favor of the City, primary and non-contributory coverage and endorsement, and waiver of subrogation coverage and endorsement. City approval of coverage is required prior to commencement of services. 3. Workers’ Compensation: As required by the State of California, with Statutory Limits and Employer’s Liability Insurance of no less than $1,000,000 each accident/ disease. Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, if applicable and as appropriate to Consultant’s profession, with limits no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. If written on a claims-made basis form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the Services. OTHER INSURANCE PROVISIONS The aforementioned insurance policies shall contain, be endorsed and have all the following conditions and provisions: Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, and volunteers (“Additional Insureds”) are to be covered and endorsed as additional insureds on Consultant’s CGL and automobile liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant’s insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or if not available, through the addition of both CG 20 10 and CG 20 37 forms, if later editions are used). Primary and Non-Contributory Coverage Except Workers Compensation, coverage afforded to City/Additional Insureds shall allow and be endorsed primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant’s insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. If a carrier will not provide the required notice of cancellation or policy modification, the Consultant shall provide written notice to the City of a cancellation or policy modification no later than 30 days in advance or 10 days in advance if due to non-payment of premiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the General Liability, Automobile Liability and Workers’ Compensation policies shall allow and be endorsed with a waiver of subrogation in favor of City, its employees, agents and volunteers. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Exh. D-Insurance Requirements for Design Professionals & Consultant Contracts 3 Version: May 2025 Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City (Insert on the Certificate of Insurance, if zero, insert “$0”). At City’s option, either: the insurer must reduce or eliminate the deductible or self-insured retentions as respects the City/Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the insured or the City. Acceptability of Insurers Insurance shall be placed with insurers admitted in the State of California and with an AM Best rating of A- VII or higher. Verification of Coverage Consultant must furnish acceptable insurance certificates and amendatory endorsements (or copies of the policies effecting the coverage required by this Contract), including a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time during the Contract term. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including indemnification, defense, and naming the City as an additional insured on subconsultant’s insurance policies. Higher Insurance Limits If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Consultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature of the risk, prior experience, insurer or other special circumstances, with not less than ninety (90) days prior written notice. Prepare CEQA Documentation for the projects at 20045 & 20065 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd Final Audit Report 2025-09-08 Created:2025-08-22 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAABq61XkNQGtYX3xxBRg0068aSK62Gm01r "Prepare CEQA Documentation for the projects at 20045 & 2006 5 Stevens Creek Blvd and 20085 & 20111 Stevens Creek Blvd" History Document created by Webmaster Admin (webmaster@cupertino.org) 2025-08-22 - 5:42:04 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2025-08-22 - 5:44:57 PM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2025-08-22 - 5:45:05 PM GMT- IP address: 54.196.177.68 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2025-08-22 - 8:39:52 PM GMT - Time Source: server- IP address: 71.202.76.156 Document emailed to Terri McCracken (tmccracken@placeworks.com) for signature 2025-08-22 - 8:39:54 PM GMT Email viewed by Terri McCracken (tmccracken@placeworks.com) 2025-08-23 - 0:06:35 AM GMT- IP address: 73.71.121.61 Document e-signed by Terri McCracken (tmccracken@placeworks.com) Signature Date: 2025-08-23 - 0:07:06 AM GMT - Time Source: server- IP address: 73.71.121.61 Document emailed to Michael Woo (michaelw@cupertino.org) for signature 2025-08-23 - 0:07:08 AM GMT Email viewed by Michael Woo (michaelw@cupertino.org) 2025-08-23 - 0:07:24 AM GMT- IP address: 3.85.243.50 Document e-signed by Michael Woo (michaelw@cupertino.org) Signature Date: 2025-08-25 - 4:04:13 PM GMT - Time Source: server- IP address: 73.170.186.236 Document emailed to Benjamin Fu (benjaminf@cupertino.org) for signature 2025-08-25 - 4:04:15 PM GMT Email viewed by Benjamin Fu (benjaminf@cupertino.org) 2025-08-25 - 4:04:25 PM GMT- IP address: 3.84.76.243 Email viewed by Benjamin Fu (benjaminf@cupertino.org) 2025-09-04 - 2:56:54 PM GMT- IP address: 18.209.168.24 New document URL requested by Terri McCracken (TMcCracken@placeworks.com) 2025-09-08 - 10:14:14 PM GMT- IP address: 64.165.34.3 Email viewed by Benjamin Fu (benjaminf@cupertino.org) 2025-09-08 - 10:18:42 PM GMT- IP address: 44.203.238.114 Document e-signed by Benjamin Fu (benjaminf@cupertino.org) Signature Date: 2025-09-08 - 10:43:18 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2025-09-08 - 10:43:21 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2025-09-08 - 10:43:33 PM GMT- IP address: 54.160.77.174 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2025-09-08 - 11:40:16 PM GMT - Time Source: server- IP address: 64.165.34.3 Agreement completed. 2025-09-08 - 11:40:16 PM GMT