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26-048 Balance Studios Inc for ARTour & McClellan Ranch Augmented Reality Application Updates
CITY OF PROFESSIONAL/CONSULTING SERVICES AGREEMENT CUPERTIN O 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation ("City"), and Balance Studios, Inc. ("Contractor"), a Corporation for ARTour & McClellan Ranch Augmented Reality Application Updates, 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. ARTour & McClellan Ranch Augmented Reality Application Updates Page 1 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 $10,000.00 ("Contract Price"), based upon the scope of services in Exhibit A and the budget and rates included in Exhibit C, Compensation attached and incorporated here. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor's actual costs exceed the capped amount. No extra work or payment is permitted without prior written approval of City. 4.2 Invoices and Payments. Monthly invoices must state a description of the deliverable completed and the amount due for the preceding month. Within thirty (30) days of completion of Services, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Failure to timely submit a complete and accurate payment requisition relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 51 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. 52 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. 53 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. 54 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. 55 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 ARTour & McClellan Ranch Augmented Reality Application Updates Page 2 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. 71 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. 73 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. 7A 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. 75 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. ARTour & McClellan Ranch Augmented Reality Application Updates Page 3 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 of Contractor or its subcontractors or sub -subcontractors; ARTour & McClellan Ranch Augmented Reality Application Updates Page 4 of 9 Professional/Consulting Contracts /Version: March 2025 (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 I I 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. 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race, religious ARTour & McClellan Ranch Augmented Reality Application Updates Page 5 of 9 Professional/Consulting Contracts /Version: March 2025 creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired -Immune Deficiency Syndrome (AIDS), or any other protected classification. Contractor shall comply with all anti -discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777, and 3077.5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or its employees or sub -contractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement, in violation of California Government Code Section 1090 et seq. Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of Title 2 of the California Code of Regulations. Contractor agrees to abide by the City's rules governing gifts to public officials and employees. 13.5 Remedies. Any violation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or terminating this Agreement. City reserves all other rights and remedies available under the law and this Agreement, including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager. The City assigns Teri Gerhardt as the City's representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Scope of Services. City reserves the right to substitute another Project manager at any time, and without prior notice to Contractor. Contractor Project Manager. Subject to City approval, Contractor assigns Heidi A. Klessig 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. ARTour & McClellan Ranch Augmented Reality Application Updates Page 6 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 parry 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 Parry'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. ARTour & McClellan Ranch Augmented Reality Application Updates Page 7 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: Teri Gerhardt Email: terig@Cupertino. 27. EXECUTION To Contractor: Balance Studios, Inc. 2200 Dickinson Rd., Bldg 1 De Pere, WI 54115 Attention: Heidi A. Klessig Email: Heidi@BalanceStudios.com 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 ARTour & McClellan Ranch Augmented Reality Application Updates Page 8 of 9 Professional/Consulting Contracts /Version: March 2025 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CITY OF CUPERTINO A Municipal Corporation B Y NameTeri Gerhardt TitleCTO Date 03/27/2026 APPROVED AS TO FORM: da)" MICHAEL K. WOO Senior Assistant City Attorney ATTEST: Law2i9 &apwc v LAUREN SAPUDAR City Clerk Date 03/27/2026 ARTour & McClellan Ranch Augmented Reality Application Updates CONTRACTOR Tiho T I-u+z By Name Tina J Lutz Title President Date 03/27/2026 Page 9 of 9 Professional/Consulting Contracts /Version: March 2025 The City of Cupertino ARTour & McClellan Ranch Augmented Reality Application Updates Scope of Work Revised: March 19, 2026 Original Submission: February 16 & March 3 & 4, 2026 CITY OF CUPERTINO Adam Araza Business Systems Analyst — GIS City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 408-777-3210 AdamA@Cupertino.org BAIANCE Heidi A. Klessig Vice President of Client Relations Balance Studios, Inc. 2200 Dickinson Road - Building 1 De Pere, WI 54115 920-433-9770 Heidi@BalanceStudios.com *0 on Project Synopsis: The City of Cupertino (Cupertino) is looking to make the following updates to the ARTour and McClellan Ranch Augmented Reality Applications: • Update to Unity 6 • Design a PDF per location to showcase AR locations with alternative text language o Images and text to be provided by Cupertino o Design of PDF similar to: APP -F;tle T�4 � ti•4•e� [Gl.iy'ne d .•.. 5ite ► lame T�.0 afi o Represent interactive game elements from the McClellan Ranch Augmented Reality Application in the associated location PDFs through a binary choice engagement. ■ Community Garden - Domestic vs Invasive Bugs Quiz ■ Meadow Restoration - Domestic vs Invasive Plant Species Quiz ■ Each quiz is two questions. Site Va*ie which o�-' these plants is [nvaswe: (answer at botto. of page) A B Plant A is invasive! • Incorporate a link to the PDF inside the application o Link to a PDF on the Cupertino website that showcases each AR stop location in English. EXHIBIT B o PDF shall be delivered as a fully tagged accessible document with proper structural headings (1-11, H2, H3 hierarchy), logical reading order, and descriptive alternative text for all meaningful images. o PDF is accessible on the language selection screen, as well as in settings, and is clearly labeled as " "Accessible Alternate Experience" o Cupertino website is responsible for ADA tools on the PDF. o Cupertino uploads the PDFs to their website. o PDF opens in a web view. • Submit updated ARTour and McClellan Ranch Augmented Reality Applications to iTunes and Google Play under Cupertino developer account. Cupertino is commissioning Balance Studios, Inc. (Balance) to provide the updates above and resubmit the applications to iTunes and Google Play. Responsibilities: Balance is Responsible for: • Further clarification sessions with Cupertino to clearly define the project development details. • Project coordination, project organization and management, and asset management to ensure all elements are collected and allocated, timelines are maintained, and approvals are made. • Technical specifications • Production schedule • Application o Application Programming o Application Testing • Submission to iTunes and Google Play • Delivery of files to Cupertino for their archives Cupertino is Responsible for: • Providing PDF assets, including but not limited to: o Text o Images o Descriptive alternative text for all meaningful images 0 4 quiz questions and associated images • For the timely delivery and approvals of project elements as defined in the production schedule. 3 BALANCE • Reviews & Approvals of Application Assets. • Agrees to the number of reviews/revisions and understands there will be additional fees for additional change request. • Aiding in the application testing phases. Approvals: Approvals by phases are an integral step in order to maintain budgets and timeline. After these approvals have been made by Cupertino, any changes thereafter will call for a change order with a re-examination of the time, resources, and associated costs necessary to accommodate the requested change. *Note: Due to the process of AR App development, reviews and approval will be ongoing with Balance providing as much notice as possible prior to each needed review. PDF Design (1 round of revisions per PDF) Final testing (1 round of revisions) Gold build submitted to iTunes and Google Play Assumptions: *The estimated time and resources are based on the following assumptions & criteria: Global Project Development Assumption: • A production schedule with key milestones and delivery dates will be created post scope approval. If timelines or deadlines are missed, the delivery date cannot be guaranteed and the project cost may be re-evaluated • Main Contact for Cupertino for communication, coordination, review comments and final approvals. Cupertino: Adam Araza • Due to the nature of application development and the speed of technologies evolution, Balance Studios is not responsible for bugs, incompatibilities, or changes in functionality due to unforeseen future upgrades to OSs, plug -ins, third party application integrations or other new technologies after the launch date. If these occurrences arise, a new project scope defining costs and timelines will be submitted. • Due to the process of App development, reviews and approval will be ongoing with Balance providing as much notice as possible. Technical Specifications: • Update the application to be compatible with Unity 6. • The AR experience assets will be `baked' into the App. • Wi-Fi is needed for initial download of the final App if size is over 100mb. • App deployed to iTunes and Google Play Stores using the Cupertino developer account. 2 EXHIBIT C BALANCE • Important Note Regarding iTunes and Google Play App Stores: o Once the App has been approved by Cupertino and Balance has deployed the app to iTunes and Google Play App stores, the review and approval time lies with the App Store review team. o Balance is not liable for delays or missed event dates due to the App Store review turnaround time. o If the App store rejects the app, Balance will: ■ Work with Cupertino to correct the reason for rejection as quickly as possible. ■ If additional costs are deemed necessary to correct the rejection — Balance and Cupertino will discuss with a Change Order submission as an end result. Production Schedule: Balance Studios is able to begin the project development as soon as the development is approved. At that time, a specific production schedule will be implemented. Images and text provided to Balance by March 6, 2026 for a delivery on -store by April 24, 2026. Project Budget: General Development Needs & Administration: • Internal and Client Meetings • Project Management, Coordination & Clarification Application Design & Development: • All Integrated Programming • Alpha & Beta Testing • Instruction Manual & Training • Compiling and delivering all project code and assets Application Development: $10,000.00 5 Standard Payment Schedule & Terms: Standard Payment Terms: • Payment Terms: Net-30 for invoices submitted • Invoices are submitted via email from AccountsPayable(a�BalanceStudios.com • Payments are accepted by check to 2200 Dickinson Road, Bldg 1, De Pere, WI 54115 Invoice 1 — $5,000.00, due at approval of generated PDF deliverable Invoice 2 — $5,000.00, due on app approval for submission to iTunes and Google Play WE WOULD LOVE THE OPPORTUNITY TO WORK WITH YOU AGAIN! Signature of Commitment *By signing below, the City of Cupertino is providing approval for the services and budget as specified in this scope of work, the selection of Balance Studios, Inc. as its ARTour & McClellan Ranch Augmented Reality Application Updates partner, and are ready to move into the project execution phases. This proposal is good for 30 days. Please call Heidi Klessig at 920-433-9770 if there are any questions, needed revisions or modifications. Balance Studios, Inc.: City of Cupertino: ` i� �— Y Its: President Its: CTO Date: March 19, 2026 Date: 03/27/2026 EXHIBIT D Insurance Requirements Professional Consultant Contracts 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. h 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. X 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). Exh. D-Insurance Requirements for Professional Consultant Contracts 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. O 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 Professional Consultant Contracts 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. Exh. D-Insurance Requirements for Professional Consultant Contracts Version: May 2025 / A� " CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD/YYYY) 02/06/2026 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. 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). PRODUCER CONTACT Nadine Sanders NAME: Alliance Insurance Centers LLC ACC Ext : (920) 330-9000 A/XC, No): (920) 330-9001 E-MAIL nsanders@allianceinsurancecenters.com ADDRESS: 3138 Market Street INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Hartford Casualty 29424 Green Bay WI 54304 INSURED INSURER B : Rated by Mult Companle 00914 INSURER C : Apogee Insurance Group Balance Studios, Inc. INSURER D : 2200 Dickinson Rd Bldg 1 INSURER E : INSURER F : De Pere WI 54115 COVERAGES CERTIFICATE NUMBER: 2026 REVISION NUMBER: 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. INSR LTR TYPE OF INSURANCEADDLSUBR INSD WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE OCCUR PREM SES Ea oNcE ence $ 300,000 MED EXP (Any one person) $ 10,000 PERSONAL &ADV INJURY $ 1,000,000 A Y Y 83SBAIK0498 03/01/2026 03/01/2027 GEN-LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 X JECT LOC PRODUCTS-COMP/OPAGG $POLICY❑PRO 2,000,000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 BODILY INJURY (Per person) $ ANYAUTO A OWNED SCHEDULED AUTOS ONLY AUTOS 83SBAIK0498 03/01/2026 03/01/2027 BODILY INJURY (Per accident) $ X PROPERTY DAMAGE Per accident $ HIRED NON -OWNED AUTOS ONLY /� AUTOS ONLY X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 2,000,000 AGGREGATE $ 2,000,000 A EXCESS LAB CLAIMS -MADE 83SBAIK0498 03/01/2026 03/01/2027 DED I I RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/ N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBEREXCLUDED? ❑ (Mandatory in NH) N/A Y 83WEC117258 03/01/2026 03/01/2027 PER X STATUTE ERH E.L. EACH ACCIDENT 1,000,000 $ E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT 1,000,000 $ C Professional Liability WG00001372AG 07/10/2025 07/10/2026 Each Occurrance 2,000,000 PolicyAgrregate 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) THE GENERAL LIABILITY POLICY, WHICH INCLUDES THE HIRED/NONOWNED AUTO LIABILITY, WRITTEN WITH HARTFORD INSURANCE COMPANIES HAS NO SIR RETENTION AND/OR DEDUCTIBLE. THE UMBRELLA POLICY WRITTEN WITH HARTFORD INSURANCE COMPANIES HAS A $10,000 SIR RETENTION AS SHOWN ABOVE; THERE IS NO OTHER SIR RENTENTION OR DEDUCTIBLE APPLICABLE. THE WORERS' COMPENSATION/EMPLOYER LIABILITY POLICY WRITTEN WITH HARTFORD INSURANCE COMPANIES HAS NO SIR RETENTION AND/OR DEDUCTIBLE. THE PROFESSIONAL LIABILITY POLCY WRITTEN WITH APOGEE INSURANCE GROUP HAS NO RETENTION AND/OR DEDUCTIBLE. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Cupertino ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avenue AUTHORIZED REPRESENTATIVE Cupertino CA 95014 @ 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 00035329 LOC #: A4'"1?V ADDITIONAL REMARKS SCHEDULE Page of k.--. AGENCY Alliance Insurance Centers LLC NAMED INSURED POLICY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance of Cupertino and those entities not specifically named but included/required within the signed contracts are hereby listed as an additional insured under General liability policy, primary and non-contributory, as respects to work performed by the named insured, subject to the policy language, forms, iitions and exclusions. General Liability Waiver and Workers' Compensation Waiver of Subrogation have been added in favor of City of Cupertino and those entities not lecifically named but included/required within the signed contracts. Contractual Liability Coverage is included. Umbrella is following form i any of the aforementioned described policies be cancelled before the expiration date thereof, the issuing insurer will endeavor to mail 30 days written to the named certificate holder, but failure to do so shall impose no obligation or liability of any kind upon the insurer, its agents or representatives. ACORD 101 (2008/01) © 2008ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 83 SBA IK0498 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - VENDOR LOC 001 BLDG 001 THE CITY OF CUPERTINO 10300 TORRE AVE CUPERTINO,CA 95014 LOC 001 BLDG 001 KOMATSU MINING CORP AND KOMATSU AMERICA CORP. 4400 WEST NATIONAL AVENUE, MILWAUKEE, WI 53214 Form IH 12 00 1185 T SEQ. NO. 006 Printed in U.S.A. Page 001 Process Date: 12/16/25 Expiration Date: 03/01/27 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 83 WEC 117258 Endorsement Number: Effective Date: 03/01/26 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: BALANCE STUDIOS, INC. 2200 DICKINSON RD BLDG 1 DE PERE WI 54115 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Any person or organization for whom you are required by contract or agreement to obtain this waiver from us. Endorsement is not applicable in KY, NH, NJ or for any MO construction risk Countersigned by Authorized Representative Form WC 00 03 13 Printed in U.S.A. Process Date: 01/20/26 Policy Expiration Date: 03/01/27 BUSINESS LIABILITY COVERAGE FORM If more than one limit of insurance under this (1) Immediately send us copies of any policy and any endorsements attached thereto demands, notices, summonses or applies to any claim or "suit", the most we will pay legal papers received in connection under this policy and the endorsements is the with the claim or "suit"; single highest limit of liability of all coverages (2) Authorize us to obtain records and applicable to such claim or "suit". However, this other information; paragraph does not apply to the Medical Expenses (3) Cooperate with us in the investigation, limit set forth in Paragraph 3. above. settlement of the claim or defense The Limits of Insurance of this Coverage Part apply against the "suit"; and separately to each consecutive annual period and to (4) Assist us, upon our request, in the any remaining period of less than 12 months, starting enforcement of any right against any with the beginning of the policy period shown in the person or organization that may be Declarations, unless the policy period is extended liable to the insured because of injury after issuance for an additional period of less than 12 or damage to which this insurance months. In that case, the additional period will be may also apply. deemed part of the last preceding period for purposes of determining the Limits of Insurance. d. Obligations At The Insured's Own Cost E. LIABILITY AND MEDICAL EXPENSES No insured will, except at that insured's own cost, voluntarily make a payment, assume GENERAL CONDITIONS any obligation, or incur any expense, other 1. Bankruptcy than for first aid, without our consent. Bankruptcy or insolvency of the insured or of e. Additional Insured's Other Insurance the insured's estate will not relieve us of our If we cover a claim or "suit" under this obligations under this Coverage Part. Coverage Part that may also be covered 2. Duties In The Event Of Occurrence, by other insurance available to an Offense, Claim Or Suit additional insured, such additional insured a. Notice Of Occurrence Or Offense must submit such claim or "suit" to the other insurer for defense and indemnity. You or any additional insured must see to it that we are notified as soon as However, this provision does not apply to practicable of an "occurrence" or an the extent that you have agreed in a offense which may result in a claim. To written contract, written agreement or the extent possible, notice should include: permit that this insurance is primary and non-contributory with the additional (1) How, when and where the "occurrence" insured's own insurance. or offense took place; f. Knowledge Of An Occurrence, Offense, (2) The names and addresses of any Claim Or Suit injured persons and witnesses; and Paragraphs a. and b. apply to you or to (3) The nature and location of any injury any additional insured only when such or damage arising out of the "occurrence", offense, claim or "suit" is "occurrence" or offense. known to: b. Notice Of Claim (1) You or any additional insured that is If a claim is made or "suit" is brought an individual; against any insured, you or any additional (2) Any partner, if you or an additional insured must: insured is a partnership; (1) Immediately record the specifics of the (3) Any manager, if you or an additional claim or "suit" and the date received; insured is a limited liability company; and (4) Any "executive officer" or insurance (2) Notify us as soon as practicable. manager, if you or an additional You or any additional insured must see to insured is a corporation; it that we receive a written notice of the (5) Any trustee, if you or an additional claim or "suit" as soon as practicable. insured is a trust; or c. Assistance And Cooperation Of The (6) Any elected or appointed official, if you Insured or an additional insured is a political You and any other involved insured must: subdivision or public entity. Form SS 00 08 04 05 Page 15 of 24 BUSINESS LIABILITY COVERAGE FORM (6) When You Are Added As An Additional Insured To Other Insurance That is other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional Insured To This Insurance That is other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this Coverage Part: (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract, written agreement or permit that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self - insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all the other insurance permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. This condition does not apply to Medical Expenses Coverage. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. Form SS 00 08 04 05 Page 17 of 24 now THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WISCONSIN CHANGES This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM COMMON POLICY CONDITIONS SPECIAL PROPERTY COVERAGE FORM STANDARD PROPERTY COVERAGE FORM 1. The following provisions modify the COMMON POLICY CONDITIONS. A. Paragraph 2. of the Cancellation Condition is deleted and replaced by the following: 2. We may cancel this policy by mailing or delivering to the first Named Insured written notice of cancellation at least 10 days before the effective date of cancellation. If this policy has been in effect for less than 60 days and is not a renewal policy, we may cancel for any reason. If the policy has been in effect for 60 days or more or is a renewal of a policy we issued, except as provided in Anniversary Cancellation below, we may cancel this policy only for one of the following reasons: a. The policy was obtained by material misrepresentation; b. There has been a substantial change in the risk we originally assumed, except to the extent that we should have foreseen the change or considered the risk in writing the policy; c. There have been substantial breaches of contractual duties, conditions or warranties; or d. Nonpayment of premium. If this policy has been in effect for 60 days or more or is a renewal of a policy we issued, the notice of cancellation will state the reason for cancellation. B. The following is added to the Cancellation Condition: Anniversary Cancellation If this policy is written for a term of more than one year or has no fixed expiration date, we may cancel this policy for any reason by mailing or Form SS 01 13 1018 delivering to the first Named Insured written notice of cancellation at least 60 days before the anniversary date of the policy. Such cancellation will be effective on the policy's anniversary date. We may cancel this policy because of the termination of an insurance marketing intermediary's contract with us only if the notice of cancellation contains an offer to continue the policy with us if we receive a written request from the first Named Insured prior to the date of cancellation. C. The following is added: Rescission 1. We may rescind this policy because of the following: a. Misrepresentation made by you or on your behalf in the negotiation for or procurement of this Coverage, if the person knew or should have known that the representation was false; b. Breach of affirmative warranty made by you or on your behalf in the negotiation for or procurement of this Coverage; c. Failure of a condition before a loss if such failure exists at the time of loss; d. Breach of a promissory warranty if such breach exists at the time of loss; or 2. We may not rescind this policy: a. For the reasons in Paragraph C.1.a. and C.1.b unless: (1) We rely on the misrepresentation or affirmative warranty and the misrepresentation or affirmative warranty is either material or made with intent to deceive; or (2) The facts misrepresented or falsely warranted contribute to the loss. Page 1 of 4 © 2018, The Hartford (Includes copyrighted material of Insurance Services Office, Inc., with its permission) The Hartford THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WISCONSIN CANCELLATION AND NONRENEWAL ENDORSEMENT Policy Number: 83 WEC 117258 Endorsement Number: Effective Date: 03/01/26 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: BALANCE STUDIOS, INC. 2200 DICKINSON RD BLDG 1 DE PERE WI 54115 This endorsement applies only to the insurance provided by the policy because Wisconsin is shown in Item 3.A. of the Information Page. The Cancellation Section (D) of the Part Six - Conditions is deleted and replaced by the following: A. Cancellation You may cancel this policy. You must mail or deliver advance written notice to us stating when the cancellation is to take effect. If you purchase replacement insurance, the cancellation becomes effective on the date the new coverage becomes effective. If no replacement coverage is purchased, the cancellation will be effective thirty (30) days after receipt of written notice by the Wisconsin Compensation Rating Bureau. We may cancel the policy for any reason if the policy has been in effect for less than sixty (60) days. If the policy is issued for a term longer than one year or for an indefinite term, we may cancel the policy for any reason on an annual anniversary of the policy effective date. We may cancel the policy at any other time for the following reasons: you fail to pay all premiums when due, however, we must deliver or mail, first class, not less than thirty (30) days advance written notice stating when the cancellation is to take effect; b. a material misrepresentation; c. a substantial breach of the obligations, conditions or warranties under the policy; or d. a substantial change in the risk we assumed under the policy unless it was reasonable for us to foresee the change or expect the risk when we issued the policy. 3. If we cancel for any permissible reason other than nonpayment of premium when due, we must deliver or mail, first class, not less than* thirty (30) days notice stating when the cancellation is to take effect. Mailing that notice to you at your mailing address shown in Item 1 of the Information Page will be sufficient to prove notice. 4. The policy period will end on the day and hour stated in a notice of cancellation. B. Nonrenewal You have the right to have the insurance renewed unless we deliver or mail to you not less than* sixty (60) days advance written notice stating our intention not to renew this policy. Form WC 48 06 06 B Printed in U.S.A. Process Date: 01 /20/26 Page 1 of 2 Policy Expiration Date: 03/01/27 2. We do not have to renew the insurance if you do not pay the renewal premium billing by the due date or if you accept replacement insurance, are insured elsewhere, requested or agree to nonrenewal, or if the policy is expressly designated as being nonrenewable. 3. If we renew the insurance, we may use the policy forms, rates and rating plans we are then using for similar risks. We may limit the policy to a term equivalent to the term of the expiring policy or one year, whichever is less. 4. If we offer to renew the insurance on less favorable terms, we will mail or deliver written notice of the new terms by first class mail to you, the policy holder, at least sixty (60) days prior to the renewal date. The definition of "terms" does not include manual rates, experience modification factors, or classification of risks. If we provide such notice within sixty (60) days prior to the renewal date, the new terms will not take effect until sixty (60) days after the notice is mailed or delivered, in which case, you, the policy holder, may elect to cancel the renewal policy at any time during the sixty (60) day period. The notice will include a statement of your right to cancel. If you elect to cancel the renewal policy during the sixty (60) day period, the return premium or additional premium charges shall be calculated proportionally on the basis of the old premiums. We need not mail or deliver this notice if the only change adverse to you is a premium increase that; (a) is less than 25%; or, (b) results from a change based on your action that alters the nature and extent of the risk insured against, including, but not limited to, a change in the classifications for the business. Any written agreement attached to and made a part of the policy, between the insurance carrier and policyholder which extends the cancellation or nonrenewal notification timeframe, will supercede the aforementioned notification requirements found in items A.3., and BA., respectively. Countersigned by Authorized Representative Form WC 48 06 06 B Printed in U.S.A. Page 2 of 2 ARTour & McClellan Ranch Augmented Reality Application Updates Final Audit Report 2026-03-27 Created: 2026-03-27 By: Webmaster Admin (webmaster@cupertino.org) Status: Signed Transaction ID: CBJCHBCAABAA11JlkSYDWwGVmXfcpZ7le4zlutU01rou "ARTour & McClellan Ranch Augmented Reality Application Upd ates" History Document created by Webmaster Admin (webmaster@cupertino.org) 2026-03-27 - 4:05:39 PM GMT- IP address: 35.229.54.2 Document emailed to Marilyn Pavlov (marilynp@cupertino.org) for approval 2026-03-27 - 4:10:59 PM GMT Email viewed by Marilyn Pavlov (marilynp@cupertino.org) 2026-03-27 - 4:11:09 PM GMT- IP address: 52.73.254.27 &0 Document approved by Marilyn Pavlov (marilynp@cupertino.org) Approval Date: 2026-03-27 - 4:11:43 PM GMT - Time Source: server- IP address: 69.209.31.163 ley Document emailed to aracelia@cupertino.org for approval 2026-03-27 - 4:11:45 PM GMT Email viewed by aracelia@cupertino.org 2026-03-27 - 4:11:52 PM GMT- IP address: 34.207.212.65 Signer aracelia@cupertino.org entered name at signing as Araceli Alejandre 2026-03-27 - 8:22:26 PM GMT- IP address: 71.202.76.156 d4 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2026-03-27 - 8:22:28 PM GMT - Time Source: server- IP address: 71.202.76.156 + Document emailed to tina@balancestudios.com for signature 2026-03-27 - 8:22:30 PM GMT Email viewed by tina@balancestudios.com 2026-03-27 - 9:18:19 PM GMT- IP address: 66.102.6.230 Powered by Adobe c�rerrrinv Acrobat Sign �p Signer tina@balancestudios.com entered name at signing as Tina J Lutz 2026-03-27 - 9:38:32 PM GMT- IP address: 98.100.171.86 dp Document e-signed by Tina J Lutz (tina@balancestudios.com) Signature Date: 2026-03-27 - 9:38:34 PM GMT - Time Source: server- IP address: 98.100.171.86 Document emailed to Michael Woo (michaelw@cupertino.org) for signature 2026-03-27 - 9:38:36 PM GMT Email viewed by Michael Woo (michaelw@cupertino.org) 2026-03-27 - 9:38:48 PM GMT- IP address: 3.85.100.223 dg Document e-signed by Michael Woo (michaelw@cupertino.org) Signature Date: 2026-03-27 - 10:45:37 PM GMT - Time Source: server- IP address: 98.33.114.31 Document emailed to terig@cupertino.org for signature 2026-03-27 - 10:45:40 PM GMT Email viewed by terig@cupertino.org 2026-03-27 - 10:45:47 PM GMT- IP address: 13.221.231.200 Signer terig@cupertino.org entered name at signing as Teri Gerhardt 2026-03-27 - 11:19:49 PM GMT- IP address: 73.71.247.175 Document e-signed by Teri Gerhardt (terig@cupertino.org) Signature Date: 2026-03-27 - 11:19:51 PM GMT - Time Source: server- IP address: 73.71.247.175 Document emailed to Lauren Sapudar (laurens@cupertino.org) for signature 2026-03-27 - 11:19:53 PM GMT Email viewed by Lauren Sapudar (laurens@cupertino.org) 2026-03-27 - 11:20:01 PM GMT- IP address: 44.220.91.20 da Document e-signed by Lauren Sapudar (laurens@cupertino.org) Signature Date: 2026-03-27 - 11:25:44 PM GMT - Time Source: server- IP address: 69.149.42.28 D Agreement completed. 2026-03-27 - 11:25:44 PM GMT Powered by FM- I � Adobe cvrLr Ihv Acrobat Sign