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CC 11-21-2023 Searchable Packet
CITY OF CUPERTINO CITY COUNCIL AGENDA 10350 Torre Avenue, Council Chamber and via Teleconference Tuesday, November 21, 2023 6:45 PM Televised Regular City Council Meeting (6:45) IN-PERSON AND TELECONFERENCE / PUBLIC PARTICIPATION INFORMATION Members of the public wishing to observe the meeting may do so in one of the following ways: 1) Attend in person at Cupertino Community Hall, 10350 Torre Avenue. 2) Tune to Comcast Channel 26 and AT&T U-Verse Channel 99 on your TV. 3) The meeting will also be streamed live on and online at www.Cupertino.org/youtube and www.Cupertino.org/webcast Members of the public wishing to comment on an item on the agenda may do so in the following ways: 1) Appear in person at Cupertino Community Hall. 2) E-mail comments by 4:00 p.m. on Tuesday, November 21 to the Council at citycouncil@cupertino.org. These e-mail comments will also be forwarded to Councilmembers by the City Clerk’s office before the meeting and posted to the City’s website after the meeting. Members of the public may provide oral public comments during the Meeting as follows: Oral public comments will be accepted during the meeting. Comments may be made during “oral communications” for matters not on the agenda, and during the public comment period for each agenda item. Oral public comments may be made during the public comment period for each agenda item. Members of the audience who address the City Council must come to the lectern/microphone, and are requested to complete a Speaker Card and identify themselves. Page 1 1 CC 11-21-2023 1 of 598 City Council Agenda November 21, 2023 Completion of Speaker Cards and identifying yourself is voluntary and not required to attend the meeting or provide comments. 3) Teleconferencing Instructions To address the City Council, click on the link below to register in advance and access the meeting: Online Register in advance for this webinar: https://cityofcupertino.zoom.us/webinar/register/WN_gpOXwBWbTfy5GHlooj-smQ Phone Dial: 669-900-6833 and enter Webinar ID: 954 8300 1333 (Type *9 to raise hand to speak, *6 to unmute yourself). Unregistered participants will be called on by the last four digits of their phone number. Or an H.323/SIP room system: H.323: 162.255.37.11 (US West) 162.255.36.11 (US East) Meeting ID: 954 8300 1333 SIP: 95483001333@zoomcrc.com After registering, you will receive a confirmation email containing information about joining the webinar. Please read the following instructions carefully: 1. You can directly download the teleconference software or connect to the meeting in your internet browser. If you are using your browser, make sure you are using a current and up-to-date browser: Chrome 30+, Firefox 27+, Microsoft Edge 12+, Safari 7+. Certain functionality may be disabled in older browsers, including Internet Explorer. 2. You will be asked to enter an email address and a name, followed by an email with instructions on how to connect to the meeting. Your email address will not be disclosed to the public. If you wish to make an oral public comment but do not wish to provide your name, you may enter “Cupertino Resident” or similar designation. 3. When the Mayor calls for the item on which you wish to speak, click on “raise hand,” or, if you are calling in, press *9. Speakers will be notified shortly before they are called to Page 2 2 CC 11-21-2023 2 of 598 City Council Agenda November 21, 2023 speak. 4. When called, please limit your remarks to the time allotted and the specific agenda topic. 5. Members of the public that wish to share a document must email cityclerk@cupertino.org prior to speaking. These documents will be posted to the City’s website after the meeting. CALL TO ORDER PLEDGE OF ALLEGIANCE ROLL CALL CLOSED SESSION REPORT CEREMONIAL ITEMS 1.Subject: Recognition of November 25, 2023 as Small Business Saturday Recommended Action: Recognize November 25, 2023 as Small Business Saturday POSTPONEMENTS AND ORDERS OF THE DAY ORAL COMMUNICATIONS This portion of the meeting is reserved for persons wishing to address the Council on any matter within the jurisdiction of the Council and not on the agenda for discussion, including informational items. The total time for Oral Communications will ordinarily be limited to one hour. Individual speakers are limited to three (3) minutes. As necessary, the Chair may further limit the time allowed to individual speakers, or reschedule remaining comments to the end of the meeting on a first come first heard basis, with priority given to students. In most cases, State law will prohibit the Council from discussing or making any decisions with respect to a matter not listed on the agenda. A councilmember may, however, briefly respond to statements made or questions posed by speakers. A councilmember may also ask a question for clarification, provide a reference for factual information, request staff to report back concerning a matter, or request that an item be added to a future City Council agenda in response to public comment. CONSENT CALENDAR (Items 2-10) Items appearing on the Consent Calendar are considered routine City business and may be approved by one motion. Typical items may include meeting minutes, awards of contracts, the ratification of accounts payable, and second readings of ordinances. Any member of the Council may request to have an item removed from the Consent Calendar based on the rules set forth in the City Council Procedures Manual. Members of the public may provide input on one or more consent calendar items when the Mayor asks for public comments on the Consent Calendar. Page 3 3 CC 11-21-2023 3 of 598 City Council Agenda November 21, 2023 2.Subject: Mitigation Fee Act - the Annual & Five-Year Report for Fiscal Year (FY) 2022-2023. (Continued from November 7, 2023) Recommended Action: Adopt Resolution No. 23-121 entitled "A Resolution of the City of Cupertino City Council approving the Annual & Five -Year Mitigation Fee Report for Fiscal Year ending June 30, 2023, and making required findings" to: 1. Make the required findings; and 2. Approve the Annual & Five-Year Mitigation Fee Report for the Fiscal Year ending June 30, 2023, as required by Government Code Section 66000 et seq. Staff Report A - Annual & Five-Year Report for FY 2023 B - Draft Resolution 3.Subject: First Amendment to Employment Agreement for the City Manager Recommended Action: Adopt Resolution No. 23-120 approving the First Amendment to Employment Agreement with the City Manager for the City of Cupertino and authorize the Mayor to execute the Agreement. Staff Report A – First Amendment to City Manager Employment Agreement B - Draft Resolution 4.Subject: Approval of the November 7 City Council minutes Recommended Action: Approve the November 7 City Council minutes A - Draft Minutes 5.Subject: Second reading of an ordinance to make minor amendments to Cupertino Municipal Code Chapter 1.18 (Claims Against the City), Chapter 9.15 ( Prohibition of Expanded Polystyrene (EPS) Foam Food Service Ware), 9.18 (Stormwater Pollution Prevention and Watershed Protection), Chapter 15.04 (Waterworks System-Rates and Charges), and Chapter 16.72 (Recycling and Diversion of Construction and Demolition Waste) Recommended Action: Conduct the second reading and enact Ordinance No. 23-2252 “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AMENDING CITY CODE CHAPTERS 1.18, 9.15, 9.18, 15.04, AND 16.72”. A - Draft Ordinance 6.Subject: Adopt a resolution increasing the employer's contribution for medical and hospitalization insurance consistent with the Public Employees’ Medical and Hospital Care Act (“PEMHCA” or the “Act”) for retired annuitants hired with the City of Cupertino prior to August 2004. Recommended Action: Adopt Resolution No. 23-123 increasing the employer's contribution for medical and hospitalization insurance for retired annuitants hired with the City of Cupertino prior to August 2004. Page 4 4 CC 11-21-2023 4 of 598 City Council Agenda November 21, 2023 Staff Report A – Draft Resolution Employees and Annuitants Hired Prior to August 1, 2004 7.Subject: Ratifying Accounts Payable for the periods ending October 6, 2023; October 13, 2023; October 20, 2023; and October 27, 2023 Recommended Action: A. Adopt Resolution No. 23-124 ratifying Accounts Payable for the Period ending October 6, 2023; B. Adopt Resolution No. 23-125 ratifying Accounts Payable for the Period ending October 13, 2023; C. Adopt Resolution No. 23-126 ratifying Accounts Payable for the Period ending October 20, 2023; and D. Adopt Resolution No. 23-127 ratifying Accounts Payable for the Period ending October 27, 2023 Staff report A – Draft Resolution 10.6.23 B – Weekly AP Payment Register for the Period Ending 10.6.23 C – Draft Resolution 10.13.23 D – Weekly AP Payment Register for the Period Ending 10.13.23 E – Draft Resolution 10.20.23 F – Weekly AP Payment Register for the Period Ending 10.20.23 G – Draft Resolution 10.27.23 H – Weekly AP Payment Register for the Period Ending 10.27.23 8.Subject: Approve a Second Amendment with Acuity Brands, LLC, for continued use of the BuildingOS Energy Management Platform. Recommended Action: Authorize the City Manager to execute a Second Amendment with Acuity Brands, LLC, for continued use of the BuidlingOS Energy Management Platform, increasing the contract amount by $45,500 for a new total not-to-exceed contract amount of $227,500 and extending the term of the agreement to December 9, 2024. Staff Report A - Draft Second Amendment B - First Amendment C - Base Agreement with Acuity Brands Technology Services, Inc. 9.Subject: Microsoft Enterprise Software Licensing Agreement with SoftwareONE, Inc., for licensing of Microsoft programs, systems, and databases. Recommended Action: 1. Authorize the City Manager to execute a Microsoft Enterprise Software Licensing Agreement with SoftwareONE, Inc., utilizing Riverside County’s statewide competitively awarded Microsoft Enterprise Agreement for licensing of Microsoft programs, systems, and databases for a total amount not to exceed $342,729.23, including a 10% contingency in the amount $31,157.20. 2. Find under Municipal Code section 3.22.070(C) that this procurement from Riverside County is exempt from formal competitive bidding procedures. Page 5 5 CC 11-21-2023 5 of 598 City Council Agenda November 21, 2023 Staff Report A - Licensing Solution Provider Agreement No. PSA-0001530 B - Amendment No. 1 to Agreement No. PSA-0001530 C - Microsoft Volume Licensing Program Agreement D - SoftwareONE, Inc., Year 2 & 3 Quotes E - Insurance Requirements F - Proof of Insurance 10.Subject: Approve master agreements with CSG Consultants, Inc. and 4Leaf, Inc., to provide construction management services on various Capital Improvement Program (CIP) projects. Recommended Action: 1. Authorize the City Manager to execute a master agreement with CSG Consultants, Inc. (CSG) in the amount not to exceed $500,000 for contract period of two years. 2. Authorize the City Manager to execute a master agreement with 4Leaf, Inc. (4Leaf) in the amount not to exceed $500,000 for a contract period of two years. Staff Report A - Draft Master Agreement CSG Consultants Inc. B - Draft Master Agreement 4Leaf Inc. PUBLIC HEARINGS - None Effective January 1, 2023, Government Code Section 65103.5 (SB 1214) limits the distribution of copyrighted material associated with the review of development projects. Members of the public wishing to view plans that cannot otherwise be distributed under SB 1214 may make an appointment with the Planning Division to view them at City Hall by sending an email to planning@cupertino.org. Plans will also be made available digitally during the hearing to consider the proposal. ACTION CALENDAR 11.Subject: Accept the City Manager’s First Quarter Financial Report for Fiscal Year 2023-24 Page 6 6 CC 11-21-2023 6 of 598 City Council Agenda November 21, 2023 Recommended Action: 1. Accept the City Manager’s First Quarter Financial Report for Fiscal Year 2023-24 2. Adopt Resolution No. 23-128 approving Budget Modification No. 2324-314, increasing appropriations by $464,384 and revenues by $540,141 3. Adopt Resolution No. 23-129 amending Cupertino City Employees’ Association /IFPTE Local 21 Classification Plan and Salary Schedule 4. Adopt Resolution No. 23-130 amending the Unrepresented Employees’ Compensation Program 5. Approve new Senior Housing Coordinator and Communications and Marketing Coordinator classifications 6. Receive FY 2023-24 First Quarter City Work Program Dashboard Update 7. Provide direction on potential service level reductions for FY 2024-25 a. Defunding the 4th of July Event in FY 2024-25 b. Defunding Community Grant Funding Program in FY 2024-25 c. Defunding Weed Abatement subsidy of $8,600 annually. Presenters: Kristina Alfaro, Director of Administrative Services and Thomas Leung, Budget Manager Staff Report A - FY 2023-24 First Quarter Financial Report B - Draft Resolution C - Description of Carryovers and Adjustments through September 30, 2023 D - Description of Budget Transfers through September 30, 2023 E - First Quarter Recommended Budget Adjustments F - FY 2022-23 Special Projects Update G - FY 2023-24 First Quarter Special Projects Update H - FY 2023-24 First Quarter Competitive and Non-Competitive Grants I - CIP Projects Status FY 2023-24 First Quarter J - FY 2023-24 City Work Program First Quarter Update K - Sr. Housing Coordinator 11-2023 L - Communication and Marketing Coordinator 11-2023 M – Draft Resolution Amending the CEA_Local 21 Classification and Salary Plan N – Draft Resolution Amending the Unrepresented Employees' Compensation Program COUNCIL REPORTS AND COMMENTS 12.Subject: Councilmember Reports A - Council Reports, Fruen B - Council Reports, Mohan C - Council Reports, Moore D - Council Reports, Wei CITY MANAGER REPORT ORAL COMMUNICATIONS - CONTINUED Page 7 7 CC 11-21-2023 7 of 598 City Council Agenda November 21, 2023 INFORMATIONAL ITEMS Information items are intended to provide background information and routine reports to Councilmembers and the public, without discussion by Council. Members of the public wishing to comment on informational items should do so during oral communications. 13.Subject: Receive the Treasurer's Investment Report for the Quarter Ending September 30, 2023 Recommended Action: Receive the Treasurer's Investment Report for the Quarter Ending September 30, 2023 Staff Report A – Chandler Investment Report September 2023 B – Chandler Custodial Statement September 2023 C – PARS Pension and OPEB Account Statement September 2023 D – LAIF Account Statement September 2023 14.Subject: Receive the Monthly Treasurer's Investment Report for October 2023 Recommended Action: Receive the Monthly Treasurer's Investment Report for October 2023 A - Chandler Investment Report October 2023 15.Subject: Receive the Monthly Treasurer's Report for October 2023 Recommended Action: Receive the Monthly Treasurer's Report for October 2023 Staff Report A – Report of City-wide Receipts, Disbursements, and Cash Balances October 2023 B – Report of City-wide Fund BalancesNet Position October 2023 COUNCIL AND STAFF COMMENTS AND FUTURE AGENDA ITEMS ADJOURNMENT Lobbyist Registration and Reporting Requirements: Individuals who influence or attempt to influence legislative or administrative action may be required by the City of Cupertino’s lobbying ordinance (Cupertino Municipal Code Chapter 2.100) to register and report lobbying activity. Persons whose communications regarding any legislative or administrative are solely limited to appearing at or submitting testimony for any public meeting held by the City are not required to register as lobbyists. For more information about the lobbying ordinance, please contact the City Clerk’s Office at 10300 Torre Avenue, Cupertino, CA 94107; telephone (408) 777-3223; email cityclerk@cupertino.org; and website: www.cupertino.org/lobbyist. The City of Cupertino has adopted the provisions of Code of Civil Procedure §1094.6; litigation challenging a final decision of the City Council must be brought within 90 days after a decision is announced unless a shorter time is required by State or Federal law. Page 8 8 CC 11-21-2023 8 of 598 City Council Agenda November 21, 2023 Prior to seeking judicial review of any adjudicatory (quasi-judicial) decision, interested persons must file a petition for reconsideration within ten calendar days of the date the City Clerk mails notice of the City’s decision. Reconsideration petitions must comply with the requirements of Cupertino Municipal Code §2.08.096. Contact the City Clerk’s office for more information or go to http://www.cupertino.org/cityclerk for a reconsideration petition form. In compliance with the Americans with Disabilities Act (ADA), anyone who is planning to attend this meeting who is visually or hearing impaired or has any disability that needs special assistance should call the City Clerk's Office at 408-777-3223, at least 48 hours in advance of the meeting to arrange for assistance. In addition, upon request, in advance, by a person with a disability, meeting agendas and writings distributed for the meeting that are public records will be made available in the appropriate alternative format. Any writings or documents provided to a majority of the Cupertino City Council after publication of the packet will be made available for public inspection in the City Clerk’s Office located at City Hall, 10300 Torre Avenue, Cupertino, California 95014, during normal business hours; and in Council packet archives linked from the agenda/minutes page on the Cupertino web site. IMPORTANT NOTICE: Please be advised that pursuant to Cupertino Municipal Code section 2.08.100 written communications sent to the Cupertino City Council, Commissioners or City staff concerning a matter on the agenda are included as supplemental material to the agendized item. These written communications are accessible to the public through the City’s website and kept in packet archives. Do not include any personal or private information in written communications to the City that you do not wish to make public, as written communications are considered public records and will be made publicly available on the City website. Page 9 9 CC 11-21-2023 9 of 598 CITY OF CUPERTINO Agenda Item 23-12441 Agenda Date: 11/21/2023 Agenda #: 1. Subject: Recognition of November 25, 2023 as Small Business Saturday Recognize November 25, 2023 as Small Business Saturday CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™10 CC 11-21-2023 10 of 598 CITY OF CUPERTINO Agenda Item 23-12801 Agenda Date: 11/21/2023 Agenda #: 2. Subject: Mitigation Fee Act - the Annual & Five-Year Report for Fiscal Year (FY) 2022-2023. (Continued from November 7, 2023) Adopt Resolution No. 23-121 entitled "A Resolution of the City of Cupertino City Council approving the Annual & Five -Year Mitigation Fee Report for Fiscal Year ending June 30, 2023, and making required findings" to: 1. Make the required findings; and 2. Approve the Annual & Five-Year Mitigation Fee Report for the Fiscal Year ending June 30, 2023, as required by Government Code Section 66000 et seq. CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™11 CC 11-21-2023 11 of 598 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Mitigation Fee Act – the Annual & Five-Year Report for Fiscal Year (FY) 2022-2023. Recommended Action Adopt Resolution No. 23-____ entitled “A Resolution of the City of Cupertino City Council approving the Annual & Five-Year Mitigation Fee Report for Fiscal Year ending June 30, 2023, and making required findings” to: 1)Make the required findings; and 2)Approve the Annual & Five-Year Mitigation Fee Report for the Fiscal Year ending June 30, 2023, as required by Government Code Section 66000 et seq. Reasons for Recommendation Background The Mitigation Fee Act (Government Code Section 66000 et seq.) requires public agencies to account for and make findings when imposing mitigation fees as a condition of development approval. Government Code Section 66006(b) also requires that public agencies annually review and make available to the public a report accounting for mitigation fees held by the agency. Additional reporting is required at least every five years pursuant to Government Code Section 66001(d). There are several mitigation fees that the City of Cupertino has required as a condition of development approval in lieu of requiring construction of certain public improvements. These fees are subject to annual and five-year reporting requirements. Mitigation fees are based on a development’s fair share of a larger public improvement project. This reporting does not include fees that are not subject to reporting requirements under Government Code Section 66000 et seq., except for parkland dedication fees that are subject to the Quimby Act and not the Mitigation Fee Act. The City reports on parkland dedication fees to provide further transparency on funds collected. Pursuant to Section 66006(b), the City is required to make available to the public the following information concerning mitigation fees each fiscal year: 12 CC 11-21-2023 12 of 598 A brief description of the type of fee in the account or fund. Amount of the fee. Beginning and ending balances of the account or fund. The amount of fees collected, and interest earned. Identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with in‐lieu fees. Identification of an approximate date by which the construction of the public improvement will commence, if the local agency determines that sufficient funds have been collected to complete the public improvement and the public improvement remains incomplete. A description of each inter-fund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended. In the case of an interfund loan, the date on which the loan will be repaid, and the rate of interest that the account or fund will receive on the loan. The amount of any refunds made pursuant to Government Code section 66001(e) and any allocations made pursuant to Government Code section 66001(f). Under Section 66001(d), the City also must make certain findings regarding unfinished improvements every five years following the first deposit of mitigation fees into a fund. The agency must identify the purpose for which the fee was expended and demonstrate a reasonable relationship between the fee and the purpose for which it was used. The agency also must identify all sources and amounts of funding anticipated to complete the financing of incomplete improvements and to designate approximate dates when this funding is expected to be deposited into the account. Fees received through a development agreement are exempt from the five-year report. FY 2022-23 Report The attached report includes the annual report for the fiscal year ending June 30, 2023, and a five-year report for all fees. Since the City provided a five-year report last fiscal year, a new five-year report is not required. However, because the five-year report provides additional detail, the City annually provides such data to better inform the public. The following provides a brief overview of the updates made to this year’s report: Interstate 280/Junipero Serra Channel Trail Improvements (renamed to Tamien Innu): The project was removed from this report as all funds were expended in FY 2022-23 and used towards design services for the project. All projects have been updated to reflect FY 2022-23 information. The master storm drain fees and art in-lieu fees have been included in the report. Questions from the FY 2022 Report 13 CC 11-21-2023 13 of 598 At the December 20, 2022 meeting, Councilmember Moore had questions pertaining to the report and requested a subcommittee to be formed to examine the matter. In January 2023, all council subcommittees were dissolved, including the mitigation fee act review subcommittee. In an effort to provide follow up responses to Councilmember Moore’s questions, staff included both question and staff’s response (shown in italics) below. Why are the master storm drain fees not included in the report? Staff’s response: The master storm drain fee was considered a maintenance fee in prior years. The City Attorney’s office suggested the fee to be included in the report. The master storm drain fees have been included in the FY 2022-23 report, and will be included moving forward, to provide further transparency on funds collected. In addition to the master storm drain fees, the City has included reporting on the art in-lieu fees to provide consistency and clarity. When do other cities take this item to their City Council? Staff’s response: In researching some of the neighboring cities, the following indicates when the city took their FY 2021-22 report to their City Council: - City of Mountain View: December 6, 2022 - City of Sunnyvale: December 13, 2022 - City of San Jose: December 13, 2022 - City of Saratoga: December 21, 2022 - City of Palo Alto: January 23, 2023 - City of Santa Clara: January 31, 2023 As of October 24, 2023, the cities mentioned above have not yet taken their FY 2022-23 report to their City Council. Where do we post the reports online? Staff’s response: The annual reports, including the FY 2022-23 report, are posted at the link below. https://www.cupertino.org/our-city/departments/finance/budget-reports What are the noticing requirements? Staff’s response: The Mitigation Fee Act stipulates a 15-day public review period for the annual report. The FY 2022-23 annual report was made available to the public on the City’s webpage on October 23, 2023. A public hearing is not required for this item; therefore, no additional noticing in advance of the Council meeting is required. Questions Prior to the November 7, 2023 Council Meeting Staff received additional questions regarding the FY 2022-23 report prior to the November 7, City Council meeting. This item was postponed from November 7, to the November 21, 14 CC 11-21-2023 14 of 598 City Council meeting. These questions and staff’s responses (shown in italics) are provided below. Traffic Impact is Special Revenue Fund 272 which had a June 30, 2023 ending balance of $776,311 which does not match the $802,090 shown in Attachment A page 7. What accounts for this difference? There is an estimated cost of $59,780,125 for projects in the Transportation Impact Fee Nexus Study. What are these projects? Staff’s response: Two points of clarification, first the City doesn’t have a fund 272. This response assumes you are referring to fund 271 Traffic Impact. In addition, the $776,311 is not the June 30, 2023, ending cash balance but the September 2023 ending cash balance. The variance is primarily due to mark-to-market adjustments, a paper loss/gain generated through the sale of a security; for this reason, they are not included in the balance for the mitigation report as the adjustments are never realized. The Transportation Fee Nexus Study can be found on the City’s website below. Please refer to Appendix A for the project list. https://www.cupertino.org/home/showpublisheddocument/16824/636462621556300000 Page 2 of the Report shows our BMR RHNA total of 356 VLI, 207 LI, and 231 MI for a total of$160.3 M. Our 2023-2031 allocation is: Very Low Income 1,193 x $241k/unit = $287,513,000 Low Income 687 x $213k/unit = $146,331,000 Moderate Income 755 x $123k/unit = $92,865,000 Total using the City estimated costs: $526,709,000 How were the costs per unit derived? Would the city please show the new RHNA numbers we need to meet to improve the transparency of the report? Staff’s response: The costs per unit were derived from the Residential Below Market Rate Housing Nexus Analysis which can be found here: https://www.cupertino.org/home/showpublisheddocument/16828/636463473592570000. The 2023-31 RHNA numbers are as follows: 1,193 very low-income units, 687 low- income units, 755 moderate-income units, and 1,953 above moderate-income units. This year the June 30, 2023 ending fund balance for Special Revenue Fund 280 Park Dedication is $18,706,898 and does not match the $7,984,137 fund balance shown on page 5 of the report. How is the $11M discrepancy accounted for? What projects are the $11M going towards? Should they be added in the report? 15 CC 11-21-2023 15 of 598 This item has the opposite problem of Traffic Impact, there are unknown projects with a high cost shown and insufficient funds, but it is fairly consistent with the June 30, 2023 balance provided to the public, but for the Park fee, there continues to be a much greater balance shown to the public in the June 30, 2023 fund balance report than the Development Impact fee report shows, which is a repeat of last year, and part of why I wanted the subcommittee formed, to work on understanding this issue and see if it is a discrepancy or not. Staff’s response: As noted by the “***” in the Annual Report section on Page 5, the balance reflects the unreserved funds. The reserved funds account for the $11M discrepancy, which include the purchase and construction of Lawrence-Mitty Park and the Memorial Park Pond Repurposing Project. May we know how much is in the liability account since these are items which will need to be funded? Staff’s response: There is an accounts payable (liability) for about $81,000 for fiscal year 2023 for retention and vendor payments for the memorial park project and Lawernce Mitty Park and Trail Masterplan. The remaining variance reflects unreserved funds. Thank you, this (3 accounts) is a little confusing as was seen regarding the SCB emergency 54” pipe repair as to which account should be paying and I know Staff is working on resolving which account should pay, and that the SCB drain will come back to council with an update as to which account is being debited. Staff’s response: Comment acknowledged. Are Art in-lieu of fees or the public art program requirements considered Development Impact Fees? Should either of these amounts, particularly the in- lieu of fees, be included in this report? There may be some new guidance on this? Staff’s response: Generally, art in-lieu fees are considered to be imposed under the City’s police power to regulate development and are not considered impact fees for purposes of the Mitigation Fee Act. However, the City has included reporting on the art in-lieu fees to provide consistency and clarity. Sustainability Impact No sustainability impact. Fiscal Impact Not applicable. Accepting the Annual and Five-Year Reports does not have any impact to the city’s budget. California Environmental Quality Act Not applicable. _____________________________________ Prepared by: Jennifer Chu, Senior Civil Engineer 16 CC 11-21-2023 16 of 598 Reviewed by: Chad Mosley, Director of Public Works Reviewed by: Matt Morley, Assistant City Manager Approved for Submission by: Pamela Wu, City Manager Attachments: A – Annual & Five-Year Report for FY 2023 B – Draft Resolution 17 CC 11-21-2023 17 of 598 Attachment A Page | 1 394\01\1992522.1 City of Cupertino AB 1600 ‐ Mitigation Fee Act Annual & Five Year Report for the fiscal year ending June 30, 2023 Dept.: Community Development Project: Below Market Rate (BMR) Housing Mitigation Fee Local Authority: Information on the City’s BMR Housing Mitigation Fee is provided as a courtesy. The City of Cupertino has collected BMR mitigation fees from commercial and residential developments since 1992 based on nexus studies conducted at that time. On May 5, 2015, the City Council adopted Resolution 15-036, accepting three reports from Keyser Marston Associates, Inc. (KMA) – Summary and Recommendations BMR Housing Mitigation Program, Non-Residential Jobs- Housing Nexus Analysis, and Residential BMR Housing Nexus Analysis – which collectively form the City’s Nexus Study justifying the current residential and non-residential Housing Mitigation Fees. Per Resolution 17-052, the City Council adopted the updated BMR residential and non-residential (office, research and development, industrial, hotel, retail and commercial) Housing Mitigation Fees. On May 19, 2020, the City Council adopted Resolution 20-056, which increased the Housing Mitigation Fees for hotels and for offices to levels lower than the maximum amount needed to fully mitigate the burdens created by new development on the need for affordable housing as determined in the KMA Reports, based in part on an Economic Feasibility Analysis prepared by Strategic Economics concluding that increased fees would be feasible. On April 21, 2020, the City Council adopted Resolution 20-037, amending the BMR Housing Mitigation Fees to adopt fee categories and amounts for self-storage and warehouse uses based in part on a report from KMA dated January 2020 and entitled “Supplement to the Non- Residential Jobs-Housing Nexus Study” evaluating the impact of self-storage and warehouse land uses on demand for affordable housing in the City and determining the maximum amount of a fee needed to fully mitigate the burdens on affordable housing created by these types of development. The fiscal year 2022-23 BMR Housing Mitigation Fee amounts are being reported below. Five Year Reporting & Findings Requirement: 1. The purpose of the BMR Housing Mitigation Fee is to help mitigate the need for affordable housing as a result of new residential and non-residential development within the City of Cupertino. The requirements for applicability to the BMR Housing Mitigation Fees are set forth in the City’s adopted BMR Housing Mitigation Program Procedural Manual. The BMR Housing Mitigation Fee schedule is as follows: Residential (per sq. ft.) - Detached Single Family Residence $20.29 Small Lot Single Family Residence or Townhome $22.31 Multi-Family Attached Townhome or Condo $27.05 Multi-Family Rental Apartment (1 to 35 du/ac) $27.05 Multi-Family Rental Apartment (over 35 du/ac) $33.81 Non-Residential (Per sq.ft.) – Office, Research & Development, or Industrial $32.06 18 CC 11-21-2023 18 of 598 Attachment A Page | 2 Hotel $16.03 Self-Storage, employee unit provided $0.60 Self-Storage, employee unit not provided $1.26 Warehouse $44.53 Commercial or Retail $13.52 BMR Housing Mitigation Fees were used to fund staff and administrative time, legal and professional services, BMR housing placement services, rental mediation, contract services, housing and homelessness strategies, and Habitat for Humanity. The fees in the BMR Fund include funds paid to the City as conditions of development agreements. When applicable, these fees are included in the tables below; however, there is no requirement to prepare a five-year report regarding fees obtained through a development agreement. 2. A reasonable relationship exists between the BMR Housing Mitigation Fee and the purpose for which the fee was charged. The need for the BMR Housing Mitigation fees, as they were identified when the fee was enacted, remains. See, Strategic Economics December 16, 2019 Economic Feasibility Study of Inclusionary Requirements. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost* Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Below Market Rate Housing Mitigation fee $160,300,000 $4,945,424 100% Additional Developer Contributions State and Federal tax credits, loans and grants As projects develop/ redevelop Ongoing Ongoing * Based on RHNA allocation and affordability gaps estimated in the nexus study: Very-low income units (356) x $241,000/unit = $87.8 million. Low income units (207) x $213,000/unit = $44.1 million. Moderate income units (231) x $123,000/unit = $28.4 million. Total = $160.3 million. 19 CC 11-21-2023 19 of 598 Attachment A Page | 3 394\01\1992522.1 Annual Report Amount of Fee: Based on adopted Fee Schedule FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Balance at 7/1/2022 $5,462,532 Fees Collected* $172,698 Interest $79,323 Expended Subtotal ($378,741) ($57,476) ($265,554) ($50,000) ($13,787) ($3,571) ($769,129) Staff and administration Legal and professional services Housing placement services Rental mediation services/contract services Homelessness Habitat for Humanity Refunded 0 Unrestricted balance at 6/30/2023 $4,945,424 *- Includes funds collected by Development Agreement 20 CC 11-21-2023 20 of 598 Attachment A Page | 4 Dept.: Public Works Project: Park Dedication In-Lieu Fee Local Authority: City of Cupertino: Municipal Code, Chapter 13.08 Five Year Reporting & Findings Requirement: 1. The purpose of the Park Dedication Fee is to help mitigate the need for additional outdoor recreational area for new residential development within the City of Cupertino. The requirements for applicability to the Park Dedication Fees are set forth in the City’s Municipal Code, Chapter 13.08, and the fee was adopted under the provisions of the Mitigation Fee Act. The Parkland Dedication Fee is based on the fair market value of land within the City of Cupertino. Land values are appraised bi-annually, and the Park Dedication Fees are updated accordingly. Park Dedication Fees are used to fund parkland acquisitions and improvements to park and recreational facilities. The fees in the Park Dedication table below include funds paid to the City as a condition of development agreements. Although these fees are included in the tables below, there is no requirement to prepare a five-year report regarding fees obtained through a development agreement. In addition, this table includes adopted fees imposed as a condition of development. 2. A reasonable relationship exists between the Park Dedication Fee and the purpose for which the fee is charged, as additional parkland and facilities are needed to offset the increase in population that additional residential units impact. The need for the Park Dedication fees, as they were identified when the fee was enacted, remains, as the City’s current park area per resident does not yet meet the park acreage standard in the Park Dedication Fee. 3. The sources and amounts of funding anticipated to complete the financing of the Park Dedication are identified below: Developer Fair-Share Contributions from all projects that add residences. 4. The approximate dates on which the funding for the needed park acquisition and improvements is expected to be deposited into the appropriate account are identified in the Five-Year Report on the next page. 21 CC 11-21-2023 21 of 598 Attachment A Page | 5 394\01\1992522.1 Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Lawrence- Mitty Park $8,270,994 $7,984,137 100% Project is fully funded Winter 2020 Spring 2015 Summer 2025 Annual Report Amount of Fee: Based on Fair-Market Value of land, through land appraisal FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Balance at 7/1/2022*** $5,401,272 Fees Collected* $646,767 Interest $286,098 Expended see reservations below Returned** $1,150,000 $500,000 Memorial Park Amphitheater Memorial Park Specific Plan Reserved Subtotal ($8,270,994) ($3,000,000) ($11,270,994) Reserved for purchase and construction of Lawrence-Mitty Park Reserved for Memorial Park Pond Repurposing Balance at 6/30/2023*** $7,984,137 *- Includes funds collected by Development Agreement and other developments **- Unused project funds returned to parkland in-lieu fee account ***- Balance reflects the unreserved funds 22 CC 11-21-2023 22 of 598 Attachment A Page | 6 Dept.: Public Works Project: Transportation Impact Fee Local Authority: City of Cupertino: Municipal Code, Chapter 14.02 Five Year Reporting & Findings Requirement: 1. The purpose of the Transportation Impact Fee is to help mitigate the impact to the City’s existing transportation infrastructure due to new development, additions to existing structures or changes in use within the City of Cupertino. The requirements for applicability to the Transportation Impacts Fees are set forth in the City’s Municipal Code, Chapter 14.02, and the fee was adopted under the provisions of the Mitigation Fee Act. The Transportation Impact Fee is based on the Transportation Impact Fee Nexus Study. Transportation Impact Fees are used to fund capital improvements to the City’s transportation infrastructure. 2. A reasonable relationship exists between the Transportation Impact Fee and the purpose for which the fee is charged, as additional transportation infrastructure is needed to offset the increased demand that new development, additions to existing structures and changes in use create on the roadway network. The need for the Traffic Impact fees, as identified in the Nexus Study remain, as the infrastructure improvements have not yet been constructed. 3. The sources and amounts of funding anticipated to complete the financing of the Transportation Impact Fee are identified below: Developer Fair-Share Contributions from all projects that create new vehicle trips. 4. The approximate dates, on which the funding for the needed transportation impact improvements is expected to be deposited, are identified in the Five-Year Report on the next page. 23 CC 11-21-2023 23 of 598 Attachment A Page | 7 394\01\1992522.1 Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expecte d to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Projects in the Transportation Impact Fee Nexus Study $59,780,125 $802,090 100% Additional Developer Contributions, State and Federal grants, General Fund Fall 2024 Winter 2019 Summer 2025 Annual Report Amount of Fee: Based on Transportation Impact Fee Nexus Study FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Balance at 7/1/2022 $752,839 Fees Collected $38,199 Interest $11,052 Expended Subtotal 0 0 Refunded 0 Balance at 6/30/2023 $802,090 24 CC 11-21-2023 24 of 598 Attachment A Page | 8 Dept.: Public Works Project: Master Storm Drain Fee Local Authority: The City of Cupertino has collected master storm drain fees from developments since 1962 based on studies conducted at that time – the 1961 Master Storm Drainage Plan and Cost Study, the 1974 Revised Master Plan, and the 1993 Storm Drainage System Master Plan, all prepared by Mark Thomas. On July 16, 1962, the City Council adopted Resolution No. 633, approving the Storm Drainage Fee Policy that set forth the fee structure for the Master Storm Drain Fee for residential (single family and multi-family) and non-residential (commercial and industrial) uses. On March 21, 1977, the City Council adopted Resolution No. 4422, amending the fee structure to include and better define various uses – low-density residential (less than 1 du/ac), single-family residential (1 du/ac and less than 5.2 du/ac), multi-family residential (greater than 5.2 du/ac) as well as include public educational use and public facility use in the non-residential category. The fees are adjusted by the Construction Cost Index annually with the approval of the fee schedule. On January 15, 2019, City Council adopted Resolution No. 19-011 accepting the 2018 City of Cupertino Storm Drain Master Plan prepared by Schaff & Wheeler, which updates the 1993 Storm Drainage System Master Plan by taking into account improvements made to the system since acceptance of the 1993 plan, incorporating more advanced software in the preparation of the hydraulic models, and describing and prioritizing capital improvement projects necessary to maintain and improve the storm drain collection system operated by the City in a manner consistent with industry standards. Five Year Reporting & Findings Requirement: 1. The purpose of the Master Storm Drain Fee is to help maintain and mitigate impacts to the City’s existing storm drain infrastructure. The requirements for applicability to the Master Storm Drain Fees are set forth by the City Council adoption of Resolution No. 633 and 4422, and the fee was adopted under the provisions of the Mitigation Fee Act. The Master Storm Drain Fee is based on studies from the 1961 Master Storm Drainage Plan and Cost Study, the 1974 Revised Master Plan and the 1993 Storm Drainage System Master Plan. Master Storm Drain Fees are used to fund maintenance and capital improvements to the City’s storm drain infrastructure. 2. A reasonable relationship exists between the Master Storm Drain Fee and the purpose for which the fee is charged as the storm drain system requires ongoing maintenance that is necessary to ensure proper drainage from development projects, and storm drain improvements may be needed to address increased demand from new developments. The need for the Master Storm Drain fees, as identified in the Storm Drain Master Plan remain, as maintenance and infrastructure improvements are necessary. 3. The sources and amounts of funding anticipated to complete the financing of the Master Storm Drain Fee are identified below: Developer Fair-Share Contributions from all projects that propose new developments. 4. The approximate dates, on which the funding for the needed storm drain improvements is expected to be deposited, are identified in the Five-Year Report on the next page. 25 CC 11-21-2023 25 of 598 Attachment A Page | 9 394\01\1992522.1 Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost* Fund Balance 6/30/2023 % Expecte d to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Maintenance Activities & Projects in the 2018 Storm Drain Master Plan $79,280,000 $1,888,161 70% Additional Developer Contributions, State and Federal grants, General Fund As projects develop/ redevelop Ongoing Ongoing * Based on estimates from the 2018 Storm Drain Master Plan: High priority capital improvements = $12.52 million. Moderate priority capital improvements = $25.88 million. Low priority capital improvements = $40.88. Total = $79.28 million. Annual Report Amount of Fee: Based on Storm Drain Master Plan FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Balance at 7/1/2022 $1,787,537 Fees Collected $73,912 Interest $26,712 Expended Subtotal 0 0 Refunded 0 Balance at 6/30/2023 $1,888,161 26 CC 11-21-2023 26 of 598 Attachment A Page | 10 Dept.: Community Development Project: Art In-Lieu Fee Local Authority: City of Cupertino: Municipal Code, Chapter 19.148 Five Year Reporting & Findings Requirement: 1. The purpose of the Art In-Lieu Fee is to provide an alternative for private development projects that are required to provide public artwork but lack an appropriate location for public art. The requirements for applicability to the Art In-Lieu fees are set forth in the City’s Municipal Code, Chapter 19.148. The Art In-Lieu Fee is based on 1.25% of the construction valuation and is subject to the approval of the Arts and Culture Commission. Art In-Lieu Fees are used to fund the commission and installation of public artwork. 2. A reasonable relationship exists between the Art In-Lieu Fee and the purpose for which the fee is charged as the placement of artwork on a particular property may not be feasible, and alternative means for installing art is needed. The need for the Art In-Lieu fees, as identified when the fee was enacted, remains. 3. The sources and amounts of funding anticipated to complete the financing of the Art In-Lieu Fee are identified below: Developer Fair-Share Contributions from all projects that require public artwork. 4. The approximate dates, on which the funding for the needed public artwork improvements is expected to be deposited, are identified in the Five-Year Report on the next page. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost* Fund Balance 6/30/2023 % Expecte d to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Jollyman All- Inclusive Playground Project Art $338,147 $0 100% None 5/2/2023 Spring 2024 Fall 2024 Annual Report Amount of Fee: Based on 1.25% of construction valuation 27 CC 11-21-2023 27 of 598 Attachment A Page | 11 394\01\1992522.1 FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Balance at 7/1/2022** $338,147 Fees Collected* $0 Interest $0 Expended see reservations below Reserved ($338,147) Reserved for Jollyman AIPG Project Art Balance at 6/30/2023** $0 *- Includes funds collected by Development Agreement and other developments **- Balance reflects the unreserved funds 28 CC 11-21-2023 28 of 598 Attachment A Page | 12 Dept.: Public Works Project: N. Stelling/I-280 Bridge Pedestrian Lighting & Upgrades Local Authority: EXC-2007-06: Condition of Approval No. 21 TM-2007-02: Condition of Approval No. 24 Five Year Reporting & Findings Requirement: 1. The purpose of the N. Stelling/I-280 Bridge Pedestrian Lighting & Upgrades fee is to enhance the pedestrian walkway along the east and west side of the North Stelling Road bridge that crosses over Interstate 280. Public facilities to be funded with the fees were described in: a. Villa Serra Apartments: ASA-2007-03: Condition of Approval No. 21, dated July 13, 2007 for Architectural Site Approval ($25,000 collected) b. Las Palmas Subdivision: TM-2007-02: Condition of Approval No. 24, dated July 18, 2007 for Tentative Map Application ($25,000 collected) 2. A reasonable relationship exists between the North Stelling fee and the purpose for which the fee was charged in that new development in the vicinity of the bridge increases pedestrian traffic across the bridge. The need for improvements to the bridge, that were identified during the review of the two projects, remains, as the bridge experiences increased pedestrian traffic due to the two projects. 3. The sources and amounts of funding anticipated to complete the financing of the bridge improvements are identified below: It is anticipated that the City of Cupertino General Fund will be used to supplement revenue from fees. 4. The approximate dates on which the funding for the bridge improvements is expected to be deposited into the appropriate account are identified in the Five-Year Report below. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Pedestrian Lighting & Upgrades – N. Stelling/ I280 Bridge $100,000 $53,430 50% Anticipated that City will fund the remaining cost of the project Spring/2025 Summer/2025 Fall/2025 29 CC 11-21-2023 29 of 598 Attachment A Page | 13 394\01\1992522.1 Annual Report Amount of Fee: 25% Contribution to the total cost, based on estimated four projects contributing to improvement. FY 2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $52,744 Amount $ - Fees Collected 0 $ 50,000 Repayment Date (est.) na Interest $686 $6,980 Expended 0 ($3,550) Refunded 0 0 Balance at 6/30/2023 $53,430 $53,430 30 CC 11-21-2023 30 of 598 Attachment A Page | 14 Dept.: Public Works Project: De Anza/McClellan/Pacifica signal modification Local Authority: TM-2002-02: Condition of Approval No. 23 Five Year Reporting & Findings Requirement: 1. The purpose of the De Anza/McClellan/Pacifica signal modification is to study and redesign the traffic signal to improve the efficiency of the intersection. Public facilities to be funded with the fees were described in: a. Cupertino Town Square: TM-2002-02: Condition of Approval No. 2, dated July 15, 2003 for Tentative Map application ($145,700 collected) 2. A reasonable relationship exists between the De Anza/McClellan/Pacifica signal modification contribution and the purpose for which the fee was charged, in that the new development introduces additional vehicular and pedestrian traffic to the intersection. The need for improvements to the intersection and the traffic signal, as they were identified during the review of the project, remains. The intersection continues to run less efficiently than other intersections in the area. 3. The sources and amounts of funding anticipated to complete financing of the intersection improvements are identified below: Developer Fair-Share Contributions from other projects that contribute traffic to the intersection. It is anticipated that the City of Cupertino General Fund will be used to supplement revenue from fees. Vehicle Emissions Reductions Based at Schools (VERBS) Grant funding. 4. The approximate dates on which the funding for the signal modification improvements is expected to be deposited into the appropriate account are identified below. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Traffic Signal & Intersection Improvements De Anza Blvd/ McClellan Rd/ Pacifica Ave $1,200,000 $28,322 14% Developer Contributions, General Fund, and VERBS Grants Funding has been provided. Summer/ 2019 Spring 2021 Winter 2023 31 CC 11-21-2023 31 of 598 Attachment A Page | 15 394\01\1992522.1 Annual Report Amount of Fee: 12.5% Contribution to the total cost based on estimated contribution of four projects. FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $62,841 Amount $ - Fees Collected 0 $ 145,700 Repayment Date (est.) na Interest $817 $24,068 Expended ($35,336) Design Services ($141,446) Refunded 0 0 Balance at 6/30/2023 $28,322 $28,322 32 CC 11-21-2023 32 of 598 Attachment A Page | 16 Dept.: Public Works Project: Stevens Creek Blvd. and Bandley Drive Signal Improvements Local Authority: ASA-2011-12: Condition of Approval No. 43 Five Year Reporting & Findings Requirement: 1. The purpose of the Stevens Creek Blvd and Bandley Drive Traffic Signal Improvement fee is to partially fund upgrades to the traffic signal in order to improve the efficiency of the intersection. Public facilities to be funded with the fees were described in: a. Cupertino Crossroads: ASA-2011-12: Condition of Approval No. 43 dated November 17, 2011 for Architectural Site Approval ($25,000 collected) 2. A reasonable relationship exists between the Stevens Creek Blvd. and Bandley Drive Signal Improvements fee and the purpose for which the fee was charged, in that the new development has a driveway that connects directly to the signalized intersection and the development will introduce additional vehicular and pedestrian traffic to the intersection. The need for the improvements to the intersection, which were identified during the review of the project, remains. 3. The sources and amounts of funding anticipated to complete financing of the signal upgrades improvements are identified below: Developer Fair-Share Contributions from other projects in the vicinity of the intersection. It is anticipated that the City of Cupertino General Fund will be used to supplement revenue from fees. 4. The approximate dates on which the funding for the signal improvements is expected to be deposited into the appropriate account are identified below. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Stevens Creek Blvd and Bandley Drive Signal Improvements $185,000 $13,879 5% Developer Contributions, and General Fund. Funding has been provided. Summer/ 2019 Spring/2020 Summer/2025 33 CC 11-21-2023 33 of 598 Attachment A Page | 17 Annual Report Amount of Fee: Contribution from expected nearby developments, based on estimated addition of traffic to intersection. FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $13,701 Amount $ - Fees Collected 0 $ 25,000 Repayment Date (est.) na Interest $178 $2,005 Expended 0 Kimley Horn Contract ($13,126) Refunded 0 0 Balance at 6/30/2023 $13,879 $ 13,879 34 CC 11-21-2023 34 of 598 Attachment A Page | 18 Dept.: Public Works Project: Traffic Mitigation at Homestead Rd and Lawrence Expressway Local Authority: TM-2012-04: Condition of Approval No. 87 Five Year Reporting & Findings Requirement: Provided for information only. Five years have not elapsed since initial deposit. 1. The purpose of the Traffic Mitigation at Homestead Rd and Lawrence Expressway fee is to fund improvements to the intersection in order to address traffic impacts from the project. Public facilities to be funded with the fees were described in: a. Main Street Cupertino: TM-2012-04: Condition of Approval No. 87, dated September 20, 2012 for Tentative Map application ($400,000 collected) 2. A reasonable relationship exists between the Traffic Mitigation at Homestead Rd and Lawrence Expressway fee and the purpose for which the fee was charged, in that the development, in the vicinity of the intersection, introduces additional traffic to the intersection. The County of Santa Clara has estimated a cost to upgrade the intersection, and the Environmental Impact Report assessed a fair share contribution from the project to address its portion of the impact. The need for improvements to the intersection, as they were identified during the review of the project, remains. 3. The sources and amounts of funding anticipated to complete financing of the intersection improvements are to be identified by the County of Santa Clara. 4. The approximate dates on which the funding for the intersection improvements is expected to be deposited into the appropriate account are identified below. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expecte d to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Traffic Mitigation at Homestead Rd and Lawrence Expressway Bridge $4,000,000 $440,827 100% To be determined by the County of Santa Clara When adequate funds have been acquired by the County to begin the project. Anticipated Summer/ 2025 Fall/2026 Summer/2027 35 CC 11-21-2023 35 of 598 Attachment A Page | 19 Annual Report Amount of Fee: Based on Fair-Share Contribution assessed by Environmental Impact Report FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $435,169 Amount $ - Fees Collected 0 $400,000 Repayment Date (est.) na Interest $5,658 $40,827 Expended 0 0 Refunded 0 0 Balance at 6/30/2023 $440,827 $440,827 36 CC 11-21-2023 36 of 598 Attachment A Page | 20 Dept.: Public Works Project: Traffic Calming to Mitigate Impacts from Main Street Cupertino Local Authority: TM-2012-04: Condition of Approval No. 93 Five Year Reporting & Findings Requirement: Provided for information only. Five years have not elapsed since initial deposit. 1. The purpose of the Traffic Calming to Mitigate Impacts from Main Street Cupertino fee is to help mitigate traffic impacts in the adjacent neighborhoods resulting from the project, for a period of 5 years following project occupancy. Public facilities to be funded with the fees were described in: a. Main Street Cupertino TM-2012-04: Condition of Approval No. 93 dated 9/20/2012 for Tentative Map application ($100,000 collected). 2. A reasonable relationship exists between the Traffic Calming fee and the purpose for which the fee was charged, in that the development introduces additional traffic to the surrounding neighborhoods. The City will utilize the funds as needed to address traffic impacts to the surrounding neighborhoods, for a period of 5-years after occupancy. 3. The sources and amounts of funding anticipated to complete financing of the traffic calming mitigations were collected with the project ($100,000). 4. The approximate dates on which the funding for the improvements is expected to be deposited into the appropriate account are identified below. 5. The initial deposit was collected upon project occupancy in June 2018 and the funds have been allocated to the Stevens Creek Blvd Class IV Bikeway project with expenditures expected to be registered during FY23-24. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimat ed Cost Fund Balance 6/30/2023 % Expecte d to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Stevens Creek Blvd Class IV Bikeway $1,084,0 00 $110,207 10% Project fully funded Fees have been collected. Development Project completed June 2018 Summer 2020 Fall 2023 37 CC 11-21-2023 37 of 598 Attachment A Page | 21 Annual Report Amount of Fee: Estimated Full Cost of the Study and potential improvements. FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $108,793 Amount $ - Fees Collected 0 $100,000 Repayment Date (est.) na Interest $1,414 $10,207 Expended 0 0 Refunded 0 0 Balance at 6/30/2023 $110,207 $110,207 38 CC 11-21-2023 38 of 598 Attachment A Page | 22 Dept.: Public Works Project: Creek Trail Improvements along Calabazas Creek Local Authority: TM-2012-04: Condition of Approval No. 47 Five Year Reporting & Findings Requirement: Provided for information only. Five years have not elapsed since initial deposit. 1. The purpose of the Creek Trail Improvements along Calabazas Creek contribution is to administer a creek trail plan, the necessary approvals and improvements for a new trail along Calabazas Creek from Vallco Parkway to Interstate 280. Public facilities to be funded with the fees were described in: a. Main Street Cupertino: TM-2012-04: Condition of Approval No. 47 dated September 20, 2012 for Tentative Map application ($65,000 collected) 2. A reasonable relationship exists between the Creek Trail Improvements along Calabazas Creek Fee and the purpose for which the fee was charged in that development in the vicinity of the proposed creek trail introduces additional pedestrian traffic to the area, causing the need to provide additional and alternative means of pedestrian access and recreation to new residents and visitors to the development. The need for a new creek trail, as it was identified during the review of the project, remains. 3. The sources and amounts of funding anticipated to complete financing of the project are identified below: Developer Fair-Share Contributions from other projects in the vicinity of the proposed creek trail location 4. The approximate dates on which the funding for the trail improvements is expected to be deposited into the appropriate account are identified in the Five-Year Report on the next page. 39 CC 11-21-2023 39 of 598 Attachment A Page | 23 Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Creek Trail Improvements along Calabazas Creek $3,100,000 $71,636 5% Additional Developer Contributions are needed to complete the project Developer contributions obtained when adjacent properties redevelop. Anticipated Summer/2022 Spring/2023 Fall/2024 Annual Report Amount of Fee: Contribution equivalent to 1/3 of the estimated cost of creek trail plan FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $ 70,716 Amount $ - Fees Collected 0 $ 65,000 Repayment Date (est.) na Interest $920 $6,636 Expended 0 0 Refunded 0 0 Balance at 6/30/2023 $71,636 $71,636 40 CC 11-21-2023 40 of 598 Attachment A Page | 24 Dept.: Public Works Project: Parking Conversion Fund along Vallco Parkway Local Authority: TM-2012-04: Condition of Approval No. 67 Five Year Reporting & Findings Requirement: 1. The purpose of the Parking Conversion Fund along Vallco Parkway is to enable the City to convert the angled parking spaces along the south side of Vallco Parkway to parallel parking spaces and an additional east-bound traffic lane. Public facilities to be funded with the fees were described in: a. Main Street Cupertino: TM-2012-04: Condition of Approval No. 67 dated 9/20/2012 for Tentative Map application ($450,000 collected) 2. A reasonable relationship exists between the Parking Conversion Fund along Vallco Parkway and the purpose for which the fund was collected in that new development is adjacent to this section of Vallco Parkway, and the development added angled parking along Vallco Parkway to serve the development which reduced the number of east-bound lanes as part of their project. The Fund will permit the City to reestablish the east-bound lane that was lost, due to the development, should it be found that the additional lane is necessary to serve the public. The fund is based on the estimated cost to perform the work. The need for the funds, that were identified when the funds was imposed, remain, as the surrounding area is currently planned to further develop. 3. The sources and amounts of funding anticipated to complete financing of the conversion were collected with the project ($450,000). 4. The approximate dates on which the funding for the conversion is expected to be deposited into the appropriate account are identified below. 5. The initial deposit was collected upon project occupancy in June 2018 and is expected to be utilized at the City’s discretion to remove angled parking and/or add an additional vehicle lane along Vallco Parkway. The City plans to continue evaluation Vallco Parkway layout for traffic concerns by June 2028. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expect ed to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Parking Conversion Fund along Vallco Parkway $450,000 $495,930 100% No additional funds needed at this time. Fees have been collected. Development Project completed June 2018 June 2018 June 2028 41 CC 11-21-2023 41 of 598 Attachment A Page | 25 Annual Report Amount of Fee: Estimated Full Cost of the potential improvements. FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $489,566 Amount $ - Fees Collected 0 $450,000 Repayment Date (est.) na Interest $6,364 $45,930 Expended 0 0 Refunded 0 0 Balance at 6/30/2023 $495,930 $495,930 42 CC 11-21-2023 42 of 598 Attachment A Page | 26 Dept.: Public Works Project: Funding of Neighborhood Cut-through Traffic and Parking Intrusion Monitoring Local Authority: TM-2011-03: Condition of Approval No. 49 Five Year Reporting & Findings Requirement: Provided for information only. Five years have not elapsed since initial deposit. 1. The purpose of the Funding of Neighborhood Cut-through Traffic and Parking Intrusion Monitoring Fee is to monitor and address traffic and parking intrusion, in neighborhoods adjacent to the project site, due to the practices of employees who will work at the project site. Public facilities to be funded with the fees were described in: a. Apple Campus 2: Ordinance 13-2114: Resolution Approving Apple Campus 2 Development Agreement – Section 3.13 and TM 2011-03: Condition of Approval No. 49 dated 10/15/2013 for Tentative Map Application ($850,000 collected) 2. A reasonable relationship exists between the Funding of Neighborhood Cut-through Traffic and Parking Intrusion Monitoring fee and the purpose for which the fee was charged in that the traffic from the development, for which the fee is to be used to monitor, has not yet materialized because the development has not been fully constructed or occupied. The City will begin monitoring activities in the fall of 2017. The $850,000 fee was based on an estimate of the cost to perform the monitoring and make minor modifications to address traffic and parking intrusion concerns. The need for traffic and parking intrusion monitoring, as it was identified during the review of the project, remains. The traffic, for which the fees are to be used to monitor, has not yet materialized. 3. The sources and amounts of funding anticipated to complete monitoring and improvements were collected with the project ($850,000). 4. The approximate dates on which the funding for the monitoring is expected to be deposited into the appropriate account are identified below. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Funding of Neighborhood Cut-through Traffic and Parking Intrusion Monitoring $869,223 $892,855 100% No additional funds needed at this time. Fall/ 2017 Summer/2017 Winter/2026 43 CC 11-21-2023 43 of 598 Attachment A Page | 27 Annual Report Amount of Fee: Estimated Full Cost of the Study and potential improvements. FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $881,397 Amount $ - Fees Collected 0 $850,000 Repayment Date (est.) na Interest $11,458 $84,333 Expended 0 IDAX & Stantec Consulting Contracts ($41,478) Refunded 0 0 Balance at 6/30/2023 $892,855 $892,855 44 CC 11-21-2023 44 of 598 Attachment A Page | 28 Dept.: Public Works Project: Implement a Traffic-Adaptive Traffic Signal System along De Anza Blvd Local Authority: TM-2011-03: MitigationTRANS-13c Five Year Reporting & Findings Requirement: Provided for information only. Five years have not elapsed since initial deposit. 1. The purpose of the Traffic-Adaptive Traffic Signal System along De Anza Blvd fee is to implement traffic-adaptive technology to the traffic signals along DeAnza Blvd within the jurisdiction of the City of Cupertino. Public facilities to be funded with the fees were described in: a. Apple Campus 2: Ordinance 13-2114: Resolution Approving Apple Campus 2 Development Agreement – Section 3.13 and TM-2011-03: Mitigation TRANS-13c, dated 10/15/2013 for Tentative Map application ($50,000 collected) 2. A reasonable relationship exists between the traffic-adaptive traffic signal system along De Anza Blvd fee and the purpose for which the fee was charged in that new development will introduce additional traffic to DeAnza Boulevard, and more efficient traffic signal timing will be needed to address the additional traffic. The fee was based on a fair-share contribution of the estimated total cost to install the traffic-adaptive technology. The need for traffic-adaptive technology, as it was identified during the review of the project, remains. 3. The sources and amounts of funding anticipated to complete the traffic-adaptive technology upgrades will be provided through fair-share contributions from other developers that impact the corridor. 4. The approximate dates on which the funding for the traffic adaptive technology is expected to be deposited into the appropriate account are identified below. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Traffic- Adaptive Traffic Signal System along De Anza Blvd $250,000 $55,103 100% Fair share contributions from other developers that impact the corridor Developer contributions obtained when adjacent properties redevelop. Anticipated Summer/2020 Fall/2019 Summer 2025 45 CC 11-21-2023 45 of 598 Attachment A Page | 29 Annual Report Amount of Fee: Based on Fair-Share Contribution assessed by engineer’s cost estimate FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $54,396 Amount $ - Fees Collected 0 $ 50,000 Repayment Date (est.) na Interest $707 $5,103 Expended 0 0 Refunded 0 0 Balance at 6/30/2023 $55,103 $55,103 46 CC 11-21-2023 46 of 598 Attachment A Page | 30 Dept.: Public Works Project: Contribution towards Stevens Creek Blvd. Bicycle Lane Improvements Local Authority: ASA-2018-01: Condition of Approval No. 43 Five Year Reporting & Findings Requirement: 5. The purpose of the Stevens Creek Blvd. Bicycle Lane Improvement fee is to partially fund upgrades to the bicycle lanes on Stevens Creek Blvd in order to improve the enhance the safety of the bicycle lanes. Public facilities to be funded with the fees were described in: a. Target Improvements: ASA-2018-01: Condition of Approval No. 22 dated August 14, 2018 for Architectural Site Approval ($75,000 collected) 6. A reasonable relationship exists between the Stevens Creek Blvd. Bicycle Lane Improvements fee and the purpose for which the fee was charged, in that the new development abuts Stevens Creek Blvd., and will introduce additional traffic to the area. The need for the improvements to the bicycle lanes, which were identified during the review of the project, remains. 7. The sources and amounts of funding anticipated to complete financing of the signal upgrades improvements are identified below: Developer Fair-Share Contributions from other projects along Stevens Creek Blvd. It is anticipated that the City of Cupertino General Fund will be used to supplement revenue from fees. 8. The approximate dates on which the funding for the signal improvements is expected to be deposited into the appropriate account are identified below. Five-Year Report Incomplete Project that Was Identified When Imposing the Fee: Project Description Total Estimated Cost Fund Balance 6/30/2023 % Expected to be Funded by Fees Sources and Amounts of Funding Anticipated to Complete the Project Estimated Date for Funding to be Deposited in Fund Estimated Beginning Date Estimated Completion Date Stevens Creek Bicycle Lane Improvements (Wolfe Rd to Hwy 85) $2,800,000 $79,947 3% Developer Contributions, and General Fund. Winter/ 2021 Spring/2021 Summer/2024 47 CC 11-21-2023 47 of 598 Attachment A Page | 31 Annual Report Amount of Fee: Contribution from developments, based on estimated costs to construct facilities along property frontages. FY2022-23 Trust Fund Activity Fiscal Year Purpose of Expenditure Inception To Date Loans/Transfers Balance at 7/1/2022 $78,921 Amount $ - Fees Collected 0 $ 75,000 Repayment Date (est.) na Interest $1,026 $4,947 Expended 0 0 Refunded 0 0 Balance at 6/30/2023 $79,947 $79,947 48 CC 11-21-2023 48 of 598 Attachment B RESOLUTION NO. 23-____ A RESOLUTION OF THE CUPERTINO CITY COUNCIL APPROVING THE ANNUAL & FIVE-YEAR MITIGATION FEE REPORT FOR FISCAL YEAR ENDING JUNE 30, 2023 AND MAKING REQUIRED FINDINGS WHEREAS, the Mitigation Fee Act (Government Code Section 66000 et seq.) requires that an annual report regarding mitigation fees be submitted to the City Council at a regularly scheduled public meeting pursuant to Section 66006; and WHEREAS, Government Code Section 66001(d) further provides that the City must, on a five-year basis, make certain findings with respect to unexpended mitigation fees; and WHEREAS, the City of Cupertino - AB 1600 ‐ Mitigation Fee Act Annual & Five-Year Report for the fiscal year that ending June 30, 2023 (the “Annual and Five-Year Report”), comprises the annual report required under Government Code Section 66006(b) and five-year report required under Government Code Section 66001(d) of the Mitigation Fee Act. Said report is included as Attachment A and incorporated into this Resolution by this reference. NOW, THEREFORE, BE IT RESOLVED that the City Council does hereby: 1. Acknowledges the foregoing recitals are true and correct and incorporated into this resolution by this reference. 2. Approves the Annual and Five-Year Report for FY ending June 30, 2023 in accordance with the Mitigation Fee Act and incorporates by reference said Report (Attachment A). 3. Adopts the findings required by Government Code 66001(d) as stated in the Five-Year Reporting and Findings Requirement section of the Annual and Five-Year Report (Attachment A), which demonstrate that, for each account or fund: 49 CC 11-21-2023 49 of 598 Resolution No. 23-____ Page 2 a. The purpose of each fund is described in the Annual and Five -Year Report. b. A reasonable relationship exists between the fee charged to development projects and the purpose for which it is charged, based on the substantial evidence contained in the Annual and Five -Year Report. c. For each fund, the Annual and Five-Year Report identifies all sources and amounts of funding anticipated to complete the financing of incomplete improvements. d. For each fund, the Annual and Five-Year Report designates the approximate date on which the funding needed is expected to be deposited into the fund. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21st day of November, 2023, by the following vote: Members of the City Council AYES: NOES: ABSENT: ABSTAIN: SIGNED: ________ Hung Wei, Mayor City of Cupertino ________________________ Date ATTEST: ________ Kirsten Squarcia, City Clerk ________________________ Date 50 CC 11-21-2023 50 of 598 CITY OF CUPERTINO Agenda Item 23-12811 Agenda Date: 11/21/2023 Agenda #: 3. Subject: First Amendment to Employment Agreement for the City Manager Adopt Resolution No. 23-120 approving the First Amendment to Employment Agreement with the City Manager for the City of Cupertino and authorize the Mayor to execute the Agreement. CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™51 CC 11-21-2023 51 of 598 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject First Amendment to Employment Agreement for the City Manager Recommended Action Adopt Resolution No. 23-XXX approving the First Amendment to Employment Agreement with the City Manager for the City of Cupertino and authorize the Mayor to execute the Agreement. Reasons for Recommendation On November 7, 2023 the City Council approved the first amendment to the Employment contract of the City Manager. The recommendation included language to adopt a resolution approving the amendment, however the Resolution was not attached. This item is being presented again with the Resolution attached for approval. On October 30, 2023, the City Council conducted a performance evaluation with City Manager Pamela Wu. As a result, the parties agreed that the City Council will conduct an annual evaluation and performance and salary review of City Manager Wu in or around August of each year beginning in 2024. The performance review will be conducted in accordance with the purpose noted in Section 5.1 of the Employment Agreement and will be facilitated by a third-party facilitator who is mutually acceptable to the City Council and City Manager Wu. The performance review will be based on specific criteria deve loped by the City Council after consultation with City Manager Wu and the facilitator. Such criteria may be modified as the City Council may from time to time determine, in consultation with the City Manager Wu and the facilitator. All other terms of the amended Agreement shall remain the same. There is no additional revision to the approved Amendment that was considered by City Council on November 7, 2023. Sustainability Impact There is no sustainability impact resulting from the recommended action in this report. 52 CC 11-21-2023 52 of 598 Fiscal Impact There is no sustainability impact resulting from the recommended action in this report. California Environmental Quality Act (CEQA) Not applicable. Prepared by: Vanessa Guerra, Human Resources Manager Reviewed by: Christopher D. Jensen, City Attorney Approved for Submission by: Matt Morley, Assistant City Manager Attachments: A – First Amendment to City Manager Employment Agreement B – Draft Resolution 53 CC 11-21-2023 53 of 598 Page 1 FIRST AMENDMENT TO EMPLOYMENT AGREEMENT FOR CITY MANAGER This First Amendment to Employment Agreement (the “Agreement”) is by and between the CITY OF CUPERTINO, STATE OF CALIFORNIA, A Municipal Corporation, by and through its City Council (“EMPLOYER”), and Pamela Wu (“EMPLOYEE” and, together with EMPLOYER, the “PARTIES”). RECITALS A. The PARTIES entered into the Agreement on August 29, 2022. B. EMPLOYER is a Municipal Corporation of the State of California. C. The City Council of the City of Cupertino, in accordance with the provisions of its Municipal Code, desires to continue to employ the services of EMPLOYEE as City Manager. D. EMPLOYEE desires to continue employment as Cupertino City Manager. E. It is the desire of both EMPLOYER and EMPLOYEE to set forth the terms and conditions of said employment. F. The PARTIES now wish to amend the Agreement with this First Amendment to Agreement. AGREEMENT NOW THEREFORE, in consideration of the mutual covenants herein contained, the PARTIES agree as follows: ARTICLE I: TERM OF EMPLOYMENT 1. Section 5.2 of the Agreement is hereby revised as follows: 5.2 Performance Evaluations. The City Council will conduct an annual evaluation and performance and salary review of EMPLOYEE in or around August of each year beginning in 2024. The performance review will be conducted in accordance with the purpose noted in Section 5.1 above and will be facilitated by a third party facilitator who is mutually acceptable to the City Council and EMPLOYEE. The performance review will be based on specific criteria developed by the City Council after consultation with EMPLOYEE and the facilitator. Such criteria may be modified as the City Council may from time to time determine, in consultation with 54 CC 11-21-2023 54 of 598 Page 2 the EMPLOYEE and the facilitator. 2. All other terms and conditions of the Agreement shall be unchanged and shall remain in full force and effect. IN WITNESS WHEREOF, EMPLOYER has caused this Agreement to be signed and executed in its behalf by its Mayor, and duly attested by its City Clerk, and EMPLOYEE has signed and executed this Agreement, both in duplicate, the day and year first above written. ATTEST: CITY OF CUPERTINO Date: ____________________________ Date: ____________________________ _________________________________ _________________________________ “EMPLOYEE” Mayor _________________________________ City Clerk APPROVED AS TO FORM: _____________________________________ City Attorney 55 CC 11-21-2023 55 of 598 RESOLUTION NO. 23-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO APPROVING THE FIRST AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF CUPERTINO AND PAMELA WU, CITY MANAGER, AND AUTHORIZING THE MAYOR TO EXECUTE THE CONTRACT WHEREAS, the City Council desires to conduct an annual evaluation and performance and salary review of the City Manager in or around August of each year beginning in 2024 with all other terms and conditions of the Agreement remaining unchanged and in full force and effect. WHEREAS, the terms, conditions and provisions of the First Amendment to Employment Agreement have been reviewed and approved by the City Attorney; NOW, THEREFORE, BE IT RESOLVED that the City Council does hereby approve the aforementioned First Amendment to Employment Agreement and authorizes the Mayor to execute said agreement on behalf of the City of Cupertino. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21st day of November 2023 by the following vote: Members of the City Council AYES: NOES: ABSENT: ABSTAIN: 56 CC 11-21-2023 56 of 598 Resolution No. __________________ Page 2 SIGNED: ________ Hung Wei, Mayor City of Cupertino ________________________ Date ATTEST: ________ Kirsten Squarcia, City Clerk ________________________ Date 57 CC 11-21-2023 57 of 598 CITY OF CUPERTINO Agenda Item 23-12058 Agenda Date: 11/21/2023 Agenda #: 4. Subject: Approval of the November 7 City Council minutes Approve the November 7 City Council minutes CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™58 CC 11-21-2023 58 of 598 DRAFT MINUTES CUPERTINO CITY COUNCIL Tuesday, November 7, 2023 SPECIAL MEETING At 5:30 p.m., Mayor Wei called the Special City Council Meeting to order in the Cupertino Community Hall Council Chamber, 10350 Torre Avenue and via teleconference. ROLL CALL Present: Mayor Hung Wei, Vice Mayor Sheila Mohan, and Councilmembers Liang Chao (5:36 p.m.), J.R. Fruen, and Kitty Moore. Absent: none. ACTION CALENDAR 1. Subject: Approve the Tentative Agreement revising the salary and benefits terms of the Memorandum of Understanding (MOU) for the Cupertino City Employees’ Association (CEA)/IFPTE Local 21 for the term of July 1, 2022 through June 30, 2025. Recommended Action: 1. Adopt the Resolution 23-114 approving the Tentative Agreement between the City of Cupertino and Cupertino City Employees’ Association (CEA)/IFPTE Local 21; and 2. Approve the corresponding Salary Schedule for CEA employees effective July 1, 2023. Presenter: Kristina Alfaro, Director of Administrative Services Written communications for this item included Attachment A - Signed CEA Tentative Agreement (Exhibit A) Supplemental Report and an email to Council. This item was combined with Item 2 for consideration. 2. Subject: Approve the Tentative Agreement revising salary and benefits terms of the Memorandum of Understanding (MOU) for the Operating Engineers Local No. 3 Union, AFL-CIO (OE3) for the term of July 1, 2022 through June 30, 2025. Recommended Action: 1. Adopt Resolution 23-115 approving the Tentative 59 CC 11-21-2023 59 of 598 City Council Minutes November 7, 2023 Page 2 Agreement between the Operating Engineers Local No. 3 Union, AFL-CIO (OE3); and 2. Approve the corresponding Salary Schedule for OE3 employees effective July 1, 2023. Presenter: Kristina Alfaro, Director of Administrative Services Written communications for this item included an email to Council. This item was combined with Item 1 for consideration. Director of Administrative Services Kristina Alfaro reviewed the staff report for Items 1 and 2. Mayor Wei opened the public comment period for Items 1 and 2 and the following people spoke. Gian Martire, representing Cupertino City Employees’ Association (CEA) Stanley Young, representing IFPTE Local 21 and speaking on behalf of Local 21 members who are CEA Mayor Wei closed the public comment period. Councilmember Chao joined meeting at 5:36 p.m. Councilmembers made comments and asked questions for Items 1 and 2. MOTION: Moore moved and Fruen seconded the recommended actions for Items 1 and 2 to: 1. Adopt Resolution No. 23-114 approving the Tentative Agreement between the City of Cupertino and Cupertino City Employees’ Association (CEA)/IFPTE Local 21; 2. Approve the corresponding Salary Schedule for CEA employees effective July 1, 2023; 3. Adopt Resolution No. 23-115 approving the Tentative Agreement between the Operating Engineers Local No. 3 Union, AFL-CIO (OE3); and 4. Approve the corresponding Salary Schedule for OE3 employees effective July 1, 2023. The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. 3. Subject: Approve and update the health benefits for Elected Officials’ Compensation Program Recommended Action: Adopt Resolution No. 23-116 revising the health benefits for the Elected Officials’ Compensation Program effective July 1, 2023 Presenter: Kristina Alfaro, Director of Administrative Services 60 CC 11-21-2023 60 of 598 City Council Minutes November 7, 2023 Page 3 Written communications for this item included a supplemental report with staff responses to councilmember questions. MOTION: Mohan moved and Wei seconded to adopt Resolution No. 23-116 revising the health benefits for the Elected Officials’ Compensation Program effective July 1, 2023. The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. ADJOURNMENT At 5:48 p.m., Mayor Wei adjourned the Special City Council Meeting. REGULAR MEETING At 6:45 p.m., Mayor Wei called the Regular City Council Meeting to order and led the Pledge of Allegiance in the Cupertino Community Hall Council Chamber, 10350 Torre Avenue and via teleconference. ROLL CALL Present: Mayor Hung Wei, Vice Mayor Sheila Mohan, and Councilmembers Liang Chao, J.R. Fruen and Kitty Moore. Absent: none. CLOSED SESSION REPORT City Attorney Chris Jensen reported out on the October 25, 2023 closed session regarding two items: The following individuals spoke in open session before Council went into closed session: Jenny Huang 1. Subject: Conference with Labor Negotiators pursuant to Government Code § 54957.6 (Kristina Alfaro and Christopher Boucher) City Attorney Jensen reported that there was no reportable action. 2. Subject: Conference with legal counsel - initiation of litigation pursuant to Government Code § 54956.9(c) (City of Cupertino v. California Department of Tax & Fee Administration) 61 CC 11-21-2023 61 of 598 City Council Minutes November 7, 2023 Page 4 City Attorney Jensen reported that there was no reportable action. City Attorney Chris Jensen also reported out on the October 30, 2023 closed session regarding two items: The following individuals spoke in open session before Council went into closed session: Lisa Warren 1. Subject: Public Employee Performance Evaluation (Gov. Code § 54957(b)(1)); Title: City Attorney City Attorney Jensen reported that there was no reportable action. 2. Subject: Public Employee Performance Evaluation (Gov. Code § 54957(b)(1)); Title: City Manager City Attorney Jensen reported that there was no reportable action. CEREMONIAL ITEMS Council heard Item 1 United Against Hate Week Proclamation after Oral Communications. 2. Subject: Recognition of November as National Native American Heritage Month Recommended Action: Recognize November as National Native American Heritage Month Mayor Wei recognized November as National Native American Heritage Month. POSTPONEMENTS AND ORDERS OF THE DAY MOTION: Fruen moved and Mohan seconded that Item 11 Mitigation Fee Act be postponed until a later date. The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. ORAL COMMUNICATIONS Written communications for this item included emails to Council. Advait Ghosh discussed the Hsinchu Sister City student exchange program. 62 CC 11-21-2023 62 of 598 City Council Minutes November 7, 2023 Page 5 San R discussed Parks and Recreation events and the Hsinchu Sister City program. Saanj Rao discussed the Hsinchu Sister City student exchange program. Susanna Khubchani discussed the Hsinchu Sister City student exchange program. Peggy Griffin discussed hybrid commission meetings (Item 19) and Brown Act rules (submitted written comments). Rhoda Fry discussed proposed City projects, labor contracts, budget, and recorded commission meetings. Daniel Gutierrez, representing Bill Wilson Center, discussed November as National Homeless and Runway Prevention Month and an upcoming event (submitted written comments). Call-inUser_2 discussed a Code Enforcement matter. Mayor Wei provided remarks for Item 16 Stevens Creek Boulevard/Calabazas Creek Storm Drain Repair Emergency Work status report. CEREMONIAL ITEMS – CONTINUED 1. Subject: Proclamation recognizing November 12-18, 2023 as United Against Hate Week Recommended Action: Present proclamation recognizing November 12-18, 2023 as United Against Hate Week Mayor Wei presented the proclamation recognizing November 12-18, 2023 as United Against Hate Week. CONSENT CALENDAR (Items 3-11) Mayor Wei provided an oral report for Items 6 Unrepresented and Appointed Employees and 7 Employment Agreement for the City Manager. Mayor Wei opened the public comment period and, seeing no one, closed the public comment period. Councilmembers made comments. MOTION: Mohan moved and Moore seconded to approve the items on the Consent Calendar 63 CC 11-21-2023 63 of 598 City Council Minutes November 7, 2023 Page 6 except for Items 6, 8, and 10 which were pulled for discussion and Item 11 which was tabled. The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. MOTION: Wei moved and Fruen seconded to move Item 6 before the Action Calendar for consideration. The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. Items 8 and 10 were placed after the Action Calendar for consideration. 2. Subject: Approval of the October 10 City Council minutes Recommended Action: Approve the October 10 City Council minutes 3. Subject: Approval of the October 17 City Council minutes Recommended Action: Approve the October 17 City Council minutes Written communications for this item included a councilmember email. 4. Subject: Setting a hearing date on January 17, 2024 to declare a public nuisance (from weeds) and to consider objections for proposed removal; declaring properties as having potential fire hazards from weeds or other potential nuisances for the Cupertino Weed Abatement Program Recommended Action: Adopt Resolution No. 23-117 declaring properties as having potential fire hazards from weeds or other potential nuisances and set hearing on January 17, 2024 to declare a public nuisance and to consider objections for proposed removal Written communications for this item included a supplemental report with staff responses to councilmember questions. 7. Subject: Amendment to Employment Agreement for the City Manager Recommended Action: Adopt Resolution No. 23-120 approving the First Amendment to Employment Agreement with the City Manager for the City of Cupertino and authorize the Mayor to execute the Agreement Mayor Wei provided an oral report for this item. 9. Subject: Approve a Fourth Amendment to the recreation agreement with Snapology of Los Gatos dba SV Kids Corp for Enrichment STEAM Programs. Recommended Action: Authorize the City Manager to execute a Fourth Amendment to the recreation agreement with Snapology of Los Gatos dba SV Kids Corp 64 CC 11-21-2023 64 of 598 City Council Minutes November 7, 2023 Page 7 (Snapology), increasing the amount by $190,105 for a total contract amount not to exceed $341,105 and extending the term of the agreement to August 31, 2026. 11. Subject: Mitigation Fee Act - an Annual & Five-Year Report for Fiscal Year (FY) 2022-2023. Recommended Action: Adopt Resolution No. 23-121 entitled "A Resolution of the City of Cupertino City Council approving the Annual & Five -Year Mitigation Fee Report for Fiscal Year ending June 30, 2023 and making required findings" to: 1. Make the required findings; and 2. Approve the Annual & Five-Year Mitigation Fee Report for the Fiscal Year ending June 30, 2023, as required by Government Code Section 66000 et seq. Written communications for this item included a supplemental report with staff responses to councilmember questions and councilmember emails. As noted under Postponements and Orders of the Day, this item was tabled until a later date. PUBLIC HEARINGS – None ITEMS REMOVED FROM THE CONSENT CALENDAR 6. Subject: Approve and update the salary and benefits for the Unrepresented (Management and Confidential) Employees and Appointed Employees. Recommended Action: 1. Adopt Resolution No. 23-118 revising the Compensation Program and salary schedules for the Unrepresented (Management and Confidential) Employees effective July 1, 2023; Adopt Resolution No. 23-119 revising the Compensation Program for the Appointed Employees effective July 1, 2023; and Approve salary realignment for the classification of Environmental Program Manager to Transportation Manager and Capital Improvement Programs Manager Written communications for this item included a supplemental report with staff responses to councilmember questions, staff report desk item, and emails to Council. This item was pulled from the Consent Calendar for discussion. Mayor Wei provided an oral report for this item. Director of Administrative Services Kristina Alfaro reviewed the staff report. 65 CC 11-21-2023 65 of 598 City Council Minutes November 7, 2023 Page 8 Councilmembers asked questions and made comments. Mayor Wei opened the public comment period and, seeing no one, closed the public comment period. MOTION: Chao moved and Fruen seconded to: 1. Adopt Resolution No. 23-118 revising the Compensation Program and salary schedules for the Unrepresented (Management and Confidential) Employees effective July 1, 2023; 2. Adopt Resolution No. 23-119 revising the Compensation Program for the Appointed Employees effective July 1, 2023; and 3. Approve salary realignment for the classification of Environmental Program Manager to Transportation Manager and Capital Improvement Programs Manager The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. ACTION CALENDAR 12. Subject: Minor Amendments to Cupertino Municipal Code Chapter 1.18 (Claims Against the City), Chapter 9.15 ( Prohibition of Expanded Polystyrene (EPS) Foam Food Service Ware), 9.18 (Stormwater Pollution Prevention and Watershed Protection), Chapter 15.04 (Waterworks System-Rates and Charges), and Chapter 16.72 (Recycling and Diversion of Construction and Demolition Waste). Recommended Action: Conduct the first reading of Ordinance No. 23-2252: “An Ordinance of the City Council of the City of Cupertino Amending City Code Chapters 1.18, 9.15, 9.18, 15.04, and 16.72.” Presenter: Christopher Jensen, City Attorney Written communications for this item included a staff presentation. City Attorney Christopher Jensen gave a presentation. Councilmembers asked questions and made comments. Mayor Wei opened the public comment period and, seeing no one, closed the public comment period. City Clerk Kirsten Squarcia read the title of Ordinance No. 23 -2252: “An Ordinance of the City Council of the City of Cupertino Amending City Code Chapters 1.18, 9.15, 9.18, 15.04, and 16.72.” 66 CC 11-21-2023 66 of 598 City Council Minutes November 7, 2023 Page 9 MOTION: Chao moved and Mohan seconded for the City Clerk to read the title of Ordinance No. 23-2252 as amended to include a date correction for 9.15.120C, that further reading of the Ordinance be waived, and that the City Council conduct the first reading of the Ordinance by title only. The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. 13. Subject: Adoption of Code of Ethics and Conduct for Elected and Appointed Officials Recommended Action: Adopt Resolution No. 23-122 adopting the City of Cupertino Code of Ethics and Conduct for Elected and Appointed Official and rescinding the current Ethics Policy Presenter: Christopher Jensen, City Attorney Written communications for this item included a staff presentation and a councilmember email. City Attorney Christopher Jensen gave a presentation. Mayor Wei opened the public comment period and the following people spoke. Donna Austin Parks and Recreation Commissioner Jennifer Shearin (representing self) (submitted written comments) Jean Bedord Louise Saadati Glenn Fishler Mayor Wei closed the public comment period. Councilmembers asked questions and made comments. MOTION: Mohan moved and Chao seconded to adopt Resolution No. 23-122 adopting the City of Cupertino Code of Ethics and Conduct for Elected and Appointed Official and rescinding the current Ethics Policy. FRIENDLY AMENDMENT: Fruen made a friendly amendment for adding the following additional direction: 1. That the following language be added Section 22(c): "If an individual Commissioner or non-Council Committee member is contacted by the media, such Commissioner or member should be clear about whether their comments represent the official City position or a personal viewpoint." 2. That the Code of Ethics and Conduct of Elected and Appointed Officials be brought back for review contemporaneous with Council review of the Council 67 CC 11-21-2023 67 of 598 City Council Minutes November 7, 2023 Page 10 Procedures Manual. 3. That the City Attorney be authorized to make non-substantive grammatical corrections to said Code. (Mohan and Chao accepted Fruen’s friendly amendment) FRIENDLY AMENDMENT: Chao made a friendly amendment for the following: Item 8 Conflict of Interest - add “or for” “if the City Official has made statements outside of the quasi-adjudicatory hearing that demonstrates an unacceptable probability of bias against or for a participant in the hearing.” Item 8 “any other interest that material interferes with the City Official’s ability to make an impartial decision in the best interest of the City. This does not prevent the City Officials holding strong opinions or from participating in policy decisions. Amendment from Fruen Section 22.C and Commissioner’s Handbook (Mohan declined Chao’s friendly amendment and it was not included in the motion) FRIENDLY AMENDMENT: Chao made a second friendly amendment for the following: Item 8 Conflict of Interest - add “or for” “if the City Official has made statements outside of the quasi-adjudicatory hearing that demonstrates an unacceptable probability of bias against or for a participant in the hearing.” Council did not vote on this motion. SECOND SUBSTITUTE MOTION: Moore moved and Chao seconded to accept Councilmember Fruen’s motion with the alteration of the language in Item 8 Conflict of Interest to, “bias againstregarding a participant…”; and when it returns to Council, provide comparisons from surrounding cities on the processes for censorship, admonishment, and reprimand. FRIENDLY AMENDMENT: Chao made a friendly amendment for the following: In addition, the City Council may impose additional sanctions on Commissioners or Other Appointed Members whose conduct does not comply with the City’s policies, up to and including removal from office. (Moore accepted Chao’s friendly amendment). The second substitute motion carried with the following vote: Ayes: Wei, Chao, and Moore. Noes: Mohan and Fruen. Abstain: None. Absent: None. MOTION: Wei moved and Fruen seconded to reconsider the second substitute motion. The motion to reconsider carried with the following vote: Ayes: Wei, Mohan, and Fruen. Noes: Chao and Moore. Abstain: None. Absent: None. MOTION: The second substitute motion failed with the following vote: Ayes: Chao and Moore. Noes: Wei, Mohan, and Fruen. Abstain: None. Absent: None. SUBSTITUTE MOTION: Fruen moved and Wei seconded to adopt Resolution No. 23- 122 adopting the City of Cupertino Code of Ethics and Conduct for Elected and 68 CC 11-21-2023 68 of 598 City Council Minutes November 7, 2023 Page 11 Appointed Official and rescinding the current Ethics Policy and for adding the following additional direction: 1. That the following language be added Section 22(c): "If an individual Commissioner or non-Council Committee member is contacted by the media, such Commissioner or member should be clear about whether their comments represent the official City position or a personal viewpoint." 2. That the Code of Ethics and Conduct of Elected and Appointed Officials be brought back for review contemporaneous with Council re view of the Council Procedures Manual 3. That the City Attorney be authorized to make non-substantive grammatical corrections to said Code. FRIENDLY AMENDMENT: Moore made a friendly amendment to change: bias againstregarding. (Fruen declined Moore’s friendly amendment and it was not included in the substitute motion). The substitute motion carried with the following vote: Ayes: Wei, Mohan, and Fruen. Noes: Chao and Moore. Abstain: None. Absent: None. At 8:54 p.m., Mayor Wei recessed the meeting. The meeting reconvened at 9:00 p.m. with all Councilmembers present. 14. Subject: To Be Determined list (“TBD List”) of agenda items requested by City Councilmembers Recommended Action: Review the TBD List and modify the list as recommended below Presenter: Pamela Wu, City Manager City Manager Pamela Wu reviewed the staff report. Councilmembers asked questions and made comments. Mayor Wei opened the public comment period and the following people spoke. San R Mayor Wei closed the public comment period. MOTION: Moore moved and Chao seconded to approve the TBD List as recommended with the following three additions: 1. Sign Ordinance review; 2. Hybrid meetings study; 3. Nexus study to include all AB 1600 fees. 69 CC 11-21-2023 69 of 598 City Council Minutes November 7, 2023 Page 12 FRIENDLY AMENDMENT: Fruen made a friendly amendment to strike the Nexus Study. (Moore declined Fruen’s friendly amendment and it was not included in the motion). AMENDED MOTION: Moore amended the motion to only include the transportation impact fee and storm drain AB 1600 fee. (Chao accepted Moore’s amended motion). Council did not vote on this motion. SUBSTITUTE MOTION: Fruen moved and Mohan seconded the staff recommendation to modify the list as recommended with the addition of a hybrid meetings study. The substitute motion carried with the following vote: Ayes: Wei, Mohan, and Fruen. Noes: Chao and Moore. Abstain: None. Absent: None. ITEMS REMOVED FROM THE CONSENT CALENDAR – CONTINUED 8. Subject: Law Enforcement Contract Extension with the County of Santa Clara Sheriff's Office Recommended Action: Authorize the City Manager to extend the existing law enforcement contract with the County of Santa Clara Sheriff's Office for five years, from July 1, 2024, through July 1, 2029, and amend the terms of the agreement as needed during the extension Written communications for this item included a councilmember email. This item was pulled from the Consent Calendar for discussion. Councilmembers asked questions and made comments. Mayor Wei opened the public comment period and the following people spoke. Rhoda Fry (shared written comments) San R (virtual) Mayor Wei closed the public comment period. MOTION: Wei moved and Fruen seconded to authorize the City Manager to extend the existing law enforcement contract with the County of Santa Clara Sheriff's Office for five years, from July 1, 2024, through July 1, 2029, and amend the terms of the agreement as needed during the extension. The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. 10. Subject: Hungry Jacks Corporation (Blue Pheasant) lease agreement, 22100 Stevens 70 CC 11-21-2023 70 of 598 City Council Minutes November 7, 2023 Page 13 Creek Boulevard, Cupertino, CA 95014 Recommended Action: Authorize the City Manager to execute a two-year lease agreement with three optional one-year options to extend with Hungry Jacks Corporation for 22100 Stevens Creek Boulevard, Cupertino, CA 95014 (Blue Pheasant) Written communications for this item included a councilmember email. This item was pulled from the Consent Calendar for discussion. Councilmembers asked questions and made comments. Mayor Wei opened the public comment period and, seeing no one, closed the public comment period. SUBSTITUTE MOTION: Moore moved and Chao seconded a substitute motion to direct the City Manager to explore an alternative economic structure for the lease, with a fixed base rent and no percentage rent, and explore the possibility of an escalating rent over the term of the lease. The substitute motion failed with the following vote: Ayes: Chao and Moore. Noes: Wei, Mohan, and Fruen. None. Abstain: None. Absent: None. MOTION: Fruen moved and Mohan seconded to Authorize the City Manager to execute a two-year lease agreement with three optional one-year options to extend with Hungry Jacks Corporation for 22100 Stevens Creek Boulevard, Cupertino, CA 95014 (Blue Pheasant). FRIENDLY AMENDMENT: Chao made a friendly amendment for staff to bring back a potential more market rate rent in two years. (Fruen declined Chao’s friendly amendment and it was not included in the motion). The motion carried with the following vote: Ayes: Wei, Mohan, Chao, Fruen, and Moore. Noes: None. Abstain: None. Absent: None. COUNCIL REPORTS AND COMMENTS 15. Subject: Councilmember Reports Councilmembers reported on their various committees and activities as provided in the published agenda and written communications. CITY MANAGER REPORT City Manager Wu shared a video showing photos of the Fall BikeFest. 71 CC 11-21-2023 71 of 598 City Council Minutes November 7, 2023 Page 14 ADJOURNMENT At 10:31 p.m., Mayor Wei adjourned the Regular City Council Meeting per rule. There was no Council discussion on the remaining agenda items. ORAL COMMUNICATIONS - CONTINUED - None INFORMATIONAL ITEMS 16. Subject: Stevens Creek Boulevard/Calabazas Creek Storm Drain Repair Emergency Work status report Recommended Action: Receive the Stevens Creek Boulevard/Calabazas Creek Storm Drain Repair Emergency Work status report The Stevens Creek Boulevard/Calabazas Creek Storm Drain Repair Emergency Work status report was provided as part of the published agenda. As noted under Oral Communications, Mayor Wei provided comments on this item. 17. Subject: Update on activities of the Cupertino Sanitary District Recommended Action: Receive the update on activities of the Cupertino Sanitary District The update on activities of the Cupertino Sanitary District was provided as part of the published agenda. 18. Subject: Update and Status regarding Lehigh Cement Plant and Quarry Recommended Action: Receive the update and status regarding Lehigh Cement Plant and Quarry The update and status regarding Lehigh Cement Plant and Quarry was provided as part of the published agenda. 19. Subject: Information regarding hybrid options for commission meetings Recommended Action: Receive the information regarding hybrid options for commission meetings Written communications for this item included emails to Council. The information regarding hybrid options for commission meetings was provided 72 CC 11-21-2023 72 of 598 City Council Minutes November 7, 2023 Page 15 as part of the published agenda. COUNCIL AND STAFF COMMENTS AND FUTURE AGENDA ITEMS Council did not hear this item. ADJOURNMENT Minutes prepared by: _________________________ Kirsten Squarcia, City Clerk 73 CC 11-21-2023 73 of 598 CITY OF CUPERTINO Agenda Item 23-12585 Agenda Date: 11/21/2023 Agenda #: 5. Subject: Second reading of an ordinance to make minor amendments to Cupertino Municipal Code Chapter 1.18 (Claims Against the City), Chapter 9.15 ( Prohibition of Expanded Polystyrene (EPS) Foam Food Service Ware), 9.18 (Stormwater Pollution Prevention and Watershed Protection), Chapter 15.04 (Waterworks System- Rates and Charges), and Chapter 16.72 (Recycling and Diversion of Construction and Demolition Waste) Conduct the second reading and enact Ordinance No. 23-2252 “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AMENDING CITY CODE CHAPTERS 1.18, 9.15, 9.18, 15.04, AND 16.72”. CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™74 CC 11-21-2023 74 of 598 1 ORDINANCE NO. __________________ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AMENDING CITY CODE CHAPTERS 1.18, 9.15, 9.18, 15.04, AND 16.72 WHEREAS, the City Code of the City of Cupertino requires periodic updates in order to improve City operations and bring the Code up to date with current law and policy; and WHEREAS, this Ordinance makes minor revisions to the Cupertino Municipal Code to reflect changes in law, provide clarification to the community, and provide for improved customer service and administration of City business. NOW, THEREFORE, THE CITY COUNCIL OF THE OF CITY OF CUPERTINO DOES ORDAIN AS FOLLOWS: SECTION 1. Adoption. The Cupertino Municipal Code is hereby amended as set forth in Attachment A. SECTION 2: Severability and Continuity. The City Council declares that each section, sub-section, paragraph, sub-paragraph, sentence, clause and phrase of this ordinance is severable and independent of every other section, sub-section, paragraph, sub-paragraph, sentence, clause and phrase of this ordinance. If any section, sub-section, paragraph, sub-paragraph, sentence, clause or phrase of this ordinance is held invalid, or its application to any person or circumstance, be determined by a court of competent jurisdiction to be unlawful, unenforceable or otherwise void, the City Council declares that it would have adopted the remaining provisions of this ordinance irrespective of such portion, and further declares its express intent that the remaining portions of this ordinance should remain in effect after the invalid portion has been eliminated. To the extent the provisions of this Ordinance are substantially the same as previous provisions of the Cupertino Municipal Code, these provisions shall be construed as continuations of those provisions and not as an amendment to or readoption of the earlier provisions. SECTION 3: Effective Date. This Ordinance shall take effect thirty days after adoption as provided by Government Code Section 36937. 75 CC 11-21-2023 75 of 598 Ordinance No. __________ Page 2 SECTION 4: Publication. The City Clerk shall give notice of adoption of this Ordinance as required by law. Pursuant to Government Code Section 36933, a summary of this Ordinance may be prepared by the City Clerk and published in lieu of publication of the entire text. The City Clerk shall post in the office of the City Clerk a certified copy of the full text of the Ordinance listing the names of the City Council members voting for and against the ordinance. INTRODUCED at a regular meeting of the Cupertino City Council on November 7, 2023 and ENACTED at a regular meeting of the Cupertino City Council on November 21, 2023 by the following vote: Members of the City Council AYES: NOES: ABSENT: ABSTAIN: SIGNED: ______________________ Hung Wei, Mayor City of Cupertino ________________________ Date ATTEST: _______________________ Kirsten Squarcia, City Clerk ________________________ Date APPROVED AS TO FORM: _______________________ Christopher D. Jensen, City Attorney ________________________ Date 76 CC 11-21-2023 76 of 598 Attachment A – Page 1 Attachment A – An Ordinance of the City Council of the City of Cupertino Amending City Code Chapters 1.18, 9.15, 9.18, 15.04, and 16.72 The sections of the Cupertino Municipal Code set forth below are amended or adopted as follows: Text added to existing provisions is shown in bold double-underlined text (example) and text to be deleted in shown in strikethrough (example). Text in existing provisions is not amended or readopted by this Ordinance. Text in italics is explanatory and is not an amendment to the Code. Where the explanatory text indicates that a new section is being added to the City Code, the new section is shown in plain text. This ordinance amends several portions of the Municipal Code. For ease of review, the amendments advancing the primary objective are presented first followed by conforming amendments. There is a separate heading in bold italics for each portion of the Code being amended. Each portion is shown beginning on a separate page. 1. Amendments to Chapter 1.18 (Claims Against the City) 1.18.020 Form of claim. All claims shall be made in writing and verified by the claimant or by his or her guardian, conservator, executor or administrator. No claim may be filed on behalf of a class of persons unless verified by every member of that class as required by this section. In addition, all claims shall contain the information required by California Government Code Section 910. A claim may be submitted to the City electronically via the City’s website on a form approved by the City Clerk. 2. Amendments to Chapter 9.15 (Prohibition of Expanded Polystyrene (EPS) Foam Food Service Ware) CHAPTER 9.15: REGULATION OF FOOD SERVICE WARE AND POLYSTYRENE FOAM COOLERS USED BY FOOD PROVIDERS AND SOLD BY RETAILERS . . . . 9.15.120 Exemptions to the Regulation of Food Service Ware and Polystyrene Foam Coolers Used by Food Providers and Sold by Retailers. 77 CC 11-21-2023 77 of 598 Ordinance No. __________ Page 2 Page 2 A. A Food Provider may seek an exemption from the requirements under Section 9.15.110 due to a “unique packaging hardship” under Subsection B of this section, “unused inventory” under Subsection C of this section, “significant economic hardship” under Subsection D, or request a temporary exemption to request extra time for compliance under Subsection E. B. The Food Provider must demonstrate that no reasonably feasible alternative exists for a specific and necessary prohibited Single-Use food service ware item to qualify for a “unique packaging hardship” exemption. C. The Food Provider must demonstrate that before October 6, 2022, it purchased the prohibited food service ware which cannot be returned to the distributor and, despite the food vendor's best efforts, the prohibited food service ware remains in inventory, to qualify for an “unused inventory” exemption. D. The Food Provider must demonstrate that the provisions of this Chapter would cause significant economic hardship. “Significant economic hardship” may be based on, but not limited to, demonstrating that suitable Single-use Food Service Ware is not available at a commercially reasonable price and the additional cost associated with providing the Single-Use Food Service Ware is particularly burdensome to the Food Provider based on the type of operation(s) affected, the overall size of the business/operation, the number, type and location of its facilities, the impact on the overall financial resources of the Food Provider, and other factors. Reasonable added cost for an item required by this Chapter shall not by itself constitute adequate grounds to support an exemption for such item. In determining whether a significant economic hardship has been established, the Director shall consider the following information: ability of the Food Provider to recover the additional expense by increasing its prices, outside funding, and other options. E. The Food Provider must demonstrate that for other reasons not already stated it needs additional time to comply with the provisions of this Chapter. F. The Food Provider may submit a written application for an exemption to the Environmental Programs Division. The Director may require the applicant to submit additional information or documentation to make a determination regarding the exemption request. A request for exemption shall be reviewed on a case by case basis, and may be granted in whole or in part, with or without conditions, for a period of up to one year. The determination of the Director shall be final and is not subject to appeal. 78 CC 11-21-2023 78 of 598 Ordinance No. __________ Page 3 Page 3 G. Prepackaged Food delivered from outside the City is exempt from the provisions of this Chapter. H. Disposable Food Service Ware that is entirely Aluminum Foil-based including, but not limited to, aluminum trays, aluminum foil wrappers and aluminum foil baskets, is exempt from the provisions of this Chapter. I. Temporary exemptions due to an emergency are automatic without the submission of a request for an exemption. An emergency is defined as a sudden, unexpected occurrence posing a clear and imminent danger that requires immediate action to prevent or mitigate the loss or impairment of life, health, property, or essential public services. Examples of an emergency include, but are not limited to natural disasters, emergencies due to the release of hazardous materials, emergencies associated with loss of power and/or water, or emergency medical response. 3. Amendments to Chapter 9.18 (Stormwater Pollution Prevention and Watershed Protection) 9.18.215 Litter Prevention and Enforcement. A. Violations. 1. It is unlawful for any person to sweep, throw, deposit, place, or drop without picking up, any litter into or upon any public street, way, sidewalk, parking lot or other public place, or in or upon private property in the City into or upon which the public is admitted by easement or license. 2. It is unlawful for any person to throw or deposit litter in any fountain, pond, creek, stream or other body of water in a park or elsewhere within the City. 3. It is unlawful for any person to collect any garbage, mixed recyclables, or other materials from public or privately authorized outdoor receptacles, kept or accumulated within the City, unless such person is an agent or employee of the City acting within the course and scope of his or her employment, or is acting pursuant to a franchise awarded by the City to act as garbage collector. 4. It is unlawful for any person to discard , deposit, or maintain litter on any occupied private property within the City, whether owned by such person or not. 79 CC 11-21-2023 79 of 598 Ordinance No. __________ Page 4 Page 4 5. It is unlawful for any person to discard, deposit, or maintain litter on any open or vacant private property within the City whether or not the property is owned by such person. 6. It is unlawful for any person to drive or move any open vehicle or trailer within the City unless there is a tarp over the contents or the material is constructed and loaded so as to ensure that all litter is prevented from being blown or deposited upon any street, alley or other public or private place. B. Collection and Maintenance. 1. Persons placing material intended for disposal or recycling in public receptacles or in authorized private receptacles shall do so in such a manner as to prevent it from being scattered, carried, or deposited by the elements or animal scavengers upon any street, sidewalk, parking lot, creek, park or other public or private place. 2. Persons placing material intended for disposal or recycling in any public or privately authorized outdoor receptacle shall ensure that the lid is maintained completely closed. The over-filling of any outdoor receptacle intended for, but not limited to, trash, compostable organics and recyclables, in a manner that does not allow the lid to be completely closed is prohibited. The lid of a residential yard waste bin may be left partially open so long as the greater part of the yard and tree trimmings are contained if it is necessary to leave the lid partially open due to the branches or limbs not fitting completely into the bin with the lid closed. Yard waste bins containing food waste must be left with lids completely closed when not being serviced. 3. Uncontained large items originating from single-family homes that will not fit into a receptacle may be placed on private property adjacent to the City right-of-way for scheduled collection within 24 hours of such collection by an agent or employee of the City or by the awardee of a franchise by the City to act as garbage and recycling collector. Any such bulky item(s) may not be placed in the City right-of-way while awaiting collection. 4. Persons owning or occupying property shall maintain the premises, including the perimeter and the City sidewalk in front of their premises, free of loose litter. 5. Persons sharing Trios and cigarette urns placed outside of retail areas for public use, as required in section 9.18.210.4.P., must also share equally in the responsibility of emptying the receptacles so that they do not overflow and maintaining the area around the receptacles so that it is free of loose litter. 80 CC 11-21-2023 80 of 598 Ordinance No. __________ Page 5 Page 5 C. Exceptions. The provisions of this section shall not apply to the distribution of mail by the United States, nor to newspapers of general circulation as defined by general law, nor any periodical or current magazine regularly published; provided, however, that no newspaper shall be thrown, deposited or distributed upon any premises where the owner or inhabitant thereof shall have previously advised, in writing, the publisher or distributor of such newspaper not to do so; and no newspaper shall be thrown, deposited or distributed upon any premises where two (2) or more editions of the same newspaper remain unclaimed by the owner or occupant thereof. 4. Amendments to Chapter 15.04 (Waterworks System—Rates and Charges) 15.04.010 Definitions. The following terms when used in this chapter have the following respective meanings: A. “City” means the City of Cupertino. B. “Customer” means any person, firm, company, corporation, partnership, association, the City, any public corporation, political subdivision, city, county, district, the State of California or the United States of America, or any department or agency of any thereof, who uses water furnished by the water system. C. “Council” means the City Council of the City. D. “Lease” means that certain lease entered into on October 1, 1997 between the City and San Jose Water Company, a California corporation whereby the City water system was leased for a period of twenty-five years, or any subsequent lease of the City water system entered into by the City. E. “Water” means water furnished through the water system. F. “Water facilities” means existing water system equipment and appurtenances. G. “Water provider” means the San Jose Water Company or any subsequent lessee of the City water system. H. “Water service” means the services, facilities and water furnished or available to premises by the water system. I. “Water system” means the enterprise system for the supply, treatment, storage, transmission and distribution of water, including lines, easements, reservoirs, water rights, water tanks, water mains, wells, pumps, pumping equipment, storage, treatment, transmission and distribution facilities, and other works, properties or structures necessary or convenient as more specifically described in Exhibit B attached to the lease. J. “Service area” means the territory serviced by the water system as described in the lease. 81 CC 11-21-2023 81 of 598 Ordinance No. __________ Page 6 Page 6 5. Amendments to Chapter 16.72 (Recycling and Diversion of Construction and Demolition Waste) 16.72.050 Information Required Before Issuance of Permit. Every applicant shall submit a properly completed waste management plan on a form approved by the Public Works Director, as a portion of the building or demolition permit application process for a covered project. A. The vendor that the applicant proposes to use to haul the materials must be consistent with the franchise currently in effect pursuant to the provisions of Chapter 6.24; B. Approval by the Director of Public Works, or designee, of the waste management plan as complying with the applicable California Green Building Standards Code shall be a condition precedent to the issuance of any building or demolition permit for a covered project. 82 CC 11-21-2023 82 of 598 CITY OF CUPERTINO Agenda Item 23-12764 Agenda Date: 11/21/2023 Agenda #: 6. Subject: Adopt a resolution increasing the employer's contribution for medical and hospitalization insurance consistent with the Public Employees’ Medical and Hospital Care Act (“PEMHCA” or the “Act”) for retired annuitants hired with the City of Cupertino prior to August 2004. Adopt Resolution No. 23-123 increasing the employer's contribution for medical and hospitalization insurance for retired annuitants hired with the City of Cupertino prior to August 2004. CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™83 CC 11-21-2023 83 of 598 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Adopt a resolution increasing the employer's contribution for medical and hospitalization insurance consistent with the Public Employees’ Medical and Hospital Care Act (“PEMHCA” or the “Act”) for retired annuitants hired with the City of Cupertino prior to August 2004. Recommended Action Adopt Resolution No. 23-XXX increasing the employer's contribution for medical and hospitalization insurance for retired annuitants hired with the City of Cupertino prior to August 2004. Reasons for Recommendation Each year, CalPERS requires public agencies to notify them of any employer health contribution by an adopted resolution by City Council. One of the requirements of the PEMHCA is the equal contribution rule pursuant to Government Code section 22892(b)(1). This rule requires a PEMHCA employer to contribute the same amount toward health insurance premiums for its retirees hired with the City of Cupertino prior to August 2004 as it does for its active employees. Health Premium Adoption of the attached resolution fulfills reporting requirements associated with the Act that “a contracting agency shall perform the functions necessary to enroll its employees and submit reports as may be required by the board.” On November 7, 2023 City Council approved a tentative agreement revising the salary and benefits the Cupertino Employees’ Association /IFPTE Local 21 and the Operating Engineers, Local Union No. 3 groups. The tentative agreement included an increase in the City's health contribution for employee medical insurance effective January 1, 2024, as shown below: Employee Only - $1,021.41/month Employee plus one dependent - $2,042.82/month Employee plus 2 or more dependents - $2,655.67/month The same benefit has been extended to the Unrepresented, Appointed, Elected Official, 84 CC 11-21-2023 84 of 598 and Retiree Annuitants hired with the City of Cupertino prior to August 2004. Retiree Annuitants who reach age 65 and are Medicare eligible, are placed in the CalPERS Supplement/Managed Medicare health program. Under this program, Medicare becomes primary for health coverage, therefore, significantly reducing the City’s health contribution premiums. For example, 2024 Retiree Kaiser under the CalPERS Basic Plan is $1,021.41 per month whereas the CalPERS Medicare Kaiser Senior Advantage premium is $324.79 per month. Adoption of the attached resolution fulfills CalPERS reporting requirements associated with the Act. Sustainability Impact No sustainability impacts. Fiscal Impact The adjustment will increase the City’s retiree annuitant medical contribution by approximately $53,000 in Fiscal Year 2023-24. Through the Tentative Agreement approved by Council, City’s contribution to employee health coverage offered by Kaiser will be 100%, including a 11.78% increase in Kaiser premium rates, 38% of the retirees are enrolled in Kaiser Permanente. No additional budget adjustments from the General Fund are requested as the adjustment will be paid out of the retiree health 115 trust fund. California Environmental Quality Act (CEQA) Not applicable. Prepared by: Anna Tang-Sam, Human Resources Analyst II Reviewed by: Kristina Alfaro, Director of Administrative Services Matt Morley, Assistant City Manager Approved for Submission by: Pamela Wu, City Manager Attachments: A – Draft Resolution Employees and Annuitants Hired Prior to August 1, 2004 85 CC 11-21-2023 85 of 598 RESOLUTION NO. ________ A RESOLUTION OF THE CUPERTINO CITY COUNCIL FIXING THE EMPLOYER CONTRIBUTION UNDER THE PUBLIC EMPLOYEES’ MEDICAL AND HOSPITAL CARE ACT AT AN EQUAL AMOUNT FOR EMPLOYEES AND ANNUITANTS (Employees and Annuitants hired prior to August 1, 2004) ________________________________________________________________________ ____________________________________________________________________ WHEREAS, the City of Cupertino is a contracting agency under Government Code Section 22920 and subject to the Public Employees’ Medical and Hospital Care Act (the “Act”); and WHEREAS, Government Code Section 22892(a) provides that a contracting agency subject to Act shall fix the amount of the employer contribution by resolution; and WHEREAS, Government Code Section 22892(b) provides that the employer contribution shall be an equal amount for both employees and annuitants, but may not be less than the amount prescribed by Section 22892(b) of the Act. NOW, THEREFORE, BE IT RESOLVED that: 1. The employer contribution for each employee or annuitant shall be the amount necessary to pay the full cost of his/her enrollment, including the enrollment of family members, in a health benefits plan up to a maximum of: Medical Group Monthly Employer Health Contribution Self Self + 1 Self + Family 001 Management $1021.41 $2042.82 $2655.67 002 Confidential $1021.41 $2042.82 $2655.67 003 Employees Association $1021.41 $2042.82 $2655.67 004 Operating Engineers $1021.41 $2042.82 $2655.67 005 City Attorney $1021.41 $2042.82 $2655.67 plus administrative fees and Contingency Reserve Fund assessments; and 86 CC 11-21-2023 86 of 598 Resolution No. __________________ Page 2 2. The City of Cupertino has fully complied with any and all applicable provisions of Government Code Section 7507 in electing the benefits set forth above; and 3. The participation of the employees and annuitants of City of Cupertino shall be subject to determination of its status as an “agency or instrumentali ty of the state or political subdivision of a State” that is eligible to participate in a governmental plan within the meaning of Section 414(d) of the Internal Revenue Code, upon publication of final Regulations pursuant to such Section. If it is determined that City of Cupertino would not qualify as an agency or instrumentality of the state or political subdivision of a State under such final Regulations, CalPERS may be obligated, and reserves the right to terminate the health coverage of all participants of the employer; and 4. The City Council appoint and direct, and it does hereby appoint and direct, City Clerk to file with City Council, to file with the Board a verified copy of this resolution, and to perform on behalf of City of Cupertino all functions required of it under the Act; and 5. This coverage under the Act be effective on January 1, 2024. PASSED AND ADOPTED at a regular meeting of the City of Cupertino City Council at Cupertino this 21st day of November, 2023, by the following vote: Members of the City Council AYES: NOES: ABSENT: ABSTAIN: SIGNED: ________ Hung Wei, Mayor City of Cupertino ________________________ Date 87 CC 11-21-2023 87 of 598 Resolution No. __________________ Page 3 ATTEST: ________ Kirsten Squarcia, City Clerk ________________________ Date 88 CC 11-21-2023 88 of 598 CITY OF CUPERTINO Agenda Item 22-11723 Agenda Date: 11/21/2023 Agenda #: 7. Subject: Ratifying Accounts Payable for the periods ending October 6, 2023; October 13, 2023; October 20, 2023; and October 27, 2023 A. Adopt Resolution No. 23-124 ratifying Accounts Payable for the Period ending October 6, 2023; B. Adopt Resolution No. 23-125 ratifying Accounts Payable for the Period ending October 13, 2023; C. Adopt Resolution No. 23-126 ratifying Accounts Payable for the Period ending October 20, 2023; and D. Adopt Resolution No. 23-127 ratifying Accounts Payable for the Period ending October 27, 2023 CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™89 CC 11-21-2023 89 of 598 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Ratifying Accounts Payable for the periods ending October 6, 2023; October 13, 2023; October 20, 2023; and October 27, 2023 Recommended Action A. Adopt Resolution no. 23-XXX ratifying Accounts Payable for the Period ending October 6, 2023; B. Adopt Resolution no. 23-XXX ratifying Accounts Payable for the Period ending October 13, 2023; C. Adopt Resolution no. 23-XXX ratifying Accounts Payable for the Period ending October 20, 2023; and D. Adopt Resolution no. 23-XXX ratifying Accounts Payable for the Period ending October 27, 2023 Discussion Unlike the Monthly Treasurer’s and Treasurer’s Investment Reports requiring regular reporting within a specific number of days, pursuant to California Government Code Section 41004 and 53607, the frequency of reporting the City’s Payment Register follows the City Resolution No 5939, where the report will be “presented to the City Council not less often than once a month for ratification.” As such, monthly batches of Weekly Payment Registers are presented to City Council on the second meeting following the close of the reporting period to ensure sufficient time to present the previous month's batches within one report. Sustainability Impact No sustainability impact. Fiscal Impact No fiscal impact. California Environmental Quality Act No California Environmental Quality Act impact. _____________________________________ 90 CC 11-21-2023 90 of 598 Prepared by: Jonathan Orozco, Finance Manager Reviewed by: Kristina Alfaro, Director of Administrative Services and City Treasurer Approved for Submission by: Pamela Wu, City Manager A – Draft Resolution 10.6.23 B – Weekly AP Payment Register for the Period Ending 10.6.23 C – Draft Resolution 10.13.23 D – Weekly AP Payment Register for the Period Ending 10.13.23 E – Draft Resolution 10.20.23 F – Weekly AP Payment Register for the Period Ending 10.20.23 G – Draft Resolution 10.27.23 H – Weekly AP Payment Register for the Period Ending 10.27.23 91 CC 11-21-2023 91 of 598 RESOLUTION NO. 23-XXX A RESOLUTION OF THE CUPERTINO CITY COUNCIL RATIFYING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING OCTOBER 6, 2023 WHEREAS, the Director of Administrative Services or their designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED that the City Council does hereby ratify the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21st day of November, 2023 by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: SIGNED: ________ Hung Wei, Mayor City of Cupertino ________________________ Date ATTEST: ________ Kirsten Squarcia, City Clerk ________________________ Date 92 CC 11-21-2023 92 of 598 Resolution No. 23-XXX Page 2 CERTIFICATION The Finance Manager hereby certifies to the accuracy of said records and to the availability of funds for payment. CERTIFIED: Jonathan Orozco, Finance Manager 93 CC 11-21-2023 93 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Main Account - Main Checking Account Check 733454 10/06/2023 Open Accounts Payable ALHAMBRA $115.94 Invoice Date Description Amount 4984902 093023 09/30/2023 Water Cooler Rental - Sports Center $22.88 21589707 092823 09/28/2023 Drinking Water - Service Center $93.06 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $115.94 733455 10/06/2023 Open Accounts Payable AT&T $188.19 Invoice Date Description Amount 000020508049 09/12/2023 911 Telephone lines 08/12/2023 - 09/11/2023 $188.19 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $188.19 733456 10/06/2023 Open Accounts Payable California Water Services $31,178.89 Invoice Date Description Amount 1188-092223 09/22/2023 5606531188 8/22/23-9/21/23 $117.39 3333-092623 09/26/2023 5926633333 8/18/23-9/19/23 $31,061.50 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $31,178.89 733457 10/06/2023 Open Accounts Payable Cupertino Sanitary District $300.00 Invoice Date Description Amount 2024-00000187 10/03/2023 Plan Check Fees BLD-2019-1358 $300.00 Paying Fund Cash Account Amount 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $300.00 733458 10/06/2023 Open Accounts Payable Dex Systems Engineering $2,040.00 Invoice Date Description Amount 1614 09/24/2023 Quinlan Social Room Upgrade A/V broadcast Engineer Support $2,040.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,040.00 733459 10/06/2023 Open Accounts Payable DISH NETWORK $95.10 Invoice Date Description Amount DISH092523 09/25/2023 Monthly Charges 10.9.23 to 11.8.23 Service Center $95.10 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $95.10 733460 10/06/2023 Open Accounts Payable HUB International Insurance Services Inc., $342.79 Invoice Date Description Amount September 2023 10/03/2023 September 2023 Block Party Insurance $342.79 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $342.79 Monday, October 09, 2023Pages: 1 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 94 CC 11-21-2023 94 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 733461 10/06/2023 Open Accounts Payable IRON MOUNTAIN $3,823.72 Invoice Date Description Amount HWNG535 09/30/2023 City Clerk Office Storage - 10/1/23-10/31/23 $3,823.72 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $3,823.72 733462 10/06/2023 Open Accounts Payable Metropolitan Transportation Commission $2,000.00 Invoice Date Description Amount 4926-AR13133 09/26/2023 StreetSaver Annual Subscription through 110123- 103124 $2,000.00 Paying Fund Cash Account Amount 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $2,000.00 733463 10/06/2023 Open Accounts Payable Mountain View Garden Center $344.62 Invoice Date Description Amount 114033 09/14/2023 Grounds: Fill Sand $107.98 114053 09/14/2023 Grounds: Fill Sand, Topsoil $236.64 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $344.62 733464 10/06/2023 Open Accounts Payable Occupational Health Centers of California, A Medi $105.00 Invoice Date Description Amount 79842097 07/10/2023 TB Test - A. Chapagain, M. Perez $70.00 80219279 08/14/2023 TB Test - M. Ceballos $35.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $105.00 733465 10/06/2023 Open Accounts Payable Play-Well TEKnologies $3,600.00 Invoice Date Description Amount PLAYWELL_SUM23-2 08/16/2023 PLAYWELL_SUM23-24_PAYMENT 1_AUGUST $3,300.00 PLAYWELL_FAL23-1 10/02/2023 PLAYWELL_FALL23-24_PAYMENT 1_9.22.23 $300.00 Paying Fund Cash Account Amount 580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash) $3,600.00 733466 10/06/2023 Open Accounts Payable ROCK THE BIKE, LLC.$4,563.36 Invoice Date Description Amount 12121 09/08/2023 Pedal Power Delivery + Misc. Supplies $4,563.36 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $4,563.36 733467 10/06/2023 Open Accounts Payable Rodney Weathers $155.09 Invoice Date Description Amount RodneyW09182023 09/18/2023 Reimbursement for Community College Class & Textbook - Rodney $155.09 Paying Fund Cash Account Amount Monday, October 09, 2023Pages: 2 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 95 CC 11-21-2023 95 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $155.09 733468 10/06/2023 Open Accounts Payable SAN JOSE WATER COMPANY $56,391.86 Invoice Date Description Amount SJW072623-14 07/26/2023 0068410000-1 - 22221 McClellan 8302 $1,537.11 SJW072623-15 07/26/2023 0134100000-6 - 8303 Memorial Park $4,085.93 SJW072623-16 07/26/2023 0345710000-0 - Alderbrook Ln.FS $146.39 SJW072623-17 07/26/2023 0677310000-0 - 10300 Torre Ave LS (Comm.Hall)$1,352.03 SJW072623-18 07/26/2023 1250520000-1 - 6620 Blackberry/Snack $787.37 SJW072623-19 07/26/2023 1735700000-3 - 8303 Memorial Park Restroom $343.91 SJW072623-20 07/26/2023 1787904559-3 - 22221 McClellan 8302 $198.19 SJW072623-21 07/26/2023 1832500000-0 - Ruppell PL LS $4,489.29 SJW072623-22 07/26/2023 1836700000-9 - 8322 Mary Mini Park $301.54 SJW072623-23 07/26/2023 2228610000-7 - 21111 Stevens Crk LS $294.50 SJW072623-24 07/26/2023 2243500000-9 - 10300 Ainsworth Dr.LS $6,049.87 SJW072623-25 07/26/2023 2286120000-8 - 21251 Stevens Creek Blvd $92.42 SJW072623-26 07/26/2023 2288800000-1 - Stokes Ave/8306 Somerset Park $1,240.59 SJW072623-27 07/26/2023 2649300000-9 - 10300 Torre Ave. FS (Comm.Hall)$146.39 SJW072623-28 07/26/2023 2787197813-9 - 8322 Stevens Creek Bl $99.74 SJW072623-29 07/26/2023 2892070144-9 - 22221 McClellan 8320 $184.84 SJW072623-30 07/26/2023 2984810000-3 - 8504 Alves and Stelling $365.09 SJW072623-31 07/26/2023 3322910000-4 - 8306 Somerset Park(Stokes Ave)$280.41 SJW072623-32 07/26/2023 3530520000-4 - 21111 Stev.Crk Blvd 8510 $471.00 SJW072623-33 07/26/2023 3612707315-7 - Stocklmeir Ct $271.05 SJW072623-34 07/26/2023 3673220000-5 - Stev.Crk/Cupertino Rd.$85.64 SJW072623-35 07/26/2023 3746710000-6 - 21111 Stev.Crk BL FS $145.23 SJW072623-36 07/26/2023 3841010000-2 - 8507 Monta Vista Park $341.75 SJW072623-37 07/26/2023 3856110000-9 - 8322 Stella Estates $85.64 SJW072623-38 07/26/2023 3857710000-1 - 8322 Foothill/Cupertino Rd $287.20 SJW072623-39 07/26/2023 3900520000-9 - 10300 Torre Ave $691.41 SJW072623-40 07/26/2023 4103020000-4 - 6620 Blackberry/Snack $928.82 SJW072623-41 07/26/2023 4227520000-6 - 8303 Memorial Park $929.92 SJW072623-42 07/26/2023 5356310000-6 - 8322 Stev.Crk/Median $280.41 SJW072623-43 07/26/2023 5778910000-5 - 8504 Quinlan Ln.FS $92.42 SJW072623-44 07/26/2023 5835000000-4 - 8322 Stelling/Alves $175.81 SJW072623-45 07/26/2023 5929210000-1 - 8322 Ann Arbor Ct $189.90 SJW072623-46 07/26/2023 5986710000-6 - 10300 Torre Ave. FS (Comm.Hall)$677.24 SJW072623-47 07/26/2023 6292600000-1 - 10800 Torre Ave LS $5,200.74 SJW072623-48 07/26/2023 6296810000-8 - 8322 Stev.Crk Bl median $85.64 SJW072623-49 07/26/2023 6405210000-1 - 8506 McClellan Ranch $177.54 SJW072623-50 07/26/2023 6578520000-0 - 83 Foothill Bl/Alpine Dr22 LS $212.33 SJW072623-51 07/26/2023 6788620000-4 - 10555 Mary Ave. 8503 $365.09 SJW072623-52 07/26/2023 6907100000-9 - Alderbrook Ln $285.88 SJW072623-53 07/26/2023 6935200000-9 - 8303 Memorial Park $7,757.34 SJW072623-54 07/26/2023 6973320000-5 - 8301 Linda Vista PK1 $1,466.38 SJW072623-55 07/26/2023 7036000000-7 - 85 Stev.Crk/Mary LS $185.29 SJW072623-56 07/26/2023 7054200000-8 - 8322 Phar Lap LS $187.82 SJW072623-57 07/26/2023 7495200000-3 - 10300 Torre Ave FS $146.39 SJW072623-58 07/26/2023 7630410000-1 - Salem Av.LS $176.97 Monday, October 09, 2023Pages: 3 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 96 CC 11-21-2023 96 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference SJW072623-59 07/26/2023 7930000000-1 - 8322 Stelling/Christensen Dr.$189.90 SJW072623-60 07/26/2023 8006810000-9 - 10450 Mann Dr $53.71 SJW072623-61 07/26/2023 8065700000-8 - Peninsula and Fitzgerald Is $60.74 SJW072623-62 07/26/2023 8270010000-9 - Janice Ave.LS $280.41 SJW072623-63 07/26/2023 8287220000-9 - 8322 Stevens Cr/San Antonio Ls $88.59 SJW072623-64 07/26/2023 8647520000-1 - 10555 Mary Ave/Corp Yard FS $237.65 SJW072623-65 07/26/2023 8755010000-9 - 10455 Miller Ave/Creekside $599.27 SJW072623-66 07/26/2023 8879620000-9 - 8504 Christensen Dr $343.91 SJW072623-67 07/26/2023 8886800000-6 - 8301 Linda Vista PK2 $1,671.53 SJW072623-68 07/26/2023 9377600000-7 - 8307 Varian Park $3,567.16 SJW072623-69 07/26/2023 9824500000-9 - 8322 Irrig SC/Stelling $288.73 SJW072623-70 07/26/2023 9988206980 (old 6784967491-5) - 8303 Memorial Park $5,113.80 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55,481.13 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $910.73 733469 10/06/2023 Open Accounts Payable SiteOne Landscape Supply, LLC $214.94 Invoice Date Description Amount 134425030-001 09/14/2023 Grounds: Clay $214.94 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $214.94 733470 10/06/2023 Open Accounts Payable United Site Services $287.65 Invoice Date Description Amount 114-13701479 09/26/2023 portable toilet at compost site September-October 2023 $287.65 Paying Fund Cash Account Amount 520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash) $287.65 733471 10/06/2023 Open Accounts Payable Compliance Solutions, Inc.$75.89 Invoice Date Description Amount CSI091423 09/14/2023 The applicant closed the license $75.89 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $75.89 733472 10/06/2023 Open Accounts Payable Cupertino Bhubaneswar Sister City $1,000.00 Invoice Date Description Amount 2008243.030 09/27/2023 QCC- 9.22 - 9.24.23 - Cupertino Room Security Deposit Refund $1,000.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,000.00 733473 10/06/2023 Open Accounts Payable HOMEGUARD INCORPORATED $269.10 Invoice Date Description Amount 325488 09/20/2023 REFUND 19900 PORTAL PLZ BLD-2023-1095 WITHDRAWN $269.10 Paying Fund Cash Account Amount Monday, October 09, 2023Pages: 4 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 97 CC 11-21-2023 97 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $269.10 733474 10/06/2023 Open Accounts Payable JIH SOONG $227.50 Invoice Date Description Amount 330315 09/20/2023 REFUND 21712 COLUMBUS AVE BLD-2023-1919 WITHDRAWN $227.50 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $227.50 733475 10/06/2023 Open Accounts Payable MID PENINSULA ROOFING INC.$511.76 Invoice Date Description Amount 330068 09/20/2023 REFUND 10133 S DE ANZA BLVD BLD-2023-1882 WITHDRAWN $511.76 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $511.76 733476 10/06/2023 Open Accounts Payable NAKHODA, SHAZIA $6.99 Invoice Date Description Amount S.NAKHODA9.25.23 10/04/2023 1 box of fruit loops for Preschool ST Craft $6.99 Paying Fund Cash Account Amount 580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash) $6.99 733477 10/06/2023 Open Accounts Payable RUSLAN KHUSNIYAROV $192.41 Invoice Date Description Amount 321318 09/25/2023 REFUND 11113 CLARKSTON AVE BLD-2023-0325 WITHDRAWN $192.41 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $192.41 733478 10/06/2023 Open Accounts Payable SHTEIN PROPERTIES $5,000.00 Invoice Date Description Amount 239028 09/27/2023 REFUND 10235 S DE ANZA BLVD B-2016-2696 TCO BOND $5,000.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $5,000.00 733479 10/06/2023 Open Accounts Payable SWINERTON BUILDERS $10,000.00 Invoice Date Description Amount 63998 09/26/2023 REFUND 10201 N DE ANZA BLVD BLD-2021-2474 TCO BOND $10,000.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $10,000.00 733480 10/06/2023 Open Accounts Payable TESLA ENERGY $272.25 Invoice Date Description Amount 331361 09/25/2023 REFUND 10336 E ESTATES DR BLD-2023-2065 WITHDRAWN $272.25 Paying Fund Cash Account Amount Monday, October 09, 2023Pages: 5 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 98 CC 11-21-2023 98 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $272.25 733481 10/06/2023 Open Accounts Payable TransUnion Risk and Alternative $165.00 Invoice Date Description Amount 6110432-202301-1 02/01/2023 Tlo 01/01/2023 - 01/31/2023 $165.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $165.00 Type Check Totals:28 Transactions $123,468.05 EFT 38099 10/02/2023 Open Accounts Payable EMPLOYMENT DEVEL DEPT $46,290.04 Invoice Date Description Amount 09222023 09/22/2023 CA State Tax pp 9/9/23-9/22/23 $46,290.04 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $46,290.04 38100 10/02/2023 Open Accounts Payable IRS $149,872.82 Invoice Date Description Amount 09222023 09/22/2023 Federal Tax pp 9/9/23-9/22/23 $149,872.82 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $149,872.82 38101 10/05/2023 Open Accounts Payable P E R S $165,173.15 Invoice Date Description Amount 09222023 09/22/2023 PERS pp 9/9/23-9/22/23 $165,173.15 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $165,173.15 38102 10/05/2023 Open Accounts Payable P E R S $400.77 Invoice Date Description Amount 09012023 09/22/2023 PERS Council pp 9/1/23-9/30/23 $400.77 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $400.77 38103 10/05/2023 Open Accounts Payable California Public Employees' Retirement System $395,320.41 Invoice Date Description Amount 7158-091423 09/14/2023 Health Premiums $395,320.41 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $285,149.22 642 - Retiree Medical 642 100-100 (Cash & Investments Assets Operating Cash) $110,171.19 38104 10/02/2023 Open Accounts Payable SQUARE, INC.$105.00 Invoice Date Description Amount SQUARE100223 10/02/2023 SQUARE Team Plus 10/1/23-11/1/23 $105.00 Paying Fund Cash Account Amount Monday, October 09, 2023Pages: 6 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 99 CC 11-21-2023 99 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $105.00 38105 10/06/2023 Open Accounts Payable ALEX WYKOFF $193.16 Invoice Date Description Amount AlexW100323 10/03/2023 CASQA 2023 Conference Reimbursement $193.16 Paying Fund Cash Account Amount 230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash) $193.16 38106 10/06/2023 Open Accounts Payable Amazon Capital Services $141.49 Invoice Date Description Amount 1KKY-773X-1X7R 10/01/2023 ASD - Office Supplies & Ergo (Monitor Stand)$141.49 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $141.49 38107 10/06/2023 Open Accounts Payable City Data Services, LLC $1,275.00 Invoice Date Description Amount 2461 08/15/2023 CDS Monthly Maintenance 2023 Jul-Sept $1,275.00 Paying Fund Cash Account Amount 265 - BMR Housing 265 100-100 (Cash & Investments Assets Operating Cash) $1,275.00 38108 10/06/2023 Open Accounts Payable Cupertino Supply, Inc $51.68 Invoice Date Description Amount 333101 09/25/2023 Facilities: Supplies $51.68 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $51.68 38109 10/06/2023 Open Accounts Payable David J. Powers & Associates, Inc.$3,146.90 Invoice Date Description Amount 30036 09/27/2023 Main Street Cupertino Modifications 2023/07-08 $558.75 30086 10/02/2023 Regnart Creek Trail Permitting Assistance through 09302023 $2,588.15 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $558.75 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $2,588.15 38110 10/06/2023 Open Accounts Payable Evelyn Moran $55.00 Invoice Date Description Amount EvelynM09212023 09/21/2023 Cell Phone Reimbursement through 09212023 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55.00 38111 10/06/2023 Open Accounts Payable Goldfarb & Lipman LLP $12,093.50 Invoice Date Description Amount 467225 09/18/2023 Housing Legal Review 2023/08 $12,093.50 Paying Fund Cash Account Amount Monday, October 09, 2023Pages: 7 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 100 CC 11-21-2023 100 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 265 - BMR Housing 265 100-100 (Cash & Investments Assets Operating Cash) $12,093.50 38112 10/06/2023 Open Accounts Payable GRAINGER INC $812.88 Invoice Date Description Amount 9851562943 09/26/2023 Streets: Quartz MH Bulb $291.00 9849129797 09/25/2023 Facilities: V-Belt $45.28 9852066811 09/27/2023 Facilities: Auto Drain Valve Return ($130.01) 9852607044 09/27/2023 Facilities: Auto Drain Valve Pipe $165.28 9852607036 09/27/2023 Streets: Mem Park Softball Field Lights Supplies $441.33 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $777.61 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $35.27 38113 10/06/2023 Open Accounts Payable HERITAGE LANDSCAPE SUPPLY GROUP $388.21 Invoice Date Description Amount 0012668759-001 09/13/2023 Grounds: General Supplies $388.21 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $388.21 38114 10/06/2023 Open Accounts Payable HF&H Consultants, LLC $20,722.50 Invoice Date Description Amount 9720581 09/28/2023 HF&H- August 2023 Services $20,722.50 Paying Fund Cash Account Amount 520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash) $20,722.50 38115 10/06/2023 Open Accounts Payable Jahara Pagadipaala $70.00 Invoice Date Description Amount Yoga2023 09/27/2023 Wellness Fair Activity $70.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $70.00 38116 10/06/2023 Open Accounts Payable KIMBALL-MIDWEST $73.59 Invoice Date Description Amount 101278717 07/25/2023 Streets: Broom Handle, Truck Wash Brush $73.59 Paying Fund Cash Account Amount 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $73.59 38117 10/06/2023 Open Accounts Payable Nicole Lee $142.50 Invoice Date Description Amount NicoleL100223 10/02/2023 CRRA 2023 conference reimbursement $142.50 Paying Fund Cash Account Amount 520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash) $142.50 38118 10/06/2023 Open Accounts Payable ODP Business Solutions, LLC.$103.85 Invoice Date Description Amount 326940887001 09/01/2023 Office Supplies $103.85 Monday, October 09, 2023Pages: 8 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 101 CC 11-21-2023 101 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $103.85 38119 10/06/2023 Open Accounts Payable Professional Turf Management, Inc.$18,693.56 Invoice Date Description Amount 1280 09/25/2023 BBF Golf Course Monthly Maintenance $18,693.56 Paying Fund Cash Account Amount 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $18,693.56 38120 10/06/2023 Open Accounts Payable QUADIENT FINANCE USA, INC,$1,946.04 Invoice Date Description Amount 60504016 10/01/2023 Standard Maintenance for Postage Machine (10/31/23 -01/30/24) $1,946.04 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,946.04 38121 10/06/2023 Open Accounts Payable Richard Yau $4,125.00 Invoice Date Description Amount 2308 09/28/2023 Master Agreement 2022-002 Various Projects $4,125.00 Paying Fund Cash Account Amount 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $4,125.00 38122 10/06/2023 Open Accounts Payable Rise Housing Solutions, Inc $14,777.50 Invoice Date Description Amount Cupertino-029 09/30/2023 BMR Program Administrator 2023/09 $14,777.50 Paying Fund Cash Account Amount 265 - BMR Housing 265 100-100 (Cash & Investments Assets Operating Cash) $14,777.50 38123 10/06/2023 Open Accounts Payable RRM DESIGN GROUP $2,934.00 Invoice Date Description Amount 2132-01-0823 09/14/2023 CWP Mixed Use Design Review Standards 2023/08 $2,934.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,934.00 38124 10/06/2023 Open Accounts Payable Sedgwick Claims Management Services, Inc. $2,343.33 Invoice Date Description Amount 400000155763 10/02/2023 Worker's Compensation Claims 10/1/23-10/31/23 $2,343.33 Paying Fund Cash Account Amount 620 - Workers' Compensation 620 100-100 (Cash & Investments Assets Operating Cash) $2,343.33 38125 10/06/2023 Open Accounts Payable Shute, Mihaly & Weinberger LLP $1,622.54 Invoice Date Description Amount 283231 09/25/2023 Legal Services, August 2023 $989.99 283230 09/25/2023 Legal Services, August 2023 $632.55 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,622.54 Monday, October 09, 2023Pages: 9 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 102 CC 11-21-2023 102 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38126 10/06/2023 Open Accounts Payable South Bay Youth Sports $2,925.72 Invoice Date Description Amount 09292023 09/29/2023 September 2023 Program Payment $2,925.72 Paying Fund Cash Account Amount 580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash) $2,925.72 38127 10/06/2023 Open Accounts Payable TERRYBERRY COMPANY LLC $597.73 Invoice Date Description Amount 143069-34612 09/30/2023 Employee Recognition - R.Sabich, W.Pagan, J.Ramos $597.73 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $597.73 38128 10/06/2023 Open Accounts Payable Uniguest, Inc.$321.05 Invoice Date Description Amount INV-1504 07/01/2023 Annual Support, License, & Warranty - Digital Sign Interactive $321.05 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $321.05 38129 10/06/2023 Open Accounts Payable URSULA SYROVA $372.18 Invoice Date Description Amount UrsulaS100223 10/02/2023 CASQA 2023 Conference Reimbursement $194.51 UrsulaS100223(2)10/02/2023 CRRA 2023 conference reimbursement $177.67 Paying Fund Cash Account Amount 230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash) $194.51 520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash) $177.67 38130 10/06/2023 Open Accounts Payable WOWzy Creation Corp. dba First Place $45.24 Invoice Date Description Amount 96219 09/26/2023 Name Plate for Andy Schramm & Daniel Degu $45.24 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $45.24 Type EFT Totals:32 Transactions $847,136.34 Main Account - Main Checking Account Totals Checks Status Count Transaction Amount Reconciled Amount Open 28 $123,468.05 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 28 $123,468.05 $0.00 EFTs Status Count Transaction Amount Reconciled Amount Open 32 $847,136.34 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Monday, October 09, 2023Pages: 10 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 103 CC 11-21-2023 103 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Total 32 $847,136.34 $0.00 All Status Count Transaction Amount Reconciled Amount Open 60 $970,604.39 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 60 $970,604.39 $0.00 Grand Totals: Checks Status Count Transaction Amount Reconciled Amount Open 28 $123,468.05 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 28 $123,468.05 $0.00 EFTs Status Count Transaction Amount Reconciled Amount Open 32 $847,136.34 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Total 32 $847,136.34 $0.00 All Status Count Transaction Amount Reconciled Amount Open 60 $970,604.39 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 60 $970,604.39 $0.00 Monday, October 09, 2023Pages: 11 of 11user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 9/30/2023 - To Payment Date: 10/6/2023 104 CC 11-21-2023 104 of 598 RESOLUTION NO. 23-XXX A RESOLUTION OF THE CUPERTINO CITY COUNCIL RATIFYING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING OCTOBER 13, 2023 WHEREAS, the Director of Administrative Services or their designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED that the City Council does hereby ratify the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21st day of November, 2023 by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: SIGNED: ________ Hung Wei, Mayor City of Cupertino ________________________ Date ATTEST: ________ Kirsten Squarcia, City Clerk ________________________ Date 105 CC 11-21-2023 105 of 598 Resolution No. 23-XXX Page 2 CERTIFICATION The Finance Manager hereby certifies to the accuracy of said records and to the availability of funds for payment. CERTIFIED: Jonathan Orozco, Finance Manager 106 CC 11-21-2023 106 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Main Account - Main Checking Account Check 733482 10/13/2023 Open Accounts Payable Advantage Grafix $2,846.47 Invoice Date Description Amount 47815 08/15/2023 Garage Sale 2023 Banner $2,072.01 47968 10/03/2023 PW SR2S: Bike Fest Printing Supplies $774.46 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $774.46 520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash) $2,072.01 733483 10/13/2023 Open Accounts Payable ALHAMBRA $108.85 Invoice Date Description Amount 4984729 093023 09/30/2023 Employee Drinking Water for QCC $108.85 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $108.85 733484 10/13/2023 Open Accounts Payable Balloonatics, Inc.$1,715.35 Invoice Date Description Amount 10761 09/30/2023 Balloons for Bike Fest $1,715.35 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,715.35 733485 10/13/2023 Open Accounts Payable California Building Standards Commission $1,505.70 Invoice Date Description Amount BSAJUL-SEP23 10/13/2023 BSA JUL - SEP 2023 $1,505.70 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,505.70 733486 10/13/2023 Open Accounts Payable CALIFORNIA CRICKET ACADEMY $5,000.00 Invoice Date Description Amount 3312 10/03/2023 Grounds - Library Pitch Leveling & Carpet Replacement $5,000.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $5,000.00 733487 10/13/2023 Open Accounts Payable California Park & Recreation Society (CPRS) $555.00 Invoice Date Description Amount 09012023 09/01/2023 CPRS Department Membership FY24 $555.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $555.00 733488 10/13/2023 Open Accounts Payable CINTAS CORP $2,269.42 Invoice Date Description Amount 4169621498 10/03/2023 Uniforms, Scrapers, Mats, Shop Towels $1,140.01 4168970392 09/26/2023 Uniforms, Scrapers, Mats, Shop Towels $1,129.41 Monday, October 16, 2023Pages: 1 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 107 CC 11-21-2023 107 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,269.42 733489 10/13/2023 Open Accounts Payable Comcast $967.39 Invoice Date Description Amount 182909470 10/01/2023 Business Class Internet - Mary, Stevens ck, Sept. 2023 $967.39 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $967.39 733490 10/13/2023 Open Accounts Payable Data Ticket, Inc.$25.00 Invoice Date Description Amount 155674 09/29/2023 Online access to citation processing-August 2023 $25.00 Paying Fund Cash Account Amount 230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash) $25.00 733491 10/13/2023 Open Accounts Payable Dave Stahl Piano Service $180.00 Invoice Date Description Amount 1022301 10/11/2023 Piano Tuning for Cupertino Rm. Piano 10.02.23 $180.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $180.00 733492 10/13/2023 Open Accounts Payable Department of Conservation $5,478.56 Invoice Date Description Amount Fee JUL-SEP23 10/13/2023 Dep of Conservation Fee Report JUL-SEP2023 $5,478.56 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $5,478.56 733493 10/13/2023 Open Accounts Payable Division of the State Architect $314.70 Invoice Date Description Amount DSA JUL-SEP23 10/13/2023 DISABILITY ACCESS & EDUCATION FEE QUARTERLY REPORT ($4) $314.70 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $314.70 733494 10/13/2023 Open Accounts Payable ENTERPRISE FM TRUST $572.73 Invoice Date Description Amount FBN4864018 10/04/2023 Fleet - Oct 2023 Ford Escape Vin# 9773 $572.73 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $572.73 733495 10/13/2023 Open Accounts Payable HARRY L. MURPHY, INC.$24,999.00 Invoice Date Description Amount 26619 08/17/2023 Facilities - Service Center Men's Locker Room Floor $24,999.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $24,999.00 Monday, October 16, 2023Pages: 2 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 108 CC 11-21-2023 108 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 733496 10/13/2023 Open Accounts Payable HOME DEPOT CREDIT SERVICES $3,476.28 Invoice Date Description Amount 2613589 08/28/2023 Facilities - Ty B Cable, Dimmer, LED $288.00 2613702 08/28/2023 Facilities - Ty B Wire, Saddle Conn Dual $77.10 1390713 08/29/2023 Facilities - Brandon M Eyebolt Nut, Saddle Conn $108.89 400176 08/30/2023 Facilities - Brandon M Cable Wire $188.84 8510928 09/01/2023 Facilities - Robert G Rat Traps $36.85 9520101 08/31/2023 Facilities - Ty B Wallplate, Connector, Locknut $119.67 3104099 09/06/2023 Facilities - Michael Chandler Rat Trap, Cable Clamps $17.36 3400178 09/06/2023 Facilities - Brandon Morales Rocker/Sensor Switch $28.15 2400179 09/07/2023 Facilities - Brandon Morales Elbow $9.80 3371100 09/06/2023 Grounds - Kevin G Wrench, Bucket, Screw $105.54 3521570 09/06/2023 Grounds - Ralph A Bucket, Primer, Bushing, Tee, Adapter $120.72 2261770 09/07/2023 Grounds - Richard Banda Pea Pebbles $27.23 2512896 09/07/2023 Grounds - Daniel Barone Pea Pebbles $106.27 4616307 09/05/2023 Grounds - Travis W Tape, Disconn, Deck Screw, Lumber $92.53 7611952 09/12/2023 Facilities - Domingo S Exit Sign w/Battery $77.58 5322878 09/14/2023 Streets - Michael Kimball Blue Tarp $112.60 6400181 09/13/2023 Facilities - Brandon M 60-Watt Equi $7.62 7611825 09/12/2023 Facilities - Michael Miranda Shelf Bracket $11.45 6523254 09/13/2023 Facilities - Michael C Sleeve Brass, Adapter, Angle Valve $20.67 8390731 09/11/2023 Facilities - Brandon Morales Impact Bit Set $49.19 6400180 09/13/2023 Grounds - Sean F PVC, Bushing, Coupling $56.69 8390729 09/11/2023 Grounds - Sean F Bushing $5.71 8034078 09/11/2023 Grounds - Adrian Sanchez 16 Gauge Wire $13.42 1390739 09/18/2023 Grounds - Aaron Saiz Bucket, Fertilizer, Transplanter, Marker $129.06 9400184 09/20/2023 Grounds - Aaron Saiz Lumber $214.55 510242 09/19/2023 Facilities - Domingo S LED 4Pk $28.39 524842 09/19/2023 Facilities - Michael Chandler Hanger Strap $22.90 9323446 09/20/2023 Facilities - Ty B Cone Nut, Hex Nut, 12G Egalv10'$115.02 9510591 09/20/2023 Facilities - Domingo S Dim LED $30.90 1510108 09/18/2023 Grounds - Travis Bern Maker, Epoxy, Anchor, Sealant $77.34 323305 09/19/2023 Grounds - Ric Acevedo Gopher Gasser $54.52 4604563 09/25/2023 Facilities - Michael Chandler Smoke Alarm $38.15 7525536 09/22/2023 Facilities - Michael Chandler Outlet, Wallplate, Wire, Cable $93.38 4612677 09/15/2023 Facilities - Robert G Face Shield $24.47 5092410 09/14/2023 Facilities - Ty B Valve, Clamps, Blue Copper, 90 Elbow $419.21 3616218 09/26/2023 Facilities - Domingo S Pipe, Grease, Brass $38.48 2616521 09/27/2023 Facilities: Michael Chandler-Supplies $39.21 2616404 09/27/2023 Grounds - Travis Sprayer, Bit Set, Blade Set, Glasses, Blades $368.38 2616411 09/27/2023 Facilities - Ty B Nipple Brass, Elbow Brass, Bushing $77.47 4512272 09/25/2023 Facilities - Robert G Fuse 5A $22.97 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,470.21 Monday, October 16, 2023Pages: 3 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 109 CC 11-21-2023 109 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $775.43 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $38.15 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $192.49 733497 10/13/2023 Open Accounts Payable INTERSTATE BATTERY SYSTEM SAN JOSE INC. $290.69 Invoice Date Description Amount 60295687 10/03/2023 Fleet - MTP-65HD, Atcore $290.69 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $290.69 733498 10/13/2023 Open Accounts Payable Municipal Maintenance Equipment $1,195.74 Invoice Date Description Amount 013637 09/22/2023 Fleet - Filter Eaton Pump, Element $1,195.74 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $1,195.74 733499 10/13/2023 Open Accounts Payable Napa Auto Parts $631.18 Invoice Date Description Amount 708125 10/04/2023 Fleet - Credit for Battery Core Deposit ($108.00) 708138 10/04/2023 Fleet - Counteract Bal Beads, Tire Lube $297.53 707781 09/29/2023 Fleet - Pulley, Belt, $124.63 707924 10/02/2023 Fleet - Radiator, Radiator Cap $309.83 708091 10/04/2023 Fleet - Fleet Pads $120.59 706541 09/12/2023 Fleet - Core Deposit ($189.49) 708152 10/04/2023 Fleet - Ruglyde 1Gal Tire Lube $23.06 708548 10/10/2023 Fleet: Oil Seal $14.45 708546 10/10/2023 Fleet: Oil Seal $14.45 708519 10/10/2023 Fleet: Oil Seal $24.13 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $631.18 733500 10/13/2023 Open Accounts Payable NOR-CAL SPECIALTIES $6,449.55 Invoice Date Description Amount 18052 09/20/2023 Facilities - Sports Center Partition Replacement $6,449.55 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) ($339.45) 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $6,789.00 733501 10/13/2023 Open Accounts Payable Operating Engineers Local Union No. 3 $1,537.62 Invoice Date Description Amount 10062023 10/06/2023 Union Dues pp 9/23/23-10/6/23 $1,537.62 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,537.62 Monday, October 16, 2023Pages: 4 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 110 CC 11-21-2023 110 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 733502 10/13/2023 Open Accounts Payable PACIFIC GAS & ELECTRIC $433.60 Invoice Date Description Amount 124932950 09/29/2023 Streets - 10411 Orange Ave $433.60 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $433.60 733503 10/13/2023 Open Accounts Payable Pegasus Products Group, LLC $389.58 Invoice Date Description Amount 20230320 09/27/2023 PW SR2S: Accessories for Bike Fest $389.58 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $389.58 733504 10/13/2023 Open Accounts Payable PG&E $73,288.31 Invoice Date Description Amount 3296-092823 09/28/2023 5116972329-6 8/23/23-9/21/23 $36,105.09 3296-082923 08/29/2023 5116972329-6 7/25/23-8/22/23 $37,183.22 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $73,288.31 733505 10/13/2023 Open Accounts Payable PG&E $263.01 Invoice Date Description Amount 0349-092523 09/25/2023 3042033034-9 8/18/23-9/18/23 $263.01 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $263.01 733506 10/13/2023 Open Accounts Payable PG&E $148.86 Invoice Date Description Amount 8413-092723 09/27/2023 4685859841-3 8/22/23-9/20/23 $148.86 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $148.86 733507 10/13/2023 Open Accounts Payable PG&E $10.78 Invoice Date Description Amount 9785-092723 09/27/2023 2016881978-5 8/21/23-9/19/23 $10.78 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $10.78 733508 10/13/2023 Open Accounts Payable PG&E $322.84 Invoice Date Description Amount 6480-092923 09/29/2023 5587684648-0 8/24/23-9/24/23 $322.84 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $322.84 733509 10/13/2023 Open Accounts Payable PG&E $18.86 Invoice Date Description Amount 1937-092623 09/26/2023 8754273193-7 8/21/23-9/19/23 $18.86 Paying Fund Cash Account Amount Monday, October 16, 2023Pages: 5 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 111 CC 11-21-2023 111 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $18.86 733510 10/13/2023 Open Accounts Payable ReadyRefresh $182.87 Invoice Date Description Amount 13J0027344639 10/10/2023 City Hall Employee Drinking Water $182.87 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $182.87 733511 10/13/2023 Open Accounts Payable RPM EXTERMINATORS INC $1,825.00 Invoice Date Description Amount 0104009 09/27/2023 Facilities - Changed Bait Multiple Sites $1,275.00 0104572 09/27/2023 Facilities - Fleas Exterior $550.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,570.00 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $255.00 733512 10/13/2023 Open Accounts Payable SAN JOSE WATER COMPANY $510.70 Invoice Date Description Amount 7329-09222023 09/22/2023 0645365732-9 Streets Division 8.24.23 to 9.22.23 $510.70 Paying Fund Cash Account Amount 230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash) $510.70 733513 10/13/2023 Open Accounts Payable SiteOne Landscape Supply, LLC $448.80 Invoice Date Description Amount 134488250-001 09/14/2023 Grounds: Clay, Fertilizer $448.80 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $448.80 733514 10/13/2023 Open Accounts Payable SRIXON / Cleveland Golf / XXIO $1,796.70 Invoice Date Description Amount 7661227 SO 09/29/2023 soft feel and q-star divide golf balls $1,135.20 7659216 NO 09/28/2023 Marathon golf balls $661.50 Paying Fund Cash Account Amount 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $1,796.70 733515 10/13/2023 Open Accounts Payable T-MOBILE $124.22 Invoice Date Description Amount 4158-092123 09/21/2023 966594158-092123 $124.22 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $124.22 733516 10/13/2023 Open Accounts Payable The Contemporary Jewish Museum $100.00 Invoice Date Description Amount 08152023 08/15/2023 Senior Trip: 1/19/24 - Contemporary Jewish Musuem&Haas-Lilenthal $100.00 Paying Fund Cash Account Amount Monday, October 16, 2023Pages: 6 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 112 CC 11-21-2023 112 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $100.00 733517 10/13/2023 Open Accounts Payable United Site Services $492.78 Invoice Date Description Amount INV-02041553 09/25/2023 Trees/ROW - SWP 9.25.23 to 10.22.23 $492.78 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $492.78 733518 10/13/2023 Open Accounts Payable Degu, Daniel $38.00 Invoice Date Description Amount Degu09072023 09/07/2023 Livescan Reimbursement $38.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $38.00 733519 10/13/2023 Open Accounts Payable FUSE SERVICE INC.$408.65 Invoice Date Description Amount 330972 10/10/2023 REFUND 10330 LOCKWOOD DR BLD-2023-2047 WITHDRAWN $408.65 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $408.65 733520 10/13/2023 Open Accounts Payable Jelani Mora $39.00 Invoice Date Description Amount Mora080723 08/07/2023 LiveScan and Fingerprinting $39.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $39.00 733521 10/13/2023 Open Accounts Payable Scott Hanamoto $67.00 Invoice Date Description Amount Hanamoto081223 08/12/2023 Livescan and Fingerprinting Reimbursement $67.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $67.00 733522 10/13/2023 Open Accounts Payable ZHU, WEI $495.00 Invoice Date Description Amount 2007846.030 07/12/2023 Activ. #20171 canceled due to low enrollment $495.00 Paying Fund Cash Account Amount 580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash) $495.00 Type Check Totals:41 Transactions $141,523.79 EFT 38131 10/13/2023 Open Accounts Payable Colonial Life & Accident Insurance $29.16 Invoice Date Description Amount 10062023 10/06/2023 Colonial Products pp 9/23/23-10/6/23 $29.16 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $29.16 Monday, October 16, 2023Pages: 7 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 113 CC 11-21-2023 113 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38132 10/13/2023 Open Accounts Payable Employment Development $6,597.51 Invoice Date Description Amount 10062023 10/06/2023 State Disability Insurance pp 9/23/23-10/6/23 $6,597.51 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $6,597.51 38133 10/13/2023 Open Accounts Payable National Deferred (ROTH)$1,506.66 Invoice Date Description Amount 10062023 10/06/2023 Nationwide Roth pp 9/23/23-10/6/23 $1,506.66 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,506.66 38134 10/13/2023 Open Accounts Payable National Deferred Compensatin $25,622.44 Invoice Date Description Amount 10062023 10/06/2023 Nationwide Deferred Compensation pp 9/23/23- 10/6/23 $25,622.44 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $25,622.44 38135 10/13/2023 Open Accounts Payable PERS-457K $12,838.29 Invoice Date Description Amount 10062023 10/06/2023 PERS 457K pp 9/23/23-10/6/23 $12,838.29 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $12,838.29 38136 10/13/2023 Open Accounts Payable State Disbursement Unit $617.34 Invoice Date Description Amount 10062023 10/06/2023 Child Support pp 9/23/23-10/6/23 $617.34 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $617.34 38137 10/13/2023 Open Accounts Payable ABAG POWER- ASSOCIATION OF BAY AREA GOVERNMENTS $6,460.00 Invoice Date Description Amount AR033379 10/01/2023 FY 24 AMD Level Charge-Nat Gas $6,460.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $5,815.02 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $644.98 38138 10/13/2023 Open Accounts Payable ADVANCED CHEMICAL TRANSPORT, INC. $323.11 Invoice Date Description Amount 517745 09/30/2023 Streets: Metal Drums $323.11 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $323.11 Monday, October 16, 2023Pages: 8 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 114 CC 11-21-2023 114 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38139 10/13/2023 Open Accounts Payable AIRGAS USA LLC $96.17 Invoice Date Description Amount 5502806936 09/30/2023 Fleet - Rental Cylinder $96.17 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $96.17 38140 10/13/2023 Open Accounts Payable Amazon Capital Services $2,878.09 Invoice Date Description Amount 1XLL-MT1F-XJF4 10/01/2023 Service Center - Grounds Earplugs $165.46 1XLL-MT1F-WKPH 10/01/2023 Service Center - Facilities Ty B Wall Charger, Port, Adapter $140.26 19V3-CHPL-36VD 10/01/2023 Service Center - Fleet Radiator Pressure Kit $272.80 133V-VNFM-XFVL 10/01/2023 Service Center - Multiple Divisions $569.25 16HQ-6N99-1F4F 10/01/2023 PW SR2S: Bike Fest Supplies $290.04 1T3V-MFQK-W6CG 10/01/2023 PW SR2S: Bike Fest Supplies $353.86 1MJ9-NTT4-XMLX 10/01/2023 PW SR2S: Bike Fest Supplies $355.82 14RQ-PM4L-K6QG 08/29/2023 Grounds - Brian Tube Trap Squirrel Trap $730.60 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,605.29 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $272.80 38141 10/13/2023 Open Accounts Payable Amazon Web Services, Inc.$1,292.63 Invoice Date Description Amount 1450220313 10/02/2023 AWS GIS September 1 - 30, 2023 Invoice No 1450220313 $1,292.63 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $1,292.63 38142 10/13/2023 Open Accounts Payable American Assured Security, Inc.$231.00 Invoice Date Description Amount 49629 10/05/2023 Rental Security Services $231.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $231.00 38143 10/13/2023 Open Accounts Payable Avolve Software Corp $90,426.00 Invoice Date Description Amount 8154 09/29/2023 ProjectDox move to SaaS First year subscription & implementation $90,426.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $90,426.00 38144 10/13/2023 Open Accounts Payable Battery Systems Inc.$126.46 Invoice Date Description Amount 35312310101034 10/10/2023 Fleet - 27MDP-EX, Core $126.46 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $126.46 Monday, October 16, 2023Pages: 9 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 115 CC 11-21-2023 115 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38145 10/13/2023 Open Accounts Payable Bay Area News Group $293.00 Invoice Date Description Amount 0001389940 09/30/2023 Legal Advertising - 9/1/2023-9/30/2023 $293.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $293.00 38146 10/13/2023 Open Accounts Payable BECK'S SHOES INC. $400.00 Invoice Date Description Amount 270941-00 09/29/2023 Safety Boots - Saul Herrera $400.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $400.00 38147 10/13/2023 Open Accounts Payable BOSCO OIL INC DBA VALLEY OIL $21,669.28 Invoice Date Description Amount 170426 09/18/2023 Fleet - Diesel Fuel $19,683.26 606651 09/29/2023 Fleet - Drum Deposits, Oil $1,986.02 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $21,669.28 38148 10/13/2023 Open Accounts Payable BRIAN GATHERS $55.00 Invoice Date Description Amount BrianG100423 10/04/2023 Cell Phone Reimbursement - Brian G 09.05.23 to 10.04.23 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55.00 38149 10/13/2023 Open Accounts Payable Cal-Line Equipment Inc $101,077.22 Invoice Date Description Amount 04016480 10/03/2023 Fleet - Intimidator 18XP Chipper $101,077.22 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $101,077.22 38150 10/13/2023 Open Accounts Payable CHAD MOSLEY $55.00 Invoice Date Description Amount ChadM09202023 09/20/2023 Cell Phone Reimbursement through 082123-092023 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55.00 38151 10/13/2023 Open Accounts Payable Con-Quest Contractors, Inc.$391,077.00 Invoice Date Description Amount 03, 2022-01 09/29/2023 Pumpkin-Fiesta Storm Drain Improvement throuh 09292023 $391,077.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) ($20,583.00) 210 - Storm Drain Improvement 210 100-100 (Cash & Investments Assets Operating Cash) $411,660.00 Monday, October 16, 2023Pages: 10 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 116 CC 11-21-2023 116 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38152 10/13/2023 Open Accounts Payable CSG Consultants, Inc.$26,001.50 Invoice Date Description Amount 53337 10/06/2023 Pumpkin Fiesta Storm Drain through 082623-092923 $23,940.00 53336 10/06/2023 Service Center Security Gate through 08262023- 09292023 $2,061.50 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,061.50 210 - Storm Drain Improvement 210 100-100 (Cash & Investments Assets Operating Cash) $23,940.00 38153 10/13/2023 Open Accounts Payable Cyxtera Communications, LLC $1,483.26 Invoice Date Description Amount B1-2373595 10/01/2023 FY24 Colocation Services Nov. 2023 $1,483.26 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $1,483.26 38154 10/13/2023 Open Accounts Payable DH Distribution & Services LLC $72,161.73 Invoice Date Description Amount 3039 10/03/2023 Replace all windscreens Tenn-Air™ Pro Windscreen $72,161.73 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $72,161.73 38155 10/13/2023 Open Accounts Payable Eflex Group, Inc $5,095.16 Invoice Date Description Amount 10062023 10/06/2023 FSA pp 9/23/23-10/6/23 $5,095.16 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $5,095.16 38156 10/13/2023 Open Accounts Payable Environmental Systems Research Institute, Inc. $2,750.00 Invoice Date Description Amount 94575101 10/03/2023 1x ArcGIS Image Analyst for ArcGIS Pro Concurrent Use Perpetual $2,750.00 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $2,750.00 38157 10/13/2023 Open Accounts Payable FolgerGraphics $8,826.84 Invoice Date Description Amount 136936 08/31/2023 Cupertino Scene Printing - September 2023 $8,826.84 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $8,826.84 38158 10/13/2023 Open Accounts Payable Geotab USA, Inc $2,815.25 Invoice Date Description Amount IN357977 09/30/2023 FY24 Geotab for Telematics ProPlus Plan, Support Sept. 2023 $2,815.25 Paying Fund Cash Account Amount Monday, October 16, 2023Pages: 11 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 117 CC 11-21-2023 117 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $2,815.25 38159 10/13/2023 Open Accounts Payable GRAINGER INC $154.21 Invoice Date Description Amount 9854559367 09/28/2023 Facilities - Circuit Breaker $75.23 9863399276 10/06/2023 Facilities - Line Volt NP Digital TStat Heat $78.98 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $154.21 38160 10/13/2023 Open Accounts Payable Griffin Painting Inc $6,600.00 Invoice Date Description Amount 2540 09/08/2023 Facilities - Sports Center Remove, Install, Sand, Strip Doors $6,600.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $6,600.00 38161 10/13/2023 Open Accounts Payable IFPTE LOCAL 21 $1,904.73 Invoice Date Description Amount 10062023 10/06/2023 Association Dues - CEA pp 9/23/23-10/6/23 $1,904.73 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,904.73 38162 10/13/2023 Open Accounts Payable IMPEC GROUP INC,.$67,835.00 Invoice Date Description Amount 2309131 09/30/2023 Facilities-Sept 2023 Janitorial Services $67,835.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $58,308.00 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $1,159.00 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $8,368.00 38163 10/13/2023 Open Accounts Payable Independent Code Consultants, Inc.$15,375.35 Invoice Date Description Amount 1838 10/02/2023 Building Plan Review Services - 2023/09 $10,377.85 1839 10/02/2023 Building Plan Review Services - 2023/09 Westport $1,000.00 1840 10/02/2023 Building Permit Tech Services - 2023/09 $3,997.50 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $15,375.35 38164 10/13/2023 Open Accounts Payable InservH2O Inc.$1,107.62 Invoice Date Description Amount 3277 10/02/2023 Facilities - McClellan Water Treatment Oct 2023 $272.82 3244 10/02/2023 Facilities - Water Treatment Oct 2023 $834.80 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,107.62 Monday, October 16, 2023Pages: 12 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 118 CC 11-21-2023 118 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38165 10/13/2023 Open Accounts Payable Interstate Traffic Control Products, Inc. $1,201.76 Invoice Date Description Amount 259433 10/04/2023 Streets - K Marker 18" W/Base Special $1,201.76 Paying Fund Cash Account Amount 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $1,201.76 38166 10/13/2023 Open Accounts Payable Jerry Anderson $55.00 Invoice Date Description Amount JerryA092423 09/24/2023 Cell Phone Reimbursement-Jerry A 8.25.23 to 9.24.23 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55.00 38167 10/13/2023 Open Accounts Payable KIMBALL-MIDWEST $462.07 Invoice Date Description Amount 101502206 10/03/2023 Fleet - Foam Cannon Bundle $159.33 101495754 09/29/2023 Streets: Cage Frame Paint R, Pro Clean Roll Towels $302.74 Paying Fund Cash Account Amount 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $302.74 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $159.33 38168 10/13/2023 Open Accounts Payable Knorr Systems International $6,299.89 Invoice Date Description Amount 215236 09/30/2023 BBF Pool Supplies $2,009.59 213857 09/28/2023 Facilities - BBF Bi-Annual Maint.$4,290.30 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $6,299.89 38169 10/13/2023 Open Accounts Payable Law Office of Clare M. Gibson $360.00 Invoice Date Description Amount 1169 10/01/2023 Legal Services, September 2023 $360.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $360.00 38170 10/13/2023 Open Accounts Payable Liebert Cassidy Whitmore $75.00 Invoice Date Description Amount 6621 10/06/2023 2024 Public Agency Legislative Roundup $75.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $75.00 38171 10/13/2023 Open Accounts Payable Mearns Consulting LLC $590.00 Invoice Date Description Amount 2301 10/05/2023 Professional Consulting Services, Aug 29-Sept 6 2023 $590.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $590.00 Monday, October 16, 2023Pages: 13 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 119 CC 11-21-2023 119 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38172 10/13/2023 Open Accounts Payable MissionSquare $18,271.32 Invoice Date Description Amount 10062023 10/06/2023 ICMA pp 9/23/23-10/6/23 $18,271.32 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $18,271.32 38173 10/13/2023 Open Accounts Payable NI Government Services Inc $79.04 Invoice Date Description Amount 23092907051 10/05/2023 Traffic Period 9/1/2023 - 9/30/2023 $79.04 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $79.04 38174 10/13/2023 Open Accounts Payable Nomad Transit LLC $142,429.83 Invoice Date Description Amount INV001-9120 09/30/2023 Via Cupertino Shuttle for September 2023 $142,429.83 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $142,429.83 38175 10/13/2023 Open Accounts Payable ODP Business Solutions, LLC.$491.46 Invoice Date Description Amount 332619552001 09/15/2023 Service Center - Ink for Streets Printer $296.39 330852503001 09/21/2023 Office Supplies - Copy Paper $195.07 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $491.46 38176 10/13/2023 Open Accounts Payable Pamela Wu $474.86 Invoice Date Description Amount PamelaW092023 09/20/2023 CalCitiesConfSac092023 $474.86 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $474.86 38177 10/13/2023 Open Accounts Payable PARS/City of Cupertino $4,144.30 Invoice Date Description Amount 10062023 10/06/2023 PARS pp 9/23/23-10/6/23 $4,144.30 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $4,144.30 38178 10/13/2023 Open Accounts Payable Quartic Solutions $3,381.00 Invoice Date Description Amount 3617 08/08/2023 FY24 GIS Support Services - July 2023 $3,381.00 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $3,381.00 38179 10/13/2023 Open Accounts Payable Red Wing Business Advantage Account $1,587.95 Invoice Date Description Amount 20231010074592 10/10/2023 Safety Boots - Jerry, Garcia, Adam, Peter $1,587.95 Paying Fund Cash Account Amount Monday, October 16, 2023Pages: 14 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 120 CC 11-21-2023 120 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,587.95 38180 10/13/2023 Open Accounts Payable Safety Compliance Management, Inc.$3,980.00 Invoice Date Description Amount 7706 09/27/2023 Service Center - Bloodborne Pathogens, Heat Illness, Forklift $2,190.00 7738 10/05/2023 Forklift and Lock-Out/Tag-Out Trainings $1,790.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $3,980.00 38181 10/13/2023 Open Accounts Payable Software One, Inc $591.80 Invoice Date Description Amount US-PSI-1386939 09/27/2023 10x Office 365 E3 ShrdSvr PerUsr 10/1/2023 - 12/31/2023 $591.80 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $591.80 38182 10/13/2023 Open Accounts Payable Sonitrol/Pacific West Security, Inc.$11,670.00 Invoice Date Description Amount 77623 10/01/2023 City Hall Security/Fire Alarm Inspections Oct-Dec $624.00 77625 10/01/2023 Sports Center Security/Fire Alarm Inspections Oct-Dec 2023 $741.00 77624 10/01/2023 Service Center Security/Fire Alarm Inspections Oct- Dec 2023 $936.00 77622 10/01/2023 Wilson Park Security/Fire Alarm Inspections Oct-Dec 2023 $261.00 77621 10/01/2023 Creekside Park Security/Fire Alarm Inspections Oct- Dec 2023 $345.00 77620 10/01/2023 Monta Vista Security/Fire Alarm Inspections Oct-Dec 2023 $807.00 77619 10/01/2023 Senior Center Security/Fire Alarm Inspections Oct-Dec 2023 $174.00 77616 10/01/2023 Wilson Snack Shack Security/Fire Alarm Inspections Oct-Dec 2023 $138.00 77615 10/01/2023 City Hall Elevator Security/Fire Alarm Inspections Oct- Dec 2023 $111.00 77614 10/01/2023 QCC Security/Fire Alarm Inspections Oct-Dec 2023 $1,038.00 77613 10/01/2023 Comm Hall & Library Security/Fire Alarm Inspections Oct-Dec 2023 $678.00 77612 10/01/2023 McClellan Ranch Security/Fire Alarm Inspections Oct- Dec 2023 $1,548.00 77611 10/01/2023 Library Security/Fire Alarm Inspections Oct-Dec 2023 $975.00 77598 10/01/2023 BBF Retreat Center Security/Fire Alarm Inspections Oct-Dec 2023 $252.00 77319 10/01/2023 Traffic Ops Center Security/Fire Alarm Inspections Oct-Dec 2023 $366.00 77318 10/01/2023 City Hall Security/Fire Alarm Inspections Oct-Dec 2023 $1,749.00 77317 10/01/2023 BBF Cafe Security/Fire Alarm Inspections Oct-Dec 2023 $402.00 Monday, October 16, 2023Pages: 15 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 121 CC 11-21-2023 121 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 77297 10/01/2023 BBF Kiosk Security/Fire Alarm Inspections Oct-Dec 2023 $252.00 77296 10/01/2023 BBF Golf Maint Bldg Security/Fire Alarm Inspections Oct-Dec 2023 $273.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $10,929.00 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $741.00 38183 10/13/2023 Open Accounts Payable SUNNYVALE FORD, INC.$114.50 Invoice Date Description Amount CM218270FOW 05/03/2023 Fleet - Credit for Return ($75.98) CM213355-1FOW 03/27/2023 Fleet - Credit for Return ($98.77) 224186FOW 08/11/2023 Fleet - Handle $42.65 226215FOW 09/27/2023 Fleet - Check A1 HV $48.21 226196FOW 09/25/2023 Fleet - Sensor 1HV $36.01 226692FOW 10/05/2023 Fleet - Gasket 1HV, Thermos 1HV $68.65 226604FOW 10/05/2023 Fleet - Seat Belt $93.73 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $114.50 38184 10/13/2023 Open Accounts Payable Thomson Reuters - West $767.55 Invoice Date Description Amount 849030908 10/01/2023 Online Subscription, Oct. 2023 - Acct 1000489718 $767.55 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $767.55 38185 10/13/2023 Open Accounts Payable TOAN QUACH $803.63 Invoice Date Description Amount ToanQ092623 09/26/2023 Toan - MISAC 2023 Conference Reimbursement $803.63 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $803.63 38186 10/13/2023 Open Accounts Payable TPx Communications $2,195.54 Invoice Date Description Amount 174738725-0 09/30/2023 Telephone Service for new VoIP System Sept. 2023 $2,195.54 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $2,195.54 38187 10/13/2023 Open Accounts Payable US BANK $29,679.77 Invoice Date Description Amount KimL09152023 09/15/2023 5169 CC Charges $1,289.79 BrianG091523 09/15/2023 6202 CC Charges $60.00 JerryA091523 09/15/2023 8636 CC Charges $90.00 ShawnT091523 09/15/2023 7105 CC Charges $625.01 DiegoZ091523 09/15/2023 8626 CC Charges $679.26 RicardoA091523 09/15/2023 9906 CC Charges $174.15 AndrewS091523 09/15/2023 9993 CC Charges $246.07 DomingoS091523 09/15/2023 9452 CC Charges $310.03 Monday, October 16, 2023Pages: 16 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 122 CC 11-21-2023 122 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference MichaelC091523 09/15/2023 0863 CC Charges $84.71 RobertG091523 09/15/2023 0760 CC Charges $2,271.99 TyB091523 09/15/2023 7739 CC Charges $1,390.74 CesarG091523 09/15/2023 9076 CC Charges $585.00 IkaP091523 09/15/2023 8108 CC Charges $192.59 KarenL091523 09/15/2023 9612CCCharges $963.67 LeungK091523 09/15/2023 1733 CC Charges $201.14 ColleenF091523 09/15/2023 0798 cc charges $449.95 MarilynP091523 09/15/2023 6763 CC Charges $1,126.00 JanetL091523 09/15/2023 9949 CC Charges $1,633.66 MelissaR091523 09/15/2023 City Council snacks for the dais $137.92 BrantonC091523 09/15/2023 5320 CC Charges $783.97 DebraN091523 09/15/2023 3328 CC Charges $3,879.09 PamelaWu091523 09/15/2023 8276 CC Charges $204.11 ReiD091523 09/15/2023 1409CC Charges $949.79 AraceliA091523 09/15/2023 0722 CC Charges, IMLA, CJensen $126.00 JasonB091523 09/15/2023 CC Charge 3965 $680.26 RobertD091523 09/15/2023 6680 CC Charges $65.41 CherieW09152023 09/15/2023 6916 CC Charges $1,777.61 DMilesS091523 09/15/2023 3659 CC Charges $255.31 SundariP091523 09/15/2023 9702 CC Charges $9.95 RandyV091523 09/15/2023 9138 CC Charges $83.96 AlexG091523 09/15/2023 1741 CC Charges $857.44 KrisG091523 09/15/2023 6959 CC Charges $931.33 ChristL091523 09/15/2023 7456 CC Charges ($22.92) KavithaA091523 09/15/2023 7567 CC Charges $152.29 mariahg091523 09/15/2023 7882 CC CHARGES $39.18 AmandaH091523 09/15/2023 9326 CC Charges $3,306.17 UrsulaS091523 09/15/2023 2512 CC Charges $1,549.92 TommyY091523 09/15/2023 3675 CC charges $1,382.37 KennethE091523 09/15/2023 6671 CC Charges $156.85 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $20,742.01 230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash) $1,549.92 265 - BMR Housing 265 100-100 (Cash & Investments Assets Operating Cash) $9.95 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $1,435.19 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $948.31 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $1,280.41 580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash) $113.96 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $2,576.36 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $1,023.66 Monday, October 16, 2023Pages: 17 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 123 CC 11-21-2023 123 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38188 10/13/2023 Open Accounts Payable Zayo Group, LLC $3,245.54 Invoice Date Description Amount 2023100030583 10/01/2023 FY24 Disaster Recovery Telecom services - Oct. 2023 $3,245.54 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $3,245.54 Type EFT Totals:58 Transactions $1,108,733.82 Main Account - Main Checking Account Totals Checks Status Count Transaction Amount Reconciled Amount Open 41 $141,523.79 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 41 $141,523.79 $0.00 EFTs Status Count Transaction Amount Reconciled Amount Open 58 $1,108,733.82 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Total 58 $1,108,733.82 $0.00 All Status Count Transaction Amount Reconciled Amount Open 99 $1,250,257.61 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 99 $1,250,257.61 $0.00 Grand Totals: Checks Status Count Transaction Amount Reconciled Amount Open 41 $141,523.79 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 41 $141,523.79 $0.00 EFTs Status Count Transaction Amount Reconciled Amount Open 58 $1,108,733.82 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Total 58 $1,108,733.82 $0.00 All Status Count Transaction Amount Reconciled Amount Open 99 $1,250,257.61 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 99 $1,250,257.61 $0.00 Monday, October 16, 2023Pages: 18 of 18user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/7/2023 - To Payment Date: 10/13/2023 124 CC 11-21-2023 124 of 598 RESOLUTION NO. 23-XXX A RESOLUTION OF THE CUPERTINO CITY COUNCIL RATIFYING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING OCTOBER 20, 2023 WHEREAS, the Director of Administrative Services or their designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED that the City Council does hereby ratify the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21st day of November, 2023 by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: SIGNED: ________ Hung Wei, Mayor City of Cupertino ________________________ Date ATTEST: ________ Kirsten Squarcia, City Clerk ________________________ Date 125 CC 11-21-2023 125 of 598 Resolution No. 23-XXX Page 2 CERTIFICATION The Finance Manager hereby certifies to the accuracy of said records and to the availability of funds for payment. CERTIFIED: Jonathan Orozco, Finance Manager 126 CC 11-21-2023 126 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Main Account - Main Checking Account Check 733523 10/20/2023 Open Accounts Payable Advantage Grafix $106.94 Invoice Date Description Amount 47970 10/03/2023 Business Cards for Daniel Degu $106.94 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $106.94 733524 10/20/2023 Open Accounts Payable AT & T $115.15 Invoice Date Description Amount 5558-092823 09/28/2023 960 731-7142 555 8 $115.15 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $115.15 733525 10/20/2023 Open Accounts Payable Broadway San Francisco, LLC $1,420.00 Invoice Date Description Amount 2485537 06/28/2023 Senior Trip: 12/6/23 - The Lion King $1,420.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,420.00 733526 10/20/2023 Open Accounts Payable Christopher Jensen $286.03 Invoice Date Description Amount CJ09272023 09/27/2023 IMLA Annual Conference $286.03 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $286.03 733527 10/20/2023 Open Accounts Payable CINTAS CORP $1,147.30 Invoice Date Description Amount 4170378091 10/10/2023 Uniforms/Safety Apparel $1,147.30 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,147.30 733528 10/20/2023 Open Accounts Payable COMCAST $2,468.72 Invoice Date Description Amount 3310 - 100723 10/07/2023 8155 40 065 0183310 - 100723 $2,468.72 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $421.06 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $786.54 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $1,261.12 733529 10/20/2023 Open Accounts Payable Joint Venture Silicon Valley $5,000.00 Invoice Date Description Amount 1111EDAEcupertin 06/07/2023 Silicon Valley Economic Development 1111EDAEcupertino $5,000.00 Paying Fund Cash Account Amount Monday, October 23, 2023Pages: 1 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 127 CC 11-21-2023 127 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $5,000.00 733530 10/20/2023 Open Accounts Payable Mobile Modular Portable Storage $171.14 Invoice Date Description Amount 301206837 09/30/2023 8x20 Storage-Rent 09/29/2023 to 10/28/2023 $171.14 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $171.14 733531 10/20/2023 Open Accounts Payable Mood Media $114.18 Invoice Date Description Amount 57808948 10/01/2023 MOOD MEDIA Recurring Services from 01-OCT-23 to 31-OCT-23 $114.18 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $114.18 733532 10/20/2023 Open Accounts Payable Mountain View Garden Center $128.66 Invoice Date Description Amount 114308 10/12/2023 Trees-Medians: Topsoil $128.66 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $128.66 733533 10/20/2023 Open Accounts Payable Occupational Health Centers of California, A Medi $35.00 Invoice Date Description Amount 80747769 10/04/2023 TB Test - N. Kim $35.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $35.00 733534 10/20/2023 Open Accounts Payable PG&E $67,072.23 Invoice Date Description Amount 0092-092823-0 09/28/2023 116367401 -Miller W/S N of Greenwood $19.33 0092-092823-1 09/28/2023 116367359 -Homestead and Heron, traffic control svc $68.94 0092-092823-2 09/28/2023 116367150 -Homestead and Wolfe Road, Sunnyvale $108.23 0092-092823-3 09/28/2023 116367155 -Homestead and Blaney, Cupertino Traffic Signal, Sunny $69.72 0092-092823-4 09/28/2023 116367275 -Homestead and Tantau, Cupertino Traffic Signal, Sunny $107.95 0092-092823-5 09/28/2023 116367013 -112017763 -11370 S Stelling Rd, Irrigation Control $7.90 0092-092823-6 09/28/2023 116644889 19500 Pruneridge ave pole TP16660 $7.90 0092-092823-7 09/28/2023 118007511 -21834 Corte Madera Ln $4.78 0092-092823-8 09/28/2023 1110161867 - Wolfe Rd @ Apple Campus Driveway $84.01 0092-092823-9 09/28/2023 116367793 -101 Skyport Dr, DG A, San Jose, PGandE-Owned St/Highw $772.37 0092-092823-10 09/28/2023 110958527 115145264 -Randy Lane & Larry Way- Streetlights $61.99 0092-092823-11 09/28/2023 111736580 SF Cupertino 075 $4.72 0092-092823-12 09/28/2023 116367357 -N De Anza 188 FT N/Valley Green Dr, Irrig Controller $18.04 Monday, October 23, 2023Pages: 2 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 128 CC 11-21-2023 128 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 0092-092823-13 09/28/2023 116367907 -S/W Corner Stelling and Green leaf, Traffic Signal $89.99 0092-092823-14 09/28/2023 116367113 -Miller E/S 100N off Calle De Barcelona $84.74 0092-092823-15 09/28/2023 116367836 -De Anza Blvd E/S S/O Lazaneo, Sprinkler Control $9.91 0092-092823-16 09/28/2023 116367677 -De Anza and Lazaneo, Sprinkler System $10.06 0092-092823-17 09/28/2023 116367025 -De Anza and Lazaneo, Traffic Signal $95.25 0092-092823-18 09/28/2023 110659172 -N De Anza 455FT S/O Mariani Dr, Irrig Control $14.11 0092-092823-19 09/28/2023 116367035 -De Anza Blvd and Mariani, Traffic Signal/Safety Lts $111.33 0092-092823-20 09/28/2023 116367045 -De Anza Blvd and Hwy 280 S/Ramp, Traffic Signal $109.77 0092-092823-21 09/28/2023 116367050 -NW Corner Stevens Crk, Traffic Signals $91.94 0092-092823-22 09/28/2023 116367055 -Saich Wy and Stevens Crk NE Corner, Traffic Signal $77.75 0092-092823-23 09/28/2023 116367060 -E37R0 Stevens Creek and De Anza Blvd, Traffic Signal $119.08 0092-092823-24 09/28/2023 116367065 -Stevens Creek Blvd E/Saich Wy, Sprinkler Control $10.60 0092-092823-25 09/28/2023 116367070 -Stevens Creek and Blaney Ave., Traffic Signal $103.34 0092-092823-26 09/28/2023 116367075 -Vallco Pkwy and Perimeter Rd., Traffic Signals $72.34 0092-092823-27 09/28/2023 116367090 -Wolfe and Vallco Pkwy, Traffic Signals $104.94 0092-092823-28 09/28/2023 116367100 -E37H3 Wolfe and 280 SB Loc B, Traffic Signal $104.14 0092-092823-29 09/28/2023 116367105 -Stevens Crk and Wolfe Rd, Traffic Signals $136.53 0092-092823-30 09/28/2023 116367110 -SW Cor Stevens Crk and Portal, Traffic Signal $95.14 0092-092823-31 09/28/2023 116367115 -Stevens Crk and Perimeter Rd, Traffic Control Signal $94.15 0092-092823-32 09/28/2023 116367120 -Vallco Prky/Tantau Ave, Traffic Signal $103.81 0092-092823-33 09/28/2023 116367125 -Stevens Crk and Tantau, Traffic Signals $102.72 0092-092823-34 09/28/2023 116367130 -NW Corner Steven Crk and Torre, Traffic Signal $95.22 0092-092823-35 09/28/2023 116367782 -N/S Stevens Creek Blvd in front of 20301, Irrigation $10.16 0092-092823-36 09/28/2023 116367001 -E37H4 Wolfe and Rte 280 NB Loc A $64.20 0092-092823-37 09/28/2023 116367165 -S/E Wolfe-Pruneridge, Sprinkler Control and Traffic S $118.28 0092-092823-38 09/28/2023 116367170 -Tantau Ave and Tandem D/W, Traffic Signal $104.20 0092-092823-39 09/28/2023 116367175 -S/E Corner Pruneridge and Tantau, Traffic Controller $86.88 0092-092823-40 09/28/2023 116367180 -Finch and Stevens Creek, Traffic Signals $115.48 0092-092823-41 09/28/2023 116367185 -Wolfe Rd 500 Ft S/O Homestead, City/Sign Lighting $37.37 0092-092823-42 09/28/2023 116367195 -Corner Miller and Phil Ln, Traffic Signal $76.99 0092-092823-43 09/28/2023 116367200 -Homestead and De Anza Blvd, Traffic Signal/Dept Pub W $129.99 Monday, October 23, 2023Pages: 3 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 129 CC 11-21-2023 129 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 0092-092823-44 09/28/2023 116367205 -Homestead Rd and Franco Ct, Traffic Signals $80.49 0092-092823-45 09/28/2023 116367215 -N/Ramp De Anza Blvd, Traffic Signal $99.30 0092-092823-46 09/28/2023 116367220 -Homestead Rd and Bluejay Rd, Traffic Signals $82.13 0092-092823-47 09/28/2023 118426656 -WS Portal Btw Amhurst-Wheaton , Portal Prk Ltg, Prk L $351.90 0092-092823-48 09/28/2023 114321565 116367416 -22601 Voss Ave $1,655.99 0092-092823-49 09/28/2023 116367925 -22601 Voss Ave, Outdoor Lighting-MV Park $30.72 0092-092823-50 09/28/2023 116367245 -Stevens Creek Blvd and Janice Ave, Sprinkler Control $18.28 0092-092823-51 09/28/2023 116367269 -Cor/Lucille and Randy Ln, Sprinkler System (011095852 $11.95 0092-092823-52 09/28/2023 116367255 -Lucille and Villa De Anza, Sprinkler Control $369.27 0092-092823-53 09/28/2023 116367815 -19784 Wintergreen Dr $447.48 0092-092823-54 09/28/2023 116367280 -Stevens Creek Blvd and Fwy 85 East Ramp, Traffic Sign $96.09 0092-092823-55 09/28/2023 116367290 -Stevens Creek and Mary Ave, Traffic Signals $98.22 0092-092823-56 09/28/2023 116367408 -Stevens Creek Bl and Mary Avenue, Memorial Park Pump $76.82 0092-092823-57 09/28/2023 116367625 -Stevens Creek Blvd Orange S/W Cor, Irrigation Control $9.85 0092-092823-58 09/28/2023 116367902 -10246 Parkside Ln, Wilson Pk Sprinklers,Snack Shack,I $376.15 0092-092823-59 09/28/2023 116367628 -N/W corner Alpine Dr and Foothill Blvd, Irrigation Co $10.05 0092-092823-60 09/28/2023 116367476 -Salem Ave and Foothill Blvd, Irrigation Control $9.86 0092-092823-61 09/28/2023 116367527 -Foothill Blvd 200' N/O Stevens Creek W/S, Irrigation $9.89 0092-092823-62 09/28/2023 116367740 -Carmen Rd and Stevens Creek S/E corner, Irrigation Co $10.46 0092-092823-63 09/28/2023 116367343 112570652 -Foothill Blvd 150' N/O Alpine E/S, Irrigati $10.18 0092-092823-64 09/28/2023 116367370 -Stevens Creek Blvd and Fwy 85 West Ramp, Traffic Sign $14.78 0092-092823-65 09/28/2023 116367380 -NE Corner Peninsula and Stevens Creek, Traffic Signal $96.78 0092-092823-66 09/28/2023 116367385 -End/Stokes W/Wilson Crt, Sprinkler Control $12.15 0092-092823-67 09/28/2023 116367395 -N/E corner Foothill and Starling Dr, Traffic Signals $85.02 0092-092823-68 09/28/2023 116367067 -Stonydale Dr and Varian Park, walkway lighting and Ir $120.74 0092-092823-69 09/28/2023 116367071 -Linda Vista Dr / Hillside Park, Hillside Park $26.12 0092-092823-70 09/28/2023 116367648 -Linda Vista Park/Linda Vista Dr, Irrigation Control $205.79 0092-092823-71 09/28/2023 116367455 -E37R9 Rodriguez and De Anza Blvd, Traffic Signal $102.26 Monday, October 23, 2023Pages: 4 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 130 CC 11-21-2023 130 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 0092-092823-72 09/28/2023 116367656 -Scofield and De Anza, 100HP $12.57 0092-092823-73 09/28/2023 116367465 -De Anza Blvd and Scofield Dr, Sprinkler Controller $11.76 0092-092823-74 09/28/2023 116367475 -Foothill and Stevens Creek, Traffic Signal $86.20 0092-092823-75 09/28/2023 116367447 -Stelling Rd Median 500' S/O Peppertree Ln, Landscape $12.78 0092-092823-76 09/28/2023 116367236 -Stelling Rd Median 450' S/O Stevens Crk, Landscape Ir $12.40 0092-092823-77 09/28/2023 116367505 -Stevens Crk and Stelling, Signal $47.27 0092-092823-78 09/28/2023 116367510 -Bubb Rd and Results Wy, Traffic Signal $74.01 0092-092823-79 09/28/2023 116367515 -Bubb Rd and McClellan Intersection, Traffic Signal $109.13 0092-092823-80 09/28/2023 116367520 -Stelling Rd and Peppertree, Traffic Signal $74.81 0092-092823-81 09/28/2023 116367525 -Stelling and McClellan, Signals $108.51 0092-092823-82 09/28/2023 116367530 -Orange Ave and Stevens Creek N/E corner, Traffic Cont $62.87 0092-092823-83 09/28/2023 116367493 -Dumas Dr/Jollyman Park, Jollyman Park Restroom $851.89 0092-092823-84 09/28/2023 116367545 -Saratoga-Sunnyvale Rd, Traffic Signal $87.72 0092-092823-85 09/28/2023 116367550 -W/S Saratoga-Sunnyvale Rd @ RT85, Traffic Signal $79.69 0092-092823-86 09/28/2023 116367560 -S/E corner De Anza and Pacifica, Traffic Signal $93.41 0092-092823-87 09/28/2023 116367570 -De Anza Blvd, Sprinkler Controller *$11.76 0092-092823-88 09/28/2023 116367585 -Rainbow and Stelling, Traffic Signal $84.39 0092-092823-89 09/28/2023 116367559 -21011 Prospect Rd, Irrigation Control $9.87 0092-092823-90 09/28/2023 116367685 -Ruppell Pl and Moltzen Dr, Sprinkler Control $74.56 0092-092823-91 09/28/2023 115211833 -10300 Anisworth Dr, Ball Park Stevens Creek SV $10.08 0092-092823-92 09/28/2023 116367630 -22100 Stevens Creek Blvd, Golf Pro Shop $473.45 0092-092823-93 09/28/2023 110081495 -10710 Stokes Ave, Somerset Park $20.92 0092-092823-94 09/28/2023 116367044 -10555 Mary Ave NEM $82.07 0092-092823-95 09/28/2023 116367568 -10555 Mary Ave, Corp Yard $128.15 0092-092823-96 09/28/2023 116367474 -10500 Ann Arbor Ave, Field-Garden Gate $284.30 0092-092823-97 09/28/2023 114315284 116367325 -21975 San Fernando Ave, Picnic Area $3,984.84 0092-092823-98 09/28/2023 116367171 -10155 Barbara Ln, Irrigation and Scoreboard $248.76 0092-092823-99 09/28/2023 116367587 -10430 S De Anza Blvd, Holiday Lighting $60.52 0092-092823-100 09/28/2023 116367449 -10350 Torre Ave, Community Hall $3,685.97 0092-092823-101 09/28/2023 111190735 119980351-10300 Torre Ave, City Hall $14,651.14 0092-092823-102 09/28/2023 116367437 -10455 Miller Ave, Creekside Park $641.32 0092-092823-103 09/28/2023 116367988 -21710 McClellan Rd, Playground Reception Area $9.85 0092-092823-104 09/28/2023 116367484 -20220 Suisun Dr, Parks and Rec Free Standing Panel $144.72 0092-092823-105 09/28/2023 116367763 -10630 S De Anza Blvd, Holiday Lighting $61.73 0092-092823-106 09/28/2023 116367332 -821 Bubb Rd #B/Building Concession $49.51 0092-092823-107 09/28/2023 116367274 -1170 Yorkshire Dr.$10.12 0092-092823-108 09/28/2023 116367013 - 1486 S Stelling Rd $9.85 Monday, October 23, 2023Pages: 5 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 131 CC 11-21-2023 131 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 0092-092823-109 09/28/2023 116367941 -7548 Donegal Dr, Irrigation Control /Hoover Park $12.24 0092-092823-110 09/28/2023 116367840 -10185 N Stelling RD $13,595.07 0092-092823-111 09/28/2023 116971849 -21111 Stevens Creek Blvd, Sports Center $11,199.46 0092-092823-112 09/28/2023 116367477 -21121 Stevens Creek Blvd, Memorial Park $2,301.07 0092-092823-113 09/28/2023 (Old116367536) 113736756 ESP113428799 -Senior Center 21251 Steve $4,693.01 0092-092823-114 09/28/2023 116367590 -Saratoga Sunnyvale Rd and Hwy 85, Traffic Signal $81.08 0092-092823-115 09/28/2023 116367605 -E37C1 Prospect and Rte 85, Traffic Signal $94.22 0092-092823-116 09/28/2023 116367610 -E37R6 Kentwood/S. De Anza Blvd, Traffic Signal $84.91 0092-092823-117 09/28/2023 116367615 -Fallenleaf Ln and S De Anza Blvd, Traffic Signal $94.29 0092-092823-118 09/28/2023 116367620 -S De Anza Blvd and Sharon Dr , Irrigation Controller $18.97 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55,399.32 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $473.45 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $11,199.46 733535 10/20/2023 Open Accounts Payable PG&E $24.83 Invoice Date Description Amount 0719-092523 09/25/2023 9223068071-9 8/18/23-9/18/23 $24.83 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $24.83 733536 10/20/2023 Open Accounts Payable Quadient Leasing USA, Inc. $165.85 Invoice Date Description Amount Q1028695 10/14/2023 Lease Payment for 08/16/23-11/15/23 $165.85 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $165.85 733537 10/20/2023 Open Accounts Payable Royal Coach Tours $1,427.00 Invoice Date Description Amount 28000 11/09/2023 Charter 28000: 11/9/23 - Pacific Grove Trip $1,427.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,427.00 733538 10/20/2023 Open Accounts Payable Site5 $19.99 Invoice Date Description Amount 4325873 10/09/2023 Domain Renewal - reg4rec.org - 1 Year/s (11/23/2023 - 11/22/2024 $19.99 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $19.99 Monday, October 23, 2023Pages: 6 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 132 CC 11-21-2023 132 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 733539 10/20/2023 Open Accounts Payable SiteOne Landscape Supply, LLC $2,851.09 Invoice Date Description Amount 135057043-001 10/02/2023 Grounds: Topper $445.28 135107070-001 10/04/2023 Grounds: White Striping Paint $2,405.81 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,851.09 733540 10/20/2023 Open Accounts Payable Sutter EAP $2,340.00 Invoice Date Description Amount SAP101223 10/12/2023 Substance Abuse Professional Services $2,340.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,340.00 733541 10/20/2023 Open Accounts Payable TransUnion Risk and Alternative $165.00 Invoice Date Description Amount 6110432-202309-1 10/01/2023 TLO 09/01/2023 - 09/30/2023 $165.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $165.00 733542 10/20/2023 Open Accounts Payable VNH Builders $84,922.34 Invoice Date Description Amount 2023-103-3 10/05/2023 Service Center Security Gate Project $84,922.34 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $84,922.34 733543 10/20/2023 Open Accounts Payable Andrew Evangelista $50.00 Invoice Date Description Amount AV101023 10/10/2023 Cybersecurity Awareness 2023 - Second Prize Winner (CyberSecureU $50.00 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $50.00 733544 10/20/2023 Open Accounts Payable Christopher Bottel $67.00 Invoice Date Description Amount Bottel092623 09/26/2023 LiveScan and Fingerprinting Reimbursement $67.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $67.00 733545 10/20/2023 Open Accounts Payable Danielle Carriedo $72.00 Invoice Date Description Amount Carriedo101223 10/12/2023 LiveScan and Fingerprinting Reimbursement $72.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $72.00 733546 10/20/2023 Open Accounts Payable Douglas, Sylvia $250.00 Invoice Date Description Amount 2008259.030 10/09/2023 QCC- 9.30.23- Creekside Park Building Security Deposit Refund $250.00 Monday, October 23, 2023Pages: 7 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 133 CC 11-21-2023 133 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $250.00 733547 10/20/2023 Open Accounts Payable Melissa Montez $30.00 Invoice Date Description Amount Montez101623 10/16/2023 LiveScan and Fingerprinting Reimbursement $30.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $30.00 733548 10/20/2023 Open Accounts Payable Nathan Kim $62.00 Invoice Date Description Amount Kim093023 09/30/2023 LiveScan and Fingerprinting $62.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $62.00 733549 10/20/2023 Open Accounts Payable Sam Matthew $50.00 Invoice Date Description Amount Matthew101023 10/10/2023 Cybersecurity Awareness 2023 - Second Prize Winner (CyberSecureU $50.00 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $50.00 733550 10/20/2023 Open Accounts Payable Silicon Valley Monterey Bay Council $500.00 Invoice Date Description Amount 2008268.030 10/12/2023 QCC- 10.11.23- Cupertino Room Security Deposit Refund $500.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $500.00 733551 10/20/2023 Open Accounts Payable Spiritual Assembly of the Baha'is of Cupertino $300.00 Invoice Date Description Amount 2008260.030 10/09/2023 QCC- 09.08-09.29.23- Social Room Security Deposit Refund $300.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $300.00 733552 10/20/2023 Open Accounts Payable Stuti Jain $25.00 Invoice Date Description Amount Jain092623 10/11/2023 Cybersecurity Awareness 2023 - Third Prize Winner (Team Soteria) $25.00 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $25.00 733553 10/20/2023 Open Accounts Payable Vanshika Turkar $50.00 Invoice Date Description Amount Turkar092823 08/28/2023 Cybersecurity Awareness 2023 - Second Prize Winner (CyberGo) $50.00 Monday, October 23, 2023Pages: 8 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 134 CC 11-21-2023 134 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $50.00 Type Check Totals:31 Transactions $171,437.45 EFT 38189 10/16/2023 Open Accounts Payable EMPLOYMENT DEVEL DEPT $47,082.13 Invoice Date Description Amount 10062023 10/06/2023 CA State Tax pp 9/23/23-10/6/23 $47,082.13 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $47,082.13 38190 10/16/2023 Open Accounts Payable IRS $151,065.76 Invoice Date Description Amount 10062023 10/06/2023 Federal Tax pp 9/23/23-10/6/23 $151,065.76 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $151,065.76 38191 10/19/2023 Open Accounts Payable P E R S $166,817.16 Invoice Date Description Amount 10062023 10/06/2023 PERS pp 9/23/23-10/6/23 $166,817.16 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $166,817.16 38192 10/20/2023 Open Accounts Payable Amazon Web Services, Inc.$1,443.15 Invoice Date Description Amount 1463279249 10/03/2023 Applications AWS Sept. 1-30, 2023 Invoice no. 1463279249 $1,443.15 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,443.15 38193 10/20/2023 Open Accounts Payable Andrew Schramm $19.65 Invoice Date Description Amount AndyS090723 09/07/2023 Laptop Bag Reimbursement $19.65 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $19.65 38194 10/20/2023 Open Accounts Payable Andy Badal $165.00 Invoice Date Description Amount AndyB082823 08/28/2023 Andy 408-857-0630 cell reimbursement May 29 -Aug 28, 2023 $165.00 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $165.00 38195 10/20/2023 Open Accounts Payable Avocette Technologies Inc.$5,037.50 Invoice Date Description Amount 2309CU2 09/30/2023 Code Enforcement Configuration services - September 2023 $5,037.50 Paying Fund Cash Account Amount Monday, October 23, 2023Pages: 9 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 135 CC 11-21-2023 135 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $5,037.50 38196 10/20/2023 Open Accounts Payable Baker Tilly US, LLP $2,645.00 Invoice Date Description Amount BT2526933 09/08/2023 Executive Coaching For PWu through August 2023 $2,357.50 BT2556122 10/04/2023 Executive Coaching For PWu through Sept 30,2023 $287.50 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,645.00 38197 10/20/2023 Open Accounts Payable BECK'S SHOES INC. $347.24 Invoice Date Description Amount 271438-00 10/13/2023 Uniforms/Safety Apparel: Boots for SC Staff $347.24 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $347.24 38198 10/20/2023 Open Accounts Payable BMI Imaging Systems $26,175.33 Invoice Date Description Amount 320540 09/29/2023 Finance Division Scanning Services $5,046.80 320595 09/29/2023 PW Digital Archiving Public Works Records $21,128.53 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $21,128.53 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $5,046.80 38199 10/20/2023 Open Accounts Payable CAROL KORADE $29.13 Invoice Date Description Amount October2023 10/18/2023 Reimbursement for October 2023 $29.13 Paying Fund Cash Account Amount 642 - Retiree Medical 642 100-100 (Cash & Investments Assets Operating Cash) $29.13 38200 10/20/2023 Open Accounts Payable Cheiron, Inc.,$27,500.00 Invoice Date Description Amount 47911 10/11/2023 OPEB Funding Valuation and GASB 74/75 report as of June 30, 2023 $27,500.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $27,500.00 38201 10/20/2023 Open Accounts Payable CROWE LLP $700.00 Invoice Date Description Amount 741-2696460 09/23/2023 Successor auditor workpaper prep & reprod costs thru 9/15/23 $700.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $700.00 38202 10/20/2023 Open Accounts Payable Cupertino Supply, Inc $230.66 Invoice Date Description Amount 334301 10/09/2023 Facilities: Valve, Couplings $31.95 334635 10/11/2023 Facilities: Equipment Parts $198.71 Monday, October 23, 2023Pages: 10 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 136 CC 11-21-2023 136 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $230.66 38203 10/20/2023 Open Accounts Payable GRAINGER INC $472.83 Invoice Date Description Amount 9867430671 10/11/2023 Facilities - Beam C-Clamp, Eye Bolt, Hook $94.25 9867430689 10/11/2023 Facilities - Marking Chalk Refill Orange $19.36 9864971958 10/09/2023 Grounds: Tarps $359.22 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $359.22 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $113.61 38204 10/20/2023 Open Accounts Payable Gym Precision, Inc.$325.00 Invoice Date Description Amount 19244 10/13/2023 Service Order#22702. Preventative Maintenance $325.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $325.00 38205 10/20/2023 Open Accounts Payable Health and Human Resource Center, Inc. $286.16 Invoice Date Description Amount E0300738-2 09/05/2023 October 2023 EAP BENEFIT $286.16 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $286.16 38206 10/20/2023 Open Accounts Payable Health Care Employees $29,146.50 Invoice Date Description Amount 338718-338719 09/20/2023 October 2023 Dental Benefit $29,146.50 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $29,146.50 38207 10/20/2023 Open Accounts Payable Hinderliter de Llamas & Associates $4,863.29 Invoice Date Description Amount SIN031530 09/24/2023 Contract Svcs - Sales Tax July-Sep 23 & Audit Svcs - Sales Tax $4,863.29 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $4,863.29 38208 10/20/2023 Open Accounts Payable HortScience I Bartlett Consulting $2,200.00 Invoice Date Description Amount 16753 08/25/2023 Arborist Rev. 2023/08 ASA-2023-006,TR-2023-039 22445 Cupertino R $2,200.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,200.00 Monday, October 23, 2023Pages: 11 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 137 CC 11-21-2023 137 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38209 10/20/2023 Open Accounts Payable Interstate Traffic Control Products, Inc. $218.75 Invoice Date Description Amount 259700 10/12/2023 Streets: Sign Blank $218.75 Paying Fund Cash Account Amount 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $218.75 38210 10/20/2023 Open Accounts Payable Jarvis Fay LLP $1,406.00 Invoice Date Description Amount 18150 09/30/2023 Legal Services, September 2023 $1,406.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,406.00 38211 10/20/2023 Open Accounts Payable KEVIN GREENE $165.00 Invoice Date Description Amount KevinG071823 07/18/2023 Cell Phone Reimbursement - Kevin G 06.19.23 to 07.18.23 $55.00 KevinG081823 08/18/2023 Cell Phone Reimbursement - Kevin G 07.19.23 to 08.18.23 $55.00 KevinG091823 09/18/2023 Cell Phone Reimbursement - Kevin G 08.19.23 to 09.18.23 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $165.00 38212 10/20/2023 Open Accounts Payable KIMBALL-MIDWEST $926.48 Invoice Date Description Amount 101502203 10/03/2023 Streets: Street Lighting Supplies $343.75 101502423 10/03/2023 Streets: Street Lighting Supplies $582.73 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $926.48 38213 10/20/2023 Open Accounts Payable KIMBERLY LUNT $35.49 Invoice Date Description Amount KimL10122023 10/12/2023 Cell Phone Reimbursement through 091323-101223 $35.49 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $35.49 38214 10/20/2023 Open Accounts Payable Life Insurance Company of North America $8,178.28 Invoice Date Description Amount 15487_100123 10/18/2023 October 2023 NEW YORK LIFE $8,178.28 Paying Fund Cash Account Amount 641 - Compensated Absence/LTD 641 100-100 (Cash & Investments Assets Operating Cash) $8,178.28 38215 10/20/2023 Open Accounts Payable M-Group $18,270.00 Invoice Date Description Amount 2003908 07/13/2023 Assistant Planner Staffing Services - 2023/06 $18,270.00 Paying Fund Cash Account Amount Monday, October 23, 2023Pages: 12 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 138 CC 11-21-2023 138 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $18,270.00 38216 10/20/2023 Open Accounts Payable Moore lacofano Goltsman, Inc. $322.50 Invoice Date Description Amount 0083222 10/16/2023 Cupertino I-280 Trail through 07012023-09302023 $322.50 Paying Fund Cash Account Amount 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $322.50 38217 10/20/2023 Open Accounts Payable Moss Adams LLP $7,025.00 Invoice Date Description Amount 102495973 09/29/2023 2022 Enterprise Leadership Study services AUG- SEP23 $7,025.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $7,025.00 38218 10/20/2023 Open Accounts Payable Nexinite, LLC $6,560.00 Invoice Date Description Amount INV-002267 10/03/2023 FY24 Support for CIP management Hub September 2023 $6,560.00 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $6,560.00 38219 10/20/2023 Open Accounts Payable NIDHI MATHUR $220.00 Invoice Date Description Amount NidhiM09182023 09/18/2023 Nidhi Cell reimbursements May 19 - Sep 18, 2023 $220.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $220.00 38220 10/20/2023 Open Accounts Payable One Day Installation and Repairs, Inc $12,389.00 Invoice Date Description Amount 5854 10/09/2023 Veterans Memorial Repair $12,389.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $12,389.00 38221 10/20/2023 Open Accounts Payable PayPal Inc.$57.60 Invoice Date Description Amount PPGW137815936 09/30/2023 VSV0003096477 01-Sep-23 to 30-Sep-23 cupertinoweb4 $19.95 PPGW138009648 09/30/2023 VSV0001160385 01-Sep-23 to 30-Sep-23 cupertinoweb2 $37.65 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $57.60 38222 10/20/2023 Open Accounts Payable Piu Ghosh $157.25 Invoice Date Description Amount PiuG09262023 09/26/2023 Reimbursement for APA Conference - Piu Ghosh $157.25 Paying Fund Cash Account Amount Monday, October 23, 2023Pages: 13 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 139 CC 11-21-2023 139 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $157.25 38223 10/20/2023 Open Accounts Payable PlaceWorks $122,474.95 Invoice Date Description Amount 89428 09/30/2023 GP 2040 and Zoning Code Amendments & Subsequent EIR - Sept 2023 $68,410.70 82992 08/31/2023 GP 2040 and Zoning Code Amendments, & Subsequent EIR - Aug. 2023 $54,064.25 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $122,474.95 38224 10/20/2023 Open Accounts Payable PLAN JPA $8,275.00 Invoice Date Description Amount PLAN-2024-0055 10/13/2023 General Liability Claims - September 2023 $8,275.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $8,275.00 38225 10/20/2023 Open Accounts Payable Plante & Moran, PLLC $9,010.00 Invoice Date Description Amount 10082457 10/02/2023 Phase 2: RFP Development August 1, 2023 through August 31, 2023, $9,010.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $9,010.00 38226 10/20/2023 Open Accounts Payable Preferred Alliance, Inc.$90.00 Invoice Date Description Amount 0189246-IN 09/30/2023 ClearingHouse Full Queries $4.00 0172474-IN 01/31/2022 NON-RANDOM TESTS & CLEARINGHOUSE FULL/LIMITED QUERIES $80.00 0178152-IN 09/30/2022 ClearingHouse Full Queries $6.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $90.00 38227 10/20/2023 Open Accounts Payable Quartic Solutions $2,294.25 Invoice Date Description Amount 3691 10/10/2023 FY24 Quartic for GIS Support - September 2023 $2,294.25 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $2,294.25 38228 10/20/2023 Open Accounts Payable Raychel Renee Balcioni Cruz $2,400.00 Invoice Date Description Amount 101723 RRBC 10/17/2023 October 1st to 17th payment for fitness classes and PT $2,400.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $2,400.00 38229 10/20/2023 Open Accounts Payable Safe Moves $2,250.00 Invoice Date Description Amount 93023 10/06/2023 City of Cupertino Bike Rodeo $2,250.00 Monday, October 23, 2023Pages: 14 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 140 CC 11-21-2023 140 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,250.00 38230 10/20/2023 Open Accounts Payable SCA of CA, LLC $18,563.57 Invoice Date Description Amount 107121CS 09/29/2023 Street Sweeping- September 2023 $18,563.57 Paying Fund Cash Account Amount 230 - Env Mgmt Cln Crk Strm Drain 230 100-100 (Cash & Investments Assets Operating Cash) $9,281.78 520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash) $9,281.79 38231 10/20/2023 Open Accounts Payable Staples $341.56 Invoice Date Description Amount 3546674295 09/01/2023 Senior Center Office and Program Supplies $341.56 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $341.56 38232 10/20/2023 Open Accounts Payable Statcomm Inc.$1,755.00 Invoice Date Description Amount 12553258 09/26/2023 Facilities - City Hall Quarterly NFPA 25 Fire Sprinkler Insp. $195.00 12553259 09/26/2023 Facilities - Comm. Hall Quarterly NFPA 25 Fire Sprinkler Inspect $195.00 12553261 09/26/2023 Facilities - Library Quarterly NFPA 25 Fire Sprinkler Inspection $195.00 12553255 09/26/2023 Facilities - Env Ed Center Quarterly NFPA 25 Fire Syst. Inspec. $195.00 12553253 09/26/2023 Facilities - Monte Vista Quarterly NFPA 25 Fire Syst. Inspection $195.00 12553267 09/26/2023 Facilities - QCC Quarterly NFPA 25 Fire System Inspection $195.00 12553249 09/26/2023 Facilities - Senior Center Quarterly NFPA 25 Fire System Insp. $195.00 12553232 09/26/2023 Facilities - Service Center Quarterly NFPA 25 Fire System Inspec $195.00 12553251 09/26/2023 Facilities - Sports Center Quarterly NFPA 25 Fire System Inspec. $195.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,560.00 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $195.00 38233 10/20/2023 Open Accounts Payable Statewide Traffic Safety & Signs Inc.$571.39 Invoice Date Description Amount 05042135 10/16/2023 Trees/ROW - Flagger Paddle, Road Work Ahead, Tree Work Ahead $571.39 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $571.39 Monday, October 23, 2023Pages: 15 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 141 CC 11-21-2023 141 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38234 10/20/2023 Open Accounts Payable Suyesh Shrestha $40.57 Invoice Date Description Amount SuyeshS10062023 10/06/2023 Cell Phone Reimbursement through 10062023 $40.57 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $40.57 38235 10/20/2023 Open Accounts Payable TERI GERHARDT $35.30 Invoice Date Description Amount TeriG091723 09/17/2023 Teri Cell Reimbursement Aug 17 - Sep 17 $35.30 Paying Fund Cash Account Amount 610 - Innovation & Technology 610 100-100 (Cash & Investments Assets Operating Cash) $35.30 38236 10/20/2023 Open Accounts Payable THE HARTFORD $11,665.41 Invoice Date Description Amount 656344422395 10/18/2023 October 2023 Life and AD&D Benefit $11,383.20 756348259656 10/18/2023 October 2023 $282.21 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $11,665.41 38237 10/20/2023 Open Accounts Payable Tripepi, Smith and Associates, Inc $1,505.00 Invoice Date Description Amount 10754 08/31/2023 Newsletter Production for September 2023 Scene $1,505.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,505.00 38238 10/20/2023 Open Accounts Payable Vision Service Plan $4,234.46 Invoice Date Description Amount 818842504 09/19/2023 October 2023 Vision Benefit $2,336.62 818842512 09/19/2023 October 2023 Vision Benefit $1,015.48 818854596 09/21/2023 October 2023 Vision Benefit $882.36 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $4,234.46 38239 10/20/2023 Open Accounts Payable West Coast Arborists, Inc.$9,995.00 Invoice Date Description Amount 204604 08/31/2023 Grounds - Creekside Emergency Tree Removal $7,850.00 205259 09/15/2023 Grounds - Creekside Emergency Tree Removal $2,145.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $9,995.00 38240 10/20/2023 Open Accounts Payable West Valley Community Services $10,156.54 Invoice Date Description Amount 2539 09/30/2023 HTH Job Training Pilot Program - 2023/09 $10,156.54 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $10,156.54 Type EFT Totals:52 Transactions $728,140.84 Main Account - Main Checking Account Totals Monday, October 23, 2023Pages: 16 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 142 CC 11-21-2023 142 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Checks Status Count Transaction Amount Reconciled Amount Open 31 $171,437.45 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 31 $171,437.45 $0.00 EFTs Status Count Transaction Amount Reconciled Amount Open 52 $728,140.84 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Total 52 $728,140.84 $0.00 All Status Count Transaction Amount Reconciled Amount Open 83 $899,578.29 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 83 $899,578.29 $0.00 Grand Totals: Checks Status Count Transaction Amount Reconciled Amount Open 31 $171,437.45 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 31 $171,437.45 $0.00 EFTs Status Count Transaction Amount Reconciled Amount Open 52 $728,140.84 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Total 52 $728,140.84 $0.00 All Status Count Transaction Amount Reconciled Amount Open 83 $899,578.29 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 83 $899,578.29 $0.00 Monday, October 23, 2023Pages: 17 of 17user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/14/2023 - To Payment Date: 10/20/2023 143 CC 11-21-2023 143 of 598 RESOLUTION NO. 23-XXX A RESOLUTION OF THE CUPERTINO CITY COUNCIL RATIFYING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING OCTOBER 27, 2023 WHEREAS, the Director of Administrative Services or their designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED that the City Council does hereby ratify the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21st day of November, 2023 by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: SIGNED: ________ Hung Wei, Mayor City of Cupertino ________________________ Date ATTEST: ________ Kirsten Squarcia, City Clerk ________________________ Date 144 CC 11-21-2023 144 of 598 Resolution No. 23-XXX Page 2 CERTIFICATION The Finance Manager hereby certifies to the accuracy of said records and to the availability of funds for payment. CERTIFIED: Jonathan Orozco, Finance Manager 145 CC 11-21-2023 145 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Main Account - Main Checking Account Check 733554 10/27/2023 Open Accounts Payable BOETHING TREELAND FARMS INC $626.18 Invoice Date Description Amount SI-1368734 10/18/2023 Medians: Plants $626.18 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $626.18 733555 10/27/2023 Open Accounts Payable CINTAS CORP $2,327.06 Invoice Date Description Amount 4171030453 10/17/2023 Service Center - Uniform Safety Apparel $1,178.07 4171795950 10/24/2023 Service Center - Uniform Safety Apparel $1,148.99 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,327.06 733556 10/27/2023 Open Accounts Payable CITY OF CUPERTINO $1,381.90 Invoice Date Description Amount 69729 10/16/2023 BBF Pools Bldg Permit Fee-BLD-2019-1358 $1,292.90 48818 11/14/2019 BBF Pools Bldg Permit Fee-BLD-2019-1358 $89.00 Paying Fund Cash Account Amount 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $1,381.90 733557 10/27/2023 Open Accounts Payable COAST COUNTIES PETERBILT $290.22 Invoice Date Description Amount 01195373P 10/17/2023 Fleet: Coolant $290.22 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $290.22 733558 10/27/2023 Open Accounts Payable HARRY L. MURPHY, INC.$3,950.00 Invoice Date Description Amount 26664 09/18/2023 Facilities - Service Center Conf Room Carpet $3,950.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $3,950.00 733559 10/27/2023 Open Accounts Payable HUICHEN LIN $546.00 Invoice Date Description Amount 102423 HL 10/24/2023 October fitness classes $546.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $546.00 733560 10/27/2023 Open Accounts Payable Li-Fen Lin $160.00 Invoice Date Description Amount 102423 LFL 10/24/2023 October fitness classes $160.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $160.00 Monday, October 30, 2023Pages: 1 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 146 CC 11-21-2023 146 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 733561 10/27/2023 Open Accounts Payable Mountain View Garden Center $234.35 Invoice Date Description Amount 114360 10/18/2023 Grounds: D-Comp $234.35 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $234.35 733562 10/27/2023 Open Accounts Payable Napa Auto Parts $805.69 Invoice Date Description Amount 708610 10/11/2023 Fleet: Fleet Pads $120.59 708676 10/12/2023 Fleet: Supplies $338.61 708916 10/16/2023 Fleet - Gasket Set $39.65 708461 10/09/2023 Fleet - Gas Grande Shock $306.84 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $805.69 733563 10/27/2023 Open Accounts Payable O'Reilly Auto Parts $531.21 Invoice Date Description Amount 2591-310080 08/11/2023 Fleet - Quick Mount - Not Our Order $8.82 2591-316827 09/11/2023 Fleet - Credit for Invoice 2591-310080 ($8.82) 2591-324147 10/16/2023 Fleet: Bolt $3.98 2591-323107 10/11/2023 Fleet: Gas Magnums $254.79 2591-322824 10/10/2023 Fleet: Fan Clutch $268.46 2591-324349 10/17/2023 Fleet - Banjo Bolt $3.98 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $531.21 733564 10/27/2023 Open Accounts Payable Operating Engineers Local Union No. 3 $1,537.62 Invoice Date Description Amount 10202023 10/20/2023 Union Dues pp 10/7/23-10/20/23 $1,537.62 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,537.62 733565 10/27/2023 Open Accounts Payable PG&E $3,000.00 Invoice Date Description Amount 0008241655-3 10/20/2023 Application fee for PGE Electrical Connection $3,000.00 Paying Fund Cash Account Amount 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $3,000.00 733566 10/27/2023 Open Accounts Payable PG&E $23,922.90 Invoice Date Description Amount 1715-102023 10/20/2023 4993063171-5 9/15/23-10/16/23 $23,922.90 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $23,922.90 733567 10/27/2023 Open Accounts Payable PG&E $7.50 Invoice Date Description Amount 5875-102023 10/20/2023 2012160587-5 9/19/23-10/18/23 $7.50 Monday, October 30, 2023Pages: 2 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 147 CC 11-21-2023 147 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $7.50 733568 10/27/2023 Open Accounts Payable PG&E $11.86 Invoice Date Description Amount 0322-091323 09/13/2023 5849279032-2 8/8/23-9/6/23 $11.86 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $11.86 733569 10/27/2023 Open Accounts Payable Quadient, Inc.$113.63 Invoice Date Description Amount 60558670 10/24/2023 Standard Maintenance for Postage Machine (11/23/23 -02/22/24) $113.63 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $113.63 733570 10/27/2023 Open Accounts Payable Sierra Pacific Turf Supply, Inc.$150.30 Invoice Date Description Amount 0652733-IN 10/16/2023 Grounds - Dolomark 50#Bag $150.30 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $150.30 733571 10/27/2023 Open Accounts Payable SiteOne Landscape Supply, LLC $1,983.69 Invoice Date Description Amount 134751572-001 09/22/2023 Grounds - Coupling Valve, Gray PVC Cement, Purple Primer, Hose $1,983.69 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,983.69 733572 10/27/2023 Open Accounts Payable SYSCO - SAN FRANCISCO $1,096.12 Invoice Date Description Amount 650085263 10/10/2023 Senior Socials & Member Coffee Supplies $1,096.12 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,096.12 733573 10/27/2023 Open Accounts Payable United Site Services $492.78 Invoice Date Description Amount INV-02100957 10/23/2023 Trees/ROW - SWP 10/23/23-11/19/23 $492.78 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $492.78 733574 10/27/2023 Open Accounts Payable Vanessa Guerra $216.24 Invoice Date Description Amount Guerra102423 10/24/2023 Reimbursement - New Employee Orientation & 2023 Health Fair $216.24 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $216.24 Monday, October 30, 2023Pages: 3 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 148 CC 11-21-2023 148 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 733575 10/27/2023 Open Accounts Payable Western Pacific Signal, LLC $22,571.69 Invoice Date Description Amount 29841 08/30/2023 Traffic Data Equipment $22,571.69 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $22,571.69 733576 10/27/2023 Open Accounts Payable Dee, Maria $500.00 Invoice Date Description Amount 2002026.032 10/23/2023 REfund Dept. Reception Hall, May 21, 2023 Permit #R1334774 $500.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $500.00 733577 10/27/2023 Open Accounts Payable Midori Bonsai Club $1,000.00 Invoice Date Description Amount 2008292.030 10/17/2023 QCC- 9.29-9.30.23 - Cupertino Room Security Deposit Refund $1,000.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,000.00 Type Check Totals:24 Transactions $67,456.94 EFT 38241 10/23/2023 Open Accounts Payable TASC $223.18 Invoice Date Description Amount IN2884068 10/11/2023 FSA - Administration Fees 10/1/23-10/31/23 $223.18 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $223.18 38242 10/23/2023 Open Accounts Payable TASC $496.48 Invoice Date Description Amount IN2884066 10/11/2023 HRA - Admin Fees 10/1/2023 - 10/31/2023 $496.48 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $496.48 38243 10/26/2023 Open Accounts Payable California Department of Tax & Fee Administration $589.00 Invoice Date Description Amount QTR3-2023 10/25/2023 SR GH 026-818149 Sales/Use Tax JULY23-SEP23 $589.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $29.13 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $559.87 38244 10/27/2023 Open Accounts Payable Colonial Life & Accident Insurance $29.16 Invoice Date Description Amount 10202023 10/20/2023 Colonial Products pp 10/7/23-10/20/23 $29.16 Paying Fund Cash Account Amount Monday, October 30, 2023Pages: 4 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 149 CC 11-21-2023 149 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $29.16 38245 10/27/2023 Open Accounts Payable Employment Development $6,372.72 Invoice Date Description Amount 10202023 10/20/2023 State Disability Insurance pp 10/7/23-10/20/23 $6,372.72 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $6,372.72 38246 10/27/2023 Open Accounts Payable National Deferred (ROTH)$1,506.66 Invoice Date Description Amount 10202023 10/20/2023 Nationwide Roth pp 10/7/23-10/20/23 $1,506.66 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,506.66 38247 10/27/2023 Open Accounts Payable National Deferred Compensatin $25,622.44 Invoice Date Description Amount 10202023 10/20/2023 Nationwide Deferred Compensation pp 10/7/23- 10/20/23 $25,622.44 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $25,622.44 38248 10/27/2023 Open Accounts Payable PERS-457K $12,838.29 Invoice Date Description Amount 10202023 10/20/2023 PERS Deferred Comp pp 10/7/23-10/20/23 $12,838.29 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $12,838.29 38249 10/27/2023 Open Accounts Payable State Disbursement Unit $349.65 Invoice Date Description Amount 10202023 10/20/2023 Child Support pp 10/7/23-10/20/23 $349.65 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $349.65 38250 10/27/2023 Open Accounts Payable A-1 FENCE INC.$4,500.00 Invoice Date Description Amount 14698 10/03/2023 BBF: SO No 25 $4,500.00 Paying Fund Cash Account Amount 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $4,500.00 38251 10/27/2023 Open Accounts Payable ABOLI JAYDEEP RANADE $195.00 Invoice Date Description Amount 102423 AJR 10/24/2023 October fitness classes $195.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $195.00 Monday, October 30, 2023Pages: 5 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 150 CC 11-21-2023 150 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38252 10/27/2023 Open Accounts Payable Albert Salvador $420.00 Invoice Date Description Amount AlbertS071623 07/16/2023 Reimbursement forInternational Code Council Certificates Renewal $420.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $420.00 38253 10/27/2023 Open Accounts Payable Amazon Capital Services $1,422.94 Invoice Date Description Amount 1K47-7WKY-YTTM 10/01/2023 Amazon Purchases Sept 2023 - PR3 Sports Recreation $232.39 16RT-HQ4R-4K3F 10/01/2023 Apply credit memo related to invoice 1K47-7WKY- YTTM ($126.02) 16H4-HJGX-QHL1 10/09/2023 2U Rack Mount Drawer; Apple Ethernet Network Adapter; XLR Cables $396.59 11RC-39DN-9QHR 10/16/2023 Amazon (Neutrik XLR Plug 4-Pin Female Connector $99.70 1FFK-R6CF-YVDN 10/01/2023 Amazon Purchases Sept 2023 - PR4 Events, Facilities, Youth, Teen $93.35 1HY6-6W7Y-1KYN 10/01/2023 Amazon Purchases Sept 2023 - PR4 Events, Facilities, Youth, Teen $86.60 1P6P-LT7R-1FJ7 10/01/2023 Amazon Purchases Sept 2023 - PR4 Events, Facilities, Youth, Teen $42.11 1T1K-RLHH-YWQ4 10/01/2023 Amazon Purchases Sept 2023 - PR4 Events, Facilities, Youth, Teen $52.15 1T3V-MFQK-W94N 10/01/2023 Amazon Purchases Sept 2023 - PR4 Events, Facilities, Youth, Teen $73.11 1TFC-KF4K-1GJY 10/01/2023 Amazon Purchases Sept 2023 - PR4 Events, Facilities, Youth, Teen $82.60 161H-WD97-1NHF 10/01/2023 Amazon Purchases Sept 2023 - PR4 Events, Facilities, Youth, Teen $91.05 1J7K-VX9Q-173Q 10/01/2023 Amazon Purchases Sept 2023 - PR2 Senior Wellness $198.98 16JD-D66T-Y6W3 10/01/2023 Amazon Purchases Sept 2023 - PR5 Outdoor Recreation $100.33 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,153.42 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $100.33 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $106.37 580 - Recreation Program 580 100-100 (Cash & Investments Assets Operating Cash) $62.82 38254 10/27/2023 Open Accounts Payable Amit Goel $312.00 Invoice Date Description Amount 102423 AG 10/24/2023 October fitness classes $312.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $312.00 Monday, October 30, 2023Pages: 6 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 151 CC 11-21-2023 151 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38255 10/27/2023 Open Accounts Payable Anderson's Tree Care Specialists, Inc.$24,680.00 Invoice Date Description Amount 17283 08/11/2023 Varian Q1 Maintenance $9,040.00 17521 08/21/2023 Varian Park Tree Pruning and Fertilization $15,640.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $24,680.00 38256 10/27/2023 Open Accounts Payable Avocette Technologies Inc.$6,045.00 Invoice Date Description Amount 2309CU1 09/30/2023 Accela Support for Configuration and Support Services Sept. 2023 $6,045.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $6,045.00 38257 10/27/2023 Open Accounts Payable BKF Engineers $12,149.26 Invoice Date Description Amount 23100868 10/19/2023 I-280 Trail through 08282023-09302023 $4,015.00 23080496 08/14/2023 Pumpkin Fiesta Storm Drain Project through 07012023 -07302023 $8,134.26 Paying Fund Cash Account Amount 210 - Storm Drain Improvement 210 100-100 (Cash & Investments Assets Operating Cash) $8,134.26 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $4,015.00 38258 10/27/2023 Open Accounts Payable BOSCO OIL INC DBA VALLEY OIL $15,569.90 Invoice Date Description Amount 169545 10/17/2023 Fleet: Fuel $15,569.90 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $15,569.90 38259 10/27/2023 Open Accounts Payable Cal-Line Equipment Inc $946.94 Invoice Date Description Amount 04016725 10/12/2023 Fleet: Equipment Parts $946.94 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $946.94 38260 10/27/2023 Open Accounts Payable CLEARBLU ENVIRONMENTAL $4,527.83 Invoice Date Description Amount 30760 10/05/2023 Streets - Soap $1,124.80 30737 09/27/2023 Streets - Sept 2023 Preventive Maint.$3,403.03 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $4,527.83 38261 10/27/2023 Open Accounts Payable Cupertino Supply, Inc $111.17 Invoice Date Description Amount 335276 10/18/2023 Facilities - Ball Valve, Tube Brush, Pipe $111.17 Paying Fund Cash Account Amount Monday, October 30, 2023Pages: 7 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 152 CC 11-21-2023 152 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $111.17 38262 10/27/2023 Open Accounts Payable Dahl's Equipment Rentals, Inc.$125.00 Invoice Date Description Amount 155697 10/09/2023 Facilities - Material Lift 10Ft $125.00 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $125.00 38263 10/27/2023 Open Accounts Payable DAN BARONE $55.00 Invoice Date Description Amount DanB101823 10/18/2023 Cell Phone Reimbursement - Dan B 091923 to 101823 $55.00 Paying Fund Cash Account Amount 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $55.00 38264 10/27/2023 Open Accounts Payable Eflex Group, Inc $5,095.16 Invoice Date Description Amount 10202023 10/20/2023 FSA pp 10/7/23-10/20/23 $5,095.16 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $5,095.16 38265 10/27/2023 Open Accounts Payable Evelyn Moran $55.00 Invoice Date Description Amount EvelynM10212023 10/21/2023 Cell Phone Reimbursement through 10212023 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55.00 38266 10/27/2023 Open Accounts Payable Ewing Irrigation Products Inc.$618.38 Invoice Date Description Amount 20797466 10/11/2023 Grounds - Quik Athletic Marking Chalk, Rainbird 1-1/2 RCV $618.38 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $618.38 38267 10/27/2023 Open Accounts Payable GRACE DUVAL $352.00 Invoice Date Description Amount 102423 GD 10/24/2023 October fitness classes and PT $352.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $352.00 38268 10/27/2023 Open Accounts Payable GRAINGER INC $3,661.35 Invoice Date Description Amount 9871838422 10/16/2023 Batteries $32.09 9867430663 10/11/2023 Facilities: Circuit Breakers $300.92 9865549985 10/10/2023 Grounds: Tarps $838.20 9875249188 10/18/2023 Street - Harness & Hard Hat $513.42 9853034057 09/27/2023 Facilities - Hand Tools & Meter Kit $1,000.81 9857054234 10/02/2023 Facilities - Cutter, Wrench, Plier $975.91 Paying Fund Cash Account Amount Monday, October 30, 2023Pages: 8 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 153 CC 11-21-2023 153 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $3,147.93 270 - Transportation Fund 270 100-100 (Cash & Investments Assets Operating Cash) $513.42 38269 10/27/2023 Open Accounts Payable IFPTE LOCAL 21 $1,923.61 Invoice Date Description Amount 10202023 10/20/2023 Association Dues - CEA pp 10/7/23-10/20/23 $1,923.61 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,923.61 38270 10/27/2023 Open Accounts Payable Jahara Pagadipaala $160.00 Invoice Date Description Amount 102423 JP 10/24/2023 October fitness classes $160.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $160.00 38271 10/27/2023 Open Accounts Payable JAMES COLVIN $1,976.00 Invoice Date Description Amount 102423 JC 10/24/2023 October PT $1,976.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $1,976.00 38272 10/27/2023 Open Accounts Payable JENNIFER HILL $369.00 Invoice Date Description Amount 102423 JH 10/24/2023 October fitness classes $369.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $369.00 38273 10/27/2023 Open Accounts Payable JULIA KINST $55.00 Invoice Date Description Amount JuliaK10192023 10/19/2023 Cell Phone Reimbursement through 09202023- 10192023 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55.00 38274 10/27/2023 Open Accounts Payable KEVIN GREENE $55.00 Invoice Date Description Amount KevinG101823 10/18/2023 Cellphone Reimbursement - Kevin G 091923 to 101823 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55.00 38275 10/27/2023 Open Accounts Payable KEVIN RIEDEN $50.00 Invoice Date Description Amount KevinR10122023 10/12/2023 Cell Phone Reimbursement through 10122023 $50.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $50.00 Monday, October 30, 2023Pages: 9 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 154 CC 11-21-2023 154 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38276 10/27/2023 Open Accounts Payable KIMBALL-MIDWEST $21.42 Invoice Date Description Amount 101528885 10/11/2023 Streets - HD Command Smart Blocks $21.42 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $21.42 38277 10/27/2023 Open Accounts Payable KIMBERLY LUNT $119.98 Invoice Date Description Amount 114-6192442-6754 10/20/2023 Ergo Mouse $119.98 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $119.98 38278 10/27/2023 Open Accounts Payable Marlon Aumentado $55.00 Invoice Date Description Amount MarlonA10152023 10/15/2023 Cell Phone Reimbursement through 091623-101523 $55.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $55.00 38279 10/27/2023 Open Accounts Payable MissionSquare $18,271.32 Invoice Date Description Amount 10202023 10/20/2023 ICMA Deferred Comp pp 10/7/23-10/20/23 $18,271.32 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $18,271.32 38280 10/27/2023 Open Accounts Payable MONICA G. RANES-GOLDBERG $630.00 Invoice Date Description Amount 102423 MGRG 10/24/2023 October fitness classes $630.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $630.00 38281 10/27/2023 Open Accounts Payable Otis Elevator Company $9,327.60 Invoice Date Description Amount 100401305343 09/18/2023 Facilities - Maintenance Serv. 10.01.23 to 09.30.24 $9,327.60 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $9,327.60 38282 10/27/2023 Open Accounts Payable PARS/City of Cupertino $4,185.63 Invoice Date Description Amount 10202023 10/20/2023 PARS pp 10/7/23-10/20/23 $4,185.63 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $4,185.63 38283 10/27/2023 Open Accounts Payable R & R INDUSTRIES, INC.$1,872.41 Invoice Date Description Amount 654298 10/03/2023 Service Center - Uniform Hoodies $1,872.41 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $1,872.41 Monday, October 30, 2023Pages: 10 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 155 CC 11-21-2023 155 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38284 10/27/2023 Open Accounts Payable Raychel Renee Balcioni Cruz $1,260.00 Invoice Date Description Amount 102423 RRBC 10/24/2023 October fitness classes and PT #2 $1,260.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $1,260.00 38285 10/27/2023 Open Accounts Payable Rogers Stringer & McClelland, Inc $12,879.20 Invoice Date Description Amount 23123 10/05/2023 Blackberry Fam Aquatic Center through 050123- 100423 $12,879.20 Paying Fund Cash Account Amount 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $12,879.20 38286 10/27/2023 Open Accounts Payable Rojin Karimzad $315.00 Invoice Date Description Amount 102423 RK 10/24/2023 October fitness classes and PT $315.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $315.00 38287 10/27/2023 Open Accounts Payable San Jose Conservation Corps & Charter School $5,460.00 Invoice Date Description Amount 7964 09/30/2023 Compost Site Attendants- September 2023 $5,460.00 Paying Fund Cash Account Amount 520 - Resource Recovery 520 100-100 (Cash & Investments Assets Operating Cash) $5,460.00 38288 10/27/2023 Open Accounts Payable Santa Clara Valley Transportation Authority $800,000.00 Invoice Date Description Amount 1800033942 10/12/2023 I-280/Wolfe Road Interchange Improvements $800,000.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $800,000.00 38289 10/27/2023 Open Accounts Payable Shute, Mihaly & Weinberger LLP $2,538.97 Invoice Date Description Amount 283382 10/16/2023 Legal Services, September 2023 $2,538.97 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $2,538.97 38290 10/27/2023 Open Accounts Payable SONIA DOGRA $273.00 Invoice Date Description Amount 102423 SD 10/24/2023 October fitness classes $273.00 Paying Fund Cash Account Amount 570 - Sports Center 570 100-100 (Cash & Investments Assets Operating Cash) $273.00 Monday, October 30, 2023Pages: 11 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 156 CC 11-21-2023 156 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 38291 10/27/2023 Open Accounts Payable Sonitrol/Pacific West Security, Inc.$540.00 Invoice Date Description Amount 78835 10/19/2023 Facilities - Service Center Motion Sensor Replacements $540.00 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $540.00 38292 10/27/2023 Open Accounts Payable Starbird Consulting LLC $10,824.73 Invoice Date Description Amount 0242 10/24/2023 Regnart Road Improvements through 09302023 $7,025.66 0241 10/23/2023 Environmental Consulting McClellan Ranch Parking Lot thru 093023 $3,799.07 Paying Fund Cash Account Amount 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $10,824.73 38293 10/27/2023 Open Accounts Payable SUNNYVALE FORD, INC.$578.29 Invoice Date Description Amount 226954FOW 10/10/2023 Fleet: Bolts $19.64 227206FOW 10/16/2023 Fleet: Valves $35.39 226965 10/13/2023 Fleet - Calipers HV $403.84 226750 10/06/2023 Fleet - Gasket $34.53 226744 10/05/2023 Fleet - Hose $84.89 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $578.29 38294 10/27/2023 Open Accounts Payable Tanko Lighting $18,812.00 Invoice Date Description Amount 69178 09/30/2023 Comprehensive GIS Audit of Existing Streetlights $18,812.00 Paying Fund Cash Account Amount 420 - Capital Improvement Fund 420 100-100 (Cash & Investments Assets Operating Cash) $18,812.00 38295 10/27/2023 Open Accounts Payable TJKM $4,932.50 Invoice Date Description Amount 0054622 09/30/2023 Apple Campus 2 TDM Monitoring through 090123- 093023 $4,932.50 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $4,932.50 38296 10/27/2023 Open Accounts Payable Turf Star, Inc.$1,163.67 Invoice Date Description Amount 7305131-00 10/13/2023 Fleet - Blade, Switch Rocker, Belt, Coupler, Bulkhead $1,163.67 Paying Fund Cash Account Amount 630 - Vehicle/Equip Replacement 630 100-100 (Cash & Investments Assets Operating Cash) $1,163.67 38297 10/27/2023 Open Accounts Payable Walter Buenning $600.00 Invoice Date Description Amount 007 10/25/2023 Used golf balls to sell in pro shop $600.00 Paying Fund Cash Account Amount Monday, October 30, 2023Pages: 12 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 157 CC 11-21-2023 157 of 598 Number Date Status Void Reason Reconciled/ Voided Date Source Payee Name Transaction Amount Reconciled Amount Difference 560 - Blackberry Farm 560 100-100 (Cash & Investments Assets Operating Cash) $600.00 38298 10/27/2023 Open Accounts Payable WOWzy Creation Corp. dba First Place $28.87 Invoice Date Description Amount 96271 10/19/2023 Cupertino Name sign and name plates for Stephanie $28.87 Paying Fund Cash Account Amount 100 - General Fund 100 100-100 (Cash & Investments Assets Operating Cash) $28.87 Type EFT Totals:58 Transactions $1,028,147.71 Main Account - Main Checking Account Totals Checks Status Count Transaction Amount Reconciled Amount Open 24 $67,456.94 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 24 $67,456.94 $0.00 EFTs Status Count Transaction Amount Reconciled Amount Open 58 $1,028,147.71 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Total 58 $1,028,147.71 $0.00 All Status Count Transaction Amount Reconciled Amount Open 82 $1,095,604.65 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 82 $1,095,604.65 $0.00 Grand Totals: Checks Status Count Transaction Amount Reconciled Amount Open 24 $67,456.94 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 24 $67,456.94 $0.00 EFTs Status Count Transaction Amount Reconciled Amount Open 58 $1,028,147.71 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Total 58 $1,028,147.71 $0.00 All Status Count Transaction Amount Reconciled Amount Open 82 $1,095,604.65 $0.00 Reconciled 0 $0.00 $0.00 Voided 0 $0.00 $0.00 Stopped 0 $0.00 $0.00 Total 82 $1,095,604.65 $0.00 Monday, October 30, 2023Pages: 13 of 13user: Vi Tran Payment Register **LIVE** Cupertino **LIVE** From Payment Date: 10/21/2023 - To Payment Date: 10/27/2023 158 CC 11-21-2023 158 of 598 CITY OF CUPERTINO Agenda Item 23-12642 Agenda Date: 11/21/2023 Agenda #: 8. Subject: Approve a Second Amendment with Acuity Brands, LLC, for continued use of the BuildingOS Energy Management Platform. Authorize the City Manager to execute a Second Amendment with Acuity Brands, LLC, for continued use of the BuidlingOS Energy Management Platform, increasing the contract amount by $45,500 for a new total not-to-exceed contract amount of $227,500 and extending the term of the agreement to December 9, 2024. CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™159 CC 11-21-2023 159 of 598 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Approve a Second Amendment with Acuity Brands, LLC., for continued use of the BuildingOS Energy Management Platform Recommended Action Authorize the City Manager to execute a Second Amendment with Acuity Brands, LLC., for continued use of the BuildingOS Energy Management platform, increasing the contract amount by $45,500 for a new total not-to -exceed contract amount of $227,500 and extending the term of the agreement to December 9, 2024. Reasons for Recommendation In 2019 staff conducted a competitive selection process for a building management system and identified the BuildingOS system from Acuity Brands , LLC., as the best value for the city. The City Council authorized the City Manager to award a one-year contract, with two one -year extension options, to Acuity Brands, LLC., for implementation and use of their BuildingOS Energy Management platform in December 2019. A First Amendment to extend the agreement for an additional year of service through December 2023 at the same annual price was executed under the City Manager award authority. Acuity Brands, LLC., is an industrial technology company that designs and manufactures building management systems, lighting, lighting controls, and location-aware applications. BuildingOS is one of their products and provides a highly accurate and complete picture of building performance. The solution provides actionable data and analytics to help city staff identify energy conservation efforts thereby reducing utility costs and maximizing the performance of facilities. With this application, staff have access to real-time monitoring and reporting about energy consumption for over 200 city utility 160 CC 11-21-2023 160 of 598 accounts and can make informed decisions to optimize energy usage and minimize waste. The Innovation & Technology department recommends approval of a Second Amendment with Acuity Brand, LLC., to extend one year of use of the BuildingOS Energy Management Platform to December 2024. This one -year extension will allow staff to conduct a Request for Proposals (RFP) competitive selection process for these services moving forward . Sustainability Impact BuildingOS provides a range of opportunities for sustainable impacts, including increased energy efficiency, cost savings, improved comfort and productivity, peak load management, and remote monitoring among other benefits . Monitoring energy use at City facilities assists in strategizing for, and showing progress toward, electrification of existing buildings in alignment with the building energy (BE) measures in the City’s Climate Action Plan (BE 3.5 and BE 3.6). Fiscal Impact The Second Amendment expenditure of $45,500 is currently budgeted in the FY 2023-24 Adopted Budget. California Environmental Quality Act Not applicable. _____________________________________ Prepared by: Nidhi Mathur, Applications Manager Reviewed by: Bill Mitchell, Chief Technology Officer Michael Woo, Senior Assistant City Attorney Matt Morley, Assistant City Manager Approved by: Pamela Wu, City Manager Chris Jensen, City Attorney Attachments: A – Draft Second Amendment B – First Amendment C – Base Agreement with Acuity Brands Technology Services, Inc . 161 CC 11-21-2023 161 of 598 1 SECOND AMENDMENT TO AGREEMENT 19-194 BETWEEN THE CITY OF CUPERTINO AND ACUITY BRANDS, INC., FOR BUILDING ENERGY MANAGEMENT PLATFORM This Second Amendment to Agreement 19-194 between the City of Cupertino and ACUITY BRANDS, INC., is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and ACUITY BRANDS, INC., a (“Contractor”) whose address is 55 Harrison St., #200, Oakland, CA. 94607, and is made with reference to the following: RECITALS: A.On December 17, 2019, Agreement 19-194 (“Agreement”) was entered into by and between City and Contractor for Building Energy Management Platform. B.On November 30, 2022, First Amendment (“Agreement”) was entered into by and between City and Contractor for Building Energy Management Platform. C.City and Contractor desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: TERM 1.Paragraph 1 is modified to read as follows: The term of this Agreement shall commence on December 10, 2019. The term of this Agreement is 5 years, unless the Agreement is terminated prior thereto under the provisions of Section 16, below. COMPENSATION 2.Paragraph 1 is modified to read as follows: Software Provider shall be compensated for services performed pursuant to this Agreement in a total amount not to exceed $227,500.00. The payments specified in this section shall be the only payments to be made to Software Provider for services rendered pursuant to this Agreement. Software Provider shall invoice City according to the following schedule of milestones/ deliverables: Milestone Schedule Amount Upon execution of this Agreement Year 1 (Initial Period) December 10, 2019 through December 9, 2020 $45,500 Year 2 (Renewal 1) December 10, 2020 through December 9, 2021 $45,500 Year 3 (renewal 2) December 10, 2021 through December 9, 2022 $45,500 Year 4 (renewal 3) December 10, 2022 through December 9, 2023 $45,500 Year 5 (renewal 4) December 10, 2023 through December 9, 2024 $45,500 total $227,500 ATTACHMENT A 162 CC 11-21-2023 162 of 598 2 City shall pay Contractor within thirty (30) days after receipt of Service Provider’s invoice. City shall return to Contractor any payment request determined not to be a proper payment request as soon as practicable, but not later than seven (7) days after receipt, and shall explain in writing the reasons why the payment request is not proper. 1.Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CITY OF CUPERTINO By Title Date APPROVED AS TO FORM City Attorney ATTEST: City Clerk Date ACUITY BRANDS, INC. By Title Date EXPENDITURE DISTRIBUTION Item Amount Original Contract $136,500 First Amendment $45,500 Second Amendment $45,500 Total $227,500 163 CC 11-21-2023 163 of 598 Your acceptance of this Formal Quote will create a non-cancellable purchase commitment, effective as of the date this Formal Quote is signed by the duly authorized officer(s) or representative(s) of the Purchaser (the "Effective Date"). Unless otherwise stated in Section F below, this Quotation is governed by, and all terms herein are defined the same as in, the Software as a Service Terms and Conditions which are available at https://www.acuitybrands.com/support/customer-support/terms-and-conditions, incorporated herein by reference. Contracting Company: City of Cupertino End User Shipping Address City of Cupertino 10300 Torre Ave Cupertino, California 95014-3202 United States Marilyn Pavlov marilynp@cupertino.gov Company Details Acuity Brands Technology Services, Inc. 1170 Peachtree Street, NE Suite 2300 Atlanta, GA 30309-7676 US Wanda Ferraro wanda.ferraro@acuitybrands.com Section B: Quote and Expiration Date Quote Expiration Date 12/8/2023 Order Form #2310-4150 Section C: Commercial Terms Initial Term (Years) Auto Renewal Term (Years) Subscription Start Date Non-Renewal Notice Annual Price Adjustment 1.00 0.00 12/10/2023 days 0% Section D: Payment Method and Terms - First invoice(s) sent upon contract signature with agreed upon payment terms. Implementation & Hardware Terms Due on Receipt (prior to commencement of services) Software Subscription Terms Payment Method Invoice Amount Billing Frequency Net 30 ACH Total First Year Annual 164 CC 11-21-2023 164 of 598 Section E: Fees and Charges All amounts are denoted in U.S. Dollars ("USD"). If applicable, the estimated tax amount will be applied on the invoice in addition to the fees and charges noted below. *Taxes are estimated only. Customer agrees to pay the tax rate applicable to the End User Shipping Address if provided, or Billing Address if no End User Shipping Address is provided. Subscription Product Description Quantity Total Atrius Platform Includes all Atrius Strategic Services, including dedicated Customer Success Manager 1 $45,500.00 Software Subscription: Building Facilities included in platform fee up to 17 1 $0.00 Points: Automated 68 $0.00 Bill Points: Automated 369 $0.00 Total Amount Due (First Year Only): The contract value for the 1.00 year term is $45,500.00 (tax not included). Implementation Services will commence upon receipt of first payment. Annual Subscription Cost: Implementation Cost: Hardware Cost: *Estimated Tax (Year 1): Total (Year 1): $45,500.00 $0.00 $0.00 $0.00 $45,500.00 Section F: Notes If Purchase Order (PO) is required it must be delivered to the Company within 15 business days following Effective Date to avoid disruption in current service. The Purchase Order must reference Order Form # 2310-4150 If applicable, I hereby authorize Acuity Brands and its service provider to use my credentials to access my utility account information and use the utility information in connection with my transaction with Acuity Brands. 165 CC 11-21-2023 165 of 598 Section G: Billing Information (customer completes) PO Required Yes / No (If yes) PO Number: Tax Exempt?Yes / No Billing Address: 10300 Torre Ave Cupertino, California 95014-3202 United States Billing Contact:IT Billing Billing Email:MarilynM@cupertino.org, ITBilling@cupertino.org Billing Phone:(408) 777-3238 *Electronic remittance information is provided on the invoice. Checks are not an accepted payment method. IN WITNESS WHEREOF, the Purchaser's duly authorized officer(s) or representative(s) have executed this Agreement as of the Effective Date. Customer Acuity Brands Technology Services, Inc. Signature \s1\ Name \n1\ Title \t1\ Date \d1\ Signature \s2\ Name \n2\ Title \t2\ Date \d2\ 166 CC 11-21-2023 166 of 598 Contract No. ________ Exhibit B: Insurance Requirements and Proof of Insurance Proof of insurance coverage described below is attached to this Exhibit, with City named as additional insured. 1. MINIMUM SCOPE AND LIMITS OF REQUIRED INSURANCE POLICIES Additional Insureds: The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers (“Additional Insureds”) are to be covered as additional insureds on Consultant’s Commercial General Liability and Cyber Liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant’s insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions are used). Primary Coverage: Coverage afforded to City/Additional Insureds shall be primary insurance. Any insurance or self- insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Software Provider’s insurance and shall not contribute to it. Notice of Cancellation: Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. Workers' Compensation: As required by the State of California, with Statutory Limits and Employer’s Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Software Provider, its employees, agents, and subconsultants. General Liability: For bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a. It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Software Provider’s policy shall be "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 10 (04/13). 167 CC 11-21-2023 167 of 598 Contract No. ________ c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Agreement. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect City as a named insured. Automobile Liability ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage. Cyber Liability: Insurance, with limits not less than: $2,000,000 each occurrence $2,000,000 aggregate - all other Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Software Provider in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion, and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations. If the Software Provider maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or higher limits maintained by the Software Provider. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 2. ABSENCE OF INSURANCE COVERAGE. City may direct Software Provider to immediately cease all activities with respect to this Agreement if it determines that Software Provider fails to carry, in full force and effect, all insurance policies with coverages at or above the limits specified in this Agreement. At the City’s discretion, under conditions of lapse, City may purchase appropriate insurance and charge all costs related to such policy to Software Provider. 3. PROOF OF INSURANCE COVERAGE AND COVERAGE VERIFICATION. A Certificate of Insurance, on an Accord form, and completed coverage verification shall be provided to City by each of Software Provider's insurance companies as evidence of the stipulated coverages prior to the Commencement Date of this Agreement, and annually thereafter for the term of this Agreement. All of the insurance companies providing insurance for Software Provider shall be licensed to do insurance business in the State of California and shall have, and provide evidence of, a Best Rating Service rate of A:VII or above. 168 CC 11-21-2023 168 of 598 Contract No. ________ 4. SUBCONTRACTORS Software Provider shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant’s insurance policies. 5. HIGHER INSURANCE LIMITS If Software Provider maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Software Provider. 6. 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. 169 CC 11-21-2023 169 of 598 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. 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 certi®cate 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 certi®cate does not confer rights to the certi®cate holder in lieu of such endorsement(s). SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. $ CERTIFICATE HOLDER © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) AUTHORIZED REPRESENTATIVE CANCELLATION DATE (MM/DD/YYYY)CERTIFICATE OF LIABILITY INSURANCE OTHER: LOCJECT PRO-POLICY GEN'L AGGREGATE LIMIT APPLIES PER: OCCURCLAIMS-MADE COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence)$ DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $RETENTIONDED CLAIMS-MADE OCCUR AGGREGATE $ EACH OCCURRENCE $UMBRELLA LIAB EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSR LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY)LIMITS PER STATUTE OTH- ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED HIRED NON-OWNED AUTOS ONLY AUTOS AUTOS ONLY AUTOS ONLY COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ $ INSD ADDL WVD SUBR N / A $ (Ea accident) (Per accident) The ACORD name and logo are registered marks of ACORD COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: INSURED PHONE (A/C, No, Ext): PRODUCER ADDRESS: E-MAIL FAX (A/C, No): CONTACT NAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE $ $ $ $ $ XRGNVR9F City of Cupertino 10300 Torre Ave Cupertino, CA 95014-3202 2,000,000W1F9A2230701 404 497-7500 Cyber/Tech E&O Beazley Insurance Company, Inc. Aggregate Limit of Liability 36940 37540 Indian Harbor Insurance Company 11/01/2024 McGriff Insurance Services, LLC 3400 Overton Park Drive SE Suite 300 Atlanta, GA 30339 Acuity Brands, Inc. One Lithonia Way Conyers, GA 30012 11/07/2023 A B 11/01/2023 Page 1 of 1 170 CC 11-21-2023 170 of 598 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY Willis Towers Watson Southeast, Inc. c/o 26 Century Blvd P.O. Box 305191 Nashville, TN 372305191 USA Acuity Brands, Inc. ONE LITHONIA WAY CONYERS, GA 300123957 This Voids and Replaces Previously Issued Certificate Dated 09/25/2023 WITH ID: W30302622. Re: Building Energy Management and Analytics Program. City, its City Council, boards and commissions, officers, employees and volunteers are included as Additional Insureds as respects to General Liability and Auto Liability. City of Cupertino Attn: Marilyn Pavlov 10300 Torre Ave Cupertino, CA 95014-3202 11/07/2023 1-877-945-7378 1-888-467-2378 certificates@willis.com National Union Fire Insurance Company of P 19445 AIU Insurance Company 19399 W31015025 A 3,000,000 3,000,000 50,000,000 12,000,000 Y GL 1728978 09/01/2023 09/01/2024 A 5,000,000 09/01/202409/01/2023YAL 4993211 A 10,000,000 25,000 38178804 09/01/2023 09/01/2024 10,000,000 WC 049154361 B Y 3,000,000 09/01/2023 09/01/2024 3,000,000 3,000,000 320086024933566SR ID:BATCH: Willis Towers Watson Certificate Center Page 1 of 2 171 CC 11-21-2023 171 of 598 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: Acuity Brands, Inc. ONE LITHONIA WAY CONYERS, GA 300123957 Waiver of Subrogation applies in favor of Additional Insureds with respects to Workers Compensation as permitted by law. 22 Willis Towers Watson Southeast, Inc. See Page 1 See Page 1 See Page 1 See Page 1 25 Certificate of Liability Insurance W31015025CERT:3200860BATCH:24933566SR ID: 172 CC 11-21-2023 172 of 598 ! "#"# " $% & ' " ' ("$ ) * + , )$- . /0 1%($ .-# ' . 2 # 1"3% 4 173 CC 11-21-2023 173 of 598 4 ! " "" #$ #$ ! % &' %% '#( ) " *" ( %*" %% + %% '#(,) " - , -% % % ,* . -% % '/ # 0% ( '/*" %% ) " ( # + 1 " # + '/*" %% 1 ,# - % "" %% 2 ,1 3 -4" 1 % 2 1 5 % " '/# ( 6 " 7 "#" 6 " 4 # + 6 " 4 # + , - 6 " 6 " ## " %*" ( 4" %46( 4:;" 5& ," - *"5 4 5% *"5 % % *"5 # ( *#< %% ,= - 6% .41 #" .4 %% % %46%% %/ $% ,8.- 0>5" ( 1 % ? 5 , - 1 % ? 58#%% 174 CC 11-21-2023 174 of 598 SPECIMIncludes This endorsement, effective 12:01 A.M. ENDORSEMENT 09/01/2020 forms a part of Policy No. CA 499-32-11 issued to ACUITY BRANDS, INC. by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE ADDITIONAL INSURED: Any person or organization for whom you are contractually bound to provide Additional Insured status but only to the extent of such person's or organization's liability arising out of the use of a covered "auto". I. SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. Coverage, 1. - Who Is Insured, is amended to add: d. Any person or organization, shown in the schedule above, to whom you become obligated to include as an additional insured under this policy, as a result of any contract or agreement you enter into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of use of a covered "auto". However, the insurance provided will not exceed the lesser of: (1) The coverage and/or limits of this policy, or (2) The coverage and/or limits required by said contract or agreement. AUTHORIZED REPRESENTATIVE 87950 (9/14) opyrighted information of Insurance Services Office, Inc., with its permission. Page 1 of 1 09/01/2023 175 CC 11-21-2023 175 of 598 176 CC 11-21-2023 176 of 598 177 CC 11-21-2023 177 of 598 178 CC 11-21-2023 178 of 598 09/01/20 AIU INSURANCE CO 179 CC 11-21-2023 179 of 598 180 CC 11-21-2023 180 of 598 181 CC 11-21-2023 181 of 598 182 CC 11-21-2023 182 of 598 183 CC 11-21-2023 183 of 598 184 CC 11-21-2023 184 of 598 185 CC 11-21-2023 185 of 598 186 CC 11-21-2023 186 of 598 187 CC 11-21-2023 187 of 598 188 CC 11-21-2023 188 of 598 189 CC 11-21-2023 189 of 598 190 CC 11-21-2023 190 of 598 191 CC 11-21-2023 191 of 598 192 CC 11-21-2023 192 of 598 193 CC 11-21-2023 193 of 598 194 CC 11-21-2023 194 of 598 195 CC 11-21-2023 195 of 598 196 CC 11-21-2023 196 of 598 197 CC 11-21-2023 197 of 598 198 CC 11-21-2023 198 of 598 199 CC 11-21-2023 199 of 598 200 CC 11-21-2023 200 of 598 201 CC 11-21-2023 201 of 598 202 CC 11-21-2023 202 of 598 203 CC 11-21-2023 203 of 598 204 CC 11-21-2023 204 of 598 205 CC 11-21-2023 205 of 598 206 CC 11-21-2023 206 of 598 207 CC 11-21-2023 207 of 598 208 CC 11-21-2023 208 of 598 209 CC 11-21-2023 209 of 598 210 CC 11-21-2023 210 of 598 211 CC 11-21-2023 211 of 598 212 CC 11-21-2023 212 of 598 213 CC 11-21-2023 213 of 598 214 CC 11-21-2023 214 of 598 215 CC 11-21-2023 215 of 598 216 CC 11-21-2023 216 of 598 CITY OF CUPERTINO Agenda Item 23-12765 Agenda Date: 11/21/2023 Agenda #: 9. Subject: Microsoft Enterprise Software Licensing Agreement with SoftwareONE, Inc., for licensing of Microsoft programs, systems, and databases. 1. Authorize the City Manager to execute a Microsoft Enterprise Software Licensing Agreement with SoftwareONE, Inc., utilizing Riverside County’s statewide competitively awarded Microsoft Enterprise Agreement for licensing of Microsoft programs, systems, and databases for a total amount not to exceed $342,729.23, including a 10% contingency in the amount $31,157.20. 2. Find under Municipal Code section 3.22.070(C) that this procurement from Riverside County is exempt from formal competitive bidding procedures. CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™217 CC 11-21-2023 217 of 598 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Microsoft Enterprise Software Licensing Agreement with SoftwareONE, Inc., for licensing of Microsoft programs, systems, and databases. Recommended Actions 1. Authorize the City Manager to execute a Microsoft Enterprise Software Licensing Agreement with SoftwareONE, Inc., utilizing Riverside County’s statewide competitively awarded Microsoft Enterprise Agreement for licensing of Microsoft programs, systems, and databases for a total amount not to exceed $342,729.23, including a 10% contingency in the amount $31,157.20. 2. Find under Municipal Code section 3.22.070(C) that this procurement from Riverside County is exempt from formal competitive bidding procedures. Reasons for Recommendation The City has adopted a standardized approach that utilizes Microsoft products for our server, storage, and desktop environments. This includes software solutions, encompassing Office365, Windows Operating Systems, SQL databases, and various office productivity tools. The implementation and maintenance of an Enterprise Agreement (EA) enables the City to efficiently manage and oversee these computing environments while retaining flexibility to purchase new licenses when required. To optimize cost‐efficiency and service quality, the City has leveraged a “piggyback” contract starting in 2020 utilizing the County of Riversideʹs Microsoft EA which was competitively procured in 2019. The result of the County of Riverside procurement identified a select group of vendors that could provide the identified licensing and support. On January 12, 2023, the City executed a three‐ year Enterprise Software Licensing Agreement with SoftwareONE, Inc., an identified vendor from the competitive procurement, which allowed access to the County of Riverside negotiated advantageous volume pricing for Microsoft 218 CC 11-21-2023 218 of 598 licenses. Utilizing the Riverside‐negotiated Microsoft Agreement, with SoftwareONE, Inc. as the awarded vendor, results in substantially reduced per‐ license costs, ensuring fiscal alignment with the Cityʹs streamlined budgetary parameters. This Enterprise Software Licensing Agreement spanning a three‐year period has an overall dollar value of $342,729.23, necessitating Council approval. Upon preparing for the second year of the Enterprise Software Licensing Agreement, staff identified the need to obtain Council approval to comply with Municipal Code requirements as presently interpreted by the City Attorney’s Office.1 Staff is requesting Council to ratify execution of a three‐year agreement with SoftwareONE. Formal Competitive Bidding Exemption CMC Chapter 3.22 ordinarily requires that purchases of services be selected through a Request for Proposal process. However, CMC § 3.22.070 provides for exemptions to the RFP process requirements of that chapter when these purchases occur from any other public agency created under the laws of the State of California or the United States Government. The County of Riverside Agreement is a Master Agreement available to any public entity in the State of California, and all participating agencies and counties reside underneath. It is meant so that the hundreds of entities don’t have to approve the Master Terms and Conditions. Sustainability Impact Not applicable. Fiscal Impact The cumulative expenditures for SoftwareONE, Inc., are part of the Adopted Budgets approved by Council. California Environmental Quality Act Not applicable. 1 Although the single‐year value of the contract is less than approval limit, the City Attorney’s Office has advised that services with an expected multi‐year duration should generally be procured through a multi‐year contract and presented to Council for approval if the total value of the contact exceeds the City Manager’s approval authority. 219 CC 11-21-2023 219 of 598 _____________________________________ Prepared by: Bill Mitchell, Chief Technology Officer Reviewed by: Michael Woo, Senior Assistant City Attorney Matt Morley, Assistant City Manager Approved by: Pamela Wu, City Manager Chris Jensen, City Attorney Attachments: A – Licensing Solution Provider Agreement No. PSA‐0001530 B – First Amendment to Agreement No. PSA‐0001530 C – Microsoft Volume Licensing Program Agreement D – SoftwareONE, Inc., Year 2 & 3 Quotes E – Insurance Requirements F – Proof of Insurance 220 CC 11-21-2023 220 of 598 ATTACHMENT A 221 CC 11-21-2023 221 of 598 222 CC 11-21-2023 222 of 598 223 CC 11-21-2023 223 of 598 224 CC 11-21-2023 224 of 598 225 CC 11-21-2023 225 of 598 226 CC 11-21-2023 226 of 598 227 CC 11-21-2023 227 of 598 228 CC 11-21-2023 228 of 598 229 CC 11-21-2023 229 of 598 230 CC 11-21-2023 230 of 598 231 CC 11-21-2023 231 of 598 232 CC 11-21-2023 232 of 598 233 CC 11-21-2023 233 of 598 234 CC 11-21-2023 234 of 598 235 CC 11-21-2023 235 of 598 236 CC 11-21-2023 236 of 598 237 CC 11-21-2023 237 of 598 238 CC 11-21-2023 238 of 598 239 CC 11-21-2023 239 of 598 240 CC 11-21-2023 240 of 598 241 CC 11-21-2023 241 of 598 242 CC 11-21-2023 242 of 598 243 CC 11-21-2023 243 of 598 244 CC 11-21-2023 244 of 598 245 CC 11-21-2023 245 of 598 246 CC 11-21-2023 246 of 598 247 CC 11-21-2023 247 of 598 248 CC 11-21-2023 248 of 598 249 CC 11-21-2023 249 of 598 250 CC 11-21-2023 250 of 598 251 CC 11-21-2023 251 of 598 252 CC 11-21-2023 252 of 598 253 CC 11-21-2023 253 of 598 ATTACHMENT B 25 4 CC 11-21-2023 254 of 598 25 5 CC 11-21-2023 255 of 598 ATTACHMENT C 256 CC 11-21-2023 256 of 598 257 CC 11-21-2023 257 of 598 258 CC 11-21-2023 258 of 598 259 CC 11-21-2023 259 of 598 260 CC 11-21-2023 260 of 598 261 CC 11-21-2023 261 of 598 262 CC 11-21-2023 262 of 598 263 CC 11-21-2023 263 of 598 264 CC 11-21-2023 264 of 598 265 CC 11-21-2023 265 of 598 266 CC 11-21-2023 266 of 598 267 CC 11-21-2023 267 of 598 268 CC 11-21-2023 268 of 598 269 CC 11-21-2023 269 of 598 Invoice Address City Of Cupertino Attn Accounts Payable 10300 Torre Ave CUPERTINO, CA 95014 Shipping Address City Of Cupertino Attn Accounts Payable 10300 Torre Ave CUPERTINO, CA 95014 License Address City Of Cupertino Attn Accounts Payable 10300 Torre Ave CUPERTINO, CA 95014 mariyahs@cupertino.org Quote US-QUO-1127206 Start Date Version Description End Date OS Amount Pos.No.Manufacturer Disc-Lev.Format Lic. Model Lic. Metrics Qty.Unit Price Sales Tax (USD) EA 53381734 10 QEK-00003 VSProSubw/GHEnt NON-SPEC/AL Government 1 Year SA Add Prod Non-Specific Microsoft LEVEL D MNT IEA ADD G 7 309.43 0.00 2,166.01 20 7NQ-00292 SQL Server Standard Core 2 Lic Core Lic NON-SPEC/AL Government 1 Year SA Add Prod Non-Specific Microsoft LEVEL D MNT IEA ADD G 11 637.00 0.00 7,007.00 30 9EA-00278 Windows Server DataCenter Core 2 Lic Core Lic NON-SPEC/AL Government 1 Year SA Add Prod Non-Specific Microsoft LEVEL D MNT IEA ADD G 48 126.81 0.00 6,086.88 40 9EM-00270 Windows Server Standard Core 2 Lic Core Lic NON-SPEC/AL Government 1 Year SA Add Prod Non-Specific Microsoft LEVEL D MNT IEA ADD G 24 19.46 0.00 467.04 50 AAA-10758 Office 365 Plan E3 from SA ShrdSvr per User NON-SPEC/AL Government Monthly Subscription Non-Specific City Of Cupertino Attn Accounts Payable 10300 Torre Ave CUPERTINO, CA 95014 Date Customer No. Your Reference Account Manager Your Contact Person E-Mail Our Tax ID 11/07/2023 US-SCU-128936 MS EA Annual Payment Yr 2 (MRH) Monte Hunter GOV US gov.us@softwareone.com 39-1501504 ATTACHMENT D 270 CC 11-21-2023 270 of 598 Start Date Version Description End Date OS Amount Pos.No.Manufacturer Disc-Lev.Format Lic. Model Lic. Metrics Qty.Unit Price Sales Tax (USD) Microsoft LEVEL D SUB IEA GOV 248 197.28 0.00 48,925.44 60 SY9-00004 Office 365 E5 per User NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 14 401.28 0.00 5,617.92 70 AAA-12416 Core CAL Bridge for Office 365 from SA per User NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 282 16.80 0.00 4,737.60 80 AAA-12414 Core CAL Bridge for Office 365 per User NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 106 19.80 0.00 2,098.80 90 T6A-00024 Office 365 E1 Shared Server per User NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 115 83.88 0.00 9,646.20 100 6E6-00003 Azure Active Directory Premium P2 per User NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 3 80.76 0.00 242.28 110 J5U-00001 Azure prepayment - US Gov NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 1 1,200.00 0.00 1,200.00 120 SEJ-00002 PowerAppsPlan per User NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 2 211.20 0.00 422.40 130 SDW-00001 PowerAppsPrtlLgnCpcty AddOn NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 1 2,112.00 0.00 2,112.00 140 SPU-00002 Power Automate plan Shared Server SubsVL MVL PerUsr NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 7 158.40 0.00 1,108.80 150 NK4-00002 Power BI Pro ShrdSvr per User NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 1 90.12 0.00 90.12 160 7LS-00002 Project P3 Per User NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 38 269.28 0.00 10,232.64 Quote US-QUO-1127206 271 CC 11-21-2023 271 of 598 Start Date Version Description End Date OS Amount Pos.No.Manufacturer Disc-Lev.Format Lic. Model Lic. Metrics Qty.Unit Price Sales Tax (USD) 170 5YI-00007 SharePoint Syntex SubsVL AddOn NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 1 45.84 0.00 45.84 180 NYG-00001 Audio Conferencing Select Dial Out Sub Add-on NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 364 0.00 0.00 0.00 190 AAA-10842 Office 365 E3 ShrdSvr PerUsr NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 2 236.71 0.00 473.42 Total USD excl. Tax 102,680.39 Tax 0.00 Total USD incl. Tax 102,680.39 Thank you for your request for quote. This offer is non-binding. Prices are subject to change if supplier prices or currency values fluctuate. Unless customer & SoftwareONE have executed a reseller agreement, customer hereby agrees that by placing an order with SoftwareONE customer will be bound by SoftwareONE’s terms & conditions, located at www.softwareone.com, and the placement of your order represents your agreement thereto. If Customer is required by law to withhold any tax from amount payable, the amount payable will be increased so that after making all required withholdings, SoftwareONE receives equal to the amount it would have received had no such withholdings been made. Payment Terms 30 Days net Shipping Method Electronic Software Delivery Quote valid until 11/30/2023 Prices are based on 30 Days net, FOB SoftwareONE. Shipping and Handling and applicable Sales Tax are additional. Once SoftwareONE places an order is placed with a Licensor, Customer’s order will be binding and non-cancelable, except as otherwise provided by the Licensor’s Return Policies. CONFIDENTIAL INFORMATION: This Quote, and any attachment is intended only for the person or entity to which it is addressed, and contains confidential and/or privileged information. Any review, retransmission, dissemination or other use of this information to persons or entities other than the intended recipient is prohibited. View or place within PyraCloud: https://v1.client.softwareone.com/portal/Quotes/DocumentDetail/US/US-QUO-1127206 Quote US-QUO-1127206 272 CC 11-21-2023 272 of 598 Invoice Address City Of Cupertino Attn Accounts Payable 10300 Torre Ave CUPERTINO, CA 95014 Shipping Address City Of Cupertino Attn Accounts Payable 10300 Torre Ave CUPERTINO, CA 95014 License Address City Of Cupertino Attn Accounts Payable 10300 Torre Ave CUPERTINO, CA 95014 mariyahs@cupertino.org Quote US-QUO-1135060 Start Date Version Description End Date OS Amount Pos.No.Manufacturer Disc-Lev.Format Lic. Model Lic. Metrics Qty.Unit Price Sales Tax (USD) EA 53381734 10 QEK-00003 VSProSubw/GHEnt NON-SPEC/AL Government 1 Year SA Add Prod Non-Specific Microsoft LEVEL D MNT IEA ADD G 7 309.43 0.00 2,166.01 20 7NQ-00292 SQL Server Standard Core 2 Lic Core Lic NON-SPEC/AL Government 1 Year SA Add Prod Non-Specific Microsoft LEVEL D MNT IEA ADD G 11 637.00 0.00 7,007.00 30 9EA-00278 Windows Server DataCenter Core 2 Lic Core Lic NON-SPEC/AL Government 1 Year SA Add Prod Non-Specific Microsoft LEVEL D MNT IEA ADD G 48 126.81 0.00 6,086.88 40 9EM-00270 Windows Server Standard Core 2 Lic Core Lic NON-SPEC/AL Government 1 Year SA Add Prod Non-Specific Microsoft LEVEL D MNT IEA ADD G 24 19.46 0.00 467.04 50 AAA-10758 Office 365 Plan E3 from SA ShrdSvr per User NON-SPEC/AL Government Monthly Subscription Non-Specific City Of Cupertino Attn Accounts Payable 10300 Torre Ave CUPERTINO, CA 95014 Date Customer No. Your Reference Account Manager Your Contact Person E-Mail Our Tax ID 11/07/2023 US-SCU-128936 MS EA Annual Payment Yr 3 (MRH) Monte Hunter GOV US gov.us@softwareone.com 39-1501504 273 CC 11-21-2023 273 of 598 Start Date Version Description End Date OS Amount Pos.No.Manufacturer Disc-Lev.Format Lic. Model Lic. Metrics Qty.Unit Price Sales Tax (USD) Microsoft LEVEL D SUB IEA GOV 248 197.28 0.00 48,925.44 60 SY9-00004 Office 365 E5 per User NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 14 401.28 0.00 5,617.92 70 AAA-12416 Core CAL Bridge for Office 365 from SA per User NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 282 16.80 0.00 4,737.60 80 AAA-12414 Core CAL Bridge for Office 365 per User NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 106 19.80 0.00 2,098.80 90 T6A-00024 Office 365 E1 Shared Server per User NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 115 83.88 0.00 9,646.20 100 6E6-00003 Entra ID P2 Sub Per User NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 3 80.76 0.00 242.28 110 J5U-00001 Azure prepayment - US Gov NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 1 1,200.00 0.00 1,200.00 120 SEJ-00002 PowerAppsPlan per User NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 2 211.20 0.00 422.40 130 SDW-00001 PowerAppsPrtlLgnCpcty AddOn NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 1 2,112.00 0.00 2,112.00 140 SPU-00002 Power Automate plan Shared Server SubsVL MVL PerUsr NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 7 158.40 0.00 1,108.80 150 NK4-00002 Power BI Pro ShrdSvr per User NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 1 90.12 0.00 90.12 160 7LS-00002 Project P3 Per User NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 38 269.28 0.00 10,232.64 Quote US-QUO-1135060 274 CC 11-21-2023 274 of 598 Start Date Version Description End Date OS Amount Pos.No.Manufacturer Disc-Lev.Format Lic. Model Lic. Metrics Qty.Unit Price Sales Tax (USD) 170 5YI-00007 SharePoint Syntex SubsVL AddOn NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 1 45.84 0.00 45.84 180 NYG-00001 Audio Conferencing Select Dial Out Sub Add-on NON-SPEC/AL Government Monthly Subscription Add Prod Non-Specific Microsoft LEVEL D SUB IEA ADD G 364 0.00 0.00 0.00 190 AAA-10842 Office 365 E3 ShrdSvr PerUsr NON-SPEC/AL Government Monthly Subscription Non-Specific Microsoft LEVEL D SUB IEA GOV 2 236.71 0.00 473.42 Total USD excl. Tax 102,680.39 Tax 0.00 Total USD incl. Tax 102,680.39 Thank you for your request for quote. This offer is non-binding. Prices are subject to change if supplier prices or currency values fluctuate. Unless customer & SoftwareONE have executed a reseller agreement, customer hereby agrees that by placing an order with SoftwareONE customer will be bound by SoftwareONE’s terms & conditions, located at www.softwareone.com, and the placement of your order represents your agreement thereto. If Customer is required by law to withhold any tax from amount payable, the amount payable will be increased so that after making all required withholdings, SoftwareONE receives equal to the amount it would have received had no such withholdings been made. Payment Terms 30 Days net Shipping Method Electronic Software Delivery Quote valid until 11/30/2023 Prices are based on 30 Days net, FOB SoftwareONE. Shipping and Handling and applicable Sales Tax are additional. Once SoftwareONE places an order is placed with a Licensor, Customer’s order will be binding and non-cancelable, except as otherwise provided by the Licensor’s Return Policies. CONFIDENTIAL INFORMATION: This Quote, and any attachment is intended only for the person or entity to which it is addressed, and contains confidential and/or privileged information. Any review, retransmission, dissemination or other use of this information to persons or entities other than the intended recipient is prohibited. View or place within PyraCloud: https://v1.client.softwareone.com/portal/Quotes/DocumentDetail/US/US-QUO-1135060 Quote US-QUO-1135060 275 CC 11-21-2023 275 of 598 Contract No. ________ Page 1 of 3 Exhibit B: Insurance Requirements and Proof of Insurance Proof of insurance coverage described below is attached to this Exhibit, with City named as additional insured. 1.MINIMUM SCOPE AND LIMITS OF REQUIRED INSURANCE POLICIES Additional Insureds: The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers (“Additional Insureds”) are to be covered as additional insureds on Consultant’s Commercial General Liability and Cyber Liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant’s insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions are used). Primary Coverage: Coverage afforded to City/Additional Insureds shall be primary insurance. Any insurance or self- insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Software Provider’s insurance and shall not contribute to it. Notice of Cancellation: Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. Workers' Compensation: As required by the State of California, with Statutory Limits and Employer’s Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Software Provider, its employees, agents, and subconsultants. General Liability: For bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a. It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Software Provider’s policy shall be "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 01 (04/13). ATTACHMENT E 276 CC 11-21-2023 276 of 598 Contract No. ________ c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Agreement. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect City as a named insured. Automobile Liability ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage. Cyber Liability: Insurance, with limits not less than: $2,000,000 each occurrence $2,000,000 aggregate - all other Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Software Provider in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion, and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations. If the Software Provider maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or higher limits maintained by the Software Provider . Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 2. ABSENCE OF INSURANCE COVERAGE. City may direct Software Provider to immediately cease all activities with respect to this Agreement if it determines that Software Provider fails to carry, in full force and effect, all insurance policies with coverages at or above the limits specified in this Agreement. At the City’s discretion, under conditions of lapse, Cit y may purchase appropriate insurance and charge all costs related to such policy to Software Provider. 3. PROOF OF INSURANCE COVERAGE AND COVERAGE VERIFICATION. A Certificate of Insurance, on an Accord form, and completed coverage verification shall be provided to City by each of Software Provider's insurance companies as evidence of the stipulated coverages prior to the Commencement Date of this Agreement, and annually thereafter for the term of this Agreement. All of the insurance companies providing insurance for Software Provider shall be licensed to do insurance business in the State of California and shall have, and provide evidence of, a Best Rating Service rate of A:VII or above. Page 2 of 3 277 CC 11-21-2023 277 of 598 Contract No. ________ Page 3 of 3 4. SUBCONTRACTORS Software Provider shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant’s insurance policies. 5.HIGHER INSURANCE LIMITS If Software Provider maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Software Provider . 6.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. 278 CC 11-21-2023 278 of 598 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 10/31/2023 Marsh McLennan Agency LLC 2725 South Moorland Road New Berlin WI 53146 Clara "Claire" Borck 262 796-8823 262 785-9753 claire.borck@marshmma.com Travelers Property Casualty Co of Amer 25674 Travelers Indemnity Company of CT 25682SoftwareOne Inc & Predica US & SynchoNet LLC 320 E Buffalo St Milwaukee WI 53202 Travelers Property Casualty Co. of Amer 36161 Federal Insurance Company 20281 Indian Harbor Insurance Company 36940 1557914610 A X 1,000,000 X 300,000 10,000 1,000,000 2,000,000 Y 6306T094534 10/1/2023 10/1/2024 2,000,000 A 1,000,000 X X X BA6N339832 10/1/2023 10/1/2024 A X X 15,000,000CUP1L96820210/1/2023 10/1/2024 15,000,000 X 10,000 B X N Y UB5J221224 10/1/2023 10/1/2024 1,000,000 1,000,000 1,000,000 C D E CyberFirst Liab & Tech E&O Crime (3rd Party) Excess CyberFirst Liab & Tech E&O ZPL41N44363 82635758 9030691 10/1/2023 10/1/2023 10/1/2023 10/1/2024 10/1/2024 10/1/2024 $5,000,000 Limit $500,000 Limit $5,000,000 Limit $250,000 retention $50,000 Deductible $250,000 retention A) Blanket Personal Property - #ZLP21N55671 - 10/1/23-24 - $1,405,777 Limit with $2,500 dedutible. City of Cupertino, its council, officers, officials, employees, agents, servants and volunteers are included as an additional insured on a primary and non-contributory basis under the General Liability when required by written contract. A Waiver of Subrogation applies under the Workers Compensation policy. City of Cupertino 10300 Torre Avenue Cupertino CA 95014 ATTACHMENT F 279 CC 11-21-2023 279 of 598 280 CC 11-21-2023 280 of 598 281 CC 11-21-2023 281 of 598 282 CC 11-21-2023 282 of 598 283 CC 11-21-2023 283 of 598 284 CC 11-21-2023 284 of 598 285 CC 11-21-2023 285 of 598 ENDORSEMENT WC 00 03 13 (00) - POLICY NUMBER: EMPLOYERS LIABILITY POLICY AND WORKERS COMPENSATION WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 001 ONE TOWER SQUAREHARTFORD CT 06183 UB-5J221224-23-I3-E 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 ORGANIZATION: DESIGNATED PERSON: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE:PAGEST ASSIGN:OF Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. 10-17-23 1 1 286 CC 11-21-2023 286 of 598 CITY OF CUPERTINO Agenda Item 23-12755 Agenda Date: 11/21/2023 Agenda #: 10. Subject: Approve master agreements with CSG Consultants, Inc. and 4Leaf, Inc., to provide construction management services on various Capital Improvement Program (CIP) projects. 1. Authorize the City Manager to execute a master agreement with CSG Consultants, Inc. (CSG) in the amount not to exceed $500,000 for contract period of two years. 2. Authorize the City Manager to execute a master agreement with 4Leaf, Inc. (4Leaf) in the amount not to exceed $500,000 for a contract period of two years. CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™287 CC 11-21-2023 287 of 598 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Approve master agreements with CSG Consultants, Inc. and 4Leaf, Inc., to provide construction management services on various Capital Improvement Program (CIP) projects. Recommended Action 1. Authorize the City Manager to execute a master agreement with CSG Consultants, Inc. (CSG) in the amount not to exceed $500,000 for a contract period of two years. 2. Authorize the City Manager to execute a master agreement with 4Leaf, Inc. (4Leaf) in the amount not to exceed $500,000 for a contract period of two years. Reasons for Recommendation Public Works relies on consultant support to augment staff and provide construction management services on Capital Improvement Programs (CIP) projects when needed. Providing this support enables staff to deliver capital projects effectively and efficiently. Master Agreements enhance transparency and accountability by identifying the full contract amount for a specified time period with any one vendor. It is typical to establish Master Agreements with multiple vendors providing similar services to allow for flexibility with respect to availability and specialized skills. “A master service agreement (MSA) is a fundamental contract outlining the scope of the relationship between two parties, including terms and conditions for current and future activities and responsibilities. There is great value in using these arrangements, especially for entities with multiple agreements pertaining to the same client. MSAs are contracts that establish basic terms between vendors and clients at the beginning of a business relationship. This initial agreement helps to speed up the negotiation process for future contracts and facilities the project management process, resulting in a more efficient and streamlined process. By establishing these basic terms upfront, subsequent contracts can be more easily negotiated and agreed upon, saving time and money for everyone involved. Due to their ability to simplify the contract 288 CC 11-21-2023 288 of 598 negotiation process, MSAs are a popular choice for businesses of all types.” (from Thomson Reuters Legal) This master agreement establishes a menu of typical services that may be performed for the administration and management of construction contracts and defines a maximum authorized compensation. Funds are not encumbered by the master agreement. Instead, project-specific services are authorized on a project-by-project basis through the issuance of a service order, which complies with Public Contract Code and Cupertino Municipal Code. Funding for the services is budgeted and encumbered to each project. City Council approves each project budget, typically with the Capital Improvement Program. In anticipating the on-going need for construction management services, the City issued a Request for Qualifications in July 2022. The Request for Qualifications selection process was conducted in accordance with the State of California and public contract codes. Fifteen Statements of Qualification (SOQ) were received from firms within the Bay Area, which were evaluated for relevant skills and experience. All 15 firms were deemed to be qualified to provide construction management services for different project types. Based on the submitted SOQs, areas of expertise for each consultant firm were determined to help identify which firms were best suited for upcoming projects. It is important to note that the City has active agreements (Master Agreements and/or Stand-Alone Agreements) with 7 of 15 Construction Management firms. Additionally, we have reached out to 14 of the 15 firms for recent project Requests for Proposals. CSG is one of the firms that provides construction management services that align with upcoming project needs, and staff recommends that CSG be awarded a master agreement to manage construction activities for CIP projects. CSG has provided reliable construction management services for both public and private organizations and has worked with the City of Cupertino as Construction Managers on CIP projects since 2016. In addition, CSG was selected based on their staff and firm experience relevant to project types that are included in the CIP, depth and breadth of skills and resources, past performance, and demonstrated availability. CSG recently provided construction management services for the Stevens Creek Blvd Emergency Storm Drain Repair project. The existing master agreement with CSG (which is currently scheduled to expire on 12/31/2023) enabled the City to utilize CSG’s services quickly and efficiently to facilitate the expedited timing of this project. The contractor 4Leaf is one of the firms that provides construction management services that align with upcoming project needs, and staff recommends award of a master agreement to 4Leaf to manage construction activities for CIP projects. 4Leaf has provided high quality construction management services for the City since 2021 and has extensive experience performing construction management services for several municipalities in the Bay Area. 4Leaf was selected based on experience relevant to project types that are included in the CIP, depth and breadth of skills and resources, past performance, and availability. The City will utilize 4-Leaf for construction management 289 CC 11-21-2023 289 of 598 services for McClellan Bikeways Phase 3 (intersection work at De Anza Blvd/McClellan Rd) as well as for Regnart Road Phase 1 improvements (which we anticipate beginning in Spring of 2024), as 4-Leaf provided responded to the City’s request for proposal, and provided the lowest cost proposal for these services. The approval of the master agreements with CSG and 4Leaf will allow staff to continue to utilize construction management resources on an as-needed basis to support the delivery of CIP projects. Sustainability Impact No sustainability impact. Fiscal Impact No fiscal impact. No additional appropriation is required for this action. After a master agreement is executed, the requisite funds are encumbered from existing CIP project budgets. California Environmental Quality Act (CEQA) Not applicable. _____________________________________ Prepared by: Susan Michael, Capital Improvement Programs Manager Reviewed by: Chad Mosley, Director of Public Works Approved for Submission by: Pamela Wu, City Manager Attachments: A - Draft Master Agreement CSG Consultants, Inc. B - Draft Master Agreement 4Leaf, Inc. 290 CC 11-21-2023 290 of 598 CITY O F a MASTER PROFESSIONAL/SPECIALIZED SERVICES AGREEMENT WITH CSG CONSULTANTS, INC CUPERTINO 1. PARTIES This Master Agreement is made by and between the City of Cupertino, a municipal corporation ("City"), and CSG Consultants, Inc. ("Contractor") a Corporation for Construction Management Services for Various CIP Projects, and is effective on the last date signed below ("Effective Date"). 2. SERVICES 2.1 Scope of Services. Contractor agrees to provide the Services set forth in the Scope of Services, attached and incorporated here as Exhibit A, on an as-needed basis. The Services must comply with this Agreement and with each Service Order issued by the City's Project Manager or his/her designee, in accordance with the following procedures, unless otherwise specified in Exhibit A. Contractor further agrees to carry out work in compliance with any applicable local, State, or Federal order regarding CO VID-19 . 2.2 Service Orders. Before issuing a Service Order, the City Project Manager will request Services in writing and hold a meeting with Contractor to discuss the Service Order. Contractor will submit a written proposal that includes a specific Scope of Services, Schedule of Performance, and Compensation, which the Parties will discuss. Thereafter, City will execute a Service Order Form for the Services, attached and incorporated here as Exhibit B. The Service Order will specify the Scope of Services, Schedule of Performance, Compensation, and any other conditions applicable to the Service Order. Issuance of a Purchase Order is discretionary. The City Project Manager is authorized to streamline these procedures based on the City's best interests. Contractor will not be compensated for Services performed without a duly authorized and executed Service Order. 3. TIME OF PERFORMANCE 3.1 Term. This Agreement begins on the Effective Date and ends on December 31, 2025 ("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 within the time specified in each Service Order, and under no circumstances should the Services go beyond the Contract Time. 3.3 Time is of the essence for the performance of all the Services required in this Agreement and in each Service Order. Contractor must have sufficient time , resources and qualified staff to deliver the Services on time. Contractor must respond promptly to each Service Order request. Master Professional/Specialized Services Agreement/ Rev. October 202 1 Construction Management Services for Various CIP Proj ects Page I of9 Attachment A 291 CC 11-21-2023 291 of 598 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services a total amount that will based upon actual costs but that will be capped so as not to exceed $500,000 .00 ("Contract Price"), based upon the Scope of Services in Exhibit A and the budget and rates included. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor 's actual costs exceed the capped amount. 4.2 Per Service Order. Compensation for Services provided under a Service Order will be based on the rates set forth in the Service Order, which shall not exceed the capped amount specified in the Service Order. 4.3 Invoices and Payments . Except as otherwise provided in a Purchase Order, monthly invoices must state a description of the deliverables completed and the amount due for the preceding month. Thirty (30) days prior to expiration of the Agreement, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Noncompliance with this requirement 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, -----------------------Lua.ster..ErofessionalLS peciali.zed.Ser.vies:s.Agreement/...ReY . October.2021_ Constn1ction Ma nagement Services for Various CIP Projects Page 2 of9 292 CC 11-21-2023 292 of 598 u nemployment, 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 busine ss including, but not limited to , federal and state income taxes. City shall have no obligation whats oever to pay or withhold any taxes or benefits on behalf of Contractor. Should any court, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS), the Internal Revenue Service or the State Employment Development Division, determine that Contractor, or any of its employees, agents, or subcontractors, is an employee for any purpose, then Contractor agrees to a reduction in amounts payable under this Agreement, or to promptly remit to City any payments due by the City as a result of such determination, so that the City 's total expenses under this Agreement are not greater than they would have been had the determination not been made. 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 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 cr eated 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 add itions to the original Services; and/or (d) Other City proj ects. Master Professional/Specialized Services Agreement/ Rev . October 2021 Constrnction Management S ervices for Variou s CIP Projects Page 3 of9 293 CC 11-21-2023 293 of 598 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. 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 will be considered an assignment of the Agreement and subject to City approval. Control means fifty percent (50%) or more of the voting power of the business entity. 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 Contractors ("Indernnitees"), 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 asterJ>rofessionalLSpecialized SeQiices Agreement/ ev. October 202 I Construction Management Services for Various CIP Projects Page4of9 294 CC 11-21-2023 294 of 598 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, 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 C, 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 1 720 and other labor laws . Master Professional/Specialized Services Agreement/ Rev . October 2021 Construction Management Services for Various CIP Projects Page 5 of9 295 CC 11-21-2023 295 of 598 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 Contractor's employees or sub-contractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 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 Susan Michael 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 Nourdin Khayata as its single Representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Services. Contractor's Project manager is responsible for coordinating and scheduling the Services in accordance with City instructions, service orders and the Schedule of Performance. Contractor must regularly update the City's project manager about the status, progress and any delays with the work. City's written approval is required prior to Contractor substituting a new Representative which shall result in no additional costs to City. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts thereof 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. Construction Management Services for Various CIP Projects Page 6 of9 296 CC 11-21-2023 296 of 598 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 Parti es will collaborate to implement thi s Section, as appropriate . Master Professional/S pecialized Services Agreement/ Rev. October 2021 Construction Management Services for Various CIP Projects Page 7 of9 297 CC 11-21-2023 297 of 598 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 : Susan Michael Email: SusanM@cupertino .org 27. EXECUTION To Contractor : CSG Consultants, Inc. 550 Pilgrim Dr. Foster City, CA 94404 Attention: Nourdin Khayata Email: nourdin@csgengr.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 wh ic h , taken together, constitute a single binding instrument. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK [SIGNATURE PAGE TO FOLLOW] ..._ ______________________ mg;lli,te.i:..erofessionalLS-12ec ia liz ed Services Agreement/ Rev. October 2021 ___ _ Construction Management Services for Various CIP Projects Page 8 o f 9 298 CC 11-21-2023 298 of 598 IN WITNESS WHEREOF, the parties have cau sed the Agreement to b e executed. CITY OF CUPERTINO A Municipal Corporation By ________ _ Name ---------- Title ----------- Date ----------- APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST : KIRSTEN SQUARCIA City Clerk Date ----------- Constntction Management Services for Various CJP Projects CSG CONSULTANTS, INC. Mourd/11 kha;Jata By ___________ _ Name nourdinkhayata Title Vice President Date Nov 13, 2023 Master Professional/Specialized Serv ices Agreement/ Rev . October 2021 Page 9 of9 299 CC 11-21-2023 299 of 598 EXHIBIT A SCOPE OF SERVICES The CONSULT ANT shall provide certain Construction Management services as required and requested by the CITY. The CONSUL TANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or authorized Agent as defined in Section 11, PROJECT COORDINATION and (2) as defined in a fully executed SERVICE ORDER (Exhibit B). SECTION 1-GENERAL PROVISIONS A. The CONSUL TANT shall perform all services to the satisfaction of the CITY' s Public Works Director or authorized Agent. B. The CONSUL TANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Program and Project Management Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSUL TANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY. D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall provide Construction Management services for various CITY Public Works projects. All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement. A. General Performance Requirements -s:-1ru-.------------------------Exhibit-A-Scope of Servic~-s Construction Management Services 2023-2025 Page 1 of9 300 CC 11-21-2023 300 of 598 1. The performance of all services by CONSULT ANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this scope of services and the standard of care provisions contained in this AGREEMENT. 2. CONSULTANT shall be responsible for coordinating the work of all consultants and contractors, as needed or as directed by the CITY. CONSULTANT shall schedule meetings and prepare meeting agendas and minutes for all PROJECT meetings during the execution of this agreement under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSULTANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. 3. CONSULTANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. CONSULTANT shall not substitute any team members without the prior approval of the CITY. CITY retains the right to reject team members assigned by CONSULT ANT or require replacement of team members. 4. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT . CONSUL TANT shall consult with the CITY, research applicable information, and communicate with members of the PROJECT team. 5. During the course of work of an assigned PROJECT, CONSULT ANT shall meet weekly with CITY' s assigned project manager for the respective construction projects to provide an update on the current status of the construction project. CM will provide the CITY' s assigned project manager with a summary report. B. CONSUL TANT shall effectively manage the assigned construction projects for the efficient, progressive, and proactive delivery of each construction project. For each assigned construction project, the CONSULT ANT may provide any or all of the following tasks and subtasks under Section 2, as is required for each specific project. C. TASKS Consultant services for any assigned project under this Master Agreement may include, but is not limited to the following tasks: Task 1-Pre-Construction Phase -work may include but is not limited to the following: 1) Conduct a constructability review of the construction documents (50%, 95 % and 100 %) for the various projects. Provide a written report with recommendations for changes. 2) Cost Estimate review and value engineering for v arious projects. Provide a written report with recommendations. 3) Utility coordination for projects. Work shall include a survey of existing utilities, the CSG Consultants, Inc. Construction Management Services 2023-2025 Exhibit A-Scope of Services Page 2 of 9 301 CC 11-21-2023 301 of 598 development of utility service plan for new and existing structures, coordinating with consultant preparing the project plans and making application to the utility companies for service. 4) Assist with the building permit approval process. Work may include but is not limited to coordinating with design consultant and building department to receive an approved building permit. 5) Assist with the review and approval process for other permits and regulatory requirements. Work shall include but is not limited to coordinating with design consultant, city staff, and regulatory agencies to apply for and secure approved permits and authorizations as needed. 6) Assist with the development and conducting of public outreach programs to assist in providing public information regarding project. 7) Assist with grant administration during the project. Task 2 -Bid Phase -work may include but is not limited to the following: 1) Conduct a pre-bid Conference with prospective Bidders. 2) Assist with the issuing of Addendums. 3) Assist in the development of bidders' interest in a project. 4) Review bid documents and assist the CITY in evaluation of bidders Statement of Qualifications for responsible low bidder and assist in analyzing bid protest as may be necessary. 5) Tabulation and evaluation of bid results. Assist in the evaluation of bid alternatives and make recommendations on award. 6) Assist in review and processing of substitution submittals during bid and construction phase. Task 3 -Construction Phase -work may include but is not limited to the following: 1) Administration and Coordination of Construction Contract: CM will provide administrative, construction management and related services necessary to administer the Construction Contract on each assigned project. CM' s services may include but are not limited to the following: a. Scheduling, coordinating and conducting pre-construction and construction meetings; recording, maintaining and distributing minutes thereof. b. Prior to start of project construction the CM and CITY will come to agreement on the format for all project records to be kept and turned over to the CITY at the completion of the project. Documents may be hard copies and/or electronic. CM will make recommendations on programs to be used for tracking and other record keeping needs. c. Develop and implement a procedure for the submittal and processing of submittals with the design consultant. This shall include preparing and updating G Consultants;in c. Construction Management Services 2023-2025 -----+-: xhibit A-Soope of Servfoes Page 3 of 9 302 CC 11-21-2023 302 of 598 logs. Provide preliminary review for completeness and general compliance of submittals that are to be reviewed by the design consultant. Provide review and response for submittals that do not involve the design consultant (such as Safety Plan, Fire Protection Plan). Sign and date such submittals with response: Reviewed or Revise and Resubmit. d . Develop and implement a procedure for the submittal and processing of substitution requests with the CITY and the design consultant. This shall include preparing and updating logs. e . Develop and implement a procedure for timely handling and disposition of the Contractor's request for information (RFI) or clarifications with the design consultant. This shall include preparing and updating logs. f. Establish and implement procedures for the timely transmittal and receipt of communications, drawing and other information between CM, design consultant and the Contractor relating to construction of the project. g. Develop and implement a procedure for the timely submittal, processing and tracking of Contract Change Orders (CCO), Request for Price Quote (RPQ), etc. with the CITY. This shall include preparing and updating logs. h. Coordinate and maintain a project directory for the project, with emergency contact information. i. Review the Contractor's comprehensive schedule that establishes a base line and reports the status and progress of the project. The schedule should include details such as milestones and key activities to track project progress. Review the Contractor's three week look ahead schedule. Verify that schedules conform to the construction contract documents. j. Work with CITY and Contractor to maintain use of existing facilities that are affected by the construction, to minimize the disruption to the existing facilities and to have their continued use during the construction of the project. This includes all phase of construction and delivery of materials. 2) Monitoring of construction costs and progress payments, CM services may include but are not limited to the following: a. Provide and maintain project level reports for budgeting and contingency tracking; contract payment status; cash flow forecasting and analysis; grant documentation; and other financial reporting as necessary to support the CITY's accounting needs. CM shall maintain records reflecting the actual costs for activities completed or in progress, including records relating to work performed on a unit cost basis and additional work performed by the Contractor on a time and materials basis. CM shall monitor and advise the CITY of costs pertaining to potential, pending and completed changes; and potential or pending claims. b. Develop a procedure for submittal, review and processing of the progress payments to Contractor, along with associated forms and reporting systems. CM shall review progress payment applications and work with Contractor to achieve agreement on the progress payment amount. CM will verify that the "as built" CSG Consultants, Inc. Construction Management Services 2023-2025 Exhibit A-Scope of Services Page4 of 9 303 CC 11-21-2023 303 of 598 check set of plans by the Contractor are updated prior to approval of progress payment being submitted to the CITY. CM will require Contractor to provide a conditional waiver and release for progress payments and a final release and waiver for the final payment. CM will certify that the data in each application for progress payment is to the best of CM' s knowledge, information and belief, the work has progressed to the point indicated in the application for progress payment and the quality of the work is generally in accordance with the contract documents. CM' s review of application for progress payment shall be undertaken and completed in a timely manner so that the CITY can meet its obligations to make progress payment due Contractor within the time permitted by applicable law without incurring interest liability or other penalties/liabilities. CM shall also verify the progress payment satisfies any grant requirement. 3) Substantial completion and final completion, CM services may include but are not limited to the following: a. Consult with the design consultants and CITY to jointly ascertain the achievement of substantial completion of the project. If upon inspection of the project substantial completion has not been achieved, the CM will assist the design consultant in noting the conditions of the work and the measures necessary for the Contractor to achieve substantial completion. Upon determining that the Contractor has achieved substantial completion the CM will coordinate the CITY' s and design consultant's final inspection of the work to note punch list items to be completed by the Contractor as a condition to achieve final completion. b. Assist the CITY in issuing a certificate of substantial completion and final completion, as applicable. 4) Progress Records, CM services may include but are not limited to the following: a. Maintain records of the progress of construction of the project, including written progress reports and photographs reflecting the status of construction and percentage completion of the project. CM will maintain daily records during construction of the project showing weather conditions, personnel of the Contractor and Subcontractor at the site, work accomplished, problems encountered and other matters materially affecting the project, completion of the project or construction cost to complete construction of the project. CM shall maintain project records for test results and special inspection results . b. Provide monthly progress reports on the project. 5) Site observations of project, CM services may include but are not limited to the following: a. CM shall be on-site during construction of the project and substantially at all times during which there are construction activities at the site. CITY and CM may agree to the amount of time required to be at the site for observation, however this does not relieve the CM from the requirement of having knowledge of the status of the work. CSG Consultants, Inc. Construction Management Services 2023-2025 --Exhibit A-Scope-of-Services Page 5 of 9 304 CC 11-21-2023 304 of 598 b. Coordinate testing, lab services and inspections, this includes by outside firms . CM will work with the Building Department for permit inspections coordination and final approvals of permit. Provide testing and test results by testing firm acceptable to CITY . Such testing services shall be a reimbursable expense as described in Task 5. c. Maintain at the site the following documents at a minimum: Contract, Drawings, Specifications, approved Change Orders, Submittals, building permit, SWPPP and associated testing or monitoring documentation, other permits, applicable codes, rules and regulation and other written or electronic materials relating to the project. d . CM will endeavor to guard the CITY against defects and deficiencies in construction and workmanship of the project on the basis of its site observations, and a quality control program established and implemented hereunder to monitor construction workmanship for conformity: 1) accepted industry standards; 2) applicable laws, codes, regulations, ordinances or rules: 3) and the requirements of the construction documents. e. CM shall reject work whenever in the ordinary course of discharging its services the CM discovers or observes patent conditions of defective or deficient construction and workmanship which as or may have an adverse impact upon the project's life-safety systems or operations, structural elements or integrity of the safety of persons or property. CM shall take prompt action appropriate under the circumstances, including stopping the work and thereupon notifying the CITY in writing. CM's responsibilities hereunder shall be limited to defective or deficient work or an apparent or patent nature. f. Review the Contactor safety program and the requirements of the construction documents and applicable law. CM shall monitor the Contractor's compliance with safety programs and advise the CITY of measures, if any, necessary or appropriate to obtain the Contractor's compliance. By undertaking the obligation hereunder, CM shall not be deemed to have assumed responsibility of the adequacy or sufficiency of safety programs implemented by the Contractor, but the CM is responsible for verifying that the Contractor has established a safety program, that the safety program established by the Contractor is in compliance with applicable law, rule or regulation and that the Contractor has implemented its safety program. g. CM shall promptly notify the CITY in writing of all CM observed instances of Contractor's failure to comply with applicable safety requirements. If in the course of performing services during the construction, the CM observes a safety violation or other unsafe condition on or about the site or surrounding area which have a immediate or potential or actual adverse effect on life or property, the CM is authorized, without prior notice to the CITY or prior directive by the CITY, to take all actions deemed necessary and appropriate by the CM under the then existing circumstances to prevent such actual or potential adverse effect. CSG Con sultants, Inc. Constructi on Managem en t Services 2023-2025 Exhibit A-Scope of Services Page 6 of 9 305 CC 11-21-2023 305 of 598 h. CM shall become familiar with all CEQA documents and permit requirements from other agencies having jurisdictions over the site or work that will affect the project and the construction site. CM shall be responsible for monitoring all aspects of the project as it relates to the requirements. CM shall monitor the Contractor's compliance with all requirements of the CEQA documents and permits by other agencies. CM shall take prompt action appropriate under the circumstances, including stopping the work and thereupon notifying the CITY in writing if Contractor is not following all requirements. 6) Contract Change Order (CCO) processing, CM services may include but are not limited to the following: a. Coordinate and disseminate correspondence, drawings and other written materials by and between the Contractor, the CITY and the design consultants relating to changes to the project. CM will coordinate the Contractor's performance of changes authorized by the CITY. CM shall maintain a log or other written records to monitor the pendency and disposition of change and CCOs to keep the CITY advised of the status of the same and the actual or potential impact of any particular change or CCO or the cumulative effects thereof on the construction cost or time for completion of construction of the project. b. Assist the CITY and design consultant in evaluation of requests for the Contactor for issuance of CCOs, assist in negotiations with the Contractor relative to the CCOs proposals and the adjustment of the contract price or the contract time under the construction contract. CM will make recommendations to the CITY and the design consultant for handling and disposition of the Contractor's proposal relative to the changes. If a change to the construction contract is approved or authorized by the CITY, CM will assist the CITY and the design consultant in the preparation of a CCO reflecting such approved or authorized change to the construction contract. The CM is not authorized, without the prior consent and approval of the CITY, to effectuate or authorize any change to the work of the project. The CM shall be liable to the CITY for all direct and consequential costs, losses or damage resulting from the CM' s direction or authorization of effectuate a change to the work of the project without the prior direction and authorization by the CITY. 7) Claims handling, CM service may include but are not limited to the following: a. Assist the design consultant in the review, evaluation and processing of claims asserted by the Contractor; CM will make recommendations to the CITY as to merit, handling and disposition of Contractor's claims. Except in the event that the CM is alleged to have caused or contributed to the circumstances giving rise to a Contractor claim or other Contractor demand for compensation, services of the CM to prepare documentation or provide testimony in a mediation, arbitration or judicial proceeding arising out of such a claim or demand for compensation shall be deemed additional services. If the CM is alleged to have SG Consultants, Inc . Construction Management Service s 2023-2025 ----------------F,·xhibit A--Seope-of Services ------ Page 7 of9 306 CC 11-21-2023 306 of 598 caused or contributed to a Contractor claim, the CM's claims handling services, including without limitation, claims analysis, assistance in preparing briefs/graphic materials in connection with negotiations or dispute resolution proceeding relating to a Contractor claim shall be deemed part of the CM' s basic services under this agreement. 8) CM equipment, CM may provide the following equipment necessary to carry out CM duties: a. Provide all equipment, furnishings and other items necessary to complete the services required for the project. Including without limitation, trailer, computers, related hardware, software, vehicles, cell phones, office equipment and copiers. Task 4 -Inspections and Testing -work may include but is not limited to the following: 1) CM shall conduct routine inspection of the construction work over the course of construction to ensure compliance of the work with the construction contract, including all drawings and specifications. 2) CM shall monitor the contractor's compliance with required Regulatory Agency Permit inspections and advise CITY of coordination problems and Contractor's compliance with permit/inspection requirements. 3) CM shall engage the necessary subconsultants to perform the necessary inspections and testing as required for the project. CM shall schedule and coordinate with the contractor and subconsultant for the necessary testing and inspection for the project. 4) Compensation to the CM for inspections and testing by subconsultant shall be for the actual billed amount only, no mark up or overhead will be allowed for these subcontracted services . CM shall bill monthly for actual inspections and testing completed. CM shall attach copies of subconsultants' invoice for verification of cost being billed. Task 5 -Post-Construction Phase -work may include but is not limited to the following: 1) Contractor closeout document review, CM services may include but are not limited to the following: 2) Receive from the Contractor the closeout documents and items to be submitted by the Contractor under the terms of the Construction Contract upon completion of its obligations under the Construction Contract. The CM shall review each Contractor's closeout submittals to determine conformity with the requirements of the Construction Contract. If the CM determines that any Contractor's closeout submittals are not in conformity with requirements of the construction contract, the CM shall make recommendations to the CITY for m easures to secure compliance with the requirements of the construction contract. The CM shall deliver to the CITY all of the Contractor's closeout submittals, including the Contractor's a s-build drawings which the CM shall CSG Con sultants, Inc. Construction Management Services 2023 -2 025 Exhibit A-Scope of Services Page 8 of 9 307 CC 11-21-2023 307 of 598 transmit to the design consultant for preparation of the record drawings. The CM shall monitor the design consultant's preparation and completion of the project record drawings prior to delivering to the CITY. 3) Within thirty (30) days of the date of issuance of a Certificate of Final Completion for the construction contract, the CM shall assemble and deliver to the CITY all of the records maintained by the CM relating to the project. CSG Consultants, Inc. Construction Management Services 2023-2025 END OF EXHIBIT -----------i~hibit :A-Scope-oHiel'Vices Page 9 of 9 308 CC 11-21-2023 308 of 598 COMPENSATION The City shall compensate the Consultant according to the hourly rate(s) stated in this Exhibit which shall remain in effect for the Master Agreement schedule of performance unless changed by written amendment to the Master Agreement. Each authorized Service Order under this Master Agreement shall identify the method of compensation consistent with the scope of services provided by the Consultant. In any case, the Consultant's total payment for each authorized Service Order shall not exceed the maximum compensation identified in that Service Order, unless authorized by a written amendment executed by the City and the Consultant, and the total compensation for all authorized Service Orders shall not exceed the maximum compensation stated in Article 4, Compensation, of the Master Agreement. Work exceeding the total authorized amount for a Service Order or the total compensation for the Master Agreement shall be at no cost to the City. Consultant Hourly Rate(s) The Consultant shall be compensated according to the following hourly rate(s) for all work performed under authorized Service Orders: Labor Category Master Agreement Hourly Rate Resident Engineer $230 Assistant Resident Engineer / $190 Office Engineer Construction Inspector $165 Reimbursable Expenses Reimbursable expenses represent the acquisition cost of items, other than direct labor, specifically required to perform the scope of services and beyond normal business operating expenses which are included in the direct labor rate. Such expenses include, but are not limited to: • Individual or multiple document reproductions that exceed 50 pages; • Drawing or bid set reproductions; • Software required by City other than Microsoft Word, Excel, PowerPoint, and Project; Adobe Acrobat; and a photo editor program. • Travel expenses to the extent allo w ed b y Ci ty policy; • Sub-consultants required b y p roject scope of services; CSG Consultants, Inc. Construction Management Services 2023-2025 Compensation Page 1 of 2 309 CC 11-21-2023 309 of 598 COMPENSATION • Safety equipment required by City policy or the project scope of services; • Mass mailing notifications; • Expenses for public meetings, such as refreshments, interpreters, security, valet parking, facility rental, tents or booths, easels, markers, paper, presentation equipment. The City shall compensate the Consultant for such reimbursable expenses only with prior written authorization by the City representative designated in Section 14, Project Coordination, of the Master Agreement. All compensation, including reimbursable expenses, shall not exceed the maximum compensation for the Service Order. The City shall compensate the Consultant for reimbursable expenses for the documented actual cost only, allowing for no surcharge for Consultant administration. Reimbursable expenses shall be separately identified on the Consultant invoice . Method of Payment The Consultant shall submit an invoice to the City by the 5th business day of each month that clearly identifies the work performed in the previous month and authorized reimbursable expenses. All invoices from Consultant shall be emailed to PWinvoices@Cupertino.org and the Project Manager or mail to the City at: Attention: Susan Michael, Capital Improvement Programs Manager City of Cupertino 10300 Torre Ave. Cupertino, CA 95014 The invoice shall identify the applicable period of work, a description of the work performed consistent with the Service Order scope of services, the number of hours, hourly rate, reimbursable expenses, Service Order maximum compensation, Service Order compensation to date including invoice number, total invoice amount for current invoice, Service Order maximum compensation balance remaining. All Consultant payments shall be addressed to: CSG Consultants, Inc. 3150 Almaden Expressway, Ste 255 San Jose, CA 95118 Attention: Nourdin Khayata, PE END OF EXHIBIT CSG Consultants, Inc. Construction Management Services 2023-2025 Compensation Page 2 of 2 310 CC 11-21-2023 310 of 598 EXHIBITB SERVICE ORDER PROCESS The CONSUL TANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY' s Director of Public Works or authorized Agent as defined in Section 14, Project Coordination, and (2) as defined in a fully executed Service Order. SECTION 1-SERVICE ORDER INITIATION A. The City Public Works Director or his/her designee shall provide written request for Consultant services as defined in this agreement. The Consultant and City shall meet to discuss the services after which the consultant shall provide a written proposal including specific scope of services, performance schedule, and compensation to the City. B. The City and Consultant shall discuss the proposal in detail and agree upon the terms of the Service Order. C. The City shall prepare a Project Service Order consistent with the City's standard form, Service Order, and Attachment A. The Service Order shall, at a minimum, include (1) specific scope of services, deliverables, schedule of performance, and compensation. SECTION 2-SERVICE ORDER EXECUTION D. Both parties shall execute the Service Order as evidenced by the signatures of the authorized representatives defined in Section 14 of the Master Agreement, Project Coordination, and the date signed. E. The Consultant shall begin work on the scope of services only after receipt of a fully executed authorized Service Order defining those services. Consultant understands and agrees that work performed before the date of the authorized Service Order or outside the scope of services once a Service Order is signed and authorized shall be at no cost to the City. F . The maximum compensation authorized by a single Service Order and/or the aggregate of Service Orders shall not exceed the m aximum compensation set forth in Article 4 of the Master Agreement. CSG Consultants, Inc. Construction Managem ent Se rvices 2023-2025 Exhibit B-Service Order Process Page 1 of 1 311 CC 11-21-2023 311 of 598 CITY OF CUPERTINO MASTER AGREEMENT CONSULT ANT SERVICES SERVICE ORDER NO. MASTER AGREEMENT #: MA Date: Maximum Compensation: MA End Date: Consultant: Firm Name: Address: Contact: Ph: Email Address: Project Name: □Description: (simple project description if appropriate) Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation City Project Management Managing Department: Public Works Project Manager: Fiscal/Budget : Master Agreement Maximum Compensation: ---------- Tot al Previously Encumbered to Date: ---------- Enc umbra n c e this Service Order: ---------- Master Agreement Unencumbered Balance: ---------- SO Acc't #: PO#: Project#: Date: Approvals: Consultant: Date: Manager: Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that fund are available as of this date of signature City Finance: Date: --------------- Man age men t Analyst City of Cupertino Master Agreement Service Order 312 CC 11-21-2023 312 of 598 EXHIBIT C Insurance Requirements Professional/Specialized Services Agreement Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance and results of the Services hereunder by the Contractor, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: l. Commercial General Liability (CGL ): Insurance Services Office ("ISO") Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, contractual liability, property damage, bodily injury, and personal and advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this Project (ISO CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a. It shall be a requirement under this agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (1) the minimum coverage/limits specified in this agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy , whichever is greater. b. Additional Insured coverage under Contractor's policy shall be "primary and non- contributory," will not seek contribution from City's insurance/self-insurance, and shall be at least as broad as ISO CG 20 10 04 13 c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy 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 before the City's own insurance or self-insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or, if Contractor has no owned autos, then hired autos (Code 8) and non-owned autos (Code 9), with limits no less than $1,000,000 per accident for bodily injury and property damage. 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 per occurrence for bodily injury or disease. (Not required if Contractor provides written verification it has no employees). 4. Professional Liability. Insurance which includes coverage for professional acts, errors and omissions , with limits no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate (if applicable). If Contractor maintains broader coverage and/or higher limits than the minimums shown above , City requires and shall be entitled to the broader coverage and higher insurance limits maintained by Contractor. OTHER INSURANCE PROVISIONS The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are to be covered as additional insureds on the CGL and automobile liability policies with respect to liability arising out of the Services performed by or on behalf of Contractor including materials, parts, or equipment furnished. Endorsement of CGL coverage shall be at least as broad as ISO Form CG 20 10 11 85 or if not Insurance Requirements for Professional/Specialized Services Version : Jan . 2022 Agreement 313 CC 11-21-2023 313 of 598 available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used. Primary Coverage For any claims related to this Contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of Contractor'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. Waiver of Subrogation Contractor grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Self-Insured Retentions City may approve self-insured retentions and require proof of Contractor's ability to pay losses and related investigations, claim administration and defense expenses within the retention. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. Acceptability of Insurers Insurers must be acceptable to City and licensed to do business in California, and each insurer must have an A.M. Best's financial strength rating of "A" or better and a financial size rating of "VII" or better. Claims Made Policies (applicable only to professional liability) If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the Effective Date of the Contract. 2. Insurance must be maintained for at least five (5) years after completion of the Services. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of the Services. Verification of Coverage Contractor shall furnish the City with acceptable original certificates and mandatory endorsements ( or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City prior to commencing the Services. City retains the right to demand verification of compliance at any time duringthe Contract. Subcontractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors . Insurance coverage shall not limit Contractor's duties to indemnify, defend and hold City harmless. City reserves the right to modify these requirements based on the nature of the risk, prior experience, insurer, coverage or other special circumstances. Insurance Requirements for Professional/Specialized Services Version: Jan. 2022 Agreement 314 CC 11-21-2023 314 of 598 CSGCONS-01 TWANG ACORD. CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 12/20/2022 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 License # OC36861 2~~i~cT Melissa Hill Alliant Insurance Services, Inc. PHONE I FAX 560 Mission St 6th Fl (A/C, No, Ext): (A/C,No): San Francisco, CA 94105 iil''o~~ss: Melissa.Hill@alliant.com INSURER(S) AFFORDING COVERAGE NAIC# INSURER A: Fireman's Fund Insurance Comoanv 21873 INSURED INSURER B: American Automobile Insurance Comoanv 21849 CSG Consultants, Inc. INSURER c: National Suretv Corooration 21881 550 Pilgrim Drive INSURER D : Pacific Insurance Comoanv. Limited 10046 Foster City, CA 94404 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER· 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 TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICYEFF POLICY EXP LIMITS I Tl> •••en ._.n,n T tM••• ......... .,,...,.,.,. A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 ~ D CLAIMS-MADE [K] OCCUR ~~~t~U9E~~~;,~~encel X X USC032768220 12/4/2022 12/4/2023 $ 100,000 ~ MED EXP IAnv one oersonl $ 10,000 PERSONAL & ADV INJURY ~ $ 1,000,000 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ Fl POLICY [K] rr8;= □ LOG PRODUCTS -COMP/OP AGG $ 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY fi:~~~~~~~t~INGLE LIMIT $ 1,000,000 X ANY AUTO X X SCV013084-22-01 12/4/2022 12/4/2023 BODILY INJURY (Pe r oersonl $ -OWNED SCHEDULED -AUTOS ONLY -AUTOS BODILY INJURY /Per accident) $ HIRED NON-gWNED FP~?~fc~i;;::,t?AMAGE $ ~ AUTOS ONLY -AUTO ONLY $ A X UMBRELLA LIAB ~ OCCUR EACH OCCURRENCE $ 5,000,000 -USC029989221 12/4/2022 12/4/2023 5,000,000 EXCESS LIAB CLAIMS-MADE X X AGGREGATE $ OED I X I RETENTION $ 10,000 $ C WORKERS COMPENSATION X I ~ffTUTE I I OTH - AND EMPLOYERS' LIABILITY ER Y/N X SCW023953-22-01 12/4/2022 12/4/2023 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE □ E.L. EACH ACCIDENT $ ~FFICER/MEMBER EXCLUDED? N/A 1,000,000 Mandatory in NH) E.L. DISEASE -EA EMPLOYEE $ If yes , describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000 D Professional Liab. X 83 OH 0489503-22 12/4/2022 12/4/2023 Ded: $50,000; Agg: 5,000,000 D Retro Date: 1/1/1991 83 OH 0489503-22 12/4/2022 12/4/2023 Occurrence: 5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule , may be attached if more space is required) Re: City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers are included as additional insureds on GL & Auto with Waiver of Subrogation and 30 Day Notice of Cancellation per attached. Waiver of Subrogation on WC and 30 Day Notice of Cancellation on Professional per attached. 30 Day Notice of Cancellation on WC is not available. Waiver of Subrogation on Professional applies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Cupertino THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS . 10300 Torre Avene Cupertino, CA 95014 AUTHORIZED REPRESENTATIVE I 4--2>-~ ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved . The ACORD name and l o g o are r e gistered m arks of ACORD 315 CC 11-21-2023 315 of 598 Policy Number: USC032778220 Allianz@) MultiCover® -Without Medical Payments -CG 71 93 03 19 Policy Amendment(s) Commercial General Liability Coverage Form Your Commercial General Liability Coverage Form is revised as follows : 1. Broadened Named Insured A SECTION II -WHO IS AN INSURED, item 3., is deleted and replaced by the following: 3. Any organization that you own at the inception of this policy, or newly acquire or form during the policy period, and over which you maintain during the policy period majority ownership or majority interest, will qualify as a Named Insured if: a. There is no other similar insurance available to that organization; and b. The first Named Insured shown in the Declarations has the responsibility of placing insurance for that organization ; and c . That organization is incorporated or organized under the laws of the United States of America. However: (1) Coverage under this provision 3 is afforded only until the next occurring annual anniversary of the beginning of the policy period shown in the Declarations, or the end of the policy period, whichever is earlier; and (2) Coverage A does not apply to bodily injury or property damage that occurred before you acquired or formed the organization ; and (3) Coverage B does not apply to personal and advertising injury aris ing out of an offense committed before you acquired or formed the organization . B. SECTION II -WHO IS AN INSURED, the last paragraph, is deleted and replaced by the following : No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture , or limited liability company that is not shown as a Named Insured in the Declarations . However, this does not apply to a limited liability company that meets all of the conditions in Section II -Who Is An Insured, item 3., above . 2 . Additional Insured If an Additional lr::isured endorsement is attached to this policy that specifically names a person or organization as an additional insured, then this Section 2 . Additional Insured does not apply to such person or organization . SECTION II -WHO IS AN INSURED, subsection 2.e ., is added as follows : e . Any person or organization is included as an additional insured, but only to the extent such person or organization is legally obligated to pay for bodily injury, property damage or personal and advertising injury caused by your acts or omissions . With respect to the insurance afforded to such additional insured, all of the following additional provisions apply : (1) You have agreed in a written insured contract that such person or organization be added as an additiona l insured under th is policy ; (2) The bodily injury, property damage or personal and advertising injury for which sa id person or organization is legally obligated to pay occu rs subsequent to the execution of such insured contract; (3) The most we will pay is the lesser of either the amount of insu rance ava ilable under the applicable Limits of Insurance shown in the Declarations or the limits of insurance required by the insured contract; (4) The insurance afforded to such add itional insu red onl y applies to the extent perm itted by law ; 316 CC 11-21-2023 316 of 598 Policy Number: USC032778220 Allianz@) (5) Such person or organization is an additional insured only with respect to : (a) Their ownership, maintenance , or use of that part of the premises, or land, owned by , rented to, or leased to you , except such person or organization is not an insured with respect to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization; (b) Your ongoing operations performed for that insured; (c) Their financial control of you, except such person or organization is not an insured with respect to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization; (d) The maintenance, operation or use by you of equipment leased to you by such person or organization; (e) Operations performed by you or on your behalf and for which a state or political subdivision has issued a permit, provided such operations are not performed for such state or political subdivision , and are not included with in the products-completed operations hazard; or (f) Their liability as a grantor of a franchise to you. (6) This insurance does not apply to bodily injury, property damage, personal and advertising injury, occurrence or offense: (a) Which takes place at a particular premises after you cease to be a tenant of that premises ; (b) Which takes place after all work , including materials, parts or equipment furnished in connection with such work to be performed by or on behalf of the additional insured at the site of the covered operations, has been completed ; (c) Which takes place after that portion of your work out of which the injury or damage arises has been put to its intended use by any other person or organization other than another contractor or subcontractor engaged in performing operations for a principal as part of the same project; or (d) Which takes place after the exp iration of any equipment lease to which (4)(d) above applies ; (7) With respect to architects, engineers or surveyors, coverage does not apply to bodily injury, property damage or personal and advertising injury arising out of the rendering or failure to render any professional services by or for you, including : (a) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, or drawings and specifications; or (b) Supervisory , inspection , architectural, or engineering services . These exclusions apply even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the occurrence which caused the bodily injury or property damage, or the offense which caused the personal or advertising injury , involved the rendering of or the failure to render any professional services by or for you . 3. Additional Insured -Vendors If an Additional Insured Vendors endorsement is attached to this policy that specifically names a person or organization as an additional insured, then this Section 3. Additional Insured -Vendors does not apply to that person or organization . Unless the products-completed operations hazard is excluded from this policy , SECTION II -WHO IS AN INSURED , item 2.f. is added as follows : f. Any vendor of yours is included as an additional insured, but only with respect to bodily injury or property damage caused by your products which are distributed or sold in the regular cou rse of the vendor's business, subject to the following additional exclusions : 317 CC 11-21-2023 317 of 598 Policy Number: USC032778220 Allianz@ (1) The insurance afforded such vendor does not apply to : (a) Bodily injury or property damage fo r which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement ; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor ; (d) Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing , or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration , installation , servicing or repair operations, except such operations performed by the vendor in full compliance with the manufacturer's written instructions at the vendor's premises in connection with the sale of the product; (g) Products which , after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) Bodily injury or property damage arising out of the liability of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. (2) This insurance does not apply to any insured person or organization from whom you have acquired such products or any ingredient, part or container, entering into , accompanying or containing such products ; (3) The most we will pay is the lesser of either the amount of insurance available under the applicable Limits of Insurance shown in the Declarations or the limits of insurance required by the contract or agreement ; and (4) The insurance afforded to such vendor only applies to the extent permitted by law . 4 . Additional Insured -Limited Primary and Noncontributory Provision The following is added as a second paragraph to Section IV Conditions, Condition 4 . Other Insurance , following paragraph b.(2): However, if you have added any person, organization or vendor of yours as an additional insured to this policy by way of this MultiCover® endorsement and have agreed in a written insured contract that this insurance is primary and non-contributory with other insurance available to that additional insured, this insurance is primary and we will not seek contribution from such additional insured 's other insurance, provided that the additional insured is a Named Insured under such other insurance . 5. Waiver of Subrogation SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS, item 8., is deleted and replaced by the following : 8. Transfer of Rights of Recovery Against Others to Us and Blanket Waiver of Subrogation a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part , those rights are transferred to us. The insured must do nothing after the loss to impair those rights . At our request , the insured will bring suit or transfer those rights to us and help us enforce them . b. If required by a written insured contract executed prior to the occurrence or offense, we waive any right of recovery we may have against any person or organ ization named in such insured contract , because of payments we make for injury or damage arising out of your operations or your work for that person or organization . 318 CC 11-21-2023 318 of 598 Policy Number: USC032778220 Allianz@) 6. Cancellation -90 Days Common Policy Conditions endorsement IL0017, A. Cancellation , item 2.b. is deleted and replaced by the following : b. 90 days before the effective date of cancellation if we cancel for any other reason . 7. Liberalization SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added as an additional Condition : Liberalization If we adopt a change in our forms or rules which would broaden the coverage provided by any form that is a part of this policy without an extra premium charge, the broader coverage will apply to this policy . This extension is effective upon the approval of such broader coverage in your state . 8. Fire, Explosion, Sprinkler Leakage, or Lightning Legal Liability Coverage A. SECTION I -COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY , 2. Exclusions, the last paragraph, is deleted and replaced by the following : Exclusions c. through n. do not apply to damage by fire, explosion, sprinkler leakage, or lightning to premises while : 1. Rented to you; 2. Temporarily occupied by you with the permiss ion of the owner; or 3. Managed by you under a written agreement with the owner. A separate limit of insurance applies to this coverage as described in Section Ill -LIMITS OF INSURANCE. B. SECTION Ill -LIMITS OF INSURANCE , item 6 ., is deleted and replaced by the following : 6. Subject to 5. above, the Damage to Premises Rented To You Limit shown in the Declarations , for property damage to any one premises while rented to you , or in the case of damage by fire , explos ion , sprinkler leakage, or lightning while rented to you, temporarily occupied by you with the pe rmission of the owner, or managed by you under a written agreement with the owner , is the greater of: a. $1,000,000 Any One Premises; or b. The Damage To Premises Rented To You Limit shown in the Declarations . C. SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS , 4. Other Insurance, b. Excess Insurance, (1 )(a), items (i) and (iii), are deleted and replaced by the following : (i) That is Fire, Explosion, Sprinkler Leakage or Lightning insurance for premises while rented to you, temporarily occupied by you with permission of the owner, or managed by you under a written agreement with the owner; (iii) That is insurance purchased by you to cover your liability as a tenant for property damage to premises rented to you , temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner; or D. SECTION V -DEFINITIONS , 9. Insured Contract , item a., is deleted and replaced by the following: (a) A contract for a lease of premises . However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire , explosion , sprinkler leakage, or lightning to premises while rented to you , temporarily occupied by you with permission of the owner, or managed by you under a written agreement with the owner, is not an insured contract; 9. Damage to Invitees' Automobiles from Falling Trees or Tree Limbs -Limited Coverage 319 CC 11-21-2023 319 of 598 Policy Number: USC032778220 Allianz@) This coverage applies to direct physical damage to automobiles owned by invitees subject to all of the following : 1. Provided such damage originates from trees on premises owned , managed , leased or rented by an insured ; 2 . Coverage applies only to invitees of an insured or an insured's tenant; 3. Such damage is directly caused by wind-driven falling trees or tree limbs; 4. The most we will pay for any one loss is the lowest of: a . the actual cash value of the damaged automobile as of the time of the loss; or b. the cost of repairing the damaged automobile; or c. the cost of replacing the damaged automobile with another automobile of like kind and quality. Regardless of the number of occurrences, losses or claims , this coverage is subject to a limit of $25,000 in any one policy period; 5. This coverage is not subject to the General Liability General Aggregate Limit; and 6. We will make payments under this coverage without regard to fault. 10. Non-Owned or Chartered Watercraft SECTION I -COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 2. Exclusions, item g . Aircraft, Auto , or Watercraft, item (2), is deleted and replaced by the following : (2) A watercraft you do not own that is : (a) Less than 51 feet long; and (b) Not being used for public transportation or as a common carrier; 11. Chartered Aircraft SECTION I -COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 2. Exclusions, g. Aircraft, Auto Or Watercraft, item (6), is added as follows : (6) An aircraft in which you have no ownership interest and that you have chartered with crew. 12 . Coverage Territory-Broadened SECTION V -DEFINITIONS, item 4.a ., is deleted and replaced by the following : a. The United States of America (including its territories and possessions), Puerto Rico, Canada, Bermuda, the Bahamas, The Cayman Islands and the British Virgin Islands; 13 . Personal and Advertising Injury -Contractual Unless personal and advertising injury is excluded from this policy the following applies: SECTION I -COVERAGES , COVERAGE B, 2 . Exclusions, item e., is deleted . 14 . Fellow Employee Coverage SECTION II -WHO IS AN INSURED , 2 .a ., item (1) is deleted and replaced by the following : (1) Personal and advertising injury: However, subsections (a), {b), (c) and (d) of item (1) remain unchanged . 15 . Bodily Injury Definition -Broadened SECTION V -DEFINITIONS , 3 . Bodily Injury is deleted and replaced by the following : Bodily injury means bodily injury , sickness or disease sustained by a person including death or mental anguish resulting from any of these at any time . Mental anguish means any type of mental or emotional illness or disease . 16. Expected or Intended Injury -Amendment to Exclusion 320 CC 11-21-2023 320 of 598 Policy Number: USC032778220 Allianz@) SECTION I. Coverage A Bodily Injury and Property Damage Liability, 2. EXCLUSIONS, a. Expected or Intended Injury, is deleted and replaced by the following : a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured . This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 17. Unintentional Failure to Disclose Hazards SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS, item 6. Representations, the following is added : d. If you unintentionally fail to disclose any hazards existing at the inception date of this policy , we will not deny coverage under this Coverage Form because of such failure . However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal. 18 . Supplementary Payments -Increased Limits SECTION I -COVERAGES, SUPPLEMENTARY PAYMENTS-COVERAGES AAND B, items 1.b. and 1.d ., are deleted and replaced by the following : b. The cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or suit, including substantiated loss of earnings up to $500 a day because of time off from work. 19 . Duties in the Event of an Occurrence, Offense, Claim or Suit -Amended SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS, item 2.a. is deleted and replaced by the following : (1) You must see to it that we or any licensed agent of ours are notified of a General Liability occurrence or offense which may result in a claim as soon as practicable after it becomes known to : (a) You , if you are an individual ; (b) Your partner or member, if you are a partnership or joint venture; (c) Your member, if you are a limited liability company; (d) Your executive officer if you are an organization other than a partnership, joint venture or limited liability company; or {e) Your authorized representative or insurance manager. Knowledge of an occurrence or offense by persons other than those listed above does not imply that those listed above also have such knowledge . (2) To the extent possible, notice should include: (a) How, when and where the occurrence or offense took place; (b) The names and addresses of any injured persons and witnesses ; and (c) The nature and location of any injury or damage arising out of the occurrence or offense . 20 . Non Employment Discrimination Liability Unless personal and advertising injury is excluded from this policy the following applies : A SECTION V -DEFINITIONS , 14 . Personal and advertising injury , item h. is added as follows : h. Discrimination. B. B. SECTION V -DEFINITIONS , item 23 . is added as follows: 321 CC 11-21-2023 321 of 598 Policy Number: USC032778220 Allianz@ 23 . Discrimination means the unlawful treatment of a person or class of persons because of their specific race, color , religion , gender, age , or national origin in comparison to one or more persons who are not members of the specified class . C. SECTION I -COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY , 2. Exclusions, the following are added : q . Discrimination directly or indirectly related to the past employment, employment or prospective employment of any person or class of persons by any insured; r. Discrimination directly or indirectly related to the sale , rental , lease or sublease or prospective sale, rental, lease or sublease of any dwelling or permanent lodging by or at the direction of any insured ; s. Discrimination, if insurance thereof is prohibited by law ; or t. Fines, penalties, specific performance, or injunctions levied or imposed by a governmental entity , governmental code, law, or statute because of discrimination. All other terms and conditions of the policy apply . 322 CC 11-21-2023 322 of 598 Policy Number: SC V 013084 22 01 FleetCover® Endorsement -CA 70 18 10 14 Policy Amendment This Endorsement modifies insurance provided under the: Business Auto Coverage Form Motor Carrier Coverage Form A. Broadened Named Insured Section II -Covered Autos Liability Coverage , A. Coverage , 1. Who Is An Insured , the following is added : Any organization you own on the inception of this policy, or newly acquire or form during the policy period, and over which you maintain during the policy period , majority ownership or majority interest will qualify as a Named Insured if: (1) There is no other similar insurance available to that organization ; and (2) The first Named Insured shown in the Declarations of this policy has the responsibility of placing insurance for that organization; and (3) The organization is incorporated or organized under the laws of the United States of America . However: (a) Coverage under this provision is afforded only until the next occurring 12 month anniversary of the beginning of the policy period shown in the Declarations, or the end of the policy per iod, whichever is earlier; and (b) Coverage under this provision does not apply to bodily injury or property damage that results from an accident that occurred before you acquired or formed the organization ; and (c) No person or organization is an insured with respect to any current or past partnership, or joint venture that is not shown as a Named Insured in the Declarations; and (d) Coverage under A.(1 ), (2) and (3) above does not apply to any organization that is covered as an insured under any other automobile liability insurance policy whose limits of insurance have been exhausted or whose insurer has become insolvent. B. Broadened Who Is an Insured 1. Form CA0001 (if attached to this policy), Section II -Covered Autos Liability Coverage, A. Coverage , 1. Who Is An Insured, item b.(2) is deleted, and d. is added as follows : d. Your employee while using his owned auto, or an auto owned by a member of his or her household, in your business or your personal affairs , provided you do not own , hire or borrow that auto. 2. Form CA0020 (if attached to this policy), Section II -Covered Autos Liability Coverage, A. Coveraqe, 1. Who Is An Insured, item b.(2) is deleted , and f. is added as follows : f . Your employee or agent wh il e using his owned private passenger type auto, or a private passenger type auto owned by a member of his or her household, in your business or personal affairs , provided you do not own , hire , or borrow that auto . This fo rm must be attached to Change Endorsement when issued after the policy is written . One of the Allianz Global Risks US Companies as named in the policy. CA701810-14 Copyright ©2014 Allianz Global Risks US Insurance Company. All rights reserved. Page 1 of 10 323 CC 11-21-2023 323 of 598 Policy Number: SC V 013084 22 01 C. Additional Insured Coverage and Waiver of Subrogation 1. Form CA0001 (if attached to this policy), Section II -Covered Autos Liability Coverage , A Coverage, 1. Who Is An Insured, the following is added as item e.; and form CA0020 (if attached to this policy), Section II -Covered Autos Liability Coverage, A Coverage, 1. Who Is An Insured ; the following is added as item g.: Any person or organization with respect to the operation, maintenance, or use, of a covered auto , provided that you and such person or organization have agreed under an expressed provision in a written insured contract or written agreement, or a written permit issued to you by a governmental or publ ic authority, to add such person, organization, or governmental or public authority to this policy as an insured. However, such person or organization is an insured : (1) Only with respect to the operation, maintenance, or use, of a covered auto ; and (2) Only for bodily injury or property damage caused by an accident which takes place after: (a) You executed the insured contract or written agreement; or (b) The permit has been issued to you . 2. Form CA0001 (if attached to this policy), Section IV -Business Auto Conditions, A Loss Conditions, item 5.; and form CA0020 (if attached to this policy), Section V -Motor Carrier Conditions, A Loss Conditions, item 6 .; the following is added: Waiver of Subrogation If required by a: a. Written insured contract or written agreement executed prior to the accident; or b. Written permit issued to you by a governmental or public authority prior to the accident ; we waive any right of recovery we may have against any person or organization named in such contract, agreement or permit , because of payments we make for injury or damage arising out of the ownership, maintenance or use of a covered auto . D. Auto Medical Payments -Increased Limit For each covered auto described in the Declarations or shown in the Schedule as having Auto Medical Payments Coverage, the Medical Payments Limit of Insurance for those autos is revised to the greater of: 1. $5,000 ; or 2. The limit shown in the Declarations . E. Hired Auto Physical Damage Coverage and Loss of Use Expenses Hired Auto Physical Damage Coverage CA701810-14 Copyright ©2 014 Allianz Global Risks US Insurance Company. All rights reserved . Page 2 of 10 324 CC 11-21-2023 324 of 598 Policy Number: SC V 013084 22 01 If Physical Damage Coverage is provided by this policy on your owned covered autos, the following applies : Any auto that you lease, hire, rent or borrow without a driver, will be covered under this policy for Physical Damage Coverage . However any such auto : 1. Will be covered only for the same Physical Damage Coverage that applies to your owned covered autos; 2. Will be subject to the same applicable deductible shown in the Declarations that applies to your most similar owned covered auto, except any Comprehensive Coverage deductible does not apply to loss caused by fire or lightning ; and 3. The most we will pay for any one loss in any one accident is the lesser of the following : a. Actual cash value of the damaged or stolen property as of the time of the loss as determined by us ; or b. The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality . In addition, we will pay costs and fees associated with such covered loss only for a maximum time period of seven days beginning with the date of loss, subject to a maximum of $500 . However: 1. If form CA0001 is attached to this policy, this coverage does not apply to autos you lease, hire, rent or borrow from any of your employees, partners (if you are a partnership}, members (if you are a limited liability company) or members of their households ; and 2. If form CA0020 is attached to this policy, this coverage does not apply to any private passenger type auto you lease , hire, rent or borrow from any member of your household , any of your employees, partners (if you are a partnership}, members (if you are a limited liability company), or agents or members of their households . Hired Auto Loss of Use Expenses Form CA0001 (if attached to this policy}, Section Ill -Physical Damage Coverage, A. Coverage, 4. Coverage Extension, b. Loss of Use Expenses; and form CA0020 (if attached to this policy}, Section IV -Physical Damage Coverage , A. Coverage, 4. Coverage Extension, b. Loss of Use Expenses; is deleted and replaced by the following : b. For Hired Auto Physical Damage, we will pay expenses for which an Insured becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver, under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered auto; (2) Specified Causes of Loss only if the Declarations ind icate that Specified Causes of Loss is provided for any covered auto; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered auto . CA701810-14 Page 3 of 10 Copyright ©2014 Allianz Global Risks US Insurance Company. All rights reserved . 325 CC 11-21-2023 325 of 598 Policy Number: SC V 013084 22 01 However, the most we will pay for any expenses for loss of use is $100 per day, to a maximum of $1,000 . F. Coverage Territory -Hired Auto 1. Form CA0001, (if attached to this policy), Section IV -Business Auto Conditions, B. General Conditions, 7. Policy Period , Coverage Territory, b.(5) is deleted and replaced by the following : (5) Anywhere in the world if a covered auto of the private passenger type is leased , hired , rented or borrowed without a driver for a period of 180 days or less, 2. Form CA0020 (if attached to this policy), Section V -Motor Carrier Conditions, B. General Conditions, 7. Policy Period , Coverage Territory, b.(5) is deleted and replaced by the following : (5) Anywhere in the world if a covered auto of the private passenger type is leased, hired, rented or borrowed without a driver for a period of 180 days or less, G. Communication Equipment Coverage Form CA0001 (if attached to this policy), Section Ill -Physical Damage Coverage , C. Limits of Insurance, Paragraph 1.b.; and form CA0020 (if attached to this policy), Section IV -Physical Damage Coverage, C . Limits of Insurance, Paragraph 1.b.; is deleted and replaced by the following: b. All electronic equipment that reproduces , receives or transmits audio, visual or data signals in any one loss is $1 ,500, if, at the time of loss, such electronic equipment is : H. Tapes, Records, CDs and DVD Coverage The Physical Damage Coverage Section is amended as follows: 1. The exclusion referring to tapes, records, discs, or other similar audio, visual or data electronic devices designed for use with audio, visual or data electronic equipment does not apply . 2. Under Comprehensive Coverage -Form CA0001 (if attached to this policy), Section Ill- Physical Damage Coverage, A. Coverage; and form CA0020 (if attached to this policy), Section IV-Physical Damage Coverage, A. Coverage; the following is added: We will pay for loss to tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. We will pay only if the tapes, records, discs or other similar audio, visual or data electronic devices : a. Are your property, or that of a family member; and b. Are in a covered auto at the time of a loss . The most we will pay for loss is $250 . No deductible applies to this coverage . I. Personal Effects Coverage Form CA0001 (if attached to this policy), Section Ill -Physical Damage Coverage , A. Coverage , 4. Coverage Extensions ; and form CA0020 (if attached to this policy), Section IV Physical Damage Coverage, A. Coverage, 4 . Coverage Extensions; item c . is added as follows : CA701810-14 Page 4 of 10 Copyright ©2 014 Allianz Global Risks US Insurance Company. All rights reserved. 326 CC 11-21-2023 326 of 598 Policy Number: SC V 013084 22 01 c. Personal Effects Coverage We will pay up to $500 for loss for clothing items or other personal effects that are owned by an insured and are in an Owned auto at the time of a covered loss. Personal Effects do not include audio visual or electronic devices, money , giftcards, securities, jewelry, or tools . This coverage is excess over any other collectible insurance. No deductible applies to this coverage . J. Airbag Coverage 1. Form CA0001 (if attached to this policy), Section Ill -Physical Damage Coverage, B. Exclusions, 3.a.; and form CA0020 (if attached to this policy), Section IV -Physical Damage Coverage, B. Exclusions , 3.a.; the following is added : However, mechanical breakdown does not mean the unintended discharge of an airbag , provided that any loss covered under this provision is excess over any other collectable insurance or warranty designed to cover such unintended discharge . K. Rental Reimbursement Form CA0001 (if attached to this policy), Section Ill -Physical Damage Coverage, A Coverage , 4. Coverage Extensions ; and form CA0020 (if attached to this policy), Section IV -Physical Damage Coverage, A Coverage , 4. Coverage Extensions ; item d. is added as follows : d. Rental Reimbursement or Transportation Expenses If loss occurs to a covered auto described or designated in the Declarations or Schedule and covered for Physical Damage Coverage, we will pay for rental expenses for the rental of a similar replacement auto and additional transportation expenses , incurred by you . This payment applies in addition to the otherwise applicable amount of each coverage you have on the covered auto . No deductible applies to this coverage . However: (1) We will pay only for those expenses incurred by you that begin 24 hours after the covered loss. (2) We will cease paying for those expenses, regardless of the policy's expiration date, at the earlier of the following dates : (a) The number of days reasonably required to repair or replace the covered auto . If loss is caused by theft , this number of days is added to the number of days it takes to locate and return the covered auto to you ; or (b) 45 days from the date this coverage begins . (3) Our payment is limited to the lesser of the following amounts : (a) Necessary and actual expenses incurred by you; or (b) $1 ,500. (4) This coverage does not apply while there are spare or reserve autos available to you for CA701810-14 Page 5 of 10 Copyright ©2014 Allianz Global Risks US Insurance Company. All rights reserved . 327 CC 11-21-2023 327 of 598 Policy Number: SC V 013084 22 01 your operations . (5) If loss results from the total theft of a covered private passenger type auto (if CA0020 is attached to this policy), or a covered private passenger auto (if CA0001 is attached to this policy), we will pay under this coverage only that amount of your covered rental expenses or additional transportation expenses which are not already provided for under the Physical Damage Coverage Extensions . L. Extended Towing Coverage 1. Form CA0001 (if attached to this policy), Section Ill -Physical Damage Coverage, A. Coverage, 2. Towing, is deleted and replaced by the following: 2. Extended Towing We will pay up to $750 per disablement for towing and labor costs you incur each time your covered auto is disabled . However: a. All labor must be performed at the place of disablement; and b. If the covered auto is of the private passenger type, no deductible applies; and c. If the covered auto is not of the private passenger type, our obligation to pay will be reduced by a $250 deductible per disablement. d. If the covered auto is not of the private passenger type and the disablement results from a loss covered under Section Ill -Physical Damage Coverage, A. Coverage, Paragraphs 1, a., b, or c., there is no separate deductible for the Extended Towing Coverage. For purposes of this coverage, disablement means a breakdown of the covered auto including mechanical breakdown, engine failure, or tire blowout, where re-pairs cannot be made roadside and a tow is required to remove the auto from the roadway and to seek additional services and repair . 2. Form CA0020 (if attached to this policy), Section IV -Physical Damage Coverage, A. Coverage, 2. Towing -Private Passenger Autos , is deleted and replaced by the following: 2. Extended Towing CA7018 10-14 We will pay up to $750 per disablement for towing and labor costs you incur each time your covered auto is disabled . However: a. All labor must be performed at the place of disablement; and b. If the covered auto is of the private passenger type no deductible applies; and c. If the covered auto is not of the private passenger type our obligation to pay will be reduced by a $250 deductible per disablement. d. If the covered auto is not of the private passenger type and the disablement results from a loss covered under Section Ill -Physical Damage Coverage, A. Coverage, Paragraphs 1, a., b., or c ., there is no separate deductible for the Extended Towing Coverage . For purposes of this coverage, disablement means a breakdown of the covered auto Page 6 of 10 Copyright ©2014 Allianz Global Risks US Insurance Company . All rights reserved . 328 CC 11-21-2023 328 of 598 Policy Number: SC V 013084 22 01 including mechanical breakdown, engine failure, or tire blowout, where repairs cannot be made roadside and a tow is required to remove the auto from the roadway and to seek additional services and repair . M. Cancellation -120 Days Notice If we cancel this policy for any reason other than nonpayment of premium, we will mail or deliver to the first Named Insured at the last mailing address known to us, written notice of cancellation at least 120 days prior to the effective date of cancellation . N. Supplementary Payments -Increased Limits Section II -Liability Coverage, 2. Coverage Extensions, a. Supplementary Payments, items (2) and (4) are deleted and replaced by the following : (2) Up to $2,500 for the cost of bail bonds (including bonds for related traffic law violations) required because of an accident we cover. We do not have to furnish these bonds . (4) All reasonable expenses incurred by the insured at our request, including substantiated loss of earnings up to $500 a day, because of time off from work . 0 . Duties in the Event of Accident, Claim, Suit or Loss -Amended Form CA0001 (if attached to this policy) Section IV -Business Auto Conditions, A. Loss Conditions, item 2. a.; and form CA0020 (if attached to this policy) Section V -Motor Carrier Conditions, A. Loss Conditions, item 2. a.; is deleted and replaced by the following : a. In the event of accident, claim, suit or loss, you must promptly notify us or our authorized representative when it becomes known to : (1) You, if you are an individual; (2) Your partner or member, if you are a partnership or joint venture; (3) Your member, if you are a limited liability company; (4) Your executive officer if you are an organization other than a partnership, joint venture or limited liability company; or (5) Your authorized representative or insurance manager. Knowledge of an accident, claim, suit or loss by other persons does not imply that the persons listed above have such knowledge . Notice should include : {1) How, when and where the accident or loss occurred; and (2) The insured's name and address; and (3) To the extent possible , the names and address of any injured persons and witnesses. P. Unintentional Failure to Disclose Hazards Form CA0001 (if attached to this policy), Section IV -Business Auto Conditions , B. General CA7018 10-14 Page 7 of 10 Copyright ©2014 Allianz Global Risks US Insurance Company. All rights reserved . 329 CC 11-21-2023 329 of 598 Policy Number: SC V 013084 22 01 Conditions , item 2.; and form CA0020 (if attached to this policy), Section V -Motor Carrier Conditions, B. General Conditions , item 2 .; the following is added : However, if you unintentionally fail to disclose any hazards existing at the inception date of this policy , we will not deny coverage under this Coverage Form because of such failure. This provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal. Q. Fellow Employee Coverage Section II -Liability Coverage, B. Exclusions, 5. Fellow Employee, the following is added : However, this exclusion does not apply if the bodily injury results from the use of a covered auto you own or hire, and provided that any coverage under this provision only applies in excess over any other collectible insurance . R. Limited Mexico Coverage WARNING AUTO ACCIDENTS IN MEXICO ARE SUBJECT TO THE LAWS OF MEXICO ONLY -NOT THE LAWS OF THE UNITED STATES OF AMERICA. THE REPUBLIC OF MEXICO CONSIDERS ANY AUTO ACCIDENT A CRIMINAL OFFENSE AS WELL AS A CIVIL MATTER. IN SOME CASES THE COVERAGE PROVIDED HERE MAY NOT BE RECOGNIZED BY THE MEXICAN AUTHORITIES AND WE MAY NOT BE ALLOWED TO IMPLEMENT THIS COVERAGE AT ALL IN MEXICO . YOU SHOULD CONSIDER PURCHASING AUTO COVERAGE FROM A LICENSED MEXICAN INSURANCE COMPANY BEFORE DRIVING IN MEXICO . THIS ENDORSEMENT DOES NOT APPLY TO ACCIDENTS OR LOSSES WHICH OCCUR OUTSIDE OF 25 MILES FROM THE BORDER OF THE UNITED STATES OF AMERICA. Form CA0001 (if attached to this policy), Section IV -Business Auto Conditions, B. General Conditions, item 7.; and form CA0020 (if attached to this policy), Section V -Motor Carrier Conditions, B. General Conditions, item 7.; the following is added: The coverage territory is extended to include Mexico, but only: a. For accidents or losses occurring within 25 miles of the United States border; and b. For trips into Mexico of 10 days or less; and c. If the covered auto is principally garaged and principally used in the United States; and d. If the insured is a resident of the United States. If a loss to a covered auto occurs in Mexico, we pay for such loss in the United States . If the covered auto must be repaired in Mexico in order to be driven, we will not pay for more than the actual cash value of such loss as determined by us at the nearest United States point where the repairs can be made . Any insurance provided under this provision will be excess over any other collectible insurance . CA701810-14 Page 8 of 10 Copyright ©2014 Allianz Global Risks US Insurance Company. All rights reserved . 330 CC 11-21-2023 330 of 598 Policy Number: SC V 013084 22 01 S. Extended Glass Coverage Form CA0001 (if attached to this policy), Section Ill -Physical Damage Coverage , A Coverage, item 3.a.; and form CA0020 (if attached to this policy), Section IV -Physical Damage Coverage, A Coverage , item 3.a.; is deleted and replaced by the following : a. Glass breakage. If glass must be replaced , the deductible will be $100 or the deductible shown in the Declarations, whichever is less . If glass can be repaired and is actually repaired rather than replaced, the deductible will be waived . You have the option of having the glass repaired rather than replaced . T. Broadened Definition of Bodily Injury Form CA0001 (if attached to this policy), Section V -Definitions, item C.; and Form CA0020 (if attached to this policy), SECTION VI -DEFINITIONS , item C.; is deleted and replaced by the following: C. Bodily Injury means bodily injury, sickness or disease sustained by a person including death or mental anguish resulting from any of these at any time . Mental anguish means any type of mental or emotional illness or disease . U. Customer Lease or Loan Physical Damage Coverage Extension Form CA0001 (if attached to this policy), Section Ill -Physical Damage Coverage , C. Limit Of Insurance; and form CA0020 (if attached to this policy), Section IV -Physical Damage Coverage, C. Limits Of Insurance ; item 4. is added as follows : 4. If your covered owned auto is : (1) Shown in the Schedule and designated as covered for Physical Damage Coverage ; and (2) Shown in this policy as having a loss payee or additional-insured-lessor; and (3) Incurs a covered total loss ; we will pay the greater of: (a) The actual cash value, as determined by us, of the damaged or stolen property as of the time of the total loss ; or (b) The outstanding indebtedness under the initial finance agreement for the covered auto and its equipment. As used here , outstanding indebtedness means the amount you owe on the finance agreement at the time of total loss : (i) Less any amounts representing taxes , overdue payments , penalties , interest, or charges resulting from overdue payments, additional mileage, excess wear and tear , or lease termination fees; and (ii) Less any administrative costs or overhead fees assessed by the finance company who has leased the covered auto to you ; and (iii) Less security deposits not returned by the lessor; and (iv) Less costs for extended warranties , Credit Life Insurance , Health, Accident or Dis ab ility Insurance purchased with the loan or lease; and CA7018 07-17 Page 9 of 10 Copyright© 2017 Allianz Global Risks US Insurance Company. All rights reserved . 331 CC 11-21-2023 331 of 598 Policy Number: SC V 013084 22 01 (v) Less carry-over balances from previous loans or leases . V. Two or More Deductibles 1. Section Ill -Physical Damage Coverage, D. Deductible , of form CA0001 (if attached to this policy), the following is added : If another Allianz Global Risks US Insurance Company policy or coverage form that is not an automobile policy or coverage form applies to the same accident or loss, the following applies: (1) If the deductible under this Business Auto Coverage Form is the lesser of (or least) deductible, it will be waived . (2) If the deductible under this Business Auto Coverage Form is not the lesser, (or least) deductible, it will be reduced by the amount of the lesser (or least) deductible . 2. Section IV -Physical Damage Coverage, D. Deductible, of form CA0020 (if attached to this policy), the following is added : If another Allianz Global Risks US Insurance Company policy or coverage form that is not an automobile policy or coverage form applies to the same accident or loss, the following applies : (1) If the deductible under this Business Auto Coverage Form is the lesser of (or least) deductible, it will be waived . (2) If the deductible under this Business Auto Coverage Form is not the lesser, (or least) deductible, it will be reduced by the amount of the lesser (or least) deductible . All other terms and conditions of the policy remain unchanged . ------...P.AfOHM'l-r-1-7 ----------r-ag 10-Gf 1, _____ _ Copyright© 2017 Allianz Global Risks US Insurance Company . All rights reserved . 332 CC 11-21-2023 332 of 598 POLICY NUMBER: USC032778220 COMMERCIAL GENERAL LIABILITY CG 20 261219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY . ADDITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following : COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Information required to complete this Schedule, if not shown above , will be shown in the Declarations . A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part , by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations ; or 2. In connection with your premises owned by or rented to you . However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law ; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured . B. With respect to the insurance afforded to these additional insureds , the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract o r agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance ; whichever is less. This endorsement shall not increase the applicable lim its of insurance . CG20261219 © Insurance Services Office. Inc., 2018 Page 1 of 1 333 CC 11-21-2023 333 of 598 Policy# USC032778220 Allianz@) Courtesy Notice of Cancellation for Other Than Nonpayment of Premium to Designated Entities -145977 03 19 Policy Amendment Schedule Name and Address of Person(s) or Organizations City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Number of Days Notice if other than 10 days: 30 Information required to complete this Schedule, if not shown above, will be shown in the Declarations . This policy is amended as follows : A. If We cancel this policy prior to expiration for any reason other than non payment of premium or at Your request , and we have been notified that You are required under a current contractual obligation to notify a certificate of insurance holder or holders when this policy is canceled, then We will endeavor to mail or deliver a copy of such written notice of cancellation to the certificate holder(s) shown in the Schedule above, as follows : 1. To the name and address corresponding to each certificate of insurance holder indicated in the Schedule above; and 2 . At least 10 days prior to the effective date of the cancellation, as shown in our notice to the first Named Insured, or, if indicated, the longer number of days notice shown in the Schedule above . B. Notwithstanding the foregoing, such notice of cancellation is provided on an informational basis and solely to assist You in informing the certificate of insurance holder(s) in advance of pending cancellation in coverage to assist you in meeting Your contractual notice requirements to such parties . Our failure to provide such advance notification to the certificate of insurance holder( s) shown in the Schedule of this endorsement will not extend any policy cancellation date, negate any cancellation of the policy, or grant, alter or extend any rights or obligations under this policy and we shall have no liability for any failure to provide the notice(s) as provided herein . All other terms and conditions of this policy remain unchanged . 145977 0319 Copyright© 2019 Allianz Global Risks US Insurance Company. All rights reserved. Page 1 of 1 334 CC 11-21-2023 334 of 598 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 0403 06 Ed . 04 -84 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA 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 . You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2.00% of the California workers' compensation premium otherwise due on such remuneration . Schedule Person or Organization Job Description Blanket Waiver of Subrogation as required by written contract. Associated Job Premium 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 12/04/2022 Insured CSG Consultants, Inc. WC 04 03 06 (Ed . 04-84) Policy No . SCW0239532201 Insurance Company National Surety Corporation Countersigned By Endorsement No . Premium 335 CC 11-21-2023 335 of 598 CSG for Construction Management Services for Various CIP Projects Final Audit Report Created: By: Status: Transaction ID : 2023-11-13 Julia Kins! Uuliak@cupertino.org) Signed CBJCHBCAABAA Tf50rlb-Al4JYblinOW3WYqUuX-7i62i 2023 -11 -13 "CSG for Construction Management Services for Various CIP Pr ojects" History 'El Document created by Julia Kinst Uuliak@cupertino .org) 2023-11-13 -3:41 :39 PM GMT-IP address: 98 .97.57 .33 ~ Document emailed to nourdin@csgengr.com for signature 2023-11-13 - 3:42:42 PM GMT 'El Email viewed by nourdin@csgengr.com 2023-11 -13 -5:23 :47 PM GMT-IP address : 73 .15 .55 .198 ~ Signer nourdin@csgengr.com entered name at sign ing as nourdinkhayata 2023-11-13 - 5:26 :45 PM GMT-IP address : 73 .15.55.198 ~ Document e-signed by nourdinkhayata (nourdin@csgengr.com) Signature Date : 2023 -11 -13 -5:26:47 PM GMT -Time Source : server-IP address: 73 .15 .55 .198 0 Agreement completed. 2023-11 -13-5:26:47 PM GMT I Poweredby Adobe .:vroRT,No Acrobat Sign 336 CC 11-21-2023 336 of 598 CITY O F a CUPERTINO MASTER PROFESSIONAL/SPECIALIZED SERVICES AGREEMENT WITH 4LEAF, INC 1. PARTIES This Master Agreement is made by and between the City of Cupertino, a municipal corporation ("City"), and 4Leaf, Inc. ("Contractor") a Corporation for Construction Management Services for Various CIP Projects, and is effective on the last date signed below ("Effective Date"). 2. SERVICES 2.1 Scope of Services. Contractor agrees to provide the Services set forth in the Scope of Services, attached and incorporated here as Exhibit A, on an as-needed basis. The Services must comply with this Agreement and with each Service Order issued by the City's Project Manager or his/her designee, in accordance with the following procedures, unless otherwise specified in Exhibit A. Contractor further agrees to carry out work in compliance with any applicable local, State, or Federal order regarding COVID-19 . 2.2 Service Orders. Before issuing a Service Order, the City Project Manager will request Services in writing and hold a meeting with Contractor to discuss the Service Order. Contractor will submit a written proposal that includes a specific Scope of Services, Schedule of Performance, and Compensation, which the Parties will discuss. Thereafter, City will execute a Service Order Form for the Services, attached and incorporated here as Exhibit B. The Service Order will specify the Scope of Services, Schedule of Performance, Compensation, and any other conditions applicable to the Service Order. Issuance of a Purchase Order is discretionary. The City Project Manager is authorized to streamline these procedures based on the City's best interests. Contractor will not be compensated for Services performed without a duly authorized and executed Service Order. 3. TIME OF PERFORMANCE 3.1 Term. This Agreement begins on the Effective Date and ends on December 31, 2025 ("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 Schedul~f Performance. Contractor must deliver the Services within the time specified in each Service Order, and under no circumstances should the Services go beyond the Contract Time. 3.3 Time is of the essence for the performance of all the Services required in this Agreement and in each Service Order. Contractor must have sufficient time, resources and qualified staff to deliv er the Services on time . Contracto r must respond promptly to each Service Order request. Mast er Profess ional/Sp ecia li zed Services Agreement/ Rev. October 202 1 Constniction Manageme nt Services for Various CIP Projects Page I of9 Attachment B 337 CC 11-21-2023 337 of 598 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services a total amount that will based upon actual costs but that will be capped so as not to exceed $500 ,000.00 ("Contract Price "), based upon the Scope of Services in Exhibit A and the budget and rates included . The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor's actual costs exceed the capped amount. 4.2 Per Service Order. Compensation for Services provided under a Service Order will be based on the rates set forth in the Service Order, which shall not exceed the capped amount specified in the Service Order. 4.3 Invoices and Payments. Except as otherwise provided in a Purchase Order, monthly invoices must state a description of the deliverables completed and the amount due for the preceding month. Thirty (30) days prior to expiration of the Agreement, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Noncompliance with this requirement 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, v acation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits , social security, disability, ________ ..,.M ... aster.J>rofessionalLSpecializedS.enrice Construction Ma nagement Services/or Various CIP Projects Page 2 of9 ev . ..Qcto_ber..202 338 CC 11-21-2023 338 of 598 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. Should any court, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS), the Internal Revenue Service or the State Employment Development Division, determine that Contractor, or any of its employees, agents, or subcontractors, is an employee for any purpose, then Contractor agrees to a reduction in amounts payable under this Agreement, or to promptly remit to City any payments due by the City as a result of such determination, so that the City 's total expenses under this Agreement are not greater than they would have been had the determination not been made. 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 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 approv al 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 th e original Services ; and/or (d) Other City projects. Master Professional/Specialized Services Agreement/ Rev . October 2021 Construction Management Services for Various CIP Projects Page 3 of9 339 CC 11-21-2023 339 of 598 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. 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 oflaw 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 will be considered an assignment of the Agreement and subject to City approval. 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 Contractors ("lndemnitees"), 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 ____ ,_.,.M:is teiliofessional/Spec ·alized Se Construction Ma nagemen t Services for Various CIP Projects Page4 of9 340 CC 11-21-2023 340 of 598 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, 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 C, 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 . Master Professional/Specialized Services Agreement/ Rev . October 2021 Construction Management Services for Various CIP Projects Page 5 of9 341 CC 11-21-2023 341 of 598 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 Contractor's employees or sub-contractors will not be tolerated. Contractor agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 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 Susan Michael 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 Gene Barry as its single Representative for all purposes under this Agreement, with authority to oversee the progress and performance of the Services. Contractor's Project manager is responsible for coordinating and scheduling the Services in accordance with City instructions, service orders and the Schedule of Performance. Contractor must regularly update the City's project manager about the status, progress and any delays with the work. City's written approval is required prior to Contractor substituting a new Representative which shall result in no additional costs to City. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts thereof 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 often percent (10%) of the total time expended to date in the performance of the Services. Construction Management Services for Various CIP Projects Page 6 of 9 342 CC 11-21-2023 342 of 598 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 pro visi ons . The Parties will collaborate to implement this Section, as appropriate. Master Profess ional/Specialized Services Agreem ent/ Rev . October202 I Construction Management Services for Various CIP Projects Page 7 of9 343 CC 11-21-2023 343 of 598 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 : Susan Michael Email: SusanM@cupertino.org 27. EXECUTION To Contractor: 4Leaf, Inc. 2126 Rheem Dr. Pleasanton, CA 94588 Attention: Gene Barry Email: gbarry@4leafinc .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. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK [SIGNATURE PAGE TO FOLLOW] Mas ter Professional/SR,ecial ized Services Agreement/ Rev . October 202 1 ____ _ Co nstruction Management Services for Vario us CIP P rojects Page 8 of9 344 CC 11-21-2023 344 of 598 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CITY OF CUPERTINO A Municipal Corporation By Name Title Date APPROVED AS TO FORM: CHRISTOPHER D. JENSEN Cupertino City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date ----------- Construction Management Services for Various CIP Projects 4LEAF, INC. By jk=3 7 Name Gene Barry Title Vice President Date Nov 7, 2023 Master Professional/Special ized Services Agreement/ Rev . October 2021 Page 9 of9 345 CC 11-21-2023 345 of 598 EXHIBIT A SCOPE OF SERVICES The CONSULT ANT shall provide certain Construction Management services as required and requested by the CITY. The CONSULT ANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY' s Director of Public Works or authorized Agent as defined in Section 11, PROJECT COORDINATION and (2) as defined in a fully executed SERVICE ORDER (Exhibit B). SECTION 1-GENERAL PROVISIONS A. The CONSULT ANT shall perform all services to the satisfaction of the CITY' s Public Works Director or authorized Agent. B. The CONSULTANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Program and Project Management Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSULT ANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY. D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall provide Construction Management services for various CITY Public Works projects . All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement. A. General Performance Requirements 4Leaf, Inc. Exhibit A-Scope of Services ------f-'n·nstruetion-Management-5el'V:iees 202&-,20 te--------------------Page 1 of 9 346 CC 11-21-2023 346 of 598 1. The performance of all services by CONSUL TANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this scope of services and the standard of care provisions contained in this AGREEMENT. 2. CONSUL TANT shall be responsible for coordinating the work of all consultants and contractors, as needed or as directed by the CITY. CONSULTANT shall schedule meetings and prepare meeting agendas and minutes for all PROJECT meetings during the execution of this agreement under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSULTANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. 3. CONSULT ANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. CONSULTANT shall not substitute any team members without the prior approval of the CITY . CITY retains the right to reject team members assigned by CONSULTANT or require replacement of team members. 4. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT . CONSULT ANT shall consult with the CITY, research applicable information, and communicate with members of the PROJECT team . 5. During the course of work of an assigned PROJECT, CONSUL TANT shall meet weekly with CITY's assigned project manager for the respective construction projects to provide an update on the current status of the construction project. CM will provide the CITY' s assigned project manager with a summary report. B. CONSULT ANT shall effectively manage the assigned construction projects for the efficient, progressive, and proactive delivery of each construction project. For each assigned construction project, the CONSULT ANT may provide any or all of the following tasks and subtasks under Section 2, as is required for each specific project. C. TASKS Consultant services for any assigned project under this Master Agreement may include, but is not limited to the following tasks: Task 1-Pre-Construction Phase -work may include but is not limited to the following : 1) Conduct a constructability review of the construction documents (50%, 95% and 100%) for the various projects. Provide a written report with recommendations for changes. 2) Cost Estimate review and value engineering for various projects . Provide a written report with recommendations. 3) Utility coordination for projects. Work may include a survey of existing utilities, the 4Leaf Inc. Construction Management Services 2023-2025 Exhibit A-Scope of Services Page 2 of 9 347 CC 11-21-2023 347 of 598 development of utility servi ce plan fo r new and existing structures, coordinating with consultant preparing the proje ct plans and making application to the utility companies for service. 4) Assist with the building permit approval process. Work may include but is not limited to coordinating with design consultant and building department to receive an approved building permit. 5) Assist with the review and approval process for other permits and regulatory requirements. Work may include but is not limited to coordinating with design consultant, city staff, and regulatory agencies to apply for and secure approved permits and authorizations as needed. 6) Assist with the development and conducting of public outreach programs to assist in providing public information regarding project. 7) Assist with grant administration during the project. Task 2 -Bid Phase -work may include but is not limited to the following : 1) Conduct a pre-bid Conference with prospective Bidders. 2) Assist with the issuing of Addendums. 3) Assist in the development of bidders' interest in a project. 4) Review bid documents and assist the CITY in evaluation of bidders Statement of Qualifications for responsible low bidder and assist in analyzing bid protest as may be necessary. 5) Tabulation and evaluation of bid results . Assist in the evaluation of bid alternatives and make recommendations on award. 6) Assist in review and processing of substitution submittals during bid and construction phase. Task 3 -Construction Phase -work may include but is not limited to the following : 1) Administration and Coordination of Construction Contract: CM will provide administrative, construction management and related services necessary to administer the Construction Contract on each assigned project. CM' s services shall include but are not limited to the following: 4Leaf Inc . a. Scheduling, coordinating and conducting pre-construction and construction meetings; recording, maintaining and distributing minutes thereof. b. Prior to start of project construction the CM and CITY will come to agreement on the format for all project records to be kept and turned over to the CITY at the completion of the project. Documents may be hard copies and/or electronic. CM w ill make recommendations on programs to be used for tracking and other record keeping needs. c. Develop and implement a procedure fo r the submittal and processing of submittals w ith the des ign consultant. This shall include preparing and updating -------------------Fxhibit A-Scop e o f--S e rvice s Construction Managemen t Services 2023-2025 Page 3 of 9 348 CC 11-21-2023 348 of 598 logs . Provide preliminary review for completeness and general compliance of submittals that are to be reviewed by the design consultant. Provide review and response for submittals that do not involve the design consultant (such as Safety Plan, Fire Protection Plan). Sign and date such submittals with response: Reviewed or Revise and Resubmit. d . Develop and implement a procedure for the submittal and processing of substitution requests with the CITY and the design consultant. This shall include preparing and updating logs. e. Develop and implement a procedure for timely handling and disposition of the Contractor's request for information (RFI) or clarifications with the design consultant. This shall include preparing and updating logs. f. Establish and implement procedures for the timely transmittal and receipt of communications, drawing and other information between CM, design consultant and the Contractor relating to construction of the project. g. Develop and implement a procedure for the timely submittal, processing and tracking of Contract Change Orders (CCO), Request for Price Quote (RPQ), etc. with the CITY. This shall include preparing and updating logs . h. Coordinate and maintain a project directory for the project, with emergency contact information. 1. Review the Contractor's comprehensive schedule that establishes a base line and reports the status and progress of the project. The schedule should include details such as milestones and key activities to track project progress. Review the Contractor's three week look ahead schedule. Verify that schedules conform to the construction contract documents. j. Work with CITY and Contractor to maintain use of existing facilities that are affected by the construction, to minimize the disruption to the existing facilities and to have their continued use during the construction of the project. This includes all phase of construction and delivery of materials. 2) Monitoring of construction costs and progress payments, CM services may include but are not limited to the following: 4Leaf Inc. a. Provide and maintain project level reports for budgeting and contingency tracking; contract payment status; cash flow forecasting and analysis; grant documentation; and other financial reporting as necessary to support the CITY' s accounting needs. CM shall maintain records reflecting the actual costs for activities completed or in progress, including records relating to work performed on a unit cost basis and additional work performed by the Contractor on a time and materials basis. CM shall monitor and advise the CITY of costs pertaining to potential, pending and completed changes; and potential or pending claims . b. Develop a procedure for submittal, review and processing of the progress payments to Contractor, along with associated forms and reporting systems. CM shall review progress payment applications and work with Contractor to achieve agreement on the progress pay ment amount. CM will v erify that the "as built" Construction Management Services 2023-2025 Exhibit A-Scope of Services Page 4 of 9 349 CC 11-21-2023 349 of 598 check set of plans by the Contractor are updated prior to approval of progress payment being submitted to the CITY. CM will require Contractor to provide a conditional waiver and release for progress payments and a final release and waiver for the final payment. CM will certify that the data in each application for progress payment is to the best of CM's knowledge, information and belief, the work has progressed to the point indicated in the application for progress payment and the quality of the work is generally in accordance with the contract documents. CM' s review of application for progress payment shall be undertaken and completed in a timely manner so that the CITY can meet its obligations to make progress payment due Contractor within the time permitted by applicable law without incurring interest liability or other penalties/liabilities. CM shall also verify the progress payment satisfies any grant requirement. 3) Substantial completion and final completion, CM services may include but are not limited to the following: a. Consult with the design consultants and CITY to jointly ascertain the achievement of substantial completion of the project. If upon inspection of the project substantial completion has not been achieved, the CM will assist the design consultant in noting the conditions of the work and the measures necessary for the Contractor to achieve substantial completion. Upon determining that the Contractor has achieved substantial completion the CM will coordinate the CITY' s and design consultant's final inspection of the work to note punch list items to be completed by the Contractor as a condition to achieve final completion. b. Assist the CITY in issuing a certificate of substantial completion and final completion, as applicable. 4) Progress Records, CM services may include but are not limited to the following: a. Maintain records of the progress of construction of the project, including written progress reports and photographs reflecting the status of construction and percentage completion of the project. CM will maintain daily records during construction of the project showing weather conditions, personnel of the Contractor and Subcontractor at the site, work accomplished, problems encountered and other matters materially affecting the project, completion of the project or construction cost to complete construction of the project. CM shall maintain project records for test results and special inspection results. b. Provide monthly progress reports on the project. 5) Site observations of project, CM services may include but are not limited to the following: a. CM shall be on-site during construction of the project and substantially at all times during which there are construction activities at the site . CITY and CM may agree to the amount of time required to be at the site for observation, however this does not relieve the CM from the requirement of having knowledge of the status of the work. -------L-en-Mffl•-.------- Construction Management Services 2023-2025 fahibit A-Scope of Servi~es Page 5 of 9 350 CC 11-21-2023 350 of 598 4Leaf Inc . b. Coordinate testing, lab services and inspections, this includes by outside firms. CM will work with the Building Department for permit inspections coordination and final approvals of permit. Provide testing and test results by testing firm acceptable to CITY. Such testing services shall be a reimbursable expense as described in Task 5. c. Maintain at the site the following documents at a minimum: Contract, Drawings, Specifications, approved Change Orders, Submittals, building permit, SWPPP and associated testing or monitoring documentation, other permits, applicable codes, rules and regulation and other written or electronic materials relating to the project. d. CM will endeavor to guard the CITY against defects and deficiencies in construction and workmanship of the project on the basis of its site observations, and a quality control program established and implemented hereunder to monitor construction workmanship for conformity: 1) accepted industry standards; 2) applicable laws, codes, regulations, ordinances or rules: 3) and the requirements of the construction documents. e. CM shall reject work whenever in the ordinary course of discharging its services the CM discovers or observes patent conditions of defective or deficient construction and workmanship which as or may have an adverse impact upon the project's life-safety systems or operations, structural elements or integrity of the safety of persons or property. CM shall take prompt action appropriate under the circumstances, including stopping the work and thereupon notifying the CITY in writing. CM' s responsibilities hereunder shall be limited to defective or deficient work or an apparent or patent nature. f . Review the Contactor safety program and the requirements of the construction documents and applicable law. CM shall monitor the Contractor's compliance with safety programs and advise the CITY of measures, if any, necessary or appropriate to obtain the Contractor's compliance. By undertaking the obligation hereunder, CM shall not be deemed to have assumed responsibility of the adequacy or sufficiency of safety programs implemented by the Contractor, but the CM is responsible for verifying that the Contractor has established a safety program, that the safety program established by the Contractor is in compliance with applicable law, rule or regulation and that the Contractor has implemented its safety program. g. CM shall promptly notify the CITY in writing of all CM observed instances of Contractor's failure to comply with applicable safety requirements . If in the course of performing services during the construction, the CM observes a safety violation or other unsafe condition on or about the site or surrounding area which have a immediate or potential or actual adver se effect on life or property, the CM is authorized, without prior notice to the CITY or prior directive by the CITY , to take all actions deemed necessary and appropriate by the CM under the then existing circumstances to prevent such actual or potential adverse effect. Construction Management Services 2023-2025 Exhibit A-Scope of Services Page 6 of 9 351 CC 11-21-2023 351 of 598 h . CM shall become familiar with all CEQA documents and permit requirements from other agencies having jurisdictions over the site or work that will affect the project and the construction site. CM shall be responsible for monitoring all aspects of the project as it relates to the requirements. CM shall monitor the Contractor's compliance with all requirements of the CEQA documents and permits by other agencies. CM shall take prompt action appropriate under the circumstances, including stopping the work and thereupon notifying the CITY in writing if Contractor is not following all requirements. 6) Contract Change Order (CCO) processing, CM services may include but are not limited to the following: a. Coordinate and disseminate correspondence, drawings and other written materials by and between the Contractor, the CITY and the design consultants relating to changes to the project. CM will coordinate the Contractor's performance of changes authorized by the CITY. CM shall maintain a log or other written records to monitor the pendency and disposition of change and CCOs to keep the CITY advised of the status of the same and the actual or potential impact of any particular change or CCO or the cumulative effects thereof on the construction cost or time for completion of construction of the project. b. Assist the CITY and design consultant in evaluation of requests for the Contactor for issuance of CCOs, assist in negotiations with the Contractor relative to the CCOs proposals and the adjustment of the contract price or the contract time under the construction contract. CM will make recommendations to the CITY and the design consultant for handling and disposition of the Contractor's proposal relative to the changes. If a change to the construction contract is approved or authorized by the CITY, CM will assist the CITY and the design consultant in the preparation of a CCO reflecting such approved or authorized change to the construction contract. The CM is not authorized, without the prior consent and approval of the CITY, to effectuate or authorize any change to the work of the project. The CM shall be liable to the CITY for all direct and consequential costs, losses or damage resulting from the CM' s direction or authorization of effectuate a change to the work of the project without the prior direction and authorization by the CITY. 7) Claims handling, CM service may include but are not limited to the following: a. Assist the design consultant in the review, evaluation and processing of claims asserted by the Contractor; CM will make recommendations to the CITY as to merit, handling and disposition of Contractor's claims. Except in the event that the CM is alleged to have caused or contributed to the circumstances giving rise to a Contractor claim or other Contractor demand for compensation, services of the CM to prepare documentation or provide testimony in a mediation, arbitration or judicial proceeding arising out of such a claim or demand for compensation shall be deemed additional services. If the CM is alleged to have Construction Management Services 2023-2025 Exhibit-A-Scope-of Services Page 7 of 9 352 CC 11-21-2023 352 of 598 caused or contributed to a Contractor claim, the CM' s claims handling services, including without limitation, claims analysis, assistance in preparing briefs/graphic materials in connection with negotiations or dispute resolution proceeding relating to a Contractor claim shall be deemed part of the CM' s basic services under this agreement. 8) CM equipment, CM shall provide the following equipment necessary to carry out CM duties: a. Provide all equipment, furnishings and other items necessary to complete the services required for the project. Including without limitation, trailer, computers, related hardware, software, vehicles, cell phones, office equipment and copiers. Task 4 -Inspections and Testing -work may include but is not limited to the following: 1) CM shall conduct routine inspection of the construction work over the course of construction to ensure compliance of the work with the construction contract, including all drawings and specifications. 2) CM shall monitor the contractor's compliance with required Regulatory Agency Permit inspections and advise CITY of coordination problems and Contractor's compliance with permit/inspection requirements. 3) CM shall engage the necessary subconsultants to perform the necessary inspections and testing as required for the project. CM shall schedule and coordinate with the contractor and subconsultant for the necessary testing and inspection for the project. 4) Compensation to the CM for inspections and testing by subconsultant shall be for the actual billed amount only, no mark up or overhead will be allowed for these subcontracted services. CM shall bill monthly for actual inspections and testing completed. CM shall attach copies of subconsultants' invoice for verification of cost being billed. Task 5 -Post-Construction Phase -work may include but is not limited to the following: 1) Contractor closeout document review, CM services shall include but are not limited to the following: 2) Receive from the Contractor the closeout documents and items to be submitted by the Contractor under the terms of the Construction Contract upon completion of its obligations under the Construction Contract. The CM shall review each Contractor's closeout submittals to determine conformity with the requirements of the Construction Contract. If the CM determines that any Contractor's closeout submittals are not in conformity with requirements of the construction contract, the CM shall make recommendations to the CITY for measures to secure compliance with the requirements of the construction contract. The CM shall deliver to the CITY all of the Contractor's closeout submittals, including the Contractor's as-build drawings which the CM shall 4Leaf Inc. Construction Management Services 2023-2025 Exhibit A-Scope of Services Page 8 of9 353 CC 11-21-2023 353 of 598 transmit to the design consultant for preparation of the record drawings. The CM shall monitor the design consultant's preparation and completion of the project record drawings prior to delivering to the CITY. 3) Within thirty (30) days of the date of issuance of a Certificate of Final Completion for the construction contract, the CM shall assemble and deliver to the CITY all of the records maintained by the CM relating to the project. ea nc. Construction Management Services 2023-2025 END OF EXHIBIT xhibit-k-'Scope-offlervices Page 9 of 9 354 CC 11-21-2023 354 of 598 COMPENSATION The City shall compensate the Consultant according to the hourly rate(s) stated in this Exhibit which shall remain in effect for the Master Agreement schedule of performance unless changed by written amendment to the Master Agreement. -Each authorized Service Order under this Master Agreement shall identify the method of compensation consistent with the scope of services provided by the Consultant. In any case, the Consultant's total payment for each authorized Service Order shall not exceed the maximum compensation identified in that Service Order, unless authorized by a written amendment executed by the City and the Consultant, and the total compensation for all authorized Service Orders shall not exceed the maximum compensation stated in Article 4, Compensation, of the Master Agreement. Work exceeding the total authorized amount for a Service Order or the total compensation for the Master Agreement shall be at no cost to the City. Consultant Hourly Rate(s) The Consultant shall be compensated according to the following hourly rate(s) for all work performed under authorized Service Orders: Labor Category CY2024 Hourly Rate CY2025 Hourly Rate Principal Engineer $207 $218 Resident Engineer/ Construction $175 $184 Manager Assistant Engineer / $160 $168 Office Engineer Construction Inspector $95-148 $100-156 *CY= Calendar Year; 3% escalation indicated Reimbursable Expenses Reimbursable expenses represent the acquisition cost of items, other than direct labor, specifically required to perform the scope of services and beyond normal business operating expenses which are included in the direct labor rate . Such expenses include, but are not limited to: • Individual or multiple document reproductions that exceed 50 pages; • Drawing or bid set reproductions; • Software required by City other than Microsoft Word, Excel, PowerPoint, and Project; Adobe Acrobat; and a photo editor program. • Trav el e xpenses to the extent allowed b y City policy; 4Leaf, Inc. Construction Management Services 2023-25 Compensation Page 1 of 2 355 CC 11-21-2023 355 of 598 COMPENSATION • Sub-consultants required by project scope of services; • Safety equipment required by City policy or the project scope of services; • Mass mailing notifications; • Expenses for public meetings, such as refreshments, interpreters, security, valet parking, facility rental, tents or booths, easels, markers, paper, presentation equipment. The City shall compensate the Consultant for such reimbursable expenses only with prior written authorization by the City representative designated in Section 14, Project Coordination, of the Master Agreement. All compensation, including reimbursable expenses, shall not exceed the maximum compensation for the Service Order. The City shall compensate the Consultant for reimbursable expenses for the documented actual cost only, allowing for no surcharge for Consultant administration. Reimbursable expenses shall be separately identified on the Consultant invoice. Method of Payment The Consultant shall submit an invoice to the City by the 5th business day of each month that clearly identifies the work performed in the previous month and authorized reimbursable expenses. All invoices from Consultant shall be emailed to PWinvoices@Cupertino.org and the Project Manager or mail to the City at: Attention: Susan Michael, Capital Improvement Programs Manager City of Cupertino 10300 Torre Ave. Cupertino, CA 95014 The invoice shall identify the applicable period of work, a description of the work performed consistent with the Service Order scope of services, the number of hours, hourly rate, reimbursable expenses, Service Order maximum compensation, Service Order compensation to date including invoice number, total invoice amount for current invoice, Service Order maximum compensation balance remaining. All Consultant payments shall be addressed to: 4Leaf, Inc. 2126 Rheem Drive Pleasanton, CA 94588 Attention: Gene Barry 4Leaf, Inc. Construction Management Services 2023-2025 END OF EXHIBIT Compensation Page 2 of 2 356 CC 11-21-2023 356 of 598 EXHIBIT B SERVICE ORDER PROCESS The CONSULT ANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or authorized Agent as defined in Section 14, Project Coordination, and (2) as defined in a fully executed Service Order. SECTION 1-SERVICE ORDER INITIATION A. The City Public Works Director or his/her designee shall provide written request for Consultant services as defined in this agreement. The Consultant and City shall meet to discuss the services after which the consultant shall provide a written proposal including specific scope of services, performance schedule, and compensation to the City. B. The City and Consultant shall discuss the proposal in detail and agree upon the terms of the Service Order. C. The City shall prepare a Project Service Order consistent with the City's standard form, Service Order, and Attachment A. The Service Order shall, at a minimum, include (1) specific scope of services, deliverables, schedule of performance, and compensation. SECTION 2-SERVICE ORDER EXECUTION D. Both parties shall execute the Service Order as evidenced by the signatures of the authorized representatives defined in Section 14 of the Master Agreement, Project Coordination, and the date signed. E. The Consultant shall begin work on the scope of services only after receipt of a fully executed authorized Service Order defining those services. Consultant understands and agrees that work performed before the date of the authorized Service Order or outside the scope of services once a Service Order is signed and authorized shall be at no cost to the City . F. The maximum compensation authorized by a single Service Order and/or the aggregate of Service Orders shall not exceed the maximum compensation set forth in Article 4 of the Master Agreement. CSG Con sult an ts, Inc. Exhibit B-Service Order Process Constru ction Management Services 357 CC 11-21-2023 357 of 598 CITY OF CUPERTINO MASTER AGREEMENT CONSULT ANT SERVICES SERVICE ORDER NO. MASTER AGREEMENT #: MA Date: Maximum Compensation: MA End Date: Consultant: Firm Name: Address: Contact: Ph: Email Address: Project Name: □Description: (simple project description if appropriate) Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation City Project Management Managing Department: Public Works Project Manager: Fiscal/Budget : Master Agreement Maximum Compensation: ---------- Tot al Previously Encumbered to Date: ---------- Enc umbra n c e this Service Order: ---------- Master Agreement Unencumbered Balance: ---------- SO Acc't#: PO#: Project#: Date: Approvals: Consultant: Date: Manager: Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that fund are available as of this date of signature City Finance: Date: --------------- Man age men t Analyst City of Cupertino Master Agreement Service Order 358 CC 11-21-2023 358 of 598 EXHIBITC Insurance Requirements Professional/Specialized Services Agreement Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance and results of the Services hereunder by the Contractor, his agents , representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: I. Commercial General Liability (CGL): Insurance Services Office ("ISO") Form CG 0001 covering CGL on an "occurrence" basis, including products and completed operations, contractual liability, property damage, bodily injury, and personal and advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this Project (ISO CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a . It shall be a requirement under this agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (1) the minimum coverage/limits specified in this agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Contractor's policy shall be "primary and non- contributory," will not seek contribution from City's insurance/self-insurance , and shall be at least as broad as ISO CG 20 10 04 13 c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy 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 before the City's own insurance or self-insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or, if Contractor has no owned autos, then hired autos (Code 8) and non-owned autos (Code 9), with limits no less than $1,000,000 per accident for bodily injury and property damage. 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 per occurrence for bodily injury or disease . (Not required if Contractor provides written verification it has no employees). 4. Professional Liability. Insurance which includes coverage for professional acts, errors and omissions, with limits no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate (if applicable). If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and higher insurance limits maintained by Contractor. OTHER INSURANCE PROVISIONS The insurance policies are to contain, or be endorsed to contain, the following provisions : Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are to be covered as additional insureds on the CGL and automobile liability policies with respect to liability arising out of the Services performed by or on behalf of Contractor including materials, parts, or equipment furnished. Endorsement of CGL coverage shall be at least as broad as ISO Form CG 20 10 11 85 or if not Insurance Requirements for Professional/Specialized Services Version : Jan . 2022 Agreement 359 CC 11-21-2023 359 of 598 available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used. Primary Coverage For any claims related to this Contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of Contractor'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. Waiver of Subrogation Contractor grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Self-Insured Retentions City may approve self-insured retentions and require proof of Contractor's ability to pay losses and related investigations, claim administration and defense expenses within the retention. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. Acceptability of Insurers Insurers must be acceptable to City and licensed to do business in California, and each insurer must have an A.M. Best's financial strength rating of "A" or better and a financial size rating of "VII" or better. Claims Made Policies (applicable only to professional liability) If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the Effective Date of the Contract. 2. Insurance must be maintained for at least five (5) years after completion of the Services. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of the Services. Verification of Coverage Contractor shall furnish the City with acceptable original certificates and mandatory endorsements ( or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City prior to commencing the Services. City retains the right to demand verification of compliance at any time duringthe Contract. Subcontractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. Insurance coverage shall not limit Contractor's duties to indemnify, defend and hold City harmless. City reserves the right to modify these requirements based on the nature of the risk, prior experience, insurer, coverage or other special circumstances. Insurance Requirements for Professional/Specialized Services Version : Jan. 2022 Agreement 360 CC 11-21-2023 360 of 598 4LEAINC-01 MINED1 ACORD" CERTIFICATE OF LIABILITY INSURANCE I DATE (MMIDD/YYYY) ~ 4/10/2023 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($), 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 License# OC41366 CONTACT NAME: Granite Professional Insurance Brokerage, Inc. rt2.NNEo , Ext): (925) 462-8400 I FAX 360 Lindbe~h Avenue (AJC, No):(925) 462-8888 Livermore, A 94551 f~lJ~ss, commercial@graniteins.com INSURER($) AFFORDING COVERAGE NAIC# INSURER A : Travelers Property Casualty Company of America 25674 INSURED INSURER a: Evanston Insurance 35378 4LEAF, Inc. INSURERC: 2126 Rheem Dr INSURERD: Pleasanton, CA 94588 INSURER E: INSURERF : COVERAGES CERTIFICATE NUMBER· 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 TYPE OF INSURANCE ~.~J>~ SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR wvn A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 ~ ~ CLAIMS-MADE [K] OCCUR ~~~~~H9E~~~J~~ence\ X X 6800J268720 4/9/2023 4/9/2024 $ 1,000,000 f----- ~ MED EXP (Anv one oerson ) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 f----- GEN'L AGGREGATE LIMIT APPLIES PER : GENERAL AGGREGATE $ 2,000,000 Fl POLICY [K] ~r8i □ LOG PRODUCTS -COMP/OP AGG $ 2,000,000 OTHER: $ A AUTOMOBILE LIABILITY f----- /c,OMBINED SINGLE LIMIT Ea accident\ $ 1,000,000 X ANY AUTO 8107R025623 4/9/2023 4/9/2024 BODILY INJURY (Per oerson \ $ -OWNED SCHEDULED f-----AUTOS ONLY -AUTOS BODILY INJURY /Per accident) $ X ~LRT1?s ONLY X NON-OWNED rpf!,?~tc~d7;;:',t?AMAGE $ -AUTOS ONLY $ A X UMBRELLA LIAS NOCCUR EACH OCCURRENCE $ 6,000,000 -CUP1 S364055 4/9/2023 4/9/2024 EXCESS LIAS CLAIMS-MADE AGGREGATE $ 6,000,000 OED I I RETENTION $ $ A WORKERS COMPENSATION X I ~ffruTE I I OTH- AND EMPLOYERS' LIABILITY ER YIN X UB2T357728 4/9/2023 4/9/2024 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE □ E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? NIA 1,000,000 (Mandatory in NH) E.L. DISEASE -EA EMPLOYEE $ If yes , describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ B Professional Liab MKLV7PL0005809 4/9/2023 4/9/2024 Each Claim 2,000,000 B MKLV7PL0005809 4/9/2023 4/9/2024 Aggregate 2,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) The attached forms apply as required per written contract or written agreements between the listed parties and the insured, which are subject to the policy provisions. In the absence of such written contract or written agreement the attached form may not be applicable. The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers are named as additional insured on General Liability Policy per attached endorsement CG D3 81 0915. Primary and non-contributory applies to General Liability policy per attached endorsement CG D3 81 0915. Waivers of subrogation apply to General Liability and Workers Compensation Policies per attached endorsements CG D3 81 0915 and WC 99 03 76. Professional Liability Retro Date 4/1/07 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Cupertino THE EXPIRATION DATE THEREOF , NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Ave. Cupertino, CA 95014 AUTHORIZED REPRESENTATIVE c?= I ~~ ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION . All rights reserved. The ACORD name and logo are registered marks of ACORD 361 CC 11-21-2023 361 of 598 POLICY# 8107R025623 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 B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS F. HIRED AUTO -LIMITED WORLDWIDE COV- ERAGE -INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE -GLASS PROVISIONS 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 H. HIRED AUTO PHYSICAL DAMAGE -LOSS OF USE -INCREASED LIMIT I. PHYSICAL DAMAGE -TRANSPORTATION EXPENSES -INCREASED LIMIT 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 Is 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 B.5., 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. 362 CC 11-21-2023 362 of 598 COMMERCIAL AUTO perm1ss1on, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". D. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II -COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II -COVERED AUTOS LIABIL- ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4), of SECTION II -COVERED AUTOS LIABIL- ITY COVERAGE : (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. F. HIRED AUTO -LIMITED WORLDWIDE COV- ERAGE -INDEMNITY BASIS The following replaces Subparagraph (5) in Para- graph B.7., Policy Period, Coverage Territory, of SECTION IV -BUSINESS AUTO CONDI- TIONS: (5) Anywhere in the world, except any country or jurisdiction while any trade sanction, em- bargo, or similar regulation imposed by the United States of America applies to and pro- hibits the transaction of business with or within such country or jurisdiction, for Cov- ered Autos Liability Coverage for any covered "auto" that you lease, hire, rent or borrow without a driver for a period of 30 days or less and that is not an "auto" you lease, hire, rent or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent. (iii) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit". (iv) We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION II -COVERED AUTOS LIABILITY COVERAGE. (v) We will reimburse the "insured" for the reasonable expenses incurred with our consent for your investiga- tion of such claims and your defense of the "insured" against any such "suit", but only up to and included within the limit described in Para- graph C., Limits Of Insurance, of SECTION II -COVERED AUTOS LIABILITY COVERAGE, and not in addition to such limit. Our duty to make such payments ends when we have used up the applicable limit of insurance in payments for damages, settlements or defense expenses . (b) This insurance is excess over any valid and collectible other insurance available to the "insured" whether primary, excess, contingent or on any other basis . (c) This insurance is not a substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada . Page 2 of4 © 2015 The Travelers Indemnity Company. All rights reserved . CA T3 53 0215 Includes copyrighted material of Insurance Services Office , Inc. with its permission . 363 CC 11-21-2023 363 of 598 You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements . (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance . G. WAIVER OF DEDUCTIBLE -GLASS The following is added to Paragraph D., Deducti- ble, of SECTION Ill -PHYSICAL DAMAGE COVERAGE : No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE -LOSS OF USE -INCREASED LIMIT The following replaces the last sentence of Para- graph A.4.b., Loss Of Use Expenses, of SEC- TION Ill -PHYSICAL DAMAGE COVERAGE : However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident". I. PHYSICAL DAMAGE -TRANSPORTATION EXPENSES -INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION Ill -PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1 ,500 for temporary transportation expense in- curred by you because of the total theft of a cov - ered "auto" of the private passenger type . J. PERSONAL PROPERTY The following is added to Paragraph A.4., Cover- age Extensions , of SECTION Ill -PHYSICAL DAMAGE COVERAGE : Personal Property We will pay up to $400 for "loss" to wearing ap- parel and other personal property which is: (1) Owned by an "insured"; and COMMERCIAL AUTO (2) In or on your covered "auto". This coverage applies only in the event of a total theft of your covered "auto". No deductibles apply to this Personal Property coverage . K. AIRBAGS The following is added to Paragraph 8.3., Exclu- sions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE : Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only : a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy ; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated . We will pay up to a maximum of $1,000 for any one "loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The follow ing is added to Paragraph A.2.a., of SECTION IV -BUSINESS AUTO CONDITIONS : Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to : (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us , of SECTION IV -BUSINESS AUTO CONDI- TIONS : 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have aga in st any person or organization to the ex- tent required of you by a written contract signed and executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of operations contemplated by CA T3 53 0215 © 2015 The Travelers Indemnity Company. All rights reserved . Page 3 of 4 Includes copyrighted mate ri al of Insurance Services Office , Inc. with its permission . 364 CC 11-21-2023 364 of 598 COMMERCIAL AUTO such contract. The waiver applies only to the person or organization designated in such contract. N. UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Paragraph B.2., Con- cealment, Misrepresentation, Or Fraud, of SECTION IV -BUSINESS AUTO CONDITIONS : The unintentional om1ss1on of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. How- ever this provision does not affect our right to col- lect additional premium or exercise our right of cancellation or non-renewal. Page 4 of 4 © 2015 The Travelers Indemnity Company. All rights reserved . CA T3 53 0215 Includes copyrighted material of Insurance Services Office , Inc. with its permission . 365 CC 11-21-2023 365 of 598 Policy Number 6800J268720 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II -WHO IS AN INSURED : Any person or organization that you agree in a "written contract requiring insurance" to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. If, and only to the extent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies, or in connection with premises owned by or rented to you. The person or organization does not qualify as an additional insured: c. With respect to the independent acts or omissions of such person or organization; or d. For "bodily injury", "property damage" or "personal injury" for which such person or organization has assumed liability in a contract or agreement. The insurance provided to such additional insured is limited as follows: e. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this Coverage Part. f. This insurance does not apply to the rendering of or failure to render any "professional services" .. g. In the event that the Limits of Insurance of the Coverage Part shown in the Declarations exceed the limits of liability required by the "written contract requiring insurance", the insurance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement does not increase the limits of insurance described in Section Ill - Limits Of Insurance . h. This insurance does not apply to "bodily injury" or "property damage" caused by "your work" and included in the "products- completed operations hazard" unless the "written contract requiring insurance" specifically requires you to provide such coverage for that additional insured, and then the insurance provided to the additional insured applies only to such "bodily injury" or "property damage" that occurs before the end of the period of time for which the "written contract requiring insurance" requires you to provide such coverage or the end of the policy period, whichever is earlier. 2 . The following is added to Paragraph 4.a. of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: The insurance provided to the additional insured is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured for a loss we cover. However, if you specifically agree in the "written contract requiring insurance" that this insurance provided to the additional insured under this Coverage Part must apply on a primary basis or a primary and non-contributory basis, this insurance is primary to other insurance available to the additional insured which covers that person or organizations as a named insured for such loss, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have signed that "written contract requiring insurance". But this insurance provided to the additional insured still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when that person or organization is an additional insured under any other insurance . CG D3 81 0915 © 2015 The Travelers Indemnity Company . Ali rights reserved . Page 1 of2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission 366 CC 11-21-2023 366 of 598 COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against others To Us, of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, done under a "written contract requiring insurance" with that person or organization. We waive this right only where you have agreed to do so as part of the "written contract requiring insurance" with such person or organization signed by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury" offense is committed. 4. The following definition is added to the DEFINITIONS Section : "Written contract requiring insurance" means that part of any written contract under which you are required to include a person or organization as an additional insured on this Coverage Part, provided that the "bodily injury" and "property damage" occurs and the "personal injury" is caused by an offense committed: a. After you have signed that written contract; b. While that part of the written contract is in effect; and c. Before the end of the policy period. Page 2 of2 © 2015 The Travelers Indemnity Company. All rights reserved . CGD3810915 Includes the copyrighted material of Insurance Services Office , Inc., wHh its permission 367 CC 11-21-2023 367 of 598 ~ TRAVELERSJ , ONE TOWER SQUARE HARTFORD CT 06183 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76 ( A)-001 POLICY NUMBER: UB2T357728 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA (BLANKET WAIVER) 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 . The additional premium for this endorsement shall be 2 . oo % of the California workers' compensation pre- mium. Person or Organization ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. Schedule Job Description ENGINEERS 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 Insurance Company DATE OF ISSUE: 04-03 -23 Policy No . Endorsement No . Premium Countersigned by ____________ _ ST ASSIGN : age 1 of 1 368 CC 11-21-2023 368 of 598 4Leaf, Inc for Construction Management Services for Various CIP Projects Final Audit Report Created: By : Status: Transaction ID : 2023-11-07 City of Cupertino (webmaster@cupertino.org) Signed CBJCHBCAABAAPNY1 yzhrWC2eBsnZKL5OOvlbnRAUCkw4 2023-11-07 "4Leaf, Inc for Construction Management Services for Various CIP Projects" History 'El Document created by City of Cupertino (webmaster@cupertino.org) 2023-11-07 -1 :54 :03 AM GMT-IP address : 35.229 .54.2 g Document emailed to Julia Kinst Uuliak@cupertino.org) for approval 2023-11-07 -1 :55:55 AM GMT 0c. Document approved by Julia Kinst Uu1iak@cupertino.org) Approval Date : 2023-11-07 -1 :56 :25 AM GMT -Time Source : server-IP address : 216.198 .111.214 g Document emailed to Gene Barry (gbarry@4leafinc.com) for signature 2023-11-07 - 1 :56:27 AM GMT J.l,. Document shared with Susan Michael (susanm@cupertino.org) by Julia Kinst Uuliak@cupertino.org) 2023-11-07 - 1 :56:54 AM GMT-IP address : 216.198 .111.214 'El Email viewed by Gene Barry (gbarry@4leafinc.com) 2023-11-07 -3:54 :50 PM GMT-IP address : 104.47.70.126 6-0 Document e-signed by Gene Barry (gbarry@4leafinc.com) Signature Date : 2023-1 1-07 -3 :56:21 PM GMT -Time Source : server-IP address: 68 .65.68.30 f) Agreement completed. 2023-11-07 -3 :56 :21 PM GMT I Poweredby Adobe """.-r,No Acrobat Sign 369 CC 11-21-2023 369 of 598 370 CC 11-21-2023 370 of 598 CITY OF CUPERTINO Agenda Item 23-12814 Agenda Date: 11/21/2023 Agenda #: 11. Subject:Accept the City Manager’s First Quarter Financial Report for Fiscal Year 2023-24 1. Accept the City Manager’s First Quarter Financial Report for Fiscal Year 2023-24 2. Adopt Resolution No. 23-128 approving Budget Modification No. 2324-314, increasing appropriations by $464,384 and revenues by $540,141 3. Adopt Resolution No. 23-129 amending Cupertino City Employees’ Association /IFPTE Local 21 Classification Plan and Salary Schedule 4. Adopt Resolution No. 23-130 amending the Unrepresented Employees’ Compensation Program 5. Approve new Senior Housing Coordinator and Communications and Marketing Coordinator classifications 6. Receive FY 2023-24 First Quarter City Work Program Dashboard Update 7. Provide direction on potential service level reductions for FY 2024-25 a. Defunding the 4 th of July Event in FY 2024-25 b. Defunding Community Grant Funding Program in FY 2024-25 c. Defunding Weed Abatement subsidy of $8,600 annually. Presenters: Kristina Alfaro, Director of Administrative Services and Thomas Leung, Budget Manager CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™371 CC 11-21-2023 371 of 598 1 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Accept the City Manager’s First Quarter Financial Report for Fiscal Year 2023-24 Recommended Action 1.Accept the City Manager’s First Quarter Financial Report for Fiscal Year 2023-24 2.Adopt Resolution No. 23-XXX approving Budget Modification No. 2324-314, increasing appropriations by $464,384 and revenues by $540,141 3.Adopt Resolution No. 23-XXX amending Cupertino City Employees’ Association /IFPTE Local 21 Classification Plan and Salary Schedule 4.Adopt Resolution No. 23-XXX amending the Unrepresented Employees’ Compensation Program 5.Approve new Senior Housing Coordinator and Communications and Marketing Coordinator classifications 6.Receive FY 2023-24 First Quarter City Work Program Dashboard Update 7.Provide direction on potential service level reductions for FY 2024-25 a.Defunding the 4th of July Event in FY 2024-25 b.Defunding Community Grant Funding Program in FY 2024-25 c.Defunding Weed Abatement subsidy of $8,600 annually. Executive Summary The First Quarter Financial Report for Fiscal Year (FY) 2023-24 outlines the City’s financial status as of September 30, 2023. The FY 2023-24 Amended Budget is $204.7 million, increasing from an adopted budget of $121.8 million due to carryovers and encumbrances from the last fiscal year, in addition to Council-approved budget adjustments. In FY 2022-23, revenues were lower than budgeted, primarily due to the carryover of Vallco Town Center revenues. Positive variances were noted in the most significant revenue sources: sales tax, property tax, and Transient Occupancy Tax (TOT); however, the potential reallocation of sales tax revenues by the California Department of Tax and Fee Administration (CDTFA) introduces uncertainty. Expenditures were also lower than 372 CC 11-21-2023 372 of 598 2 budgeted, driven by savings in salaries, materials, and contract services. In the first quarter of FY 2023-24, revenue was $5.5 million, or 31% lower than last year, primarily attributed to drops in sales tax, intergovernmental, and transfers, while expenditures were $5.7 million, or 18% lower than last year, primarily due to decreases in transfers and salaries and benefits. Key recommendations from the report include the following: Proposed budget adjustments increasing appropriations by $464,384 and revenues by $540,141 to cover transfers, unforeseen repairs, utilities, tree maintenance, and janitorial costs. Establishing new Senior Housing Coordinator and Communications and Marketing Coordinator classifications. A Senior Housing Planner position will be reclassified as a Senior Housing Coordinator and a Communications Officer position will be reclassified as a Communications and Marketing Coordinator, with the latter resulting in cost savings. This will not result in any additional positions. Looking ahead to FY 2024-25, potential reductions for Council consideration include defunding the 4th of July event, the Community Grant Funding Program, and the annual Weed Abatement subsidy. Direction on these three items will be important as staff plans for further cost controls next fiscal year. Reasons for Recommendation Background On June 6, 2023, the City Council adopted the FY 2023-24 Adopted Budget, a $121.8 million spending plan funded by $110.2 million in revenue and $11.6 million in fund balance. The adopted budget reflected a $4.0 million increase from the proposed budget, mainly due to the Capital Improvement Program. Budget Actions Amount Proposed Budget 117,762,980$ Final Budget Hearing & Adoption Operating Changes (51,123) Capital Improvement Program (Including Transfers)4,054,000 FY 2023-24 Adopted Budget 121,765,857$ 373 CC 11-21-2023 373 of 598 3 As part of the FY 2022-23 year-end close, additional funds were carried forward to FY 2023-24, amounting to $17.1 million in encumbrances and $64.0 million in carryover appropriations.1 The largest encumbrances were for capital projects ($3.8 million), while the largest carryovers were also for capital projects ($31.0 million) and The Rise ($19.1 million). Furthermore, the FY 2023-24 Amended Budget includes Council-approved budget amendments from July 1 to September 30, 2023, totaling $1.8 million for capital projects. As a result of these budget adjustments, encumbrances, and carryovers, t he amended budget at the end of the first quarter is $204.7 million, funded with $149.5 million in revenue and $55.2 million in fund balance. The reflection of carryovers and encumbrances in the amended budget is a standard practice in municipal budgeting and aligns with the amounts in previous years, which have been approximately $80 million. Carryovers and encumbrances are appropriations approved in prior years but have not yet been spent. 1Encumbrances are outstanding commitments tied to unfilled purchase orders or contracts, which are rolled over to the following fiscal year until those obligations are fulfilled or terminated. Carryover appropriations are unencumbered funds for unfinished projects carried over to the following fiscal year to be spent for the same purpose for which they were approved. 374 CC 11-21-2023 374 of 598 4 The budget adjustments are summarized in the chart below. Appropriation Changes since the FY 2023-24 Adopted Budget For detailed descriptions of budget amendments, please refer to Attachment C. Discussion The First Quarter Financial Report, as of September 30, 2023, is a critical tool for the City to evaluate its current revenue outlook and make necessary adjustments to the budget in response to changing spending priorities. It provides an overview of the City's budget status, including its revenue outlook, expenditure patterns, and other key financial metrics. Additionally, the report helps the City stay on track toward achieving its goals and objectives by providing valuable insights into the City's financial performance. By using this information to make informed decisions and take appropriate actions, the City can maintain its fiscal sustainability. FY 2022-23 Year End Update Revenues The City is expected to end FY 2022-23 with total revenues of $148.1 million, $37.4 million less than budgeted, primarily due to the carryover of Vallco Town Center plan check and building inspection revenues. These revenues will continue to be carried over each year until the services are rendered, and the revenues are recognized. Additionally, revenues are less than budgeted due to Housing Mitigation fees, and outstanding Apple donations for 2016 Bike Plan projects for which revenues will be carried over and recognized as the projects are completed. Additionally, revenues came in lower due to an outstanding reimbursement request from the Section 115 OPEB Trust for retiree health expenses in FY 2021-22 and FY 2022-23, as is further explained in the miscellaneous revenues section below. Fund FY 2023-24 Adopted Budget Carryovers Encumbrances Adjustments Approved in 1st Quarter FY 2023-24 Amended Budget as of September 30, 2023 General 86,062,998 25,990,872 9,723,884 - 121,777,754 Special Revenue 10,401,172 14,081,926 4,101,434 - 28,584,532 Debt Service 2,677,600 - - - 2,677,600 Capital Projects 4,229,000 22,533,377 2,002,735 1,798,532 30,563,644 Enterprise 9,671,575 608,333 298,323 - 10,578,231 Internal Service 8,723,512 820,692 1,001,388 - 10,545,592 Total All Funds 121,765,857$ 64,035,200$ 17,127,764$ 1,798,532$ 204,727,353$ 375 CC 11-21-2023 375 of 598 5 FY 2022-23 Year End Actuals versus Amended Budget by Revenue Category Sales Tax revenue came in $2.9 million higher than budgeted. The City budgets revenues conservatively and anticipated a reduction in online sales as the pandemic waned. Sales tax revenue is derived from five primary economic categories, including business - to-business, state and county pools, restaurants and hotels, general consumer goods, and fuel and service stations. County pool revenue is based on the City's share of direct sales tax in the County. As a result, when sales tax fluctuates, the City's share of the County pool adjusts proportionally. Nonetheless, despite the positive variance, revenue for FY 2022-23 was still significantly lower than in previous years due to a shift from online to in-store shopping. The COVID- 19 pandemic had a substantial impact on the City's sales tax revenues from FY 2019-20 to FY 2021-22. Notably, certain sectors, including business-to-business sales tax and County pool allocation, experienced growth during this period. This growth was primarily driven by increased online sales due to statewide shelter-in-place mandates and a heightened demand for computer and electronics equipment, reflecting the shift to remote work during the pandemic. The CDTFA is responsible for administering the distribution of sales and use tax in California. Businesses in California must register for a sales tax permit, collect taxes from customers, and report their sales taxes accurately and timely. These taxes, along with information about their allocation to jurisdictions, are then forwarded to the CDTFA, which distributes them to the appropriate jurisdictions. Additionally, the CDTFA conducts audits on businesses to ensure compliance with tax laws and regul ations. The City receives a share of the sales tax revenue generated within its boundaries, which funds a wide range of City services and programs. Revenue Category Amended Budget Actual Variance ($)Variance (%) 05 - Sales tax 31,944,089 34,819,341 2,875,252 9% 10 - Property tax 30,039,574 31,889,638 1,850,064 6% 15 - Transient occupancy 6,000,000 7,062,150 1,062,150 18% 20 - Utility tax 2,955,404 4,103,906 1,148,502 39% 25 - Franchise fees 3,230,101 3,995,018 764,917 24% 30 - Other taxes 9,991,122 2,363,292 (7,627,830) -76% 35 - Licenses and permits 34,057,523 4,093,631 (29,963,892) -88% 40 - Use of money and property 1,993,561 4,402,822 2,409,261 121% 45 - Intergovernmental revenue 14,861,249 11,989,612 (2,871,637) -19% 50 - Charges for services 25,641,541 24,028,943 (1,612,598) -6% 55 - Fines and forfeitures 495,669 326,944 (168,725) -34% 60 - Miscellaneous 6,439,474 1,447,672 (4,991,802) -78% 65 - Transfers in 16,954,117 16,835,351 (118,766) -1% 70 - Other financing sources 850,320 739,016 (111,304) -13% Total 185,453,744$ 148,097,335$ (37,356,409)$ -20% 376 CC 11-21-2023 376 of 598 6 Though it occurred after the first quarter, it is important to note that in October 2023, the CDTFA notified the City of a proposed reallocation of sales and use tax revenues and the amount of money that the CDTFA alleges to have been incorrectly allocated. On October 10, 2023, the City Council took action to establish a Sales Tax Repayment Reserve to set aside disputed sales tax revenue. The initial allocation was $56.5 million, corresponding to disputed sales tax revenue received between April 2021 and June 2023. Property Tax revenue came in $1.9 million higher than estimated. In FY 2022-23, the City’s property tax roll grew $2.08 billion, or 7.2%. This growth was $1.09 billion more than in FY 2021-22, when the property tax roll grew by $986 million, or 3.5%. This increase is predominantly attributable to increases in residential, commercial, and industrial property values. Transient Occupancy Tax (TOT) revenue came in $1.1 million higher than estimated due to increased travel but was still significantly lower relative to pre-pandemic conditions. Utility Tax came in $1.1 million higher than expected. Franchise Fees revenues are in line with estimated amounts. Other Taxes are lower than budgeted primarily due to Housing Mitigation fees. This is primarily due to certain developments that have not yet reached the permit submittal phase. As these developments progress, the Housing Mitigation fees will be collected. Licenses and Permits are significantly lower than budgeted primarily due to the carryover of Vallco Town Center plan check and building inspection revenues. These revenues will continue to be carried over each year until the services are rendered, and the revenues are recognized. Use of Money and Property is higher than budgeted because of increases in the market values of the City’s fixed-income and Section 115 Trust investment portfolios. At the end of the fiscal year, the values of the City’s investments are adjusted to reflect the year -end market value. The market value of fixed-income investment fluctuates depending on interest rates. When interest rates increase after an investment is purchased, the market value of the investment decreases. However, when interest rates decrease after an investment is purchased, the market value of the investment increases. At the time of purchase, the City intends to hold investments until maturity, so changes in market value do not affect the City’s investment principal. The gain or loss will only be realized if the City sells its investments before maturity. Intergovernmental revenue came in lower than budgeted due to the anticipated receipt of a state grant and revenues from the Transportation Development Act (TDA) Article 3 377 CC 11-21-2023 377 of 598 7 Program related to the city’s Bike Plan projects that are expected to be received in FY 2023- 24. Charges for Services revenues are lower than budgeted due to the carryover of Vallco Town Center engineering fees. These revenues will continue to be carried over each year until the services are rendered, and the revenues are recognized. Fines and Forfeitures came in lower than budgeted due to fewer fines and citations than expected. Miscellaneous revenues came in lower than budgeted due to outstanding Apple donations for 2016 Bike Plan projects. These revenues will be carried over and recognized as the projects are completed. Additionally, revenues came in lower due to an outstanding reimbursement request from the Section 115 OPEB Trust for retiree health expenses in FY 2021-22 and FY 2022-23. This trust was set up by the City in FY 2009-10 to support its Other Post-Employment Benefits (OPEB) obligations. The Section 115 OPEB Trust is solely designated for retiree health costs, and the funds can be used to pay the benefits administrator or to reimburse the City for OPEB Plan benefits and costs. Transfers In revenues are in line with estimated amounts. Other Financing Sources are in line with estimated amounts. Expenditures The City is expected to end FY 2022-23 with total expenditures of $123.3 million, which is $17.9 million lower than budgeted. This is due to various savings achieved over several expense categories, as described below. 378 CC 11-21-2023 378 of 598 8 FY 2022-23 Year End Actuals versus Amended Budget by Expense Category Salaries and Benefits decreased by approximately $8.3 million, or 18%, from last year due to more full-time position vacancies. Materials came in lower than budgeted due to savings in water service costs for various City facilities. There was also a reduction in various discontinued software applications as well as negotiated lowered costs with various software vendors. Grant expenditures for CDBG Capital/Housing projects came in under budget, as the nonprofit that was awarded funds was not able to expend its full allocation. There was also a Citywide reduction in expenses related to general supplies. Contract Services were lower than budgeted due to savings in the Law Enforcement contract and various contracts related to Library Services, Parks and Recreation programs, and the City Attorney’s Office. Capital Outlays and Special Projects came in lower primarily due to project completion and fixed asset cost capitalization. Contingencies were lower than budgeted due to departments having sufficient appropriations. The table below compares actual revenues and expenditures and the resulting changes to fund balance effective as of FY 2022-23 year-end. Expenditure Category Amended Budget Actual Expenditures Variance ($)Variance (%) 05 - Employee compensation 31,681,411 27,014,934 (4,666,477) -15% 10 - Employee benefits 15,437,830 11,766,738 (3,671,092) -24% 15 - Materials 9,612,113 7,116,687 (2,495,426)-26% 20 - Contract services 33,161,258 29,034,987 (4,126,271) -12% 25 - Cost allocation 12,429,509 12,429,509 - 0% 30 - Capital outlays 9,044,611 9,032,056 (12,555) 0% 31 - Special projects 7,621,690 5,824,885 (1,796,805)-24% 35 - Contingencies 575,449 277 (575,172) -100% 40 - Debt services 2,675,800 2,675,800 - 0% 45 - Transfer out 16,892,977 16,835,351 (57,626) 0% 50 - Other financing uses 2,093,409 1,580,126 (513,283)-25% Total 141,226,057$ 123,311,349$ (17,914,708)$ -13% 379 CC 11-21-2023 379 of 598 9 FY 2022-23 Year-End Estimates ($ in millions) FY 2023-24 First Quarter Update General Fund The General Fund's historical revenues, expenditures, and fund balance demonstrate that amended expenditures have often exceeded amended revenues, leading to the use of fund balance. However, it was not due to a structural deficit but the transfer of excess fund balance from the General Fund to the Capital Reserve per the City's use of one-time funds policy. Due to the City's encumbrance and budget carryover process, fiscal years have generally ended with increases in fund balance. 380 CC 11-21-2023 380 of 598 10 4-Year Comparison of Revenues, Expenditures, and Changes to Fund Balance ($ in millions) Revenues As of the first quarter, overall revenue is $12.1 million, which is $5.5 million, or 31%, lower than last year. This is primarily due to decreases in sales tax, intergovernmental, and transfers. The following table shows the differences between General Fund revenues collected as of the first quarter in the current fiscal year and the prior fiscal year . 381 CC 11-21-2023 381 of 598 11 Comparison of FY 2022-23 First Quarter Revenue to FY 2023-24 General Fund Sales Tax revenue received in the first quarter was $3.9 million, or 46%, lower than last year. Sales tax revenues are received two months in arrears, so we are looking at sales tax revenues corresponding to July and August 2023 for FY 2023-24 and July to September 2022 for FY 2022-23. Property Tax revenue is lower than last year by approximately $24,000, or 31%, due to a decrease in supplemental property tax. In 2023-24, the City’s property tax roll grew $1.411 billion, or 4.57%, year-over-year, compared to 6.65% for the county. As of June 2023, statewide home sales volume has declined for the last 9 months, due to high interest rates and low inventory. There were 19.7% fewer home sales in June than in June 2022; 46.5% fewer than at the peak in 2021. The state median home price in June was $838,260. This is 2.4% below the median a year ago, a smaller annual decline than in recent months. 2022 sale prices impacted values on the 2023/24 tax rolls. Value changes from 2023 sales through June are trending up each month but are below 2022 levels. The median sale price of Cupertino detached single-family homes from January through August 2023 was $2,900,000, a decrease of -$32,500 (-1.1%) from 2022's median sale price. Staff will continue to monitor all revenue categories and, as part of the Mid-Year Financial Report, make any necessary adjustments to revenue projections. Transient Occupancy Tax (TOT) increased by approximately $59,000, or 4%, representing nominal change. Revenue Category First Quarter 2023 First Quarter 2024 Variance ($)Variance (%) 05 - Sales tax 8,390,499 4,528,163 (3,862,336) -46% 10 - Property tax 79,078 54,731 (24,346) -31% 15 - Transient occupancy 1,485,719 1,544,806 59,086 4% 20 - Utility tax 636,988 600,139 (36,849) -6% 25 - Franchise fees 180,066 220,813 40,747 23% 30 - Other taxes 328,349 326,683 (1,667) -1% 35 - Licenses and permits 931,463 961,174 29,710 3% 40 - Use of money and property 589,007 816,272 227,265 39% 45 - Intergovernmental revenue 1,070,673 150,961 (919,712) -86% 50 - Charges for services 2,746,279 2,830,640 84,361 3% 55 - Fines and forfeitures 41,997 23,082 (18,915) -45% 60 - Miscellaneous 292,886 40,704 (252,182) -86% 65 - Transfers in 861,140 15,000 (846,140) -98% 70 - Other financing sources - - - N/A Total 17,634,146$ 12,113,167$ (5,520,979)$ -31% 382 CC 11-21-2023 382 of 598 12 Utility Tax decreased by approximately $37,000, or 6%, representing nominal change. Franchise Fees increased by approximately $41,000, or 23%, due to increased Recology fees. Other Taxes decreased by $1,667, or 1%, representing nominal change. Licenses and Permits increased by approximately $30,000 or 3%, representing nominal change. Use of Money and Property increased by approximately $227,000, or 39%, due to increased investment earnings. Intergovernmental Revenue decreased by approximately $920,000, or 86%, over the same period last year as all remaining American Rescue Plan Act revenue was recognized in FY 2022-23. Charges for Services increased by approximately $84,000, or 3%, representing nominal change. Fines and Forfeitures decreased by $19,000, or 45%, as August’s and September’s revenues were recorded in the second quarter of FY 2023-24. Miscellaneous Revenue decreased by approximately $252,000, or 86%, due to an Apple donation for sheriff services that was recorded in October 2023 instead of the first quarter of FY 2023-24. Transfers In decreased by approximately $846,000, or 98%, due to the one-time transfer of funds to General Fund departments for a 10% non-Measure B local match for the I- 280/Wolfe Road Interchange Improvements Project in the first quarter of FY 2022-23. Other Financing Sources remain budgeted at zero dollars depending on the timing of refundable deposit revenues received. Expenditures As of the first quarter, overall expenditures are $25.6 million, which is $5.7 million, or 18%, lower than last year. This is primarily due to decreased transfers as part of an expenditure reduction strategy. The following table shows the differences between General Fund expenditures incurred as of the first quarter in the current fiscal year and the prior fiscal year. 383 CC 11-21-2023 383 of 598 13 Comparison of FY 2022-23 First Quarter Expenditures to FY 2023-24 General Fund Salaries and Benefits decreased by approximately $1.5 million, or 17%, from last year due to a reduction in staffing, full-time vacancies, and part-time salary savings. Materials have increased by approximately $69,000, or 6% from last year due to multi-year software encumbered at the beginning of FY 2023-24. Contract Services have increased by approximately $1.1 million, or 16%, primarily due to increases in insurance premiums and the law enforcement contract with the Santa Clara County Sheriff’s Office. Capital Outlays and Special Projects have increased by approximately $229,000 due to projects that differ in scope and timing from year to year. Transfers Out decreased by approximately $5.5 million, or 46%, due to the reduction of transfers as an expenditure reduction strategy. Interfund transfers are the movement of cash between one or more funds. As part of the Adopted Budget process, transfers from the General Fund to other City funds serve as operating subsidies to ensure each fund has a positive fund balance at the end of the fiscal year. Special Revenue Funds Revenue Special Revenue Funds revenue is tracking at $316,000, or 8%, lower than last year primarily due to decreased transfers from the General Fund. Expenditure Category First Quarter 2023 First Quarter 2024 Variance ($)Variance (%) 05 - Employee compensation 5,886,488 4,963,883 (922,606) -16% 10 - Employee benefits 2,654,002 2,124,850 (529,152) -20% 15 - Materials 1,249,383 1,318,427 69,044 6% 20 - Contract services 6,532,556 7,591,224 1,058,667 16% 25 - Cost allocation 2,596,490 2,564,414 (32,076) -1% 30 - Capital outlays - 282,142 282,142 N/A 31 - Special projects 353,953 301,497 (52,456) -15% 35 - Contingencies - - - N/A 45 - Transfer out 11,996,300 6,457,600 (5,538,700) -46% 50 - Other financing uses 75,186 38,225 (36,961) -49% Total 31,344,358$ 25,642,260$ (5,702,098)$ -18% 384 CC 11-21-2023 384 of 598 14 Comparison of FY 2022-23 and FY 2023-24 First Quarter Revenues Special Revenue Funds Other Taxes increased by approximately $78,000, or 117%, due to the collection of park dedication fees for two residential development projects proposing new dwelling units. Use of Money and Property increased by approximately $25,000, or 17%, due to increased interest earnings from the City’s investment portfolio. Intergovernmental Revenue increased by approximately $46,000, or 9%, due to increased SB1 and Gas Tax revenues and a Highway Safety Improvement Program (HSIP) grant for the Homestead Road/De Anza Traffic Signal Modification project. Charges for services increased by approximately $60,000, or 3940%, primarily due to the collection of engineering fees associated with development projects. Fines and forfeitures have nominal change from the prior year. Transfers In decreased by approximately $525,000, or 17%, due to decreased transfers to the Transportation Fund and capital projects. Interfund transfers are the movement of cash between one or more funds. As part of the Adopted Budget process, transfers from the General Fund to other City funds serve as operating subsidies to ensure that each fund has a positive fund balance at the end of the fiscal year. Additionally, when Capital Improvement Program (CIP) projects are authorized by City Council, a transfer from the Capital Reserve to the appropriate fund is necessary to record the costs and activities of the project. For more information on the City’s operating and capital transfers, refer to the General Fund Contribution Schedule and General Fund Transfers in the Financial Schedules section of the FY 2023-24 Adopted Budget. Expenditures Special Revenue Funds expenditures are tracking at $1.8 million, or 47%, lower than last year primarily due to decreases in capital outlays. First Quarter First Quarter 2023 2024 30 - Other taxes 67,104 145,331 78,227 117% 40 - Use of money and property 152,603 177,834 25,231 17% 45 - Intergovernmental revenue 496,593 542,614 46,020 9% 50 - Charges for services 1,514 61,181 59,667 3940% 55 - Fines and forfeitures - 156 156 N/A 65 - Transfers in 3,025,000 2,500,000 (525,000) -17% Grand Total 3,742,815$ 3,427,116$ (315,699)$ -8% Revenue Category Variance ($)Variance (%) 385 CC 11-21-2023 385 of 598 15 Comparison of FY 2022-23 and FY 2023-24 First Quarter Expenditures Special Revenue Funds Salary and Benefits decreased by approximately $137,000, or 20%, from last year due to a reduction in staffing, full-time vacancies, and part-time salary savings. Materials increased by approximately $9,000, or 14% primarily due to an increase in special departmental expenses. Contract Services increased by approximately $214,000, or 146%, primarily due to a street pavement maintenance project. Cost Allocation remained relatively unchanged from the previous year. Capital Outlays decreased by approximately $1.6 million, or 80%, primarily due to facility improvements that differ in scope and timing from year to year. Special Projects increased by approximately $237,000, or 327%, due to timing of the annual sidewalk curb and gutter project as well as fixed asset acquisition. Transfers Out decreased by $546,000, or 97%, primarily due to reduced transfers for capital improvement program projects. Debt Service Funds Revenue Debt Service Funds revenue is similar to last year. Comparison of FY 2022-23 and FY 2023-24 First Quarter Revenues Debt Service Funds Expenditures Debt Service Funds expenditures are similar to last year. First Quarter First Quarter 2023 2024 05 - Employee compensation 466,560 378,164 (88,396) -19% 10 - Employee benefits 222,640 173,642 (48,998) -22% 15 - Materials 62,423 71,427 9,005 14% 20 - Contract services 146,404 360,866 214,463 146% 25 - Cost allocation 297,892 305,154 7,262 2% 30 - Capital outlays 1,975,377 392,497 (1,582,880) -80% 31 - Special projects 72,508 309,634 237,127 327% 45 - Transfer out 561,140 15,000 (546,140)-97% Grand Total 3,804,943$ 2,006,384$ (1,798,559)$ -47% Variance (%)Expenditure Category Variance ($) 1st Quarter 1st Quarter 2023 2024 65 - Transfers in 2,675,800 2,677,600 1,800 0% Grand Total 2,675,800$ 2,677,600$ 1,800$ 0% Revenue Category Variance ($)Variance (%) 386 CC 11-21-2023 386 of 598 16 Comparison of FY 2022-23 and FY 2023-24 First Quarter Expenditures Debt Service Funds Capital Projects Funds Revenue Capital Projects Funds revenue is similar to last year. Comparison of FY 2022-23 and FY 2023-24 First Quarter Revenues Capital Projects Funds Expenditures Capital Projects Funds expenditures are higher than last year due to more transfers to fund capital projects. Comparison of FY 2022-23 and FY 2023-24 First Quarter Expenditures Capital Projects Funds Enterprise Funds Revenue Enterprise Funds revenue is tracking at approximately $428,000, or 18%, lower than last year primarily due to no revenue transfer to Enterprise funds from the General Fund. 1st Quarter 1st Quarter 2023 2024 40 - Debt services - - - N/A Grand Total -$ -$ -$ N/A Variance (%)Expenditure Category Variance ($) 1st Quarter 1st Quarter 2023 2024 45 - Intergovernmental revenue - 47,700 47,700 N/A 50 - Charges for services - - - N/A 60 - Miscellaneous 31,522 - (31,522) -100% 65 - Transfers in 3,000,000 2,918,766 (81,234) -3% Grand Total 3,031,522$ 2,966,466$ (65,056)$ -2% Revenue Category Variance ($)Variance (%) 1st Quarter 1st Quarter 2023 2024 05 - Employee compensation 2,508 - (2,508) -100% 10 - Employee benefits 1,097 - (1,097) -100% 20 - Contract services 64,153 16,483 (47,670) -74% 30 - Capital outlays 992,403 359,784 (632,619) -64% 45 - Transfer out 823,600 2,918,766 2,095,166 254% Grand Total 1,883,760$ 3,295,033$ 1,411,273$ 75% Variance (%)Expenditure Category Variance ($) 387 CC 11-21-2023 387 of 598 17 Comparison of FY 2022-23 and FY 2023-24 First Quarter Revenues Enterprise Funds Use of Money and Property decreased by approximately $8,000, or 5%, due to a decrease in field permit rentals offset by increased interest earnings from the City’s investment portfolio. Intergovernmental Revenue decreased by $84,000 due to a grant to help meet the requirements of Senate Bill (SB) 1383, the State’s Short-Lived Climate Pollutant Reduction Strategy for FY 2022-23. Charges for services increased by approximately $64,000, or 4%, primarily due to increased revenues from Parks and Recreation programs and classes. Transfers In are down approximately $400,000, or 100%, due to no transfers from the General Fund. Expenditures Overall enterprise funds expenditures are tracking at approximately $74,000, or 4%, higher than last year primarily due to an increase in contract services and cost allocation. Comparison of FY 2022-23 and FY 2023-24 First Quarter Expenditures Enterprise Funds Salary and Benefits decreased by approximately $22,000, or 4%, from last year due to a reduction in full-time staffing. Materials increased by approximately $9,000, or 12%, primarily due to increased expenditures for electricity and water. 1st Quarter 1st Quarter 2023 2024 40 - Use of money and property 165,932 157,623 (8,309) -5% 45 - Intergovernmental revenue 83,693 - (83,693) -100% 50 - Charges for services 1,739,628 1,803,704 64,076 4% 60 - Miscellaneous - - - N/A 65 - Transfers in 399,600 - (399,600) -100% Grand Total 2,388,853$ 1,961,327$ (427,526)$ -18% Revenue Category Variance ($)Variance (%) 1st Quarter 1st Quarter 2023 2024 05 - Employee compensation 433,912 430,632 (3,280) -1% 10 - Employee benefits 151,415 132,996 (18,420) -12% 15 - Materials 73,139 82,088 8,950 12% 20 - Contract services 1,018,470 1,041,944 23,474 2% 25 - Cost allocation 197,485 234,840 37,355 19% 30 - Capital outlays 342 13,995 13,653 3997% 31 - Special projects 2,742 15,556 12,814 467% 50 - Other financing uses - - - N/A Grand Total 1,877,505$ 1,952,051$ 74,546$ 4% Variance (%)Expenditure Category Variance ($) 388 CC 11-21-2023 388 of 598 18 Contract Services increased by approximately $23,000, or 2%, and remained relatively unchanged from last year. Cost Allocation increased by approximately $37,000, or 19%, primarily due to increased Human Resources and Innovation Technology CAP charges. Capital Outlays increased by approximately $14,000, or 3997%, due to facility improvement projects that differ in scope and timing from year to year. Special Projects increased by approximately $13,000, or 467%, due to projects that differ in scope and timing from year to year. Internal Service Funds Revenue Internal Service Funds revenue is tracking at $2.2 million, or 49%, lower than last year due to a decrease in transfers. Comparison of FY 2022-23 and FY 2023-24 First Quarter Revenues Internal Service Funds Use of Money and Property increased by approximately $6,000, or 17%, due to increased interest earnings from the City’s investment portfolio. Charges for Services decreased by approximately $6,000, or 1%, due to decreased other service fees. Transfers In decreased by approximately $2.1 million, or 63%, due to decreased transfers from the General Fund. Other Financing Sources decreased by approximately $110,000, or 100%, as Workers’ Compensation costs were not allocated to other funds, due to sufficient fund balance in the Workers’ Compensation Fund this fiscal year. 1st Quarter 1st Quarter 2023 2024 40 - Use of money and property 35,725 41,679 5,954 17% 50 - Charges for services 1,040,535 1,034,415 (6,120) -1% 60 - Miscellaneous - - - N/A 65 - Transfers in 3,419,500 1,280,000 (2,139,500) -63% 70 - Other financing sources 109,556 - (109,556) -100% Grant Total 4,605,316$ 2,356,094$ (2,249,222)$ -49% Revenue Category Variance ($)Variance (%) 389 CC 11-21-2023 389 of 598 19 Expenditures Internal Service Funds expenditures remained relatively unchanged from last year. Increases in contract services are offset by decreased expenses in special projects and salary and benefits. Comparison of FY 2022-23 and FY 2023-24 First Quarter Expenditures Internal Service Funds Salary and Benefits decreased by approximately $97,000, or 9%, from last year due to a reduction in full-time staffing. Materials decreased by approximately $28,000, or 14%, mainly due to decreases in fuel expenses and conferences and trainings offset by increases in Innovation & Technology software expenditures. Contract Services increased by approximately $246,000, or 106%, largely due to increases in workers’ compensation insurance premiums. Cost Allocation remains relatively unchanged from the prior year. Special Projects decreased by approximately $121,000, or 81%, due to projects that differ in scope and timing from year to year. Budget Adjustment Requests As of the first quarter, departments are requesting budget adjustments to ensure they end the year within budget appropriations. The budget adjustment requests are summarized in the table below. 1st Quarter 1st Quarter 2023 2024 05 - Employee compensation 478,171 432,040 (46,131) -10% 10 - Employee benefits 553,503 502,306 (51,196) -9% 15 - Materials 201,579 173,587 (27,992) -14% 20 - Contract services 233,338 479,609 246,271 106% 25 - Cost allocation 15,511 14,406 (1,105) -7% 31 - Special projects 149,933 28,562 (121,372) -81% 35 - Contingencies - - - N/A 50 - Other financing uses - - - N/A Grand Total 1,632,035$ 1,630,510$ (1,525)$ 0% Variance (%)Expenditure Category Variance ($) 390 CC 11-21-2023 390 of 598 20 Budget Adjustments by Fund Administration Community Outreach & Neighborhood Watch (100-12-632) CA Volunteer N2N Grant Funds are requested to strengthen Block Leader/Neighborhood Watch programs in the neighborhood to ensure the leaders are active and expand the coverage of active neighborhoods. Appropriations are recommended to be increased by $222,233 offset by revenue from the California Volunteers Neighbor to Neighbor Grant. City Clerk (100-13-130) & GIS (610-35-986) Transfer from General Fund to I&T Fund for Municipal Code Publishing Funds are requested to move to cover the required Legal Publishing of Municipal Code updates. The funds will be allocated for the procurement of Gridics, as Gridics' CodeHub is taking the place of AM Legal in the IT budget. Disaster Preparedness (100-12-633) Emergency Management Performance Grant The FY 2022 Emergency Management Performance Grant (EMPG) program is one of the grant programs that constitute the Department of Homeland Security/Federal Emergency Fund Department Revenue Expenditure Change in Fund Balance Proposal GENERAL FUND 100 General Fund Administration 222,233 64,405 157,828 CA Volunteer N2N Grant 100 General Fund Public Works - 10,858 (10,858) Unforeseen HVAC Repair 100 General Fund Public Works - 14,574 (14,574) Unforeseen Generator Repair 100 General Fund Public Works - 7,882 (7,882) Unforeseen Breaker Repair 100 General Fund Public Works - 14,636 (14,636) Compressor Repair 100 General Fund Public Works - 2,401 (2,401) Fire Sprinkler Repair 100 General Fund Public Works - 2,500 (2,500) 4H Rack Room Building Damage 100 General Fund Public Works - 3,631 (3,631) Ceramic Room A/C Unit Repair 100 General Fund Public Works - 8,831 (8,831) Unforeseen Panel Replacement 100 General Fund Public Works - 29,118 (29,118) IMPEC Additional Janitorial Services 100 General Fund Innovation & Technology 20,000 20,000 - Transfer from Resource Recovery Fund for ClimateNav Hub funds 100 General Fund Innovation & Technology 16,000 16,000 - Transfer from I&T Fund for Senior Center Access Controls 100 General Fund Innovation & Technology 60,000 60,000 - Transfer from I&T Fund for License Plate Readers 100 General Fund Administration 8,000 8,000 - Emergency Management Performance Grant 326,233 262,836 63,397 SPECIAL REVENUE FUNDS 230 Env Mgmt Cln Crk Strm Drain Public Works - (12,500) 12,500 Defund Permeable Pavement Rebate 270 Transportation Fund Public Works 467 467 - Transfer from CIP for Street Sign damage at Wilson Park 467 (12,033) 12,500 CAPITAL PROJECT FUNDS 420 Capital Improvement Fund Capital Projects - 467 (467) Transfer from CIP for Street Sign damage at Wilson Park TOTAL CAPITAL PROJECT FUNDS - 467 (467) ENTERPISE FUNDS 560 Blackberry Farm Public Works - 77,000 (77,000) Utilities Adjustment 560 Blackberry Farm Public Works - 55,000 (55,000) Tree Maintenance - 132,000 (132,000) INTERNAL SERVICE FUNDS 610 Innovation & Technology Innovation & Technology 56,000 56,000 - Transfer from General Fund for Salaries Part Time 610 Innovation & Technology Innovation & Technology 45,000 45,000 - Transfer from General Fund for LaserFiche Subscription 610 Innovation & Technology Innovation & Technology 2,500 2,500 - Transfer from General Fund for LaserFiche Conference 610 Innovation & Technology Innovation & Technology 15,900 15,900 - Transfer from General Fund for LaserFiche Consultation 610 Innovation & Technology Innovation & Technology 10,600 10,600 - Transfer from General Fund for NexSan WORM Device 610 Innovation & Technology Innovation & Technology 7,684 7,684 - Transfer from General Fund for Municipal Code Publishing 630 Vehicle/Equip Replacement Public Works - 19,187 (19,187) Install Wood Chipper Safety Shields 137,684 156,871 (19,187) TOTAL ALL FUNDS 464,384$ 540,141$ (75,757)$ TOTAL GENERAL FUND TOTAL SPECIAL REVENUE FUNDS TOTAL ENTERPRISE FUNDS TOTAL INTERNAL SERVICE FUNDS 391 CC 11-21-2023 391 of 598 21 Management’s (DHS/FEMA) focus on all-hazards emergency preparedness. These grant programs are part of a comprehensive set of measures authorized by Congress and implemented by DHS. Among the goals noted in the DHS Strategic Plan, the EMPG program supports the goal to Strengthen Preparedness and Resilience. Appropriations are recommended to increase by $8,000 offset by revenue received from the grant. Innovation and Technology Department Applications (100-32-308) & Infrastructure (610-34-310) Transfer from General Fund to I&T Fund for NexSan WORM Device Request to transfer funds for department restructuring and to accurately reflect staff allocation corresponding with Laserfiche application (server infrastructure). Applications (100-32-308) & GIS (610-35-986) Transfer from General Fund to I&T Fund for Part-time salary, Laserfiche Conference, Consultation and Subscription Request to transfer funds for department restructuring and to accurately reflect staff allocation corresponding with Laserfiche application. Applications (100-32-308) & Resource Recovery (520-81-801) Transfer from Resource Recovery Fund to General Fund for ClimateNav Hub funds Request to transfer funds to fund a climate action plan greenhouse gas emissions reduction online visualization tool. The funds will be used to develop a user-friendly and highly visual Climate Action Plan 2.0 (CAP 2.0) dashboard to explain ongoing progress toward CAP goals to both City Council and the community. This visualization tool will be updatable by staff and may avoid the cost of hiring a consultant to preform separate greenhouse gas emissions inventories. Public Works Fleet & Facilities (100-87-831) Transfer from I&T Fund to General Fund for Senior Center Access Controls A one-time transfer of $16,000 from Infrastructure (610-34-310 750-130) to Public Works Facilities (100-87-831 750-025) is requested to install access controls on two facility entrance points at the Senior Center. This facility currently does not have any modern building access controls in place. The pilot would provide “lock down” capability when needed in an emergency. Control and remote access of management have been identified by staff as one of the concerns relating to safety. By implementing this pilot program, the City will better understand the value such a system will bring and adjust accordingly to future deployments that will replace the current access control system which is considered legacy and unsecure by the industry. Law Enforcement (100-20-200) Transfer from I&T Fund to General Fund for CWP License Plate Readers A transfer of $60,000 from I&T Administration (610-30-300 750-227) to Law Enforcement (100-20-200 750-227) is requested for the License Plate Recognition (LPR) pilot project. The 392 CC 11-21-2023 392 of 598 22 project consists of installing LPR devices for the automated detection of license plates. This data will only be for official law enforcement purposes, including identifying stolen or wanted vehicles, stolen license plates, and missing persons. It may also be used to gather information related to active warrants, homeland security, electronic surveillance, suspect interdiction, and stolen property recovery. Public Works Department Building Maintenance McClellan Ranch (100-87-832) 4H Rack Room Building Damage Funds are requested to fix damage to the walls of the building caused by rodents. Appropriations are recommended to be increased by $2,500. Building Maintenance Wilson Park (100-87-834) Ceramic Room A/C Unit Repair Funds are requested to repair the AC unit at Wilson Park Ceramic Room. Services at the building will have to be postponed or cancelled as the ceramic kiln produces extreme heat in the room. Appropriations are recommended to be increased by $3,631. Building Maintenance Senior Center (100-87-831) Compressor Replacement Funds are requested to replace the AC compressor at the Senior Center. The Senior Center is a cooling center for the residents of Cupertino. Not replacing the compressor would render the air conditioning unit unusable, resulting in unsafe conditions during high temperatures. Appropriations are recommended to be increased by $14,636. Environmental Programs (230-81-853) Defund Permeable Pavement Rebate City Council defunded this initiative on June 6, 2023 and the budget is being updated to reflect the action. Building Maintenance McClellan Ranch (100-87-832) Fire Sprinkler Repair Funds are requested for the repair of the fire sprinkler leak. The leak was repaired to stop water leaking, which was causing increases in utility bills and the inability to use the space. Appropriations are recommended to be increased by $2,401. Building Maintenance City Hall, Quinlan Center & Senior Center (100-87-827, 100-87-830, 100- 87-831) IMPEC Additional Janitorial Services The custodial contract was reduced as part of the FY 2023-24 budget reductions. In adjusting to the reduced services, the contractor is not able to completely service city facilities on the reduced schedule. Funds are requested to provide additional contract staff to complete the minimum level of scheduled cleaning services. Appropriations are recommended to be increased by $29,118. 393 CC 11-21-2023 393 of 598 23 Equipment Maintenance (630-85-849) Install Wood Chipper Safety Shields Funds are requested to install safety shields on the wood chipper. This provides additional safety measures to wood chipper operation and reduces the chance of injury or accident. This modification to equipment was recommended by the City’s safety consultant. Appropriations are recommended to be increased by $19,187. Street Sign Marking (270-85-822) & Full-Sized Outdoor Basketball Court (420-99-252) Transfer from CIP to Special Revenue for Street Sign damage at Wilson Park Funds are requested to repair the street sign that was damaged during the Wilson Park Basketball Court CIP project. Appropriations are recommended to be increased by $467. Building Maintenance Service Center (100-87-829) Unforeseen Breaker Repair Funds are requested to replace the breaker, which feeds power into the Fleet shop. The breaker is constantly tripping at least two times a day every day during the week. It is also warm to the touch, which is a safety concern. Replacing this breaker will eliminate safety concerns and daily work interruptions. Appropriations are recommended to be increased by $7,882. Building Maintenance City Hall (100-87-827) Unforeseen Generator Repair Funds are requested to repair the generator at City Hall. During a preventive inspection, a mechanical failure of the generator water pump was found, resulting in the generator needing to be taken out of service. The needed repairs will allow the generator to return to service to provide emergency power to City Hall and the Emergency Operations Center (EOC). Appropriations are recommended to be increased by $14,574. Building Maintenance City Hall (100-87-827) Unforeseen HVAC Repair Funds are requested to repair the HVAC system at City Hall. Repairs will allow the HVAC system to be functional and the building to be occupied during hot temperatures. Appropriations are recommended to be increased by $10,858. Building Maintenance Quinlan Center (100-87-830) Unforeseen Panel Replacement Funds are requested to replace the panel at Quinlan Community Center. Testing by Sedgwick, the City’s Risk Management Consultant, showed that critical replacement is needed. Appropriations are recommended to be increased by $8,831. 394 CC 11-21-2023 394 of 598 24 Blackberry Farm Golf Course (560-84-268) Utilities Adjustments & Tree Maintenance Funds are requested to establish a base budget in the Grounds Division for Blackberry Farm Golf Course Grounds maintenance. These expenses, formerly budgeted in Parks and Recreation, are now being budgeted in the Grounds Division. The request is for tree maintenance, fence repair, and water service. Due to the timing of this budget modification, this expense was not included in the FY 2023-24 Public Works base budget. Appropriations are recommended to be increased by $132,000. Fund Balance The General Fund ended FY 2021-22 with total fund balance of $110.2 million. Staff anticipates the General Fund will end FY 2022-23 with $139.3 million in fund balance, an increase of $29.1 million from the prior year due to FY 2022-23 ending with revenues higher than expenditures. As of the first quarter, staff anticipates the General Fund will end FY 2023-24 with $135.4 million in fund balance. General Fund Classification of Fund Balance (in millions) Though outside the scope of the first quarter, it is important to note that on October 10, 2023, the City established a committed Sales Tax Repayment Reserve with an initial allocation of $56.5 million. This reserve is designed to address a potential adverse CDTFA decision and the uncertain outcome of the anticipated legal challenge. Committed fund balance, as described on page 165 of the FY 2023-24 Adopted Budget, “includes amounts that can only be used for the specific purposes determined by formal action of the City’s highest level of decision-making authority, the City Council. Commitments may be changed or lifted only by the City taking the same formal action (resolution) that imposed the constraint originally.” The reserve was funded as follows: $40.5 million from General Fund Unassigned fund balance. $10.0 million from the General Fund Committed Capital Projects Reserve. $6.0 million from the General Fund Committed Economic Uncertainty Reserve. The reserve affects the first quarter year-end projections outlined above by decreasing unassigned fund balance to $36.5 million and increasing committed fund balance to $74.6 Classification Actual 2021-22 Year End Projection 2022-23 Adopted Budget 2023-24 1st Quarter Year End Projection 2023-24 Non Spendable 0.4$ 0.4$ 0.4$ 0.4$ Restricted 18.8 18.8 18.8 18.8 Committed 34.1 34.1 34.1 34.1 Assigned 5.0 5.0 7.0 5.0 Unassigned 51.8 80.9 44.1 77.0 TOTAL FUND BALANCE 110.2$ 139.3$ 104.4$ 135.4$ 395 CC 11-21-2023 395 of 598 25 million. This will be discussed further and included in year-end fund balance projections at mid-year. Approximately $10.7 million of unassigned fund balance is attributed to Vallco Town Center plan check and building inspection revenues that were carried over. These revenues will continue to be carried over each year until the services are rendered, and the revenues are recognized. The City provides a quarterly Treasurer’s Investment Report focusing on the City’s economy, cash flow, and investments. The report separates the City’s total cash and investment balances into six fund categories: General Fund, Capital Projects, Special Revenue, Debt Service, Enterprise, and Internal Services, with the first two funds being the most discretionary. Factoring for approved reserves, the following chart outlines how the General Fund and Capital Projects total cash as of the September 30, 2023, report is restricted or available to fund future day-to-day operations: Cash Balances by Fund Type Fund Type General Fund Unavailable - Operating Reserve*33,608,388 Unavailable - Tax Repayment Reserve 56,500,000 Unavailable - Section 115 Trust 18,475,216 Unavailable - Deposits/Liabilities 13,426,388 Available Cash 9,434,903 Total General Fund 131,444,895 Capital Projects Unavailable - Existing Capital Projects**24,889,056 Unavailable - Capital Reserve 5,000,000 Unavailable - Stevens Creek Corridor Park 154,692 Available Cash 7,934,451 Total Capital Projects 37,978,199 RESTRICTED USES Special Revenue Funds 42,765,040 Debt Service Funds 2,684,450 Enterprise Funds 11,155,667 Internal Service Funds 8,580,528 Total Cash and Investments 234,608,779 * Accounts payable transactions (from 2023.04 to 2023.09) do not include transfers to other funds **Capital projects are net of anticipated revenues Quarter Ending September 30, 2023 396 CC 11-21-2023 396 of 598 26 To date, the City’s outside auditors have not completed their review of the City’s financials. Revenue, expenditure, and fund balance totals listed in this report are preliminary and subject to change after a full review by the City’s auditors. City Staff does not anticipate many, if any, changes from the auditors. Per the City’s Fund Balance Policy, unassigned fund balance over $500,000 is to be used in the following order to replenish committed/restricted fund balances with any remaining balances to be placed in the Capital Reserve: 1. Economic Uncertainty Reserve 2. Sales Tax Repayment Reserve 3. CalPERS Reserve (Section 115 Pension Trust) 4. Sustainability Reserve 5. Unassigned As of the first quarter, all priority areas are fully funded. Staffing As part of the FY 2023-24 Adopted Budget, City Council approved 212 FTEs. As of the first quarter, City staff is recommending establishing two new position classifications. Existing positions will be reclassified to the new classifications, ensuring no net increase in the number of positions. Reclassification of the Senior Housing Planner The Community Development Department is requesting the reclassification of one existing full-time Senior Housing Planner position to one newly created Senior Housing Coordinator classification. The new housing classification will be a specialized, professional position that is distinctive and separate from the planner classification and series. The position will effectively coordinate with City staff, non-profits, developers, regional agencies, and consultants to achieve high quality housing projects and pr ograms in a timely and efficient manner that is responsive to the public. In addition, this position performs work in the analysis, planning, and coordination of housing and grant programs, coordinates the City’s Below Market Mate (BMR) Affordable Housing Program, assists with housing strategies, including preservation of the City’s housing portfolio, assist with the City’s homelessness prevention efforts, and manages the City’s Housing and Human Services Grants Program, including the Community Development Block Grant (CDBG) Program. Reclassifying the existing position would be (1) consistent with industry standards for the housing planner professional field, (2) comparable with the City’s existing senior planner classification without any net impact to the budget, (3) maintain a competitive level for employee retention and any future recruitments. Additional information can be found in the attached position description. This reclassification will not have a fiscal impact in the current fiscal year, FY 2023- 24, as it will 397 CC 11-21-2023 397 of 598 27 be aligned to Senior Planner for salary purposes. In FY 2023-24, the salary and benefits for the position are expected to be approximately $212,635. Reclassification of the Communications Officer The City Manager’s Office is requesting to reclassify the existing Communications Officer full-time classification to a newly created Communications and Marketing Coordinator classification. This new classification will serve to enhance department operations, more effectively address the City’s immediate communication needs, and also result in cost savings for the City. Additional information can be found in the attached position description. This reclassification will result in a positive fiscal impact in the current fiscal year, FY 2023- 24, as it will be aligned to Senior Management Analyst for salary purposes, which is a lower-paid classification in the Unrepresented Employees’ Compensation Program. This will result in savings of approximately $41,000. In FY 2023-24, the salary and benefits for the position are expected to be approximately $215,612. City Manager Discretionary Fund In the FY 2023-24 Adopted Budget, City Council approved $50,000 in funding for the City Manager Discretionary Fund. The quarterly financial reports will detail the City Manager’s use of the discretionary fund and may include recommendations to replenish depending on the extent and nature of use. As of September 30, 2023, no funds have been spent. Special Projects The quarterly financial reports provide a status update on special projects, including the budget, amount spent, and estimated completion date. See Attachment F for FY 2022-23 special projects as of year-end and Attachment G for FY 2023-24 special projects as of September 30, 2023. Grants The City entered into a contract with California Consulting in February 2019 to identify and apply for State and Federal grants on behalf of the City. The contract originated in Public Works and was transferred to Administrative Services in the amount of $75,509 in FY 2022-23. The goals of this pilot program were to centralize the grant function and to maximize grant opportunities. However, as part of a Citywide budget reduction strategy, the contract with California Consulting ended on June 30, 2023. With the elimination of this contract, departments are now responsible for identifying and applying for grants. Staff will continue to provide additional updates on the status of grants as part of the quarterly financial reports. During FY 2021-22, FY 2022-23, and FY 2023-24, the City applied for 22 competitive grants totaling $33.4 million. To this date, the City has been awarded $21.5 million. Furthermore, during FY 2018-19, 2019-20, and 2020-21, the City applied for 10 additional grants totaling $10.2 million. Of these 10 grants, the City has been awarded $9.2 million. Also, during FY 2021-22 and 2022-23, the City applied for 16 non-competitive grants totaling $4.1 million. 398 CC 11-21-2023 398 of 598 28 See Attachment H for further details on grants applied, pending, awarded, and not awarded. Capital Improvement Program The quarterly financial reports provide a status update on Capital Improvement Program (CIP) projects. See Attachment I for more information. FY 2023-24 City Work Program Update On April 4, 2023, the City Council adopted the FY 2023-2025 City Work Program, which included a total of 24 projects. As part of the City’s budget reduction strategy, the City Council approved funding for 15 of the 24 projects for FY 2023-2024. The remaining nine projects will be considered for funding in early 2024. Attachment J includes updates for all funded projects in FY 2023-2024. These updates can also be viewed on the City Work Program dashboard at cupertino.org/cityworkprogram. The City will be reevaluating all projects in February 2024 in anticipation of further Citywide budget reductions. Potential Service Level Reductions for FY 2024-25 Several potential FY 2024-25 budget reductions require discussion in advance of the budget process as the timing associated with the planning and implementation require advance commitments. These are identified here for Council consideration and direction: 4th of July Event Staff is seeking City Council direction for the Cupertino Parks and Recreation July 4 event due to the planning and costs associated. Planning for this event begins in January 2024, therefore, staff needs direction before the new fiscal year budget is approved. The July 4 event, in total, costs $145,000, including overtime staffing due to the event being on a City holiday. Due to the City’s budgetary constraints, staff is recommending the event be defunded. Community Funding Grant Program The Community Funding Grant Program application period opens on January 1, 2024. Applications are then presented to the Parks and Recreation Commission in March and April. A recommendation is brought to City Council at their Budget Study Session and finalized with that year’s adopted budget. The current funding range tops out at $90,000. Due to the City’s budgetary constraints and timeline for this program, staff is seeking direction from City Council on program continuation. Annual Weed Abatement Subsidy In November 2020, the City Council allocated funds annually to the Weed Abatement Program to subsidize the inspection of some properties in the program. Properties given 399 CC 11-21-2023 399 of 598 29 a notice to comply with the program continue in the program for three years to ensure continued compliance. The property incurs a re-inspection fee in years two and three. Council direction has been for the subsidy to cover that fee for years two and three if the property comes into compliance after the first year. Although the subsidy amount varies, the program is funded at $8,046 per year. If approved, these fees would be recovered from property owners in the future. Sustainability Impact No sustainability impact. Fiscal Impact The First Quarter Financial Report shows the City is positioned as anticipated. City staff recommends adjustments of $540,141 in new appropriations, funded by $464,384 in revenues and $75,757 in one-time fund balance. California Environmental Quality Act Not applicable. Prepared by: Thomas Leung, Budget Manager Reviewed by: Kristina Alfaro, Director of Administrative Services Matt Morley, Assistant City Manager Approved for Submission by: Pamela Wu, City Manager Attachments: A – FY 2023-24 First Quarter Financial Report B – Draft Resolution C – Description of Carryovers and Adjustments through September 30, 2023 D – Description of Budget Transfers through September 30, 2023 E – FY 2023-24 First Quarter Recommended Budget Adjustments F – FY 2022-23 Special Projects Update G – FY 2023-24 First Quarter Special Projects Update H – Competitive and Non-Competitive Citywide Grants I – Capital Improvement Program Project Status J – FY 2023-24 City Work Program First Quarter Update K – Senior Housing Coordinator Position Description L – Communications and Marketing Coordinator Position Description M – DRAFT Resolution Amending the Cupertino Employees’ Association/IFPTE Local 21 Classification Plan and Salary Schedule N – DRAFT Resolution Amending the Unrepresented Employees’ Compensation Program 400 CC 11-21-2023 400 of 598 This Financial Report is interactive. Click on a chart to learn more. Background On June 6, 2023, the City Council adopted the Fiscal Year (FY) 2023-24 Adopted Budget, a $121.8 million spending plan funded by $110.2 million in revenue and $11.6 million in fund balance. The FY 2023-24 Adopted Budget reflected a $4.0 million increase from the FY 2023-24 Proposed Budget, mainly due to the Capital Improvement Program. As a result of budget adjustments, encumbrances, and carryovers, the amended budget at the end of the first quarter is $204.7 million. Amended Budget 2023-24 Adopted Budget 2023-24 Amended Budget Q1 Fiscal Year 0.0 100.0M 200.0M 50.0M 150.0M Do l l a r s Public Works Community Development Capital Projects Law Enforcement Parks and Recreation Non Departmental Administrative Services Innovation & Technology Administration Council and Commissions Flow of Funds Chart (in Millions) CITY OF CUPERTINO FY 2023-24 First Quarter Financial Report The following is the First Quarter Financial Report, submitted by the Administrative Services Department for the period of July 1, 2023 to September 30, 2023 for Fiscal Year (FY) 2023-24. It has been prepared to inform the City Council, City leadership and the public of the City’s fiscal status. 401 CC 11-21-2023 401 of 598 General Fund Revenues, Expenditures, and Fund Balance To date the City’s financial statement audit has yet to be issued and revenue, expenditure, and fund balance totals listed in this report are preliminary and subject to change after a full review by the City’s auditors. City staff does not anticipate many if any changes from the auditors. -$13,529,092.80 Revenues Less Expenses in Sep 2023 -$14M -$12M -$10M -$8M -$6M -$4M -$2M $0 Sep 2020 Sep 2021 Sep 2022 Sep 2023 $29,163,659.20 Revenues Less Expenses in Jun 2023 $0 $5M $10M $15M $20M $25M $30M Jun 2021 Jun 2022 Jun 2023 General Fund Revenues vs Expenditures First Quarter General Fund Revenues vs Expenses Year End 402 CC 11-21-2023 402 of 598 September 2020-21 Actual 2020-21 Amended Budget Q1 June 2021-22 Actual September 2022-23 Actual 2022-23 Amended Budget Q1 2023-24 Amended Budge Q1 Fiscal Year 0.0 100.0M 25.0M 50.0M 75.0M 125.0M Do l l a r s Revenues Expenses General Fund Revenue and Expenditure Trends As of September 30, 2023, General Fund revenues are at $12.1 million, which is 11% of budgeted revenue. Revenues at the first quarter point of the prior three years were between 13% and 18% of budgeted revenues, placing this year slightly below the range. Staff will continue to monitor its leading revenue sources as the year progresses. General Fund expenditures are $25.6 million, which is 21% of budgeted appropriations. Expenditures at the first quarter point of the prior three years ranged between 23% and 27% of budgeted appropriations which places current first quarter actuals within the range. General Fund Revenues - First Quarter vs Budget Data Updated Nov 14, 2023, 1:05 PM 9/2020 9/2021 9/2022 9/2023 10.74% In Revenues of $112,763,401.00 Budgeted through Sep 2023 General Fund Expenses - First Quarter vs Budget Data Updated Nov 14, 2023, 1:05 PM 9/2020 9/2021 9/2022 9/2023 21.06% In Expenses of $121,777,754.00 Budgeted through Sep 2023 As of the first quarter, overall revenue is $12.1 million, which is $5.5 million, or 31%, lower than the same time last year. This is primarily due to decreases in sales tax, intergovernmental, and transfers in. As of first quarter, overall expenditures are $25.6 million, which is $5.7 million, or 18%, lower than the same time last year. This is primarily due to decreases in transfers as part of an expenditure reduction strategy. 403 CC 11-21-2023 403 of 598 $12,113,167.19 Revenues in Sep 2023 $0 $20M $40M $60M $80M $100M $120M Sep 2020 Sep 2021 Sep 2022 Sep 2023 $25,642,259.99 Expenses in Sep 2023 $0 $20M $40M $60M $80M $100M Sep 2020 Sep 2021 Sep 2022 Sep 2023 $12,113,167.19 Revenues in Sep 2023 Sales Tax Charges for ... Other Use of Money Licenses and... Transient Oc... $25,642,259.99 Expenses in Sep 2023 Contract Ser... Transfers Ou... Other Employee Ben... Cost Allocat... Employee Com... General Fund Classification of Fund Balance The City’s General Fund ended FY 2021-22 with $110.2 million in total fund balance. Staff anticipates the General Fund will end FY 2022-23 with $139.3 million in fund balance, an increase of $29.1 million from the prior year due to FY 2022-23 ending with revenues higher than expenditures. As of the first quarter, staff anticipates the General Fund will end FY 2023-24 with $135.4 million in fund balance. To date, the City’s outside auditors have not completed their review of the City’s financials. Revenue, expenditure, and fund balance totals listed in this report are preliminary and subject to change after a full review by the City’s auditors. City Staff does not anticipate many, if any, changes from the auditors. General Fund Revenues - First Quarter vs Year End General Fund Expenses - First Quarter vs Year End General Fund Revenues by Type General Fund Expenses by Type 404 CC 11-21-2023 404 of 598 Recommended Adjustments As of the first quarter, Departments are requesting budget adjustments to ensure they end the year within budget appropriations. The recommended adjustments are summarized in the table below: Summary 405 CC 11-21-2023 405 of 598 The First Quarter Financial Report shows the City is positioned as anticipated. City staff recommends adjustments of $540,141 in new appropriations, funded by $464,384 in revenues and $75,757 in one-time fund balance. City of Cupertino, California Cupertino City Hall 10300 Torre Avenue Cupertino, CA 95014-3202 View the City Council Meeting Agenda View the City's Budgets View the City's Financial Transparency Portal Powered by OpenGov 406 CC 11-21-2023 406 of 598 Attachment B RESOLUTION NO. 23-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AMENDING THE OPERATING BUDGET FOR FISCAL YEAR 2023-24 BY APPROPRIATING, TRANSFERRING, AND UNAPPROPRIATING MONIES FOR SPECIFIED FUNDS WHEREAS, the orderly administration of municipal government depends on a sound fiscal policy of maintaining a proper ratio of expenditures within anticipated revenues and available monies; and WHEREAS, accomplishing City Council directives, projects and programs, and performing staff duties and responsibilities likewise depends on the monies available for that purpose; and WHEREAS, the City Manager has determined that the balances from the funds specified in this resolution are adequate to cover the proposed amended appropriations, and therefore recommends the fund reallocations described herein. NOW, THEREFORE, BE IT RESOLVED that the City Council does hereby approve the recommended fund reallocations and ratifies the attached amended appropriations as set forth in Exhibit A. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21th day of November 2023, by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: SIGNED: ________ Hung Wei, Mayor City of Cupertino ________________________ Date ATTEST: ________________________ Kirsten Squarcia, City Clerk ________________________ Date 407 CC 11-21-2023 407 of 598 Attachment B Exhibit A Appropriation Amendment by Fund Appropriation Amendment Revenue Amendment Fund Balance (Use of) General Fund $262,836 $326,233 $63,397 Special Revenue Funds $(12,033) $467 $12,500 Capital Projects Funds $467 $- $(467) Enterprise Funds $132,000 $- $(132,000) Internal Service Funds $156,871 $137,684 $(19,187) Total Appropriation Amendment All Funds $540,141 $464,384 $(75,757) 408 CC 11-21-2023 408 of 598 Detailed Budget Carryovers, Council-approved Adjustments, and Encumbrance Carryovers as of September 30, 2023 Attachment C Budget Adjustment Type Fund Description Amount BUDGET CARRYOVERS Budget Carryover 100 General Fund $14,000 for media training $5,400 for City logo revamp 19,400 Budget Carryover 100 General Fund $80,000 for community survey 80,000 Budget Carryover 100 General Fund 4H Fence replacement 30,000 Budget Carryover 100 General Fund 4H roof/gutter, Milk Barn repainting 36,347 Budget Carryover 100 General Fund AC2 Traffic Monitoring 77,340 Budget Carryover 100 General Fund Adaptive Traffic Signaling - Projects in progress 5,970 Budget Carryover 100 General Fund ad-hoc Council meeting expenses 11,425 Budget Carryover 100 General Fund AV Social Room,Sports Center,Cupertino Room 33,571 Budget Carryover 100 General Fund Backflow Prevention Device Repl - on backorder 4,000 Budget Carryover 100 General Fund Backwater valve replacement - project in progress 13,596 Budget Carryover 100 General Fund Bench replacements 29,442 Budget Carryover 100 General Fund Bridge tread repair McClellan 70,000 Budget Carryover 100 General Fund CAP Vision Summary Doc 10,000 Budget Carryover 100 General Fund CAPIO conference (2 people)2,400 Budget Carryover 100 General Fund City Facility reconfiguration/remodels/return to work 127,404 Budget Carryover 100 General Fund City Work Plan for Homeless Jobs Program - ongoing 40,040 Budget Carryover 100 General Fund Commission meeting meals per council policy 1,750 Budget Carryover 100 General Fund Conf room carpet replacement - project in progress 25,000 Budget Carryover 100 General Fund Council phone service 3,000 Budget Carryover 100 General Fund Crowe successor auditor prep and reproduction 700 Budget Carryover 100 General Fund CSTI and Bay Area UASI 24,600 Budget Carryover 100 General Fund CWP Electrification Study 50,000 Budget Carryover 100 General Fund CWP Revisit 5G 250,000 Budget Carryover 100 General Fund Deferred education due to Covid school closures 60,700 Budget Carryover 100 General Fund Deferred training due to Covid 9,913 Budget Carryover 100 General Fund Don Burnett Bridge inspection/median repairs 161,553 Budget Carryover 100 General Fund Dry rot maint retreat center - project in progress 25,000 Budget Carryover 100 General Fund Economic Development Strategy 20,000 Budget Carryover 100 General Fund Electric Cooking 6,400 Budget Carryover 100 General Fund Emergency preparedness outreach materials 2,500 Budget Carryover 100 General Fund Employee Commute Program 2,586 Budget Carryover 100 General Fund Energy Mgmt System Upgrades - project in progress 105,675 Budget Carryover 100 General Fund EOC System Electrical Upgrades - project in progress 25,000 Budget Carryover 100 General Fund ERP evaluation training and webinar workshops 16,896 Budget Carryover 100 General Fund ERP Implementation. Adjunct Staffing 720,673 Budget Carryover 100 General Fund Fee Study special project ongoing 70,800 Budget Carryover 100 General Fund Fence replacementMR in parking lot and path repairs 13,483 Budget Carryover 100 General Fund General Plan special project - ongoing 239,805 Budget Carryover 100 General Fund General supply purchases - supply chain delay 11,641 Budget Carryover 100 General Fund Glass replacement - project in progress 20,183 409 CC 11-21-2023 409 of 598 Detailed Budget Carryovers, Council-approved Adjustments, and Encumbrance Carryovers as of September 30, 2023 Attachment C Budget Adjustment Type Fund Description Amount Budget Carryover 100 General Fund Grassroots Ecology contract 23,240 Budget Carryover 100 General Fund Greenhouse Gas emission, Climate Corps fellow 27,000 Budget Carryover 100 General Fund Homeland Security Conf,CESA, Naval Postgrad School APEX 3,240 Budget Carryover 100 General Fund Housing Element Update - ongoing 108,189 Budget Carryover 100 General Fund I-280 Wolfe Improvement - project in progress 800,199 Budget Carryover 100 General Fund Irrigation Controller Settlement 103,785 Budget Carryover 100 General Fund Library HVAC ventilation maint & repair 42,800 Budget Carryover 100 General Fund Marina application under review - ongoing 23,317 Budget Carryover 100 General Fund M-Group contract 50,000 Budget Carryover 100 General Fund Moss Adams Enterprise Leadership Study 10,175 Budget Carryover 100 General Fund MRC Rise 6,323 Budget Carryover 100 General Fund Muni Code update - ongoing 25,000 Budget Carryover 100 General Fund new PT Business Systems Analyst position 45,162 Budget Carryover 100 General Fund New staff ergo evals and office equipment 3,028 Budget Carryover 100 General Fund New staff memberships and dues 3,830 Budget Carryover 100 General Fund New staff,deferred training due to pandemic 3,411 Budget Carryover 100 General Fund New staff; defered training due to pandemic 9,171 Budget Carryover 100 General Fund New staff; deferred training due to pandemic 15,116 Budget Carryover 100 General Fund Performance Management App HR portal of ERP 32,000 Budget Carryover 100 General Fund Playground chip - purchase/work in progress 17,824 Budget Carryover 100 General Fund Portal Park concrete replacement 25,000 Budget Carryover 100 General Fund PR Strategy contract being finalized in FY24.15,000 Budget Carryover 100 General Fund PR Strategy special project 160,000 Budget Carryover 100 General Fund purchase reusable banners for SCB 7,975 Budget Carryover 100 General Fund PW Scanning - Project in progress 28,226 Budget Carryover 100 General Fund Redesign of City Website. Adjunct Staffing 104,396 Budget Carryover 100 General Fund Regional Emergency Operations 500,000 Budget Carryover 100 General Fund Residential Mixed Used - ongoing 48,999 Budget Carryover 100 General Fund SC Corridor Vision Study - Work Plan Item 154,079 Budget Carryover 100 General Fund Senior Strategy CWP item is ongoing 41,378 Budget Carryover 100 General Fund Service Center Security project in progress 5,388 Budget Carryover 100 General Fund Shade structure replacement 65,630 Budget Carryover 100 General Fund Small to Medium Business Resiliency 500,000 Budget Carryover 100 General Fund Solar Battery Chargers for potential generator replacements 8,400 Budget Carryover 100 General Fund Special project - CWP Bicycle facilities 50,000 Budget Carryover 100 General Fund Special Projects LOS to VMT Standards 130,000 Budget Carryover 100 General Fund Special ProjectsMunicipal Water System 22,677 Budget Carryover 100 General Fund Staff augmentation delayed recruitement-Torres Engineering 82,806 Budget Carryover 100 General Fund Stay Active Fund used for Senior members 40,888 Budget Carryover 100 General Fund Sustainable Infrastructure Audit 10,000 Budget Carryover 100 General Fund The Hamptons developer agreement expires 2025 108,640 410 CC 11-21-2023 410 of 598 Detailed Budget Carryovers, Council-approved Adjustments, and Encumbrance Carryovers as of September 30, 2023 Attachment C Budget Adjustment Type Fund Description Amount Budget Carryover 100 General Fund Tree and concrete work in progress 6,657 Budget Carryover 100 General Fund Trees and Badges - projects in progress 1,263 Budget Carryover 100 General Fund Trench work - special project in progress 40,000 Budget Carryover 100 General Fund Turf supplies not received until FY24 35,512 Budget Carryover 100 General Fund Vallco Town Center - ongoing 188,680 Budget Carryover 100 General Fund Vallco Town Center building inspections - ongoing 5,406,634 Budget Carryover 100 General Fund Vallco Town Center plan review - ongoing 13,500,000 Budget Carryover 100 General Fund VIA Community Shuttle Pilot Program Work Plan Item 10,574 Budget Carryover 100 General Fund VTA CMP Member Agency Fees; invoice pending 73,374 Budget Carryover 100 General Fund VTC-Project in progress 766,777 Budget Carryover 100 General Fund Zoom Room Improvements 40,316 TOTAL GENERAL FUNDS 25,990,872 Budget Carryover 210 Storm Drain Improvement Pumpkin/Fiesta Storm Drain Ph 1 & 2 249,346 Budget Carryover 230 Env Mgmt Cln Crk Strm Drain New staff; defered training due to pandemic 3,077 Budget Carryover 230 Env Mgmt Cln Crk Strm Drain Outfall repairs-unpurchased compost,recology payment 133,791 Budget Carryover 230 Env Mgmt Cln Crk Strm Drain Outstanding payment for school busing,APN fee audit 39,328 Budget Carryover 265 BMR Housing City Work plan for low income 234,722 Budget Carryover 265 BMR Housing City Work Plan for Support for Unhoused - ongoing 50,000 Budget Carryover 270 Transportation Fund 1 additional gateway sign 25,859 Budget Carryover 270 Transportation Fund Annual asphalt project-work in progress 3,542,503 Budget Carryover 270 Transportation Fund Annual SW Curb & Gutter project in progress 257,294 Budget Carryover 270 Transportation Fund Bridge Rehab Minor 492,082 Budget Carryover 270 Transportation Fund Homestead/De Anza Signal Upgrade 98,132 Budget Carryover 270 Transportation Fund Orange & Byrne Sidewalk Improvements 399,990 Budget Carryover 270 Transportation Fund Ph 1 & Ph 2 Pavement digouts, crack seal & fog seal 561,043 Budget Carryover 270 Transportation Fund SBI Funds-work scheduled - project in progress 818,959 Budget Carryover 270 Transportation Fund Sidewalk inspections in progress 62,774 Budget Carryover 270 Transportation Fund Sign survey - project in progress 73,491 Budget Carryover 280 Park Dedication Granite Rock PO 2022-540 (74,751) Budget Carryover 280 Park Dedication Lawrence-Mitty Park 5,940,908 Budget Carryover 280 Park Dedication Memorial Park Pond Repurposing 1,140,478 Budget Carryover 280 Park Dedication MRP Community Garden Improvements 32,900 TOTAL SPECIAL REVENUE FUNDS 14,081,926 Budget Carryover 420 Capital Improvement Fund ADA Improvements, multi-year 120,166 Budget Carryover 420 Capital Improvement Fund BBF Pool Improvements 710,704 Budget Carryover 420 Capital Improvement Fund Bike Plan Implementation 8,649,892 Budget Carryover 420 Capital Improvement Fund California Commercial Fence PO 2021-514 (72,335) Budget Carryover 420 Capital Improvement Fund Carmen Road Bridge Right-of-Way 72,700 Budget Carryover 420 Capital Improvement Fund City Hall & Community Hall Improvements 454,037 411 CC 11-21-2023 411 of 598 Detailed Budget Carryovers, Council-approved Adjustments, and Encumbrance Carryovers as of September 30, 2023 Attachment C Budget Adjustment Type Fund Description Amount Budget Carryover 420 Capital Improvement Fund City Hall Annex (formerly10455 Torre Ave) Improv 1,901,522 Budget Carryover 420 Capital Improvement Fund City Lighting LED Transition Assessment 1,334,310 Budget Carryover 420 Capital Improvement Fund Citywide Community Garden - project scheduled 34,795 Budget Carryover 420 Capital Improvement Fund CW Bldg Condition Assess Impl 510,787 Budget Carryover 420 Capital Improvement Fund De Anza Blvd Buffered Bike Lanes 524,947 Budget Carryover 420 Capital Improvement Fund EV Parking Expansion - project in progress 208,000 Budget Carryover 420 Capital Improvement Fund Full-size Outdoor Basketball Court 29,493 Budget Carryover 420 Capital Improvement Fund G. Bortolotto PO 2023-204 (2,728) Budget Carryover 420 Capital Improvement Fund Guerra 3, 2022-11 Wilson Park Basketball Ct (97,225) Budget Carryover 420 Capital Improvement Fund Guerra Construction Group PO 2023-367 (18,086) Budget Carryover 420 Capital Improvement Fund Inclusive Play Area Planning 4,315,954 Budget Carryover 420 Capital Improvement Fund Library Expansion - project in progress 396,144 Budget Carryover 420 Capital Improvement Fund Mary Ave Protected Bikeway 49,000 Budget Carryover 420 Capital Improvement Fund McClellan Ranch Parking Lot Impro enviro monitoring 59,037 Budget Carryover 420 Capital Improvement Fund Memorial Park Specific Plan - project in progress 134,274 Budget Carryover 420 Capital Improvement Fund MR Community Garden Improv 1,099 Budget Carryover 420 Capital Improvement Fund Playground Equipment (Creekside & Varian)602,810 Budget Carryover 420 Capital Improvement Fund Pub Bldg Solar Service Center 18,571 Budget Carryover 420 Capital Improvement Fund Regnart Road Improvements 736,500 Budget Carryover 420 Capital Improvement Fund SCB/Bandley Signal & Median Imps (PM-Stillman)142,208 Budget Carryover 420 Capital Improvement Fund School Walk Audit Implementation 939,405 Budget Carryover 420 Capital Improvement Fund SLTG/280 Ped Bridge Lighting - (dev in lieu)46,449 Budget Carryover 420 Capital Improvement Fund St Light Install - Annual Infill - multi-year 74,838 Budget Carryover 420 Capital Improvement Fund St Light Replacement CW (labor) (PM-Alexander)99,330 Budget Carryover 420 Capital Improvement Fund Stelling/Alves Crosswalk Install 54,039 Budget Carryover 420 Capital Improvement Fund Stevens Crk Bank Repair Concept 30,216 Budget Carryover 420 Capital Improvement Fund Tree Inventory Stevens Creek Corridor 10,840 Budget Carryover 420 Capital Improvement Fund TYMAN Construction PO 2023-374 (9,537) Budget Carryover 420 Capital Improvement Fund Various Park Amenities - project in progress 471,221 TOTAL CAPITAL PROJECT FUNDS 22,533,377 Budget Carryover 520 Resource Recovery Calrecyle billing cycle delay 15,216 Budget Carryover 520 Resource Recovery New Landfill Agreement/Solid Waste 223,859 Budget Carryover 520 Resource Recovery SB1383 Procurement Requirements 44,640 Budget Carryover 520 Resource Recovery Single use Plastics Special project 3,986 Budget Carryover 560 Blackberry Farm BBF Golf Course recent fence repair 5,000 Budget Carryover 560 Blackberry Farm BBF Golf Renovation/Alt Use 270 Budget Carryover 570 Sports Center Door refinishing - project in progress 10,775 Budget Carryover 570 Sports Center HVAC Maint & Repair Special Projects in progress 23,705 Budget Carryover 570 Sports Center replacement windscreens for the Tennis Courts 72,853 Budget Carryover 570 Sports Center Sport Center Community Needs Analysis 25,000 412 CC 11-21-2023 412 of 598 Detailed Budget Carryovers, Council-approved Adjustments, and Encumbrance Carryovers as of September 30, 2023 Attachment C Budget Adjustment Type Fund Description Amount Budget Carryover 570 Sports Center Unforeseen purchase of umbrellas for Sports Center 1,700 Budget Carryover 580 Recreation Program Quinlan Sustainable Infrastructure 181,329 TOTAL ENTERPRISE FUNDS 608,333 Budget Carryover 610 Innovation & Technology ActiveNet Additional Readers 6,666 Budget Carryover 610 Innovation & Technology Business Automation platform additional support 30,000 Budget Carryover 610 Innovation & Technology CH Ent Server & Storage Tech Ref 140,000 Budget Carryover 610 Innovation & Technology City Hall Enterprise Server & Storage Tech refresh 275,639 Budget Carryover 610 Innovation & Technology CWP Cybersecurity Public Education 7,500 Budget Carryover 610 Innovation & Technology CWP License Plate Readers 60,000 Budget Carryover 610 Innovation & Technology LaserFiche Scanning 21,550 Budget Carryover 610 Innovation & Technology PT GIS Tech reclassification and transfer of Web Specialist 24,848 Budget Carryover 610 Innovation & Technology Security Framework and Audit 60,000 Budget Carryover 610 Innovation & Technology Senior Center Access Controls 16,000 Budget Carryover 610 Innovation & Technology Special Project Additional Telematic Devices 5,300 Budget Carryover 610 Innovation & Technology Special Project Facility Battery 40,037 Budget Carryover 610 Innovation & Technology upgrade to SaaS solution 30,000 Budget Carryover 630 Vehicle/Equip Replacement Equipment/vehicle purchase 46,970 Budget Carryover 630 Vehicle/Equip Replacement Sign shop roof repair - project in progress 56,182 TOTAL INTERNAL SERVICE FUNDS 820,692 TOTAL BUDGET CARRYOVERS 64,035,200 413 CC 11-21-2023 413 of 598 Detailed Budget Carryovers, Council-approved Adjustments, and Encumbrance Carryovers as of September 30, 2023 Attachment C Budget Adjustment Type Fund Description Amount COUNCIL ACTIONS Council Action 420 Capital Improvement Fund CC-approved budget adjustment for Cristo Rey Bike Lanes Project 30,000 Council Action 420 Capital Improvement Fund CC-approved budget adjustment for Regnart Rd Improv Project 876,766 Council Action 429 Capital Reserve CC-approved budget adjustment for Cristo Rey Bike Lanes Project 15,000 Council Action 429 Capital Reserve CC-approved budget adjustment for Regnart Rd Improv Project 876,766 TOTAL CAPITAL PROJECT FUNDS 1,798,532 TOTAL COUNCIL ACTIONS 1,798,532 414 CC 11-21-2023 414 of 598 Detailed Budget Carryovers, Council-approved Adjustments, and Encumbrance Carryovers as of September 30, 2023 Attachment C Budget Adjustment Type Fund Description Amount ENCUMBRANCE CARRYOVERS Encumbrance Carryover 100 General Fund Year End Soft Close 9,723,884 TOTAL GENERAL FUNDS 9,723,884 Encumbrance Carryover 210 Storm Drain Improvement Year End Soft Close 1,566,693 Encumbrance Carryover 230 Env Mgmt Cln Crk Strm Drain Year End Soft Close 296,053 Encumbrance Carryover 260 CDBG Year End Soft Close 6,637 Encumbrance Carryover 265 BMR Housing Year End Soft Close 3,666 Encumbrance Carryover 270 Transportation Fund Year End Soft Close 1,998,991 Encumbrance Carryover 280 Park Dedication Year End Soft Close 229,394 TOTAL SPECIAL REVENUE FUNDS 4,101,434 Encumbrance Carryover 420 Capital Improvement Fund Year End Soft Close 1,994,887 Encumbrance Carryover 427 Stevens Creek Corridor Park Year End Soft Close 7,848 TOTAL CAPITAL PROJECT FUNDS 2,002,735 Encumbrance Carryover 520 Resource Recovery Year End Soft Close 284,540 Encumbrance Carryover 560 Blackberry Farm Year End Soft Close 5,858 Encumbrance Carryover 570 Sports Center Year End Soft Close 7,925 TOTAL ENTERPRISE FUNDS 298,323 Encumbrance Carryover 610 Innovation & Technology Year End Soft Close 239,797 Encumbrance Carryover 630 Vehicle/Equip Replacement Year End Soft Close 761,591 TOTAL INTERNAL SERVICE FUNDS 1,001,388 TOTAL ENCUMBRANCE CARRYOVERS 17,127,764 BUDGET CARRYOVER, COUNCIL APPROVED ADJUSTMENT, AND ENCUMBRANCE CARRYOVER TOTAL 82,961,496 FY 2023-24 ADOPTED BUDGET 121,765,857 FY 2023-24 AMENDED BUDGET AS OF SEPTEMBER 30, 2023 204,727,353$ 415 CC 11-21-2023 415 of 598 Budget Transfers as of September 30, 2023 Attachment D GL Account Description Amount 100-32-308 700-702 - Contract Services General Service Agreement Contract Services Base Budget line item transfer 15,000 100-32-308 700-703 - Contract Services Maintenance of Equipment Contract Services Base Budget line item transfer (15,000) - 270-85-821 900-921 - Capital Outlay Annual Asphalt Project Transfer Budget from Capital Outlay to SB1 Line Item (616,739) 270-85-821 900-971 - Capital Outlay SB1 Roads Transfer Budget from Capital Outlay to SB1 Line Item 616,739 - 270-85-821 700-702 - Contract Services General Service Agreement Transfer Budget from Contract Service to Capital Outlay (559,000) 270-85-821 900-921 - Capital Outlay Annual Asphalt Project Transfer Budget from Contract Service to Capital Outlay 559,000 - 100-88-844 750-040 - Special Projects Planned Transportation Project Transferring from incorrect GL - I-280 Wolfe Project (800,000) 100-88-844 900-964 - Capital Outlay I-280/Wolfe Rd Interchange Imprv Transferring from incorrect GL - I-280 Wolfe Project 800,000 TOTAL -$ 416 CC 11-21-2023 416 of 598 FY 2023-24 First Quarter Recommended Adjustments Attachment E Fund GL Account Revenue Expenditure Change in Fund Balance Proposal GENERAL FUND 100 General Fund 100‐12‐632‐750‐056 ‐ 64,405 (64,405) CA Volunteer N2N Grant 100 General Fund 100‐12‐632‐410‐432 222,233 ‐ 222,233 CA Volunteer N2N Grant 100 General Fund 100‐87‐827‐700‐702 ‐ 10,858 (10,858) Unforeseen HVAC Repair 100 General Fund 100‐87‐827‐700‐702 ‐ 14,574 (14,574) Unforeseen Generator Repair 100 General Fund 100‐87‐829‐700‐702 ‐ 7,882 (7,882) Unforeseen Breaker Repair 100 General Fund 100‐87‐831‐700‐702 ‐ 14,636 (14,636) Compressor Repair 100 General Fund 100‐87‐832‐700‐702 ‐ 2,401 (2,401) Fire Sprinkler Repair 100 General Fund 100‐87‐832‐600‐613 ‐ 2,500 (2,500) 4H Rack Room Building Damage 100 General Fund 100‐87‐837‐700‐702 ‐ 3,631 (3,631) Ceramic Room A/C Unit Repair 100 General Fund 100‐87‐830‐700‐702 ‐ 8,831 (8,831) Unforeseen Panel Replacement 100 General Fund 100‐87‐827‐700‐702 ‐ 9,706 (9,706) IMPEC Additional Janitorial Services 100 General Fund 100‐87‐830‐700‐702 ‐ 9,706 (9,706) IMPEC Additional Janitorial Services 100 General Fund 100‐87‐831‐700‐702 ‐ 9,706 (9,706) IMPEC Additional Janitorial Services 100 General Fund 100‐32‐308‐500‐502 ‐ (56,000) 56,000 Transfer to I&T Fund for Salaries Part Time 100 General Fund 100‐90‐001‐800‐902 ‐ 56,000 (56,000) Transfer to I&T Fund for Salaries Part Time 100 General Fund 100‐32‐308‐600‐606 ‐ (45,000) 45,000 Transfer to I&T Fund for LaserFiche Subscription 100 General Fund 100‐90‐001‐800‐902 ‐ 45,000 (45,000) Transfer to I&T Fund for LaserFiche Subscription 100 General Fund 100‐32‐308‐600‐629 ‐ (2,500) 2,500 Transfer to I&T Fund for LaserFiche Conference 100 General Fund 100‐90‐001‐800‐902 ‐ 2,500 (2,500) Transfer to I&T Fund for LaserFiche Conference 100 General Fund 100‐32‐308‐700‐702 ‐ (15,900) 15,900 Transfer to I&T Fund for LaserFiche Consultation 100 General Fund 100‐90‐001‐800‐902 ‐ 15,900 (15,900) Transfer to I&T Fund for LaserFiche Consultation 100 General Fund 100‐32‐308‐700‐702 ‐ (10,600) 10,600 Transfer to I&T Fund for NexSan WORM Device 100 General Fund 100‐90‐001‐800‐902 ‐ 10,600 (10,600) Transfer to I&T Fund for NexSan WORM Device 100 General Fund 100‐13‐130‐700‐702 ‐ (7,684) 7,684 Transfer to I&T Fund for Municipal Code Publishing 100 General Fund 100‐90‐001‐800‐902 ‐ 7,684 (7,684) Transfer to I&T Fund for Municipal Code Publishing 100 General Fund 100‐32‐308‐600‐606 ‐ 20,000 (20,000)Transfer from Resource Recovery Fund for ClimateNav Hub funds 100 General Fund 100‐90‐001‐421‐401 20,000 ‐ 20,000 Transfer from Resource Recovery Fund for ClimateNav Hub funds 100 General Fund 100‐87‐831‐750‐025 ‐ 16,000 (16,000)Transfer from I&T Fund for Senior Center Access Controls 100 General Fund 100‐90‐001‐421‐401 16,000 ‐ 16,000 Transfer from I&T Fund for Senior Center Access Controls 100 General Fund 100‐20‐200‐750‐227 ‐ 60,000 (60,000)Transfer from I&T Fund for License Plate Readers 100 General Fund 100‐90‐001‐421‐401 60,000 ‐ 60,000 Transfer from I&T Fund for License Plate Readers 100 General Fund 100‐12‐633‐700‐702 ‐ 8,000 (8,000) Emergency Management Performance Grant 100 General Fund 100‐12‐633‐440‐431 8,000 ‐ 8,000 Emergency Management Performance Grant TOTAL GENERAL FUND 326,233 262,836 63,397 SPECIAL REVENUE FUNDS 230 Env Mgmt Cln Crk Strm Drain 230‐81‐853‐750‐062 ‐ (12,500) 12,500 Defund Permeable Pavement Rebate 270 Transportation Fund 270‐85‐822‐900‐905 ‐ 467 (467) Transfer from CIP for Street Sign damage at Wilson Park 270 Transportation Fund 270‐85‐822‐421‐401 467 ‐ 467 Transfer from CIP for Street Sign damage at Wilson Park TOTAL SPECIAL REVENUE FUNDS 467 (12,033) 12,500 41 7 CC 11-21-2023 417 of 598 FY 2023-24 First Quarter Recommended Adjustments Attachment E CAPITAL PROJECT FUNDS 420 Capital Improvement Funds 420‐99‐252‐800‐902 ‐ 467 (467) Transfer from CIP for Street Sign damage at Wilson Park TOTAL CAPITAL PROJECT FUNDS ‐ 467 (467) ENTERPRISE FUNDS 520 Resource Recovery 520‐81‐801‐700‐702 ‐ (20,000) 20,000 Transfer to General Fund for ClimateNav Hub funds 520 Resource Recovery 520‐81‐801‐800‐902 ‐ 20,000 (20,000) Transfer to General Fund for ClimateNav Hub funds 560 Blackberry Farm 560‐84‐268‐600‐643 ‐ 77,000 (77,000) Utilities Adjustment 560 Blackberry Farm 560‐84‐268‐700‐702 ‐ 55,000 (55,000) Tree Maintenance TOTAL ENTERPRISE FUNDS ‐ 132,000 (132,000) INTERNAL SERVICE FUNDS 610 Innovation & Technology 610‐35‐986 500‐502 ‐ 56,000 (56,000) Transfer from General Fund for Salaries Part Time 610 Innovation & Technology 610‐35‐986 421‐401 56,000 ‐ 56,000 Transfer from General Fund for Salaries Part Time 610 Innovation & Technology 610‐35‐986‐600‐606 ‐ 45,000 (45,000) Transfer from General Fund for LaserFiche Subscription 610 Innovation & Technology 610‐35‐986‐421‐401 45,000 ‐ 45,000 Transfer from General Fund for LaserFiche Subscription 610 Innovation & Technology 610‐35‐986‐600‐629 ‐ 2,500 (2,500) Transfer from General Fund for LaserFiche Conference 610 Innovation & Technology 610‐35‐986‐421‐401 2,500 ‐ 2,500 Transfer from General Fund for LaserFiche Conference 610 Innovation & Technology 610‐35‐986‐700‐702 ‐ 15,900 (15,900) Transfer from General Fund for LaserFiche Consultation 610 Innovation & Technology 610‐35‐986‐421‐401 15,900 ‐ 15,900 Transfer from General Fund for LaserFiche Consultation 610 Innovation & Technology 610‐34‐310‐700‐702 ‐ 10,600 (10,600) Transfer from General Fund for NexSan WORM Device 610 Innovation & Technology 610‐34‐310‐421‐401 10,600 ‐ 10,600 Transfer from General Fund for NexSan WORM Device 610 Innovation & Technology 610‐35‐986‐700‐702 ‐ 7,684 (7,684) Transfer from General Fund for Municipal Code Publishing 610 Innovation & Technology 610‐35‐986‐421‐401 7,684 ‐ 7,684 Transfer from General Fund for Municipal Code Publishing 610 Innovation & Technology 610‐34‐310‐750‐130 ‐ (16,000) 16,000 Transfer to General Fund for Senior Center Access Controls 610 Innovation & Technology 610‐34‐310‐800‐902 ‐ 16,000 (16,000) Transfer to General Fund for Senior Center Access Controls 610 Innovation & Technology 610‐30‐300‐750‐227 ‐ (60,000) 60,000 Transfer to General Fund for CWP License Plate Readers 610 Innovation & Technology 610‐30‐300‐800‐902 ‐ 60,000 (60,000) Transfer to General Fund for CWP License Plate Readers 630 Vehicle/Equip Replacement 630‐85‐849‐600‐609 ‐ 19,187 (19,187) Install Wood Chipper Safety Shields TOTAL INTERNAL SERVICE FUNDS 137,684 156,871 (19,187) TOTAL ALL FUNDS $464,384 $ 540,141 $ (75,757) 41 8 CC 11-21-2023 418 of 598 FY 2022-23 Special Projects Update Function Program Base And Detail Account With Detail Description Full Org Set Code And Description Amended Budget Actual Amount Status Est Completion Notes (e.g., carried over to next fiscal year)Status Administration 120 City Manager 750.228 ‐ CWP Safe Gun Storage Ordinance 100‐12‐120 ‐ General Fund‐City Manager‐City Manager 12,000 ‐ Cancelled Cancelled Administration 120 City Manager 750.239 ‐ PR & Strategic Comm Strategy 100‐12‐120 ‐ General Fund‐City Manager‐City Manager ‐ ‐ In Progress Not Started Administration 122 Sustainability Division 750.018 ‐ Climate Action Plan 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division 89,147 91,745 In Progress Administration 122 Sustainability Division 750.019 ‐ Employee Commute Program 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division 14,455 14,455 Completed Administration 122 Sustainability Division 750.069 ‐ Sustainable Infrastructure Audit 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division ‐ ‐ Administration 122 Sustainability Division 750.106 ‐ Electric Cooking Workshop Series 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division ‐ ‐ Administration 122 Sustainability Division 750.176 ‐ Climate AP Vision Summary Doc 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division ‐ ‐ Administration 122 Sustainability Division 750.223 ‐ CWP Electrification Study 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division ‐ ‐ Administration 126 Office of Communications 750.220 ‐ CWP Community Engagement Alt T/P 100‐12‐126 ‐ General Fund‐City Manager‐Office of Communications 12,000 ‐ Cancelled Administration 126 Office of Communications 750.225 ‐ CWP Integrated Plan for Engagmnt 100‐12‐126 ‐ General Fund‐City Manager‐Office of Communications 30,000 ‐ Cancelled Administration 305 Video 900.945 ‐ Fixed Asset Acquisition 100‐12‐305 ‐ General Fund‐City Manager‐Video 10,000 9,549 Administration 633 Disaster Preparedness 750.230 ‐ Business Continuity Resilience 100‐12‐633 ‐ General Fund‐City Manager‐Disaster Preparedness ‐ ‐ In Progress Administration 633 Disaster Preparedness 750.240 ‐ MRC Rise 100‐12‐633 ‐ General Fund‐City Manager‐Disaster Preparedness 18,677 18,677 In Progress Administration 705 Economic Development 750.103 ‐ CWP Regulate Diversified Retail 100‐12‐705 ‐ General Fund‐City Manager‐Economic Development ‐ ‐ In Progress Administration 705 Economic Development 750.179 ‐ Econ Dev Strategy Outreach 100‐12‐705 ‐ General Fund‐City Manager‐Economic Development ‐ ‐ In Progress Administration 705 Economic Development 750.221 ‐ CWP Cupertino Store Implementatn 100‐12‐705 ‐ General Fund‐City Manager‐Economic Development 145,000 14,058 Cancelled Administration 705 Economic Development 750.230 ‐ Business Continuity Resilience 100‐12‐705 ‐ General Fund‐City Manager‐Economic Development ‐ ‐ In Progress Administrative services 405 Accounting 750.189 ‐ Fee Study 100‐41‐405 ‐ General Fund‐Finance‐Accounting 4,200 4,200 In Progress Administrative services 412 Human Resources 750.214 ‐ Hybrid Recruitment Strategy 100‐44‐412 ‐ General Fund‐Human Resources‐Human Resources ‐ ‐ Cancelled Administrative services 412 Human Resources 750.215 ‐ Online Marketing and Branding 100‐44‐412 ‐ General Fund‐Human Resources‐Human Resources ‐ ‐ Cancelled Administrative services 412 Human Resources 750.229 ‐ CWP Student Internship Program 100‐44‐412 ‐ General Fund‐Human Resources‐Human Resources ‐ ‐ Cancelled Administrative services 425 Purchasing 750.190 ‐ Purchasing ‐ Grant Program 100‐41‐425 ‐ General Fund‐Finance‐Purchasing 100,000 ‐ Cancelled Administrative services 426 Budgeting 750.217 ‐ CWP Analyze Potential Rev Measrs 100‐41‐426 ‐ General Fund‐Finance‐Budgeting 50,000 ‐ In Progress Community development 700 Community Development A 750.104 ‐ CWP Homeless Jobs Program 100‐70‐700 ‐ General Fund‐Planning & Community Development‐Community Development Admin 126,048 126,047 In Progress Jun‐24 Community development 701 Current Planning 750.007 ‐ The Hamptons 100‐71‐701 ‐ General Fund‐Planning‐Current Planning ‐ ‐ Not Started active project with threecarry over to next FY Community development 701 Current Planning 750.009 ‐ Marina Plaza 100‐71‐701 ‐ General Fund‐Planning‐Current Planning 43,195 43,194 In Progress active project with one carry over to next FY Community development 701 Current Planning 750.029 ‐ Vallco Town Center 100‐71‐701 ‐ General Fund‐Planning‐Current Planning 10,170 10,170 In Progress 12/1/2026 carry over to next FY Community development 701 Current Planning 750.091 ‐ Banning Gas Powered Leaf Blowers 100‐71‐701 ‐ General Fund‐Planning‐Current Planning 1,158 7,594 Completed Community development 702 Mid Long Term Planning 750.032 ‐ General Plan 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning ‐ ‐ In Progress Expected to be complet carry over to next FY Community development 702 Mid Long Term Planning 750.048 ‐ Urban Village 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 250,000 ‐ Cancelled Not a Cupertino City Work Program item Community development 702 Mid Long Term Planning 750.049 ‐ MuniCode Updates 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning ‐ ‐ In Progress ongoing carry over to next FY Community development 702 Mid Long Term Planning 750.055 ‐ Dark Sky 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 10,000 ‐ Completed Community development 702 Mid Long Term Planning 750.090 ‐ Residential/Mixed Use Design 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 2,433 2,433 In Progress Expected to be complet carry over to next FY Community development 702 Mid Long Term Planning 750.092 ‐ General Plan Auth Process 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 6,500 ‐ Cancelled Community development 702 Mid Long Term Planning 750.100 ‐ CWP Development Accountability 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 10,000 ‐ Cancelled Community development 702 Mid Long Term Planning 750.101 ‐ CWP RHNA and Gen Plan Update 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 438,314 438,314 In Progress Expected to be complet carry over to next FY Community development 702 Mid Long Term Planning 750.102 ‐ CWP Sign Ordinance Update 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 25,000 ‐ Cancelled Community development 702 Mid Long Term Planning 750.135 ‐ Laserfiche planning map scanning 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 26,010 26,010 In Progress ongoing carry over to next FY Community development 711 BMR Affordable Housing Fu 750.051 ‐ Support for the Unhoused 265‐72‐711 ‐ BMR Housing‐Housing Services‐BMR Affordable Housing Fund 178,775 13,787 Cancelled Community development 711 BMR Affordable Housing Fu 750.052 ‐ Develop ELI Housing 265‐72‐711 ‐ BMR Housing‐Housing Services‐BMR Affordable Housing Fund 3,571 3,571 In Progress 3/1/2024 carry over to next FY Community development 711 BMR Affordable Housing Fu 750.093 ‐ De Anza Housing Program 265‐72‐711 ‐ BMR Housing‐Housing Services‐BMR Affordable Housing Fund 25,000 ‐ Cancelled Community development 713 General Building 750.036 ‐ Ongoing Bldg Recrd scan/conversn 100‐73‐713 ‐ General Fund‐Building‐General Building ‐ ‐ In Progress ongoing carry over to next FY Community development 714 Construction Plan Check 750.031 ‐ Westport 100‐73‐714 ‐ General Fund‐Building‐Construction Plan Check 122,835 122,835 In Progress 6/28/2024 carry over to next FY Community development 714 Construction Plan Check 750.067 ‐ VTC 100‐73‐714 ‐ General Fund‐Building‐Construction Plan Check 11,985 11,985 In Progress ongoing carry over to next FY Community development 715 Building Inspection 750.067 ‐ VTC 100‐73‐715 ‐ General Fund‐Building‐Building Inspection ‐ ‐ In Progress ongoing carry over to next FY Information Services 300 Administration 750.087 ‐ Pollution Monitoring 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration 14,500 14,500 Completed Information Services 300 Administration 750.107 ‐ Security Framework and Audit 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration ‐ ‐ In Progress Jun‐24 Information Services 300 Administration 750.173 ‐ CWP Lehigh & SC Quarry 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration 27,000 26,500 Completed Information Services 300 Administration 750.197 ‐ Aclima & Envirosuite Pilot Ext 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration ‐ ‐ Completed Information Services 300 Administration 750.222 ‐ CWP Cybersecurity Public Edu 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration ‐ ‐ Completed Information Services 300 Administration 750.224 ‐ CWP Hybrid Mtg for CC and Commis 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration 15,000 ‐ Cancelled Information Services 300 Administration 750.227 ‐ CWP License Plate Readers 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration ‐ ‐ In Progress 6/1/2024 Information Services 305 Video 750.109 ‐ Radio Windows 10 Replacement 100‐31‐305 ‐ General Fund‐I&T Video‐Video 10,000 5,641 Completed Information Services 305 Video 900.945 ‐ Fixed Asset Acquisition 100‐31‐305 ‐ General Fund‐I&T Video‐Video 9,684 9,684 Completed Information Services 305 Video 900.995 ‐ Special Projects ‐ CDD/I&T 100‐31‐305 ‐ General Fund‐I&T Video‐Video 27,109 27,108 Completed Information Services 308 Applications 750.115 ‐ ERP Exploration 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 50,000 50,000 Completed Information Services 308 Applications 750.117 ‐ Green Halo 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 3,465 3,465 Completed Information Services 308 Applications 750.120 ‐ Performance Management App 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications ‐ ‐ Cancelled Information Services 308 Applications 750.121 ‐ Pre‐Employment Assessment/Tests 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 5,000 ‐ Cancelled Information Services 308 Applications 750.123 ‐ Redesign of City Website 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 24,300 24,300 In Progress Jun‐24 Information Services 308 Applications 750.180 ‐ CAP Implementation Software 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 20,000 ‐ Cancelled Information Services 308 Applications 750.181 ‐ ERP (Phase II)100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 12,852 12,852 In Progress Jun‐24 Information Services 308 Applications 750.182 ‐ Zendesk for Parks and Rec 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 40,000 ‐ Cancelled Information Services 308 Applications 750.183 ‐ ACA Guide & Wrapper 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications ‐ ‐ In Progress Jun‐24 Information Services 308 Applications 750.184 ‐ Accela Roadmap 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 2,000 ‐ In Progress Jun‐24 Information Services 308 Applications 750.185 ‐ ActiveNet Roadmap 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 25,000 ‐ Cancelled Information Services 308 Applications 750.186 ‐ Consolidated Code Enf Services 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 17,592 17,593 Completed Information Services 308 Applications 750.187 ‐ Crisis Management Software 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 15,000 ‐ Cancelled Information Services 308 Applications 750.188 ‐ Semi Annual ADA Consultant 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 35,000 26,000 In Progress Jun‐24 Information Services 308 Applications 750.232 ‐ Debtbook 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications ‐ ‐ Completed Information Services 308 Applications 750.233 ‐ Startup Space 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications ‐ ‐ Completed Information Services 310 Infrastructure 750.107 ‐ Security Framework and Audit 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure ‐ ‐ In Progress Jun‐24 Information Services 310 Infrastructure 750.124 ‐ ActiveNet Additional Readers 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure ‐ ‐ In Progress Jun‐24 Information Services 310 Infrastructure 750.125 ‐ Council Voting System and Timer 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure ‐ ‐ Cancelled Information Services 310 Infrastructure 750.130 ‐ Senior Center Access Controls 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure ‐ ‐ Cancelled Information Services 310 Infrastructure 750.131 ‐ Wireless Bridge 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 1,650 (74) Cancelled Information Services 310 Infrastructure 750.171 ‐ Quinlan Touch Screen 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 14,870 14,870 In Progress Jun‐24 Information Services 310 Infrastructure 750.198 ‐ Office 365 E5 Licenses 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 7,000 7,000 Completed Information Services 310 Infrastructure 750.199 ‐ City Facilities Video Capture 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 53,921 48,895 Completed Information Services 310 Infrastructure 750.200 ‐ CH Ent Server & Storage Tech Ref 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure ‐ ‐ In Progress Jun‐24 Information Services 310 Infrastructure 750.201 ‐ Digital Signage 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 25,000 ‐ Cancelled Information Services 310 Infrastructure 750.202 ‐ CAD & RMS Wan Link 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 7,200 ‐ Cancelled Information Services 310 Infrastructure 750.203 ‐ Suppl Wi‐Fi Exp in Public Areas 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 15,875 1,765 Cancelled Information Services 310 Infrastructure 750.204 ‐ Proactive Man Risk & Sec Monitor 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 23,000 23,000 Completed Information Services 310 Infrastructure 750.205 ‐ Public Bike Smart Rack DockTech 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure ‐ ‐ Cancelled Information Services 310 Infrastructure 750.206 ‐ Sign Shop Printer Warranty 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 3,000 2,897 Completed Information Services 310 Infrastructure 900.945 ‐ Fixed Asset Acquisition 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 124,813 ‐ Cancelled Information Services 310 Infrastructure 900.969 ‐ Software 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 49,000 ‐ Completed 41 9 CC 11-21-2023 419 of 598 FY 2022-23 Special Projects Update Information Services 986 GIS 750.166 ‐ AR McClellan Ranch 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 13,333 13,333 In Progress Jun‐24 Information Services 986 GIS 750.167 ‐ Data Governance & Data Warehouse 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 75,000 45,990 Cancelled Information Services 986 GIS 750.207 ‐ Additional Telematics Devices 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS ‐ ‐ Completed Information Services 986 GIS 750.208 ‐ Geotab Keyless Solution 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 6,000 ‐ Cancelled Information Services 986 GIS 750.209 ‐ Google Query 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 5,000 1,257 Cancelled Information Services 986 GIS 750.210 ‐ Business Process Automation Plat 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 42,000 42,000 Completed Information Services 986 GIS 750.211 ‐ Drone Instructor Training 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 825 775 Completed Information Services 986 GIS 750.212 ‐ Laserfiche Scanning 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 7,585 7,585 Completed Information Services 986 GIS 750.213 ‐ Amazon EC2 Instance t3aXLarge 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 5,000 5,000 Completed Information Services 986 GIS 750.216 ‐ CIP Management System 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 87,465 88,300 In Progress Jun‐24 Public works 800 Public Works Admin 750.071 ‐ Municipal Water System 100‐80‐800 ‐ General Fund‐PW Administration‐Public Works Admin 22,700 16,700 Public works 801 Resources Recovery 750.041 ‐ HHW and PaintCare 520‐81‐801 ‐ Resource Recovery‐Environmental Programs‐Resources Recovery 62,717 73,123 Public works 801 Resources Recovery 750.084 ‐ Single Use Plastics Ordinance 520‐81‐801 ‐ Resource Recovery‐Environmental Programs‐Resources Recovery 21,529 21,529 Public works 801 Resources Recovery 750.137 ‐ SB1383 Procurement Requirements 520‐81‐801 ‐ Resource Recovery‐Environmental Programs‐Resources Recovery 14,811 14,811 Public works 801 Resources Recovery 750.174 ‐ New Lndfill Agrmnt/Solid Wst con 520‐81‐801 ‐ Resource Recovery‐Environmental Programs‐Resources Recovery 104,303 104,303 Public works 802 Non Point Source 750.196 ‐ Storm Water (SWPPP) Update 230‐81‐802 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐Non Point Source (439) 12,161 Public works 804 Plan Review 750.039 ‐ PW Scanning Project 100‐82‐804 ‐ General Fund‐Developmental Services‐Plan Review 24,296 24,295 Public works 804 Plan Review 750.067 ‐ VTC 100‐82‐804 ‐ General Fund‐Developmental Services‐Plan Review ‐ ‐ Public works 804 Plan Review 750.105 ‐ CWP Revisit 5G 100‐82‐804 ‐ General Fund‐Developmental Services‐Plan Review ‐ ‐ Public works 804 Plan Review 750.191 ‐ BBF Golf Netting Support Inspect 100‐82‐804 ‐ General Fund‐Developmental Services‐Plan Review 6,000 7,353 Public works 807 Service Center Administratio750.043 ‐ Office Reconfiguration 100‐83‐807 ‐ General Fund‐Service Center‐Service Center Administration 38,152 38,152 Public works 808 McClellan Ranch Park 750.025 ‐ Special Maintenance 100‐84‐808 ‐ General Fund‐Grounds‐McClellan Ranch Park ‐ ‐ Public works 808 McClellan Ranch Park 750.138 ‐ 4H Perimeter Fence Replacement 100‐84‐808 ‐ General Fund‐Grounds‐McClellan Ranch Park ‐ ‐ Public works 809 Memorial Park 750.025 ‐ Special Maintenance 100‐84‐809 ‐ General Fund‐Grounds‐Memorial Park 15,000 15,400 Public works 811 BBF Ground Maintenance 750.025 ‐ Special Maintenance 100‐84‐811 ‐ General Fund‐Grounds‐BBF Ground Maintenance 30,000 17,900 Public works 812 School Site Maintenance 750.025 ‐ Special Maintenance 100‐84‐812 ‐ General Fund‐Grounds‐School Site Maintenance 30,000 35,491 Public works 812 School Site Maintenance 750.140 ‐ Backflow Prevention Device Repl 100‐84‐812 ‐ General Fund‐Grounds‐School Site Maintenance 6,000 4,798 Public works 813 Neighborhood Parks 750.025 ‐ Special Maintenance 100‐84‐813 ‐ General Fund‐Grounds‐Neighborhood Parks 83,000 48,476 Public works 813 Neighborhood Parks 750.074 ‐ Tot Lot Rubber Resurfacing 100‐84‐813 ‐ General Fund‐Grounds‐Neighborhood Parks 20,449 20,449 Public works 813 Neighborhood Parks 750.140 ‐ Backflow Prevention Device Repl 100‐84‐813 ‐ General Fund‐Grounds‐Neighborhood Parks 10,809 11,283 Public works 813 Neighborhood Parks 750.141 ‐ Basketball Court Resurfacing 100‐84‐813 ‐ General Fund‐Grounds‐Neighborhood Parks ‐ ‐ Public works 813 Neighborhood Parks 900.990 ‐ Special Projects ‐ PW 100‐84‐813 ‐ General Fund‐Grounds‐Neighborhood Parks ‐ ‐ Public works 814 Sport Fields Jollyman CRK 750.140 ‐ Backflow Prevention Device Repl 100‐84‐814 ‐ General Fund‐Grounds‐Sport Fields Jollyman CRK ‐ ‐ Public works 814 Sport Fields Jollyman CRK 750.141 ‐ Basketball Court Resurfacing 100‐84‐814 ‐ General Fund‐Grounds‐Sport Fields Jollyman CRK ‐ ‐ Public works 820 Sidewalk Curb and Gutter 750.020 ‐ Annual Sidewalk Curb & Gutter 270‐85‐820 ‐ Transportation Fund‐Streets‐Sidewalk Curb and Gutter 177,577 177,576 Public works 821 Street Pavement Maintenan900.921 ‐ Annual Asphalt Project 270‐85‐821 ‐ Transportation Fund‐Streets‐Street Pavement Maintenance 1,813,019 1,901,218 Public works 822 Street Sign Marking 750.025 ‐ Special Maintenance 270‐85‐822 ‐ Transportation Fund‐Streets‐Street Sign Marking 10,300 10,266 Public works 822 Street Sign Marking 900.945 ‐ Fixed Asset Acquisition 270‐85‐822 ‐ Transportation Fund‐Streets‐Street Sign Marking ‐ 5,852 Public works 824 Overpasses and Medians 750.192 ‐ Mound Removals 100‐86‐824 ‐ General Fund‐Trees and Right of Way‐Overpasses and Medians 70,775 70,775 Public works 824 Overpasses and Medians 750.193 ‐ Split Rail Fence‐SCB & Mary Ave 100‐86‐824 ‐ General Fund‐Trees and Right of Way‐Overpasses and Medians 16,400 18,255 Public works 824 Overpasses and Medians 750.194 ‐ Trench Work 100‐86‐824 ‐ General Fund‐Trees and Right of Way‐Overpasses and Medians ‐ ‐ Public works 825 Street Tree Maintenance 900.911 ‐ Trees and Badges 100‐86‐825 ‐ General Fund‐Trees and Right of Way‐Street Tree Maintenance 13,737 13,737 Public works 827 Bldg Maint City Hall 750.144 ‐ Electrical Preventive Maint 100‐87‐827 ‐ General Fund‐Facilities and Fleet‐Bldg Maint City Hall ‐ ‐ Public works 827 Bldg Maint City Hall 750.145 ‐ Fascia Repair and Painting 100‐87‐827 ‐ General Fund‐Facilities and Fleet‐Bldg Maint City Hall 60,000 42,692 Public works 827 Bldg Maint City Hall 750.146 ‐ Lower Floor Recarpeting 100‐87‐827 ‐ General Fund‐Facilities and Fleet‐Bldg Maint City Hall 70,000 58,640 Public works 827 Bldg Maint City Hall 750.147 ‐ Boiler Preventive Maintenance 100‐87‐827 ‐ General Fund‐Facilities and Fleet‐Bldg Maint City Hall ‐ 2,535 Public works 828 Bldg Maint Library 750.025 ‐ Special Maintenance 100‐87‐828 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Library ‐ ‐ Public works 828 Bldg Maint Library 750.147 ‐ Boiler Preventive Maintenance 100‐87‐828 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Library 5,000 3,209 Public works 829 Bldg Maint Service Center 750.025 ‐ Special Maintenance 100‐87‐829 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Service Center 64,638 13,424 Public works 829 Bldg Maint Service Center 750.150 ‐ Shop Building Roof Recoating 100‐87‐829 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Service Center ‐ ‐ Public works 829 Bldg Maint Service Center 750.152 ‐ Locksmith Training 100‐87‐829 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Service Center 4,000 4,000 Public works 830 Bldg Maint Quinlan Center 750.025 ‐ Special Maintenance 100‐87‐830 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Quinlan Center 34,000 19,440 Public works 830 Bldg Maint Quinlan Center 750.147 ‐ Boiler Preventive Maintenance 100‐87‐830 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Quinlan Center 5,000 2,580 Public works 831 Bldg Maint Senior Center 750.025 ‐ Special Maintenance 100‐87‐831 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Senior Center 6,050 6,050 Public works 831 Bldg Maint Senior Center 900.945 ‐ Fixed Asset Acquisition 100‐87‐831 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Senior Center 10,940 17,197 Public works 832 Bldg Maint McClellan Ranch750.025 ‐ Special Maintenance 100‐87‐832 ‐ General Fund‐Facilities and Fleet‐Bldg Maint McClellan Ranch 18,653 18,653 Public works 836 Bldg Maint Sports Center 750.025 ‐ Special Maintenance 570‐87‐836 ‐ Sports Center‐Facilities and Fleet‐Bldg Maint Sports Center 35,506 17,179 Public works 836 Bldg Maint Sports Center 750.155 ‐ Exterior Painting 570‐87‐836 ‐ Sports Center‐Facilities and Fleet‐Bldg Maint Sports Center 45,000 63,327 Public works 836 Bldg Maint Sports Center 750.157 ‐ Door Refinishing 570‐87‐836 ‐ Sports Center‐Facilities and Fleet‐Bldg Maint Sports Center 2,745 2,744 Public works 836 Bldg Maint Sports Center 900.945 ‐ Fixed Asset Acquisition 570‐87‐836 ‐ Sports Center‐Facilities and Fleet‐Bldg Maint Sports Center ‐ ‐ Public works 838 Comm Hall Bldg Maint 750.148 ‐ Exterior Door Painting 100‐87‐838 ‐ General Fund‐Facilities and Fleet‐Comm Hall Bldg Maint 4,000 ‐ Public works 841 BBF Facilities Maintenance 750.025 ‐ Special Maintenance 100‐87‐841 ‐ General Fund‐Facilities and Fleet‐BBF Facilities Maintenance ‐ ‐ Public works 841 BBF Facilities Maintenance 750.162 ‐ Uninterrupted Power Supply 100‐87‐841 ‐ General Fund‐Facilities and Fleet‐BBF Facilities Maintenance 5,000 5,000 Public works 841 BBF Facilities Maintenance 900.990 ‐ Special Projects ‐ PW 100‐87‐841 ‐ General Fund‐Facilities and Fleet‐BBF Facilities Maintenance ‐ ‐ Public works 844 Traffic Engineering 750.040 ‐ Planned Transportation Project 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 43,977 43,976 Public works 844 Traffic Engineering 750.061 ‐ Community Shuttle Pilot Program 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 825,911 825,910 Public works 844 Traffic Engineering 750.079 ‐ Adaptive Traffic Signaling 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 141,557 141,557 Public works 844 Traffic Engineering 750.163 ‐ VMT to LOS Standards 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering ‐ ‐ Public works 844 Traffic Engineering 750.195 ‐ Lawson Middle School Bikeway 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 40,000 40,000 Public works 844 Traffic Engineering 750.219 ‐ CWP Bicycle Facilities 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering ‐ ‐ Public works 844 Traffic Engineering 750.231 ‐ SC Corridor Vision Study 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering ‐ ‐ Public works 844 Traffic Engineering 900.923 ‐ Apple Campus 2 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 77,340 ‐ Public works 845 Traffic Signal Maintenance 750.079 ‐ Adaptive Traffic Signaling 100‐88‐845 ‐ General Fund‐Transportation‐Traffic Signal Maintenance (2,886) ‐ Public works 846 Safe Routes 2 School 750.080 ‐ Pedestrian Education 100‐88‐846 ‐ General Fund‐Transportation‐Safe Routes 2 School 13,040 57,729 Public works 846 Safe Routes 2 School 750.165 ‐ Riding for Focus Program 100‐88‐846 ‐ General Fund‐Transportation‐Safe Routes 2 School 49,000 ‐ Public works 848 Street Lighting 750.025 ‐ Special Maintenance 100‐85‐848 ‐ General Fund‐Streets‐Street Lighting 8,300 7,919 Public works 848 Street Lighting 900.945 ‐ Fixed Asset Acquisition 100‐85‐848 ‐ General Fund‐Streets‐Street Lighting ‐ 6,273 Public works 848 Street Lighting 900.990 ‐ Special Projects ‐ PW 100‐85‐848 ‐ General Fund‐Streets‐Street Lighting 213,000 212,630 Public works 849 Equipment Maintenance 750.078 ‐ Mechanic Shop Hose Reels 630‐85‐849 ‐ Vehicle/Equip Replacement ‐Streets‐Equipment Maintenance 49,615 49,615 Public works 853 Storm Drain Fee 750.062 ‐ Permeable Pavement 230‐81‐853 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐Storm Drain Fee 12,500 ‐ Public works 853 Storm Drain Fee 750.063 ‐ Rainwater Capture 230‐81‐853 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐Storm Drain Fee (12,325) 175 Public works 854 General Fund Subsidy 750.064 ‐ Low Income Cost Share 230‐81‐854 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐General Fund Subsidy 8,000 271 Public works 854 General Fund Subsidy 750.065 ‐ CUSD Joint Use Cost Share 230‐81‐854 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐General Fund Subsidy 21,868 8,713 Public works 985 Fixed Assets Acquisition 900.945 ‐ Fixed Asset Acquisition 630‐90‐985 ‐ Vehicle/Equip Replacement ‐Citywide ‐ Non Departmental‐Fixed Assets Acquisition 366,980 5,157 Recreation services 601 Rec & Comm Svcs Administr750.096 ‐ CWP Mental Health Support 100‐60‐601 ‐ General Fund‐Administration‐Rec & Comm Svcs Administration 9,274 ‐ Recreation services 601 Rec & Comm Svcs Administr750.098 ‐ CWP Senior Strategy 100‐60‐601 ‐ General Fund‐Administration‐Rec & Comm Svcs Administration 25,400 25,400 Recreation services 601 Rec & Comm Svcs Administr750.164 ‐ CWP Dogs Off Leash Area 100‐60‐601 ‐ General Fund‐Administration‐Rec & Comm Svcs Administration 5,000 452 Recreation services 601 Rec & Comm Svcs Administr750.218 ‐ CWP Artwork at the Library/Exhib 100‐60‐601 ‐ General Fund‐Administration‐Rec & Comm Svcs Administration 10,000 ‐ Recreation services 601 Rec & Comm Svcs Administr750.226 ‐ CWP Intergenerational Engagement 100‐60‐601 ‐ General Fund‐Administration‐Rec & Comm Svcs Administration 20,000 4,240 42 0 CC 11-21-2023 420 of 598 FY 2022-23 Special Projects Update Recreation services 616 BBF Golf Course 900.945 ‐ Fixed Asset Acquisition 560‐63‐616 ‐ Blackberry Farm‐Sports, Safety and Outdoor Rec‐BBF Golf Course 137,000 ‐ Recreation services 621 Sports Center Operation 900.959 ‐ Windscreens 570‐63‐621 ‐ Sports Center‐Sports, Safety and Outdoor Rec‐Sports Center Operation ‐ ‐ 42 1 CC 11-21-2023 421 of 598 FY 2023-24 First Quarter Special Projects Update Function Program Base And Detail Account With Detail Description Full Org Set Code And Description Amended Budget Actual Amount Status Est Completion Notes (e.g., carried over to next fiscal year)Status Administrative services 405 Accounting 750.189 ‐ Fee Study 100‐41‐405 ‐ General Fund‐Finance‐Accounting 70,800 18,400 In Progress Cancelled Administrative services 426 Budgeting 750.217 ‐ CWP Analyze Potential Rev Measrs 100‐41‐426 ‐ General Fund‐Finance‐Budgeting 50,000 ‐ In Progress Not Started Administration 120 City Manager 750.239 ‐ PR & Strategic Comm Strategy 100‐12‐120 ‐ General Fund‐City Manager‐City Manager 160,000 ‐ In Progress Aug 30 2025 In Progress Administration 122 Sustainability Division 750.018 ‐ Climate Action Plan 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division 1,236 ‐ Completed Administration 122 Sustainability Division 750.019 ‐ Employee Commute Program 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division 2,586 3,455 Administration 122 Sustainability Division 750.069 ‐ Sustainable Infrastructure Audit 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division 10,000 ‐ Administration 122 Sustainability Division 750.106 ‐ Electric Cooking Workshop Series 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division 6,400 ‐ Administration 122 Sustainability Division 750.176 ‐ Climate AP Vision Summary Doc 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division 10,000 ‐ Administration 122 Sustainability Division 750.223 ‐ CWP Electrification Study 100‐12‐122 ‐ General Fund‐City Manager‐Sustainability Division 50,000 ‐ Administration 632 Comm Outreach & Neigh Watch 750.227 ‐ CWP License Plate Readers 100‐12‐632 ‐ General Fund‐City Manager‐Comm Outreach & Neigh Watch 10,000 ‐ Not Started Recommending to remove as part of CWP review in February Administration 633 Disaster Preparedness 750.230 ‐ Business Continuity Resilience 100‐12‐633 ‐ General Fund‐City Manager‐Disaster Preparedness 500,000 ‐ In Progress Administration 633 Disaster Preparedness 750.240 ‐ MRC Rise 100‐12‐633 ‐ General Fund‐City Manager‐Disaster Preparedness 6,323 ‐ In Progress Administration 705 Economic Development 750.103 ‐ CWP Regulate Diversified Retail 100‐12‐705 ‐ General Fund‐City Manager‐Economic Development 5,000 ‐ Cancelled Administration 705 Economic Development 750.179 ‐ Econ Dev Strategy Outreach 100‐12‐705 ‐ General Fund‐City Manager‐Economic Development 20,000 ‐ Cancelled Administration 705 Economic Development 750.221 ‐ CWP Cupertino Store Implementatn 100‐12‐705 ‐ General Fund‐City Manager‐Economic Development ‐ 62 Cancelled Administration 705 Economic Development 750.230 ‐ Business Continuity Resilience 100‐12‐705 ‐ General Fund‐City Manager‐Economic Development 500,000 ‐ In Progress Community development 700 Community Development Admin 750.104 ‐ CWP Homeless Jobs Program 100‐70‐700 ‐ General Fund‐Planning & Community Development‐Community Development Admin 176,935 ‐ In Progress 6/28/2024 Community development 701 Current Planning 750.007 ‐ The Hamptons 100‐71‐701 ‐ General Fund‐Planning‐Current Planning 108,640 ‐ Not Started active project with three more years of entitlements until July 2026 Community development 701 Current Planning 750.009 ‐ Marina Plaza 100‐71‐701 ‐ General Fund‐Planning‐Current Planning 23,317 ‐ In Progress 6/28/2024 carry over to next FY Community development 701 Current Planning 750.029 ‐ Vallco Town Center 100‐71‐701 ‐ General Fund‐Planning‐Current Planning 188,680 ‐ In Progress 12/1/2024 carry over to next FY Community development 702 Mid Long Term Planning 750.032 ‐ General Plan 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 239,805 ‐ In Progress Expected to be complet carry over to next FY Community development 702 Mid Long Term Planning 750.049 ‐ MuniCode Updates 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 25,000 ‐ In Progress Ongoing carry over to next FY Community development 702 Mid Long Term Planning 750.090 ‐ Residential/Mixed Use Design 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 202,216 5,147 In Progress Expected to be complet carry over to next FY Community development 702 Mid Long Term Planning 750.101 ‐ CWP RHNA and Gen Plan Update 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 1,026,581 81,752 In Progress Expected to be complet carry over to next FY Community development 702 Mid Long Term Planning 750.135 ‐ Laserfiche planning map scanning 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 3,990 923 In Progress Ongoing carry over to next FY Community development 702 Mid Long Term Planning 750.235 ‐ CWP Tree List 100‐71‐702 ‐ General Fund‐Planning‐Mid Long Term Planning 50,000 ‐ Not Started 6/28/2024 carry over to next FY Community development 711 BMR Affordable Housing Fund 750.051 ‐ Support for the Unhoused 265‐72‐711 ‐ BMR Housing‐Housing Services‐BMR Affordable Housing Fund 100,000 ‐ In Progress Ongoing carry over to next FY Community development 711 BMR Affordable Housing Fund 750.052 ‐ Develop ELI Housing 265‐72‐711 ‐ BMR Housing‐Housing Services‐BMR Affordable Housing Fund 238,386 ‐ In Progress 3/1/2024 carry over to next FY Community development 713 General Building 750.036 ‐ Ongoing Bldg Recrd scan/conversn 100‐73‐713 ‐ General Fund‐Building‐General Building 14,387 ‐ In Progress Ongoing carry over to next FY Community development 714 Construction Plan Check 750.031 ‐ Westport 100‐73‐714 ‐ General Fund‐Building‐Construction Plan Check 98,739 3,160 In Progress 6/28/2024 carry over to next FY Community development 714 Construction Plan Check 750.067 ‐ VTC 100‐73‐714 ‐ General Fund‐Building‐Construction Plan Check 14,595,179 ‐ In Progress Ongoing carry over to next FY Community development 715 Building Inspection 750.067 ‐ VTC 100‐73‐715 ‐ General Fund‐Building‐Building Inspection 5,406,634 ‐ In Progress Ongoing carry over to next FY Information Services 300 Administration 750.197 ‐ Aclima & Envirosuite Pilot Ext 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration 66,000 ‐ Completed Information Services 300 Administration 750.222 ‐ CWP Cybersecurity Public Edu 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration 7,500 2 Completed Information Services 300 Administration 750.227 ‐ CWP License Plate Readers 610‐30‐300 ‐ Innovation & Technology‐I&T Administration‐Administration 60,000 ‐ In Progress 6/1/2024 Information Services 305 Video 900.945 ‐ Fixed Asset Acquisition 100‐31‐305 ‐ General Fund‐I&T Video‐Video 40,316 ‐ In Progress 6/1/2024 Information Services 305 Video 900.995 ‐ Special Projects ‐ CDD/I&T 100‐31‐305 ‐ General Fund‐I&T Video‐Video 40,891 6,715 In Progress 6/1/2024 Information Services 308 Applications 750.120 ‐ Performance Management App 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 32,000 ‐ Cancelled Information Services 308 Applications 750.123 ‐ Redesign of City Website 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 20,700 ‐ In Progress 6/1/2024 Information Services 308 Applications 750.181 ‐ ERP (Phase II)100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 94,076 6,095 In Progress 6/1/2024 Information Services 308 Applications 750.183 ‐ ACA Guide & Wrapper 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 25,000 ‐ In Progress 6/1/2024 Information Services 308 Applications 750.184 ‐ Accela Roadmap 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 23,000 ‐ In Progress 6/1/2024 Information Services 308 Applications 750.186 ‐ Consolidated Code Enf Services 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 22,408 16,575 In Progress 6/1/2024 Information Services 308 Applications 750.236 ‐ Project Dox 100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 129,475 ‐ In Progress 6/1/2024 Information Services 308 Applications 750.237 ‐ ERP (Phase III)100‐32‐308 ‐ General Fund‐I&T Applications‐Applications 450,000 ‐ In Progress 6/1/2024 Information Services 310 Infrastructure 750.107 ‐ Security Framework and Audit 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 60,000 14,688 In Progress 6/1/2024 Information Services 310 Infrastructure 750.124 ‐ ActiveNet Additional Readers 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 9,000 2,257 In Progress 6/1/2024 Information Services 310 Infrastructure 750.125 ‐ Council Voting System and Timer 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 32,000 ‐ Cancelled Information Services 310 Infrastructure 750.130 ‐ Senior Center Access Controls 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 16,000 ‐ In Progress 6/1/2024 Information Services 310 Infrastructure 750.171 ‐ Quinlan Touch Screen 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 25,130 321 In Progress 6/1/2024 Information Services 310 Infrastructure 750.199 ‐ City Facilities Video Capture 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 6,079 ‐ Completed Information Services 310 Infrastructure 750.200 ‐ CH Ent Server & Storage Tech Ref 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 150,000 ‐ In Progress 6/1/2024 Information Services 310 Infrastructure 750.203 ‐ Suppl Wi‐Fi Exp in Public Areas 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 4,625 ‐ Cancelled Information Services 310 Infrastructure 750.205 ‐ Public Bike Smart Rack DockTech 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 2,000 ‐ Cancelled Information Services 310 Infrastructure 900.945 ‐ Fixed Asset Acquisition 610‐34‐310 ‐ Innovation & Technology‐I&T Infrastructure‐Infrastructure 40,037 ‐ Completed Information Services 986 GIS 750.166 ‐ AR McClellan Ranch 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 26,667 ‐ In Progress June 30th 2024 Information Services 986 GIS 750.207 ‐ Additional Telematics Devices 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 5,300 ‐ Completed This is complete Information Services 986 GIS 750.211 ‐ Drone Instructor Training 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 775 775 Completed This is complete Information Services 986 GIS 750.212 ‐ Laserfiche Scanning 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 22,415 ‐ In Progress This year, scanning is underway and the funds will most likely be exhausted by December Information Services 986 GIS 750.216 ‐ CIP Management System 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 10,740 8,405 In Progress The implementation is complete, the remaining funding is for support. Information Services 986 GIS 750.238 ‐ VR Decarb 610‐35‐986 ‐ Innovation & Technology‐I&T GIS‐GIS 112,000 ‐ In Progress June 30th 2024 Public works 800 Public Works Admin 750.071 ‐ Municipal Water System 100‐80‐800 ‐ General Fund‐PW Administration‐Public Works Admin 22,677 5,880 In Progress Ongoing ‐ completion date TBD Public works 801 Resources Recovery 750.041 ‐ HHW and PaintCare 520‐81‐801 ‐ Resource Recovery‐Environmental Programs‐Resources Recovery 115,733 ‐ Completed Public works 801 Resources Recovery 750.084 ‐ Single Use Plastics Ordinance 520‐81‐801 ‐ Resource Recovery‐Environmental Programs‐Resources Recovery 84,716 7,819 In Progress Public works 801 Resources Recovery 750.137 ‐ SB1383 Procurement Requirements 520‐81‐801 ‐ Resource Recovery‐Environmental Programs‐Resources Recovery 112,742 ‐ In Progress Ongoing Public works 801 Resources Recovery 750.174 ‐ New Lndfill Agrmnt/Solid Wst con 520‐81‐801 ‐ Resource Recovery‐Environmental Programs‐Resources Recovery 245,697 ‐ In Progress tbd Public works 802 Non Point Source 750.196 ‐ Storm Water (SWPPP) Update 230‐81‐802 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐Non Point Source 19,539 ‐ Completed Public works 804 Plan Review 750.039 ‐ PW Scanning Project 100‐82‐804 ‐ General Fund‐Developmental Services‐Plan Review 39,713 ‐ In Progress 12/31/2023 Public works 804 Plan Review 750.067 ‐ VTC 100‐82‐804 ‐ General Fund‐Developmental Services‐Plan Review 1,961,366 ‐ In Progress Ongoing ‐ completion date TBD Public works 804 Plan Review 750.105 ‐ CWP Revisit 5G 100‐82‐804 ‐ General Fund‐Developmental Services‐Plan Review 250,000 ‐ In Progress Ongoing ‐ completion date TBD Public works 807 Service Center Administration 750.043 ‐ Office Reconfiguration 100‐83‐807 ‐ General Fund‐Service Center‐Service Center Administration 189,861 50,305 In Progress Ongoing annual project ‐ no completion date Public works 808 McClellan Ranch Park 750.025 ‐ Special Maintenance 100‐84‐808 ‐ General Fund‐Grounds‐McClellan Ranch Park 70,000 ‐ Completed Public works 808 McClellan Ranch Park 750.138 ‐ 4H Perimeter Fence Replacement 100‐84‐808 ‐ General Fund‐Grounds‐McClellan Ranch Park 30,000 24,600 Completed Public works 812 School Site Maintenance 750.025 ‐ Special Maintenance 100‐84‐812 ‐ General Fund‐Grounds‐School Site Maintenance 20,000 ‐ Not Started 6/30/2024 Dugout Roof Replacement Public works 813 Neighborhood Parks 750.074 ‐ Tot Lot Rubber Resurfacing 100‐84‐813 ‐ General Fund‐Grounds‐Neighborhood Parks 17,824 ‐ Completed Public works 813 Neighborhood Parks 750.141 ‐ Basketball Court Resurfacing 100‐84‐813 ‐ General Fund‐Grounds‐Neighborhood Parks 20,000 ‐ In Progress 12/31/2023 Public works 813 Neighborhood Parks 900.990 ‐ Special Projects ‐ PW 100‐84‐813 ‐ General Fund‐Grounds‐Neighborhood Parks 25,000 24,100 Completed Concrete replacement at Portal Park Public works 814 Sport Fields Jollyman CRK 750.140 ‐ Backflow Prevention Device Repl 100‐84‐814 ‐ General Fund‐Grounds‐Sport Fields Jollyman CRK 4,000 ‐ In Progress 6/30/2024 Public works 814 Sport Fields Jollyman CRK 750.141 ‐ Basketball Court Resurfacing 100‐84‐814 ‐ General Fund‐Grounds‐Sport Fields Jollyman CRK 10,000 ‐ In Progress 12/31/2023 Public works 820 Sidewalk Curb and Gutter 750.020 ‐ Annual Sidewalk Curb & Gutter 270‐85‐820 ‐ Transportation Fund‐Streets‐Sidewalk Curb and Gutter 2,868,400 169,528 Not Started 6/30/2024 Work typically occurs Jan‐May Public works 821 Street Pavement Maintenance 900.921 ‐ Annual Asphalt Project 270‐85‐821 ‐ Transportation Fund‐Streets‐Street Pavement Maintenance 5,658,493 13,270 Not Started 6/30/2024 Work typically occurs spring‐fall Public works 824 Overpasses and Medians 750.194 ‐ Trench Work 100‐86‐824 ‐ General Fund‐Trees and Right of Way‐Overpasses and Medians 40,000 ‐ In Progress 6/30/2024 Public works 825 Street Tree Maintenance 750.235 ‐ CWP Tree List 100‐86‐825 ‐ General Fund‐Trees and Right of Way‐Street Tree Maintenance 60,000 ‐ In Progress 6/30/2024 Public works 825 Street Tree Maintenance 900.911 ‐ Trees and Badges 100‐86‐825 ‐ General Fund‐Trees and Right of Way‐Street Tree Maintenance 16,263 ‐ In Progress Ongoing annual project ‐ no completion date Public works 827 Bldg Maint City Hall 750.144 ‐ Electrical Preventive Maint 100‐87‐827 ‐ General Fund‐Facilities and Fleet‐Bldg Maint City Hall 25,000 ‐ Not Started 6/30/2024 Public works 828 Bldg Maint Library 750.025 ‐ Special Maintenance 100‐87‐828 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Library 45,000 ‐ Not Started 6/30/2024 HVAC Preventive Maint & Repair Public works 829 Bldg Maint Service Center 750.025 ‐ Special Maintenance 100‐87‐829 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Service Center 40,000 ‐ In Progress 6/30/2024 $15 Roof Recoating, roof & gutter replacement Public works 830 Bldg Maint Quinlan Center 750.025 ‐ Special Maintenance 100‐87‐830 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Quinlan Center 85,000 ‐ Not Started 6/30/2024 Lobby security, Preschool counter & Floor Replacements Public works 831 Bldg Maint Senior Center 750.025 ‐ Special Maintenance 100‐87‐831 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Senior Center 105,675 ‐ In Progress 6/30/2024 Roof Replacement, deck dry rot, AC replacement Public works 831 Bldg Maint Senior Center 900.945 ‐ Fixed Asset Acquisition 100‐87‐831 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Senior Center 65,835 7,678 In Progress 6/30/2024 EMS Upgrade Public works 832 Bldg Maint McClellan Ranch 750.025 ‐ Special Maintenance 100‐87‐832 ‐ General Fund‐Facilities and Fleet‐Bldg Maint McClellan Ranch 101,347 ‐ In Progress 6/30/2024 4H & gift shop roof/gutter, milk barn & EEC painting Public works 834 Bldg Maint Wilson 750.025 ‐ Special Maintenance 100‐87‐834 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Wilson 7,000 ‐ Not Started 6/30/2024 Snack shack gutter replacements Public works 836 Bldg Maint Sports Center 750.025 ‐ Special Maintenance 570‐87‐836 ‐ Sports Center‐Facilities and Fleet‐Bldg Maint Sports Center 50,494 ‐ In Progress 6/30/2024 Lighting improve, court refinishing, restroom partition, HVAC Public works 836 Bldg Maint Sports Center 750.157 ‐ Door Refinishing 570‐87‐836 ‐ Sports Center‐Facilities and Fleet‐Bldg Maint Sports Center 10,775 7,737 Completed Door refinishing 42 2 CC 11-21-2023 422 of 598 FY 2023-24 First Quarter Special Projects Update Public works 836 Bldg Maint Sports Center 900.990 ‐ Special Projects ‐ PW 570‐87‐836 ‐ Sports Center‐Facilities and Fleet‐Bldg Maint Sports Center ‐ ‐ Completed Restroom floor replacement Public works 837 Bldg Maint Creekside 750.025 ‐ Special Maintenance 100‐87‐837 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Creekside 12,000 ‐ In Progress 6/30/2024 Interior lighting improvements Public works 837 Bldg Maint Creekside 900.990 ‐ Special Projects ‐ PW 100‐87‐837 ‐ General Fund‐Facilities and Fleet‐Bldg Maint Creekside ‐ ‐ In Progress 6/30/2024 Interior lighting improvements Public works 841 BBF Facilities Maintenance 750.025 ‐ Special Maintenance 100‐87‐841 ‐ General Fund‐Facilities and Fleet‐BBF Facilities Maintenance 25,000 ‐ Not Started 6/30/2024 Blesch, Byrne and Stocklmeir Maintenance Allowance Public works 841 BBF Facilities Maintenance 900.990 ‐ Special Projects ‐ PW 100‐87‐841 ‐ General Fund‐Facilities and Fleet‐BBF Facilities Maintenance ‐ 6,803 Completed Lifeguard floor replacement Public works 844 Traffic Engineering 750.040 ‐ Planned Transportation Project 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 856,023 8,278 In Progress I‐280 Wolfe Improvement Project Public works 844 Traffic Engineering 750.061 ‐ Community Shuttle Pilot Program 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 10,574 ‐ Completed Pilot Program ‐ complete Public works 844 Traffic Engineering 750.079 ‐ Adaptive Traffic Signaling 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 18,443 12,473 Completed Public works 844 Traffic Engineering 750.163 ‐ VMT to LOS Standards 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 130,000 ‐ In Progress No estimated completion date Public works 844 Traffic Engineering 750.219 ‐ CWP Bicycle Facilities 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 50,000 ‐ Not Started No estimated completion date Public works 844 Traffic Engineering 750.231 ‐ SC Corridor Vision Study 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering 154,079 ‐ In Progress No estimated completion date Public works 844 Traffic Engineering 900.923 ‐ Apple Campus 2 100‐88‐844 ‐ General Fund‐Transportation‐Traffic Engineering ‐ ‐ Completed Public works 845 Traffic Signal Maintenance 750.079 ‐ Adaptive Traffic Signaling 100‐88‐845 ‐ General Fund‐Transportation‐Traffic Signal Maintenance 16,042 ‐ Completed Public works 845 Traffic Signal Maintenance 900.945 ‐ Fixed Asset Acquisition 100‐88‐845 ‐ General Fund‐Transportation‐Traffic Signal Maintenance ‐ 18,957 Completed Public works 846 Safe Routes 2 School 750.080 ‐ Pedestrian Education 100‐88‐846 ‐ General Fund‐Transportation‐Safe Routes 2 School 10,118 ‐ In Progress Ongoing ‐ no estimated completion date Public works 848 Street Lighting 900.990 ‐ Special Projects ‐ PW 100‐85‐848 ‐ General Fund‐Streets‐Street Lighting 230,000 ‐ Not Started July/Aug. 2024 Materials ordered work to be done March‐Aug 2024 Public works 853 Storm Drain Fee 750.062 ‐ Permeable Pavement 230‐81‐853 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐Storm Drain Fee 12,500 ‐ Completed Defunded by Council on 6/6/2023 Public works 853 Storm Drain Fee 750.063 ‐ Rainwater Capture 230‐81‐853 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐Storm Drain Fee 47,719 ‐ In Progress Ongoing annual project ‐ no completion date Public works 854 General Fund Subsidy 750.064 ‐ Low Income Cost Share 230‐81‐854 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐General Fund Subsidy 13,162 ‐ In Progress Ongoing Ongoing annual project ‐ no completion date Public works 854 General Fund Subsidy 750.065 ‐ CUSD Joint Use Cost Share 230‐81‐854 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐General Fund Subsidy 8,706 ‐ In Progress Ongoing Ongoing annual project ‐ no completion date Public works 855 Storm Drain Maintenance 900.945 ‐ Fixed Asset Acquisition 230‐81‐855 ‐ Env Mgmt Cln Crk Strm Drain‐Environmental Programs‐Storm Drain Maintenance 131,000 126,836 Completed Rovver storm drain camera Public works 985 Fixed Assets Acquisition 900.945 ‐ Fixed Asset Acquisition 630‐90‐985 ‐ Vehicle/Equip Replacement ‐Citywide ‐ Non Departmental‐Fixed Assets Acquisition 1,264,468 1,718 In Progress Ongoing annual project ‐ no completion date Recreation services 601 Rec & Comm Svcs Administration 750.098 ‐ CWP Senior Strategy 100‐60‐601 ‐ General Fund‐Administration‐Rec & Comm Svcs Administration 61,378 ‐ In Progress 6/30/2024 New project/GL 100‐60‐601 750‐241 Senior Services and Youth Engagement for $20K Recreation services 601 Rec & Comm Svcs Administration 750.164 ‐ CWP Dogs Off Leash Area 100‐60‐601 ‐ General Fund‐Administration‐Rec & Comm Svcs Administration 5,000 123 In Progress 6/30/2024 Recreation services 601 Rec & Comm Svcs Administration 750.226 ‐ CWP Intergenerational Engagement 100‐60‐601 ‐ General Fund‐Administration‐Rec & Comm Svcs Administration ‐ 16 Completed Recreation services 621 Sports Center Operation 900.959 ‐ Windscreens 570‐63‐621 ‐ Sports Center‐Sports, Safety and Outdoor Rec‐Sports Center Operation 72,853 ‐ Completed 42 3 CC 11-21-2023 423 of 598 Department Name of Grant Description of Grant Grant Amount Date Applied Date Due Status (Grant Awarded, Pending Results, Grant Denied)Grant Amount Awarded Date Awarded Administration Local Governments: Connecting Neighbors to Neighbors California Office of the Governor, CalVolunteers program funding for the Block Leader Program to hold events that expand networks of neighbors within the community $222,233 6/16/2023 6/16/2023 Grant Awarded $222,233 7/17/2023 Administration/Public Works Community Decarbonization Engagement Grant Competitive grant for community engagement around decarbonization topics from SVCE $100,000 4/1/2022 4/4/2022 Grant Awarded 111,500 2/2/2023 Community Development Department Santa Clara County Permanent Local Housing Allocation (PLHA) Consortium CA Dept of Housing & Community Development (HCD)$165,510 12/15/2021 12/30/2021 Grant Awarded to County PLHA Consortium $165,510 N/A Community Development Santa Clara County Permanent Local Housing Allocation CA Dept of Housing & Community Development (HCD)$257,254 12/15/2021 12/30/2021 Grant Awarded to $257,254 N/A Community Development Department 2020 Local Early Action Planning (LEAP) Grants Program CA Dept of Housing & Community Development (HCD) funding to accelerate progress of Housing Element towards state housing goals $300,000 7/1/2020 7/1/2020 Grant Awarded $300,000 10/6/2020 Information & Technology California Automated Permit Processing (CalAPP) Program Grant to enhance solar permitting applications. $60,000 3/13/2023 n/a Grant Awarded $60,000 4/4/2023 Information & Technology and Community Development Department Dept. of Housing and Community Development Financial assistance for implementation of softwares that accelerate and streamline Housing Production $310,000 3/20/2020 12/31/2022 Grant Awarded $310,000 3/24/2020 Public Works California Electric Vehicle Infrastructure Project Purchase and installation of EV charging infrastructure at publicly-owned sites ($4,500 per charging port) $130,500 12/22/2020 12/22/2020 Funds Partially Reserved $130,500 10/27/2022 Public Works TIRCP (Transit and Intercity Rail Program)5-year expansion of Via shuttle, including partnership with City of Santa Clara $8,465,000 3/3/2022 3/8/2022 Grant Awarded $8,465,000 7/11/2022 Public Works HSIP (Highway Safety Improvement Program)Improving safety at signalized intersections $2,005,900 9/12/2022 9/12/2022 Grant denied N/A N/A Public Works HSIP (Highway Safety Improvement Program)Improving safety on roadway segments $3,561,800 9/12/2022 9/12/2022 Grant Awarded $3,205,620 3/15/2023 Public Works HSIP (Highway Safety Improvement Program)Improving safety on roadway segments $4,450,200 9/12/2022 9/12/2022 Grant denied N/A N/A Public Works OBAG (One Bay Area Grant) Cycle 3 De Anza Blvd buffered bike lanes $500,000 7/27/2022 7/27/2022 Grant denied N/A N/A Public Works Safe Streets 4 All (SS4A)Bollinger Road road diet traffic analysis, outreach and engineering design $360,000 9/15/2022 9/15/2022 Pending Results N/A N/A Public Works Federal Community Project Funding Grant FY22 Funding for Cupertino Library Expansion project $1,000,000 3/25/2021 6/10/2022 Grant Awarded $1,000,000 N/A Public Works Federal Community Project Funding Grant FY22 Funding for Jollyman All Inclusive Play Area $1,000,000 4/25/2022 6/10/2022 Grant Denied $1,000,000 N/A Public Works State Specified Grant Funding for Jollyman All Inclusive Play Area $1,000,000 3/17/2022 7/1/2022 Grant Awarded $1,000,000 N/A Public Works Funding for Jollyman All Inclusive Play Area $25,000 8/8/2022 9/1/2022 Grant Awarded $25,000 10/3/2022 Public Works Funding for Jollyman All Inclusive Play Area $1,440,000 10/10/2018 10/12/2018 Grant Awarded $1,440,000 5/13/2019 Public Works McClellan Road Bridge Reconstruction State Funding Grant $7,500,000 3/17/2022 7/1/2022 Grant Awarded $5,000,000 N/A Public Works TDA3 Funding for Tamien Innu (I-280 Trail)-East $1,015,022 12/1/2021 12/1/2021 Grant Awarded $1,015,022 5/25/2022 Public Works 2016 Measure B Capital Projects Funding for Tamien Innu (I-280 Trail)-East $920,978 12/1/2021 12/1/2021 Grant Awarded $920,978 11/12/2021 Public Works 2016 Measure B Capital Projects Funding for Tamien Innu (I-280 Trail)-Central $460,000 7/1/2020 7/1/2020 Grant Awarded $460,000 7/14/2020 Public Works 2016 Measure B Capital Projects Funding for Tamien Innu (I-280 Trail)-Central $3,725,000 7/1/2020 7/1/2020 Pending Results $3,725,000 N/A Public Works Sustainable Transportation Planning Grant Bollinger Road road diet traffic analysis, outreach and engineering design $318,707 3/14/2023 3/14/2023 Grant Denied N/A N/A Public Works 2016 Measure B Noise Abatement Program Funding for Tamien Innu (I-280 Trail)-Central $15,000 3/23/2023 3/31/2023 Grant Denied N/A N/A Public Works BPMP (Bridge Preventative Maintenance Program)Funding for recommended preventative maintenance on local roadway bridges $1,144,472 9/30/2020 N/A Grant Awarded $1,144,472 4/12/2023 Public Works HBP (Highway Bridge Program)Repairs to bridge 37C0011, SCB over Stevens Creek $688,000 10/5/2018 N/A Grant Awarded $688,000 10/12/2018 Public Works State of California Proposition 68 Funding for Wilson Park Basketball Court $214,549 12/6/2021 N/A Grant Awarded $214,549 1/21/2022 Public Works - Environmental Programs Division EPA Recycling Education and Outreach Improve the effectiveness of residential and community recycling and composting programs through public education and outreach. Increase collection rates and decrease contamination across the nation $1,400,000 2/15/2023 2/15/2023 Denied N/A N/A Public Works and Administration CalOES Hazard Mitigation Grant Program Project Subapplication Cupertino Civic Center Plaza Microgrid study and construction $979,402 6/17/2021 6/17/2021 Grant Awarded N/A N/A Competitive Citywide Grants Tracking - FY24 First Quarter Update 424 CC 11-21-2023 424 of 598 Department Name of Grant Description of Grant Grant Amount Date Applied Date Due Staff Contact Status (Grant Awarded, Pending Results, Grant Denied) Grant Amount Awarded Date Awarded Administration Energy Efficiency Community Block Grant EECBG funds for use in developing energy efficiency services or strategies, code enforcement, other uses $139,518 N/A 28-Apr-23 Ursula Syrova and Victoria Morin Pending Results $139,518 Dates and exact amount not yet known Administration Reach Codes/Building Codes Silicon Valley Clean Energy grant to support reach codes development $10,000 3/18/2022 4/30/2022 Ursula Syrova and Victoria Morin Grant Reserved $10,000 11/30/2022 Community Development Community Development Block Grant (CDBG) U.S. Dept of Housing & Urban Development (HUD) Federal Entitlement Allocation 412,800 8/26/2021 Annually: 6/30 Alec Vybiral Grant Awarded $412,800 2/25/2021 Community Development Department Community Development Block Grant (CDBG) U.S. Dept of Housing & Urban Development (HUD) Federal Entitlement Allocation $388,459 10/5/2022 Annually: 6/30 Alec Vybiral Grant Awarded $388,459 9/26/2022 Community Development Department CDBG-CV CARES Act Funding U.S. Dept of Housing & Urban Development (HUD) Emergency COVID Allocation $553,939 8/26/2021 6/30/2022 Alec Vybiral Grant Awarded $553,939 8/20/2021 Community Development Department Santa Clara County Home Investment Partnerships Program (HOME) Consortium U.S. Dept of Housing & Urban Development (HUD) Federal Entitlement Allocation $993,289 N/A Annually: 6/30 Alec Vybiral Grant Awarded to County HOME Consortium $993,289 2/25/2021 Community Development Department Santa Clara County Home Investment Partnerships Program (HOME) Consortium U.S. Dept of Housing & Urban Development (HUD) Federal Entitlement Allocation $1,083,978 N/A Annually: 6/30 Alec Vybiral Grant Awarded to County HOME Consortium $1,083,978 9/26/2022 Community Development Department Regional Early Action Planning ( REAP) Grants of 2021 CA Dept of Housing & Development (HCD) funding and technical assistance for implementation of sodtware to help streamline housing approvals $52,613 11/1/2022 11/1/2022 Piu Ghosh Grant Awarded $52,613 12/1/2022 Public Works Bicycle/Pedestrian Education & Encouragement 2016 Measure B $33,090 9/8/2022 N/A Cherie Walkowiak (or David Stillman?) Grant Awarded $33,090 9/29/2022 Public Works Sustainable Infrastructure/Energy Resiliency Grant To support energy resiliency capital improvements $255,798 6/29/2022 N/A Susan Michael or Chad Mosley Grant Awarded $255,798 6/29/2022 Public Works CalRecycle SB 1383 Local Assistance Grant Program - 2022 cycle Grant program meant to provide aid in the implementation of regulation requirements associated with SB 1383. $83,693 1/21/2022 2/1/2022 Ursula Syrova Grant Awarded $83,693 4/27/2022 Public Works CalRecycle Beverage Container Recycling City/County Payment Program Provide opportunities for beverage container recycling. Allowable uses include 2 staff attending annual CA Resource Recovery Association conference, water refill stations, and recycling receptacles. 14,812 Funds must be expensed between 5/03/2022 - 4/1/2024 Annually: dates vary Ursula Syrova Grant Awarded $14,812 5/28/2021 Public Works CalRecycle Beverage Container Recycling City/County Payment Program Provide opportunities for beverage container recycling. Allowable uses include 2 staff attending annual CA Resource Recovery Association conference, water refill stations, and recycling receptacles. Pending Pending Annually: dates vary Ursula Syrova Pending Pending Pending Parks and Recreation Community Fourth of July Fireworks Events The County of Santa Clara allocates a total of $25,000 to sponsor up to two fireworks events in each of the five supervisorial districts ($5,000 per district). The County’s fireworks grant program, which was suspended for three years during the COVID-19 pandemic, returns for 2023. $5,000 3/15/2023 3/31/2023 Jacinta Liang Awarded $3,750 5/2/2023 Innovation and Technology California Automated Permit Processing (CalAPP) Program CalAPP is proving a one time grant for the nhancement of Solar permit applications $60,000 2/15/2023 5/31/2027 Nidhi Mathur Grant Awarded $60,000 4/4/2023 Community DevelopmentHomeless Services and Supports A matching grant of $50,000 for the City of Cupertino, which currently funds several assistance programs for unhoused residents. These programs include Haven to Home, a program run by West Valley Community Services that offers bus passes, laundry quarters, hygiene kits, foods assistance, and other forms of assistance, as well as a Rotating Safe Car Park program that serves Saratoga and Cupertino and is operated by Amigos de Guadalupe and West Valley Community Services. Current funding for these programs exceeds $50,000, satisfying the match requirement. In Cupertino, funding may be used to support ongoing efforts and/or for new initiatives to address additional needs among unhoused residents. Specific use of the funding will ultimately be determined by the local jurisdictions, which will both provide the Clerk of the Board’s Office and sponsoring Supervisorial District’s office with a summary of the number of individuals served and services provided at the end of the grant period. $50,000 10-May-23 10-May-23 Thomas Chin, Alec Vybiral Awarded $50,000 10-May-23 Public Works CalRecycle SB 1383 Local Assistance Grant Program - 2023 cycle Grant program meant to provide aid in the implementation of regulation requirements associated with SB 1383. 116,401.00$ 11/15/2023 Ursula Syrova, Steven Hirsch Non-Competitive Citywide Grants Tracking - FY24 First Quarter Update 425 CC 11-21-2023 425 of 598 CIP PROJECT UPDATE November 13, 2023 Program Overview, Accomplishments & Status The Capital Improvement Program (CIP) Administration Division provides design and construction administration for all capital improvement projects including streets, sidewalks, storm drainage, buildings, parks, bicycle and pedestrian improvements and other public facilities. The Division ensures that all public improvements are designed and constructed in accordance with community expectations and City standards. The Division places safety of the public, City employees, and workers as the highest priority in the delivery of capital projects. Q1 - FY2023 – 2024 (July - September 2023) Status of Current CIP Projects The categories below directly correlate to the categories in the FY23-28 CIP Schedule. Furthermore, the projects are color-coded to illustrate the type of project. These ‘types’ are somewhat intuitively, rather than effectively ascribed to the projects, as many projects would fall into multiple categories. Facilities related CIP Projects (orange) – 6 active projects, 1 queued Streets and Grounds related CIP Projects (red) – 5 active projects, 2 completed Traffic, Bike and Pedestrian related CIP Projects (blue) – 5 active projects, 1 queued Parks and Recreation System related CIP Projects (green) - 6 active projects, 3 completed Total: 22 active projects, 5 completed, 2 queued (on hold). ACTIVE PROJECTS Project Title Description Current Phase Scheduled Completion Status/Notes DeAnza Blvd Buffered Bike Lanes Restripe De Anza Blvd to include a painted buffered zone between the existing bike lane and the vehicle lanes. Bid Summer 2024 Construction will be posted for public bid process once grant funding is secured. 426 CC 11-21-2023 426 of 598 Page 2 ACTIVE PROJECTS (continued) Project Title Description Current Phase Scheduled Completion Status/Notes McClellan Road Separated Bike Corridor, Phase 3 Improve pedestrian and bicycle safety by reconfiguring the intersection and vehicle movements. (Externally Funded, in part) Construction Summer 2024 Construction will begin in November 2023. School Walk Audit Implementation Construct infrastructure related improvements around schools that were identified as part of the comprehensive School Walk Audit study. (Externally Funded, in part) Ongoing/ Construction Ongoing Stevens Creek Boulevard CL IV Bikeway - Phase 2 – Design & Construction Design and Construction of the separated bikeway along Stevens Creek Blvd from Wolfe Road to DeAnza Blvd (2A) and De Anza Blvd to US- 85 (2B). This includes signal upgrades at Bandley Drive. (Externally Funded, in part) Bid 2024 Phase 2A Construction will be posted for public bid process once grant funding is secured. Phase 2B Design is underway. Tamien Innu (Trail) – East & Central Segments Design and construct an off- street bicycle and pedestrian facility parallel to the I-280 HWY, from De Anza Blvd. Wolfe Road (Central), from Wolfe Rd. to Vallco Parkway (East) (Externally Funded) Design Late 2024 for East segment; 2025 for Central Segment East segment will continue into Final Documentation once Valley Water approves the design. Design phase for Central segment is paused while the east segment design is finalized. The CEQA process is complete. ADA Improvements This is an ongoing program funded annually to improve accessibility at all public facilities throughout the City. (Multi-year funding) Design Ongoing Undertaking improvements at Jollyman Park and Creekside Park City Hall and Community Hall Improvements (Programming and Feasibility) Programming, Feasibility and Community Outreach to form the basis of a renovation strategy for the buildings. Feasibility/ Report N.A. Continuing to investigate funding sources. 427 CC 11-21-2023 427 of 598 Page 3 ACTIVE PROJECTS (continued) Project Title Description Current Phase Scheduled Completion Status/Notes Citywide Building Condition Assessment Implementation & Report Update Implement recommendations identified as a priority in the Comprehensive Facility Condition and Use Assessment. Construction/ Ongoing, 1. Sports Center Fire Panel Replacement: work is complete, awaiting final inspection. 2. 2018 Report Update/Dashboard creation: report complete, dashboard underway. 3. Senior Center Fire Alarm System: RFP will be issued for Engineering in November. Electric Vehicle Parking Expansion Expansion of the existing level 2 charging ports at municipal properties. Procurement Project was defunded in FY23. However, SCVE grant funding is being used to fund the improvements required at the Service Yard to address new State requirements on fleet vehicles (50% of new must be EV). Library Expansion Project Develop a design and construct a 5600 SF addition to the existing Library building. Building: complete. Landscaping: Ready for Bid Courtyard and Landscaping scope can resume once Grant funding ($1M) is received. Building construction is complete. Donor Wall is complete. SV Hopper EVCS Provide electric vehicle charging stations (EVCS) for SV Hopper (formerly VIA) fleet. Engineering analysis underway. 428 CC 11-21-2023 428 of 598 Page 4 ACTIVE PROJECTS (continued) Project Title Description Current Phase Scheduled Completion Status/Notes All Inclusive Play Area & Adult Assistive Bathroom Facility (Jollyman Park) At Jollyman Park, Design and construct an all-inclusive playground and an adult- assistive bathroom facility adjacent to the new AIPG. (Externally Funded, in part) Design Fall 2024 Construction documentation is nearly complete. Awaiting approval of Art concepts (Nov. 2023) by Arts & Culture Commission. Annual Playground Replacement Replacement of older playground equipment that is dated and worn. (Multi- year funding) Procurement – Various locations Ongoing Creekside School Age Lot – Equipment arrives in February/March 2024. RFP’s will be sent out in November/December for Little Rancho and Canyon Oaks playgrounds. Blackberry Farm Pool Improvements Make improvements to the pools and facility related to safety, accessibility, and maintenance. Construction & Bid Winter 2023 Pool scope: Construction is scheduled to begin in November 2023. ADA scope: will be put out for Bid in November 2023, to begin construction in February 2024. Lawrence- Mitty Park and Trail Plan Develop a Master Plan for a neighborhood park located on 7.8 acres adjacent to Saratoga Creek, near intersection of Lawrence Expressway and Mitty Way. Design TBD Environmental Review is underway. Staff will bring this to Council for design final approval in March 2024. Memorial Park - Specific Plan Design Following the findings of the Master Plan process, develop a conceptual design for Phase One features and amenities. Design Fall 2023 Environmental Reviews are underway. Staff will bring this to Council for design final approval in April 2024. 429 CC 11-21-2023 429 of 598 Page 5 ACTIVE PROJECTS (continued) Project Title Description Current Phase Scheduled Completion Status/Notes Park Amenity Improvements Funding for various park amenities such as benches, hydration stations, outdoor table tennis, cornhole, shade structures, pickleball striping, etc. (Multi-year funding) Procurement Ongoing More benches and picnic tables have been installed at Jollyman and Wilson parks. Staff is working on list of proposed DOLA amenities. City Bridge Maintenance Repairs Repair 5 bridges as recommended in the Caltrans Bridge Report along with additional improvements to prolong the useful life of the bridges. The work is partially funded (80%) through the Bridge Preventative Maintenance Program, a federally funded program. Design Summer 2024 Construction documents are complete. Awaiting response on the additional funding request documents submitted to Caltrans in September. Planning to Re-Bid in early 2024 Pumpkin and Fiesta Storm Drain Project, Phase 1 & 2 Design storm drainage improvements at Pumpkin Drive, Fiesta Lane, as identified in the Storm Drain Master Plan. Construction Phase 1- December 2023; Phase 2- TBD Construction is underway. City Lighting LED Improvements Implement the transition of City's streetlight infrastructure from induction and other fixtures to LED fixtures to meet the "Dark Sky" Ordinance requirements and reduce light pollution and energy cost. Design Audit of existing facilities is underway to confirm scope of work. Working on data reconciliation and construction bid documents. Regnart Road Improvements, Phase 1 Phase 1 will construct a retaining wall to stabilize the road slope to the creek from Sta 28+40 to 29+80 (+/-140 LF). Construction 2024 Construction activities will begin after the rainy season, in April 2024. Stevens Creek Bridge Repair Stevens Creek Blvd Bridge over Stevens Creek. Prepare feasibility study to determine appropriate scour countermeasures, prepare PS&E and install scour countermeasure. Design 2025 Awaiting Preliminary Engineering (E-76) approval from Caltrans, by December 2024. RFP for the design will be issued after the E-76 is approved. 430 CC 11-21-2023 430 of 598 Page 6 QUEUED PROJECTS Project Title Description Status/Notes I-280 Trail - West Segment Design and construct an off-street bicycle and pedestrian facility parallel to the I-280 HWY, from the Don Burnett Bicycle – Pedestrian Bridge to De Anza Blvd This segment will be on hold until the other segments are designed. City Hall Annex (10455 Torre Avenue Improvements) Program, plan and build facility improvements required for interim facility to accommodate staff while City Hall is remodeled, as well as the long-term use of this facility Design documentation taken to 60% of completion. Cost analysis shows that construction costs, even with a very restricted scope, will be 2-3 times greater than the allotted funding. Staff will bring this to Council for direction. COMPLETED PROJECTS Project Title Description Status/Notes Blackberry Farm Golf Renovation / Alternative Use Study Study to determine options for the BBF Golf Course: minor repairs or alternative use (‘natural habitat’). Brought to City Council on October 17. Citywide [Satellite] Community Garden (Wilson Park) Develop a program to establish community gardens throughout the City. Construction completed. Facility is open. Full-sized Outdoor Basketball Court (Wilson Park) Install a full-size basketball court at a park, following the Parks and Recreation System Master Plan. (Externally Funded, in part) Construction completed. Facility is open. Street Light Installation - Annual Infill Replace fluted streetlight poles on an as needed basis. (Multi-year funding) Installations for this fiscal year are complete. Stevens Creek Blvd./Calabazas Creek Storm Drain Repair Repair the storm drain that runs under SCB at Calabazas Creek. Emergency repairs completed, under projected budget and schedule. 431 CC 11-21-2023 431 of 598 Page 7 DEFUNDED PROJECTS – FY23 Project Title Description Civic Center Parking Analysis Analyze the parking requirement for the Civic Center. Implement mitigation measures identified in 2018 report McClellan Road Separated Bike Corridor - Byrne Ave to Imperial Ave, Phase 4 Design and construct separated bike lanes on McClellan Rd. from Imperial Ave to Byrne Ave. Bicycle Boulevard Interim Improvements, Ph. 3 Improvements from 2016 Bicycle Transportation Plan. Traffic Calming Funding to respond to citizen requests for traffic calming to reduce vehicle speeds, improve pedestrian and bike safety. Interim City Hall Establish an interim facility to accommodate City Staff if existing City Hall were to be replaced or significantly remodeled. QCC Multi-Site Sustainable Infrastructure Upgrade Develop recommendation for Council on a complete facility upgrade for heating and cooling system, emergency power system, and renewable energy. Stocklmeir, Bryne and Blesch: Inspection Reports and Analysis Instigate property inspection reports and work with outside consultants to develop initial use and business strategies appropriate for the three residential properties owned by the City. * City Manager’s office will compile a report (not CIP). Memorial Park - Amphitheater Improvements Design and construct Memorial Park improvements, specifically addressing the needs of the Amphitheater. Stevens Creek Corridor Park Chain Master Plan Study the various uses of public lands along Stevens Creek for optimal public use and operation and develop a master plan. 432 CC 11-21-2023 432 of 598 Power BI Desktop Updates # Task Status Task Start Task End Update % Completed 1.2 Research Complete 1/5/23 5/23/23 Research complete 100 1.3 Outreach In Progress 3/5/23 1/24/24 Vision Zero website developed and made live in May. Will gather feedback to identify goals and strategies at various community meetings. 50 1.4 Procurement Complete 10/11/22 12/23/22 A consultant was selected in November and contract has been executed. 100 1.5 Execution Phase In Progress 1/5/23 2/19/24 Developing draft Vision Zero policy resolution and draft report. Staff anticipating bringing the report to Council in February 2024. 60 1.6 Closing Processes Future 2/19/24 2/19/24 Project will be complete upon Council adoption.0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Bicycle Pedestrian Commission $100,000.00 $100,000.00 $79,800.00 $20,200 11/8/23 Public Works Vision Zero Develop a Vision Zero Policy and Action Plan. The Plan will guide policies and programs with the goal of eliminating fatalities on Cupertino roadways. Special emphasis will be placed on routes to, and streets surrounding, Cupertino schools. Transportation K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 1 433 CC 11-21-2023 433 of 598 Power BI Desktop Updates # Task Status Task Start Task End Update % Completed 1.2 Research Future 1/1/24 6/30/24 Project wil begin in 2024 after completion of the Housing Element 0 1.3 Execution Phase Future 1/1/24 6/30/24 0 1.4 Closing Processes Future 1/1/24 6/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $50,000.00 $50,000.00 $0.00 $50,000.00 11/8/23 Community Development Tree List - Community Development Review and revise development tree list (per Ch. 14.18: Protected Trees) with an emphasis on appropriate trees and native species. Sustainability and Fiscal Strategy K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 2 434 CC 11-21-2023 434 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Planning Phase Complete 4/30/23 7/30/23 Staff developed a plan to revise the City's street tree list.100 1.3 Procurement Phase In Progress 7/30/23 3/28/24 Staff currently working on RFP with hopes to publish by December 2023. 30 1.4 Execution Phase Future 3/29/24 9/30/24 0 1.5 Closing Processes Future 9/30/24 9/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $60,000.00 $60,000.00 $0.00 $60,000.00 10/30/23 Public Works Tree List - Public Works 2) Review, revise, and communicate street tree list with an emphasis on appropriate trees and native species. 3) Develop an Urban Forest program scope and cost for future consideration. Sustainability and Fiscal Strategy K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 3 435 CC 11-21-2023 435 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research In Progress 7/1/22 12/30/23 Staff are researching best practices in other jurisdictions and analyzing organizational benefits of use. Including Saratoa and Los Altos Hills 90 1.3 Outreach In Progress 2/27/23 9/30/24 Staff have conducted public meetings with the TICC and Public Safety Commissions. Staff will develop outreach events including return to Commissions as planning and implemention begin. 40 1.4 Planning Phase In Progress 9/1/23 2/29/24 Staff are developing a project charter, scope and communication plan 20 1.6 Design Phase Future 5/1/24 8/30/24 Program draft will be developed based on results of research and outreach 0 1.5 Procurement Future 1/1/24 7/1/24 Request and evaluate proposals, select vendor and finalize contract 0 1.7 Execution Phase Future 2/1/24 9/30/24 0 1.8 Closing Processes Future 9/1/24 9/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Public Safety Commission $60,000.00 $60,000.00 $0.00 $60,000.00 10/25/23 City Manager's Office License Plate Readers Conduct research, engage in outreach, identify location for placement and estimate cost of implementing an Automated License Plate Reader (ALPR) system in Cupertino. Quality of Life K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 4 436 CC 11-21-2023 436 of 598 Power BI Desktop Updates # Task Status Task Start Task End Update % Completed 1.2 Research Complete 7/1/23 1/31/24 Staff secured a grant opportunity with CA Volunteers to support expansion of the Block Leader program. Staff researched and submitted a proposal with best practices to encourage engagement with potential Block Leaders. 100 1.3 Planning Phase In Progress 7/1/23 6/1/24 Staff have developed a framework to engage with community members and encourge recruitment of the Block Leader Program. Schedule development is in progress. 50 1.4 Design Phase In Progress 7/1/23 6/30/24 Staff continue to design recruitment strategies derived from best practices. As events occur, staff will adjust for constant improvement. 15 1.5 Execution Phase Future 11/30/23 6/30/24 Execution phase has been delayed due to grant funding requirements from CA Volunteers. Recruitment events begin in November. A grant extension is a possibility. 0 1.6 Closing Processes Future 6/1/24 6/30/24 Close out pending completion of execution phase.0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Public Safety Commission $10,000.00 $10,000.00 $0.00 $10,000.00 11/8/23 City Manager's Office Public Safety - Block Leader and Neighborhood Watch Strengthen Block Leader/Neighborhood Watch programs to ensure the leaders are active and expand the coverage of active neighborhoods. Quality of Life K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 5 437 CC 11-21-2023 437 of 598 Power BI Desktop Updates # Task Status Task Start Task End Update % Completed 1.2 Research In Progress 10/1/23 1/31/24 Staff have begun research into best practices including academic journals. 15 1.3 Planning Phase Future 12/1/23 3/29/24 0 1.4 Design Phase Future 2/1/24 4/30/24 0 1.5 Execution Phase Future 2/1/24 6/30/24 0 1.6 Closing Processes Future 6/1/24 6/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Public Safety Commission $0.00 $0.00 $0.00 $0.00 11/8/23 City Manager's Office Public Safety in Commercial Areas Explore best practices to deter crime in commercial areas and bring options to Council. Quality of Life K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 6 438 CC 11-21-2023 438 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Planning Phase In Progress 7/1/23 5/1/24 Develop a preliminary plan to present senior needs from the survey results and present to applicable parties 33 1.3 Closing Processes Future 6/1/24 6/30/24 Develop a plan to address identified priorities and perform ongoing research of existing resources to Seniors 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Teen Commission $0.00 $0.00 $0.00 $0.00 10/31/23 Parks and Recreation Senior Survey Assessment Assess Survey results and develop a plan to increase awareness of programs and services for seniors based on gaps identified by the survey. Public Engagement and Transparency K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 7 439 CC 11-21-2023 439 of 598 Power BI Desktop Updates # Task Status Task Start Task End Update % Completed 1.2 Outreach Future 11/27/23 2/1/24 Outreach to youth volunteer groups and the school district regarding volunteer work 0 1.3 Planning Phase Future 1/1/24 1/31/24 Staff coordination on offered events/activities 0 1.4 Advertising In Progress 10/1/23 3/15/24 Information about intergenerational events posted on social media, schools, on the City's Winter/Spring Recreation Guides 24 1.5 Execution Phase In Progress 10/1/23 6/21/24 Staff to prepare and hold intergenerational events 25 1.6 Closing Processes Future 6/1/24 6/30/24 Continue developing and offer on-going programs at the Senior Center 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Teen Commission $20,000.00 $20,000.00 $1,942.39 $18,057.61 11/1/23 Parks and Recreation Senior Services and Youth Engagement Connect seniors with youth and their families with inclusive activities Public Engagement and Transparency K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 8 440 CC 11-21-2023 440 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Planning Phase In Progress 7/1/23 2/1/24 Meet with DOLA groups to discuss transition of trial programs and continue researching similar programs 40 1.3 Execution Phase Future 3/1/24 5/30/24 Follow up with DOLA groups and update website with the standarized process 0 1.4 Closing Processes Future 6/3/24 6/30/24 Parks and Recreation will implement permitting process in house 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Parks and Recreation Commission $5,000.00 $5,000.00 $575.26 $4,424.74 10/31/23 Parks and Recreation Dogs Off Leash Area (DOLA) Transition successful trial DOLA programs to permanent programs with a staff level permitting process housed in Parks and Rec. Quality of Life K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 9 441 CC 11-21-2023 441 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research In Progress 7/1/23 12/31/23 Review list of requests from DOLA groups 49 1.3 Planning Phase Future 1/1/24 3/1/24 Assess options and determine which improvements to prioritize 0 1.4 Execution Phase Future 3/1/24 6/30/24 Procure and install identified amenities at the Linda Vista and Jollyman DOLA locations 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Parks and Rec Commission $200,000.00 $0.00 $0.00 $0.00 10/31/23 Parks and Recreation DOLA Amenities Amenities for DOLA programs in City parks, e.g., water facilities for dogs, fencing, benches, etc. Quality of Life K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 10 442 CC 11-21-2023 442 of 598 Power BI Desktop Updates # Task Status Task Start Task End Update % Completed 1.2 Research Complete 7/1/19 10/30/19 Researched need for ELI developmentally disabled housing and moderate income housing and determined possible City locations. 100 1.3 Planning Phase Complete 7/1/21 8/16/22 Scoped affordable housing project with non-profits/developers and worked with Public Works to determine feasibility of project on City sites. Had Council study session March 15. RFP was released in August . 100 1.4 Outreach Complete 10/1/21 8/16/22 Marketed City's capital housing funds for development of affordable housing. 100 1.5 Procurement Complete 2/9/21 1/31/23 Evaluated Notice of Financial Assistance (NOFA) applications. One responses to the RFP was received in October and staff is evaluating next steps in the execution phase. 100 1.6 Execution Phase In Progress 1/31/23 4/30/24 Selected Developer for the Mary Avenue Site. Staff anticipates bringing update on Mary Avenue to the City Council in February. 75 1.7 Closing Processes Future 4/30/24 4/30/24 Report to Housing Commission and City Council on project status.0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Planning Commission $250,000.00 $250,000.00 $15,278.00 $234,722.00 11/8/23 Community Development Preserve existing and develop new BMR/ELI Housing Explore opportunities to preserve existing expiring BMR housing. Develop ELI (Extremely Low Income) and BMR housing units for Developmentally disabled individuals (IDD) on City-Owned property as well as the County-owned sites. Housing K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 11 443 CC 11-21-2023 443 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research In Progress 7/1/23 3/30/24 Work on City Hall and Byrne is in progress. Other properties will begin in early 2024. 54 1.4 Outreach In Progress 7/1/23 12/30/24 Staff took options for City Hall (Oct 17) and Byrne (July 6) to the City Council. 25 1.3 Procurement In Progress 8/14/23 5/30/24 Byrne Ave Property Sale anticipated in May 2024 15 1.5 Closing Processes Future 4/29/24 5/31/24 Close Project 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $90,000.00 $90,000.00 $0.00 $90,000.00 11/8/23 City Manager's Office Study Session on City-Owned Properties Inventory and assess existing facilities and prepare a long-range planning report for three City-owned properties (Blesch, Byrne, and Stocklemeir). Sustainability and Fiscal Strategy K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 12 444 CC 11-21-2023 444 of 598 Power BI Desktop Updates # Task Status Task Start Task End Update % Completed 1.2 Outreach In Progress 5/19/20 4/30/24 Conducted 31 study sessions/public hearings with Housing Commission/Planning Commission/City Council/CEP-Strategic Advisory Committee as of September 2023. Housing Element update presented to Council on July 25. Council dissolved the CEP- SAC on 1/25/23. 98 1.3 Procurement Complete 3/2/21 3/1/23 First consultant complete. Second consultant brought on board March 2023 and continues to be lead consultant. 100 1.4 Execution Phase In Progress 4/30/21 4/30/24 Draft Housing Elements submitted in February and October 2023. Staff will receive comments from HCD in December and Final Housing Element document anticipated to be completed in January 2024. 71 1.5 Closing Processes Future 4/20/24 4/30/24 Housing Element to be taken to the City Council in April 2024.0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Planning Commission $1,700,000.00 $1,069,248.00 $644,293.31 $424,954.69 11/7/23 Community Development Housing Element Update Review preliminary RHNA numbers. Look at strategies for RHNA compliance including evaluating sites for potential upzoning, and jobs-housing ratio and statistics. Identify Priority Housing sites, update Housing Element and complete rezoning by Sept. 2023. Housing K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 13 445 CC 11-21-2023 445 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 7/1/23 6/30/24 Staff researched and drafted revised Ethics Policy 100 1.3 Execution Phase Complete 7/1/23 11/30/23 The City Attorney's Office and consultant presented a report on the investigation of violations to the City Council on September 19 and solicited Council input on revisions to the Ethics Policy. Revised Ethics Policy presented to Council on November 7. 100 1.4 Closing Processes Complete 11/30/23 6/30/24 Project Complete 100 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $25,000.00 $25,000.00 $25,000.00 $0.00 11/8/23 City Manager's Office Council Governance Reform Package 1. Revised Ethics Policy consistent with City response to the Civil Grand Jury Report authorized on 2/21/2023 2. Investigate and report back on incidents of violations of the Municipal Code and Ethics Policy relative to the Council-staff relationship cited in the Civil Grand Jury Report Public Engagement and Transparency K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 14 446 CC 11-21-2023 446 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research In Progress 7/1/23 3/30/24 Staff reviewing previous Commissioners handbook and researching criterias from other cities. 15 1.3 Outreach Future 3/30/24 4/30/24 0 1.4 Execution Phase Future 3/30/24 4/30/24 0 1.5 Closing Processes Future 4/30/24 6/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $0.00 $0.00 $0.00 $0.00 11/8/23 City Manager's Office Commission Governance Reform Package 1. Revised Commissioner’s Handbook to align it with Council Procedures Manual 2. Investigate & report back on incidents of violations of the Muni Code re: the Commission-Staff relationship 3. Realignment of Commissioner terms of office 4. Establishment/revision of commissioner qualifications Public Engagement and Transparency K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 15 447 CC 11-21-2023 447 of 598 Power BI Desktop Updates # Task Status Task Start Task End Update % Completed 1.2 Research In Progress 11/1/23 12/30/23 Gathered policies and submitted them to Internal Auditor Moss Adams for review 15 1.3 Execution Phase Future 1/5/24 6/30/24 Will be reviewing policy inventory with Audit Committee early 2024. Staff anticipating bringing this to Council in Spring 2024. 0 1.4 Closing Processes Future 6/30/24 6/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $10,000.00 $10,000.00 $10,000.00 $0.00 11/8/23 Administrative Services Whole City Policy Review Repeat the 2013 process of compiling and reviewing all City Policies including 1) Administrative and 2) Council policies and provide recommendations/updates, e.g. Green Purchasing, Property Acquisition Public Engagement and Transparency K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 16 448 CC 11-21-2023 448 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 7/1/22 5/15/23 Staff looked into consultants used by other cities 100 1.3 Procurement Complete 5/15/23 7/11/23 City contracted with UFI to analyze potential tax measures and revenue generation. 100 1.4 Execution Phase In Progress 6/1/23 1/30/24 Report on potential revenue tax measures will be taken to Council in January 2024. 95 1.5 Closing Processes Future 1/30/24 1/30/24 If revenue measure is adopted, it will be placed on 2024 ballot.0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $50,000.00 $50,000.00 $0.00 $50,000.00 11/8/23 Administrative Services Analyze Potential Revenue Resources Analyze potential revenue measures, such as transient occupancy tax, sales tax, property tax, and utility users tax, to address possible future financing challenges. Sustainability and Fiscal Strategy K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 17 449 CC 11-21-2023 449 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Procurement Complete 7/1/23 7/18/23 City has partnered with Santa Clara County and West Valley Community Services in order to provide support for the Unhoused. 100 1.3 Execution Phase In Progress 7/18/23 6/30/24 Project is currently underway to assist Unhoused residents in Cupertino with their food needs, as well as with their vehicle needs, in partnership with Santa Clara County and West Valley Community Services. 25 1.4 Closing Processes Future 6/30/24 6/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Housing Commission $50,000.00 $50,000.00 $0.00 $50,000.00 11/7/23 Community Development Support for the Unhoused Collaborate and fund jointly with West Valley efforts to address regional needs and find workable support for the Unhoused. Housing K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 18 450 CC 11-21-2023 450 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 7/1/23 8/30/23 Staff reviewed Internal Auditor (Moss Adams) report on fiscal policies and began making revisions and adding additional policies as recommended 100 1.3 Execution Phase In Progress 9/1/23 6/30/24 Staff is finalizing policy edits and new policies 50 1.4 Closing Processes Future 6/30/24 6/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $45,000.00 $45,000.00 $45,000.00 $0.00 11/8/23 Administrative Services Fiscal Procedures and Policies Handbook Develop the handbook to ensure standardization of accounting, budget, investment, procurement policies, procedures, rules and regulations. Sustainability and Fiscal Strategy K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 19 451 CC 11-21-2023 451 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 10/1/22 12/1/22 Research performed by internal auditor Moss Adams 100 1.3 Execution Phase Complete 12/1/22 3/21/23 Audit results brought to the City Council on March 21, 2023 100 1.4 Closing Processes Complete 3/21/23 3/21/23 Project Complete 100 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $15,000.00 $15,000.00 $15,000.00 $0.00 11/8/23 Administrative Services Budget Audit Audit the Budget and Budget Policies. Sustainability and Fiscal Strategy K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 20 452 CC 11-21-2023 452 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 11/10/22 2/9/23 Collected data and meeting with school staff 100 1.3 Outreach Complete 11/10/22 5/17/23 Held a total of three community meetings and presented to the Bike Ped Commission in May. 100 1.4 Planning Phase Complete 1/19/23 5/17/23 Developed alternatives 100 1.5 Design Phase Complete 5/17/23 7/19/23 Finalized memo summarizing alternative development process 100 1.6 Closing Processes Future 2/1/24 2/19/24 Will be presenting memo on alternatives to the City Council in February 2024 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Bicycle Pedestrian Commission $40,000.00 $40,000.00 $40,000.00 $0.00 11/8/23 Public Works Lawson Middle School Bikeway FY 23 Retain consultant to prepare feasibility study which will evaluate alternatives that provide a separated bike path for students riding to Lawson Middle School. Feasibility cost will be $40,000. Transportation K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 21 453 CC 11-21-2023 453 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 11/2/20 3/1/22 Researched Legal and other requirements if system is leased, sold or City Operated in the future. 100 1.3 Planning Phase In Progress 9/21/21 8/6/24 Original RFP issued on 12/14/21. RFP process was cancelled on 3/3/22 and then re-issued in July 2023. Staff is preparing to present the proposal to the City Council in January 2024. 75 1.4 Closing Processes Future 8/6/24 9/30/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $181,500.00 $181,500.00 $157,512.00 $23,988.00 10/30/23 Public Works Municipal Water System FY 23 To analyze and recommend options for the continued operation of the system currently and at the end of lease with San Jose Water Company in November 2022. Sustainability and Fiscal Strategy K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 22 454 CC 11-21-2023 454 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 10/5/22 2/15/23 Research building code requirements and bike rack and installation requirements 100 1.3 Outreach Complete 10/19/22 2/15/23 Gathering feedback from Bicycle Pedestrian Commission on strategies for approaching businesses and locating bike racks in commercial areas. 100 1.4 Planning Phase Complete 10/5/22 4/19/23 Developing bike rack location list 100 1.6 Design Phase Future 12/1/23 3/30/24 Will design specification for bike rack installation 0 1.5 Procurement Future 12/1/23 3/30/24 Will hire contractor to install bike racks 0 1.7 Execution Phase Future 12/1/23 3/30/24 Install bike racks and develop recommendations for building code changes 0 1.8 Closing Processes Future 12/1/23 3/30/24 Project will be complete once bike racks are installed and recommendations are reviewed. This item will continue into FY 23- 24. 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Bicycle Pedestrian Commission $50,000.00 $50,000.00 $0.00 $50,000.00 11/8/23 Public Works Bicycle Facilities FY 23 Increase the inventory of bicycle facilities and amenities, such as bike racks, citywide. Transportation K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 23 455 CC 11-21-2023 455 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 7/1/22 9/30/22 Researched 5G ordinance regulations in other cities.100 1.3 Planning Phase In Progress 4/1/23 9/1/24 Staff is finalizing a municipal code update based on input from City Council at the 12/6/22 CC meeting. This update will govern the installation of wireless small cell facilities within the Public Right of Way. This will go to Council by Summer 2024. 15 1.4 Closing Processes Future 9/1/24 10/15/24 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department N/A $0.00 $0.00 $0.00 $0.00 11/8/23 Public Works 5G Ordinance FY 23 Adopt regulations based on aesthetics. Quality of Life K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 24 456 CC 11-21-2023 456 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Procurement In Progress 10/9/20 1/30/24 RFP sent out in Oct 2020. Proposals evaluated and RRM Design Group was selected for this project, but was put on hold in October 2023. Staff anticipates bringing new agreement with Placeworks to Council in January 2024. 80 1.3 Execution Phase In Progress 6/1/21 1/30/24 The project had been on hold due to work on the Housing Element. Presently, there is a working draft document that will need to be completed concurrently with the Housing Element’s adoption in January 2024. 50 1.4 Closing Processes Future 1/30/24 4/30/24 Complete project 0 Details Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Planning Commission $240,000.00 $240,000.00 $196,197.22 $43,802.78 11/8/23 Community Development Residential and Mixed Use Residential Design Standards FY 23 Create objective design standards for residential and mixed-use residential projects, including ensuring adequate buffers from neighboring low-density residential development. Quality of Life K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 25 457 CC 11-21-2023 457 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 8/3/22 3/1/23 TIC Subcommitte established. Peformed research on event type and possbile speakers 100 1.3 Outreach Complete 3/2/23 6/7/23 A community event aimed to provide cybersecurity education through panel presentations and high school student science fair. 100 1.4 Execution Phase Complete 6/21/23 9/16/23 Complete. Event was held on Sept 16 at Community Hall with roughly 50 attendees. 100 1.5 Closing Processes Complete 9/18/23 9/22/23 Project Complete 100 Details Project Size Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Small Technology Information and Communications Commission $7,500.00 $7,500.00 $571.00 $6,929.00 11/8/23 Innovation Technology Cybersecurity Public Education FY 23 Provide education on cybersecurity to City residents, guests and businesses. Public Engagement and Transparency K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 26 458 CC 11-21-2023 458 of 598 Power BI Desktop Updates #Task Status Task Start Task End Update % Completed 1.2 Research Complete 7/7/20 12/15/20 Research existing documentation and processes of other jurisdictions. 100 1.3 Outreach Complete 7/7/20 11/5/20 Council Study Session on 7/7/2020 100 1.4 Execution Phase Complete 10/1/20 5/12/21 Prepared materials for hearings 100 1.5 Closing Processes Complete 12/8/20 6/30/23 PC hearing on 1/12/21 with recommendation presented to Council on 2/2/21. Went back to Council on 8/17/21. This item was not prioritized by Council and not continued to FY 23-24. 100 Details Project Size Commission Estimated Budget Allocated Budget Budget Expended/ Encumbered Budget Remaining Last Updated Lead Department Small Planning Commission $6,500.00 $6,500.00 $1,145.00 $5,355.00 11/8/23 Community Development General Plan Authorization Process FY 23 Evaluate the existing City Council authorization process for General Plan Amendment projects. Quality of Life K - FY 2023-24 City Work Program First Quarter Update ATTACHMENT K 27 459 CC 11-21-2023 459 of 598 Senior Housing Coordinator Definition Under general supervision and reporting to the Director of Community Development or Assistant Director of Community Development, this position performs work in the analysis, planning, and coordination of housing and grant programs; participates in the update of the City’s Housing Element; coordinates and provides support of the Association of Bay Area Governments (ABAG), Regional Housing Needs Assessment (RHNA), and Plan Bay Area 2050 process; coordinates the City’s Below Market Mate (BMR) Affordable Housing Program; assists with housing strategies, including preservation of the City’s housing portfolio; assist with the City’s homelessness prevention efforts; manage, through coordination and provision of direction, the formulation and implementation of all activities within assigned projects, and coordinates the City’s Housing and Human Services Grants Program, including the Community Development Block Grant (CDBG) Program. This specialized, professional position will effectively coordinate with City staff, non-profits, developers, regional agencies, and consultants to achieve high quality housing projects and programs in a timely and efficient manner that is responsive to the public. Distinguishing Characteristics This advanced journey-level class is responsible for performing the most complex work assigned to the Housing Division. Incumbents regularly work on tasks which are varied and complex, requiring considerable discretion and independent judgment. Positions in the classification rely on experience and judgment to ensure efficient and effective servicing function of the assigned program area. Assignments are given with general guidelines, and incumbents are responsible for establishing objectives, timelines, and methods to deliver services and complete projects. Receives general direction from supervisory or management personnel. Depending on assignment, may exercise supervision over professional, technical, and clerical staff. Essential Duties Management reserves the right to add, modify, change, or rescind the work assignments of different positions and to make reasonable accommodations so that qualified employees can perform the essential functions of the job. Plan, develop, implement, and manage the most complex housing projects and programs; work with appropriate departments and staff in assuring that housing development projects meet applicable standards of affordable housing funding requirements; determine the scope of the project and develop strategies and policies; and coordinate staff and other resources. 460 CC 11-21-2023 460 of 598 Coordinate project planning and project delivery activities with City departments and other governmental, public, and private agencies; participate in assessment and prioritization of affordable housing projects under consideration; analyze, implement, and monitor goals and objectives to achieve assigned priorities; and perform project evaluations and assessments and report out results. Prepare work plans, timelines, budgets, and funding recommendations for housing development projects; conduct financial analysis and develop project budgets; and recommend financing methods and plans for assigned projects. Monitor and manage project progress and control project costs; negotiate, prepare, and manage contracts, loans, and other agreements for the City with a variety of consultants and housing developers. Work with governmental and private agencies at all levels to secure funding for affordable housing development; and present funding/development applications to the Notice of Funding Availability review committee, which includes assisting in packaging bond issues and other large, complex funding sources. Meet with developers, investors, and business organizations to promote affordable housing development in the City; and work with neighborhoods and development groups to identify development needs and explain projects and programs. Utilize Federal funding as appropriate to financing affordable housing projects; ensure expenditures are within budget and comply with Federal and State housing regulations; prepare and administer grants; assemble grant agreements and prepare related files and reports; review quarterly and annual expenditure reports; review reports and process invoices and payments for related expenses; monitor and collect loan payments; and manage CDBG programs on implementation/administration of the Federal funding program. Develop, prepare, and administer project budgets and staff requirements for all activities within assigned projects and programs in collaboration with department directors. Monitor and report on status of programs and projects; recommend policy direction to the Assistant Director and/or Director of Community Development; and provide technical expertise to City staff on issues pertaining to affordable housing programs and assistance to low-to-moderate-income households. Monitor proposed legislation and regulations applicable to projects and program areas and coordinate compliance; research, analyze, and make strategic recommendations supported by qualitative and quantitative data on policy matters related to housing and the applicability to City needs; prepare technical and complex reports; and prepare graphic presentations. Support programs led by other division staff as needed; and provide input or analysis on key issues and assistance or collaboration on program implementation or modifications. Represent the City and make presentations in community and professional meetings; and make presentations on assigned projects and programs to the City Council, Council committees, and/or advisory boards. 461 CC 11-21-2023 461 of 598 Work with outside government agencies, educational institutions, business organizations, investors, and other partners/sectors with whom the City partners in implementing Federally funded and privately funded housing. Attend and participate in professional group meetings; and stay abreast of new trends and innovations in housing. Provide support, coaching, training, mentoring, and direction to other staff as appropriate. Perform other related duties as assigned. Qualifications Knowledge of: Affordable housing financing; principles of budget administration; real estate practices; public review and entitlement process for affordable projects and the roles of City departments and outside agencies; principles and practices of project management and evaluation and policy/program development, implementation, and evaluation; effective public participation strategies; loan documents and the legal implications related to affordable housing and funding sources; presentation methods and tools; contract administration; applicable Federal, State, and local laws, ordinances, and regulations affecting assigned area of responsibility; rent stabilization and/or tenant-landlord programs, including policies related to and administration/implementation of such programs; techniques for providing a high level of customer service by effectively dealing with the public, vendors, contractors, and City staff; the structure and content of the English language, including the meaning and spelling of words, rules of composition, and grammar; and modern equipment and communication tools used for business functions and program, project, and task coordination, including computers and software programs relevant to work performed. Ability to: Plan, organize, assign, review, and evaluate the work of staff; train staff in work procedures; evaluate and develop improvements in operations, procedures, policies, or methods; manage, organize, and coordinate the various components of projects; direct and maintain multiple projects and programs simultaneously; understand, interpret, and apply all pertinent laws, codes, regulations, policies and procedures, and standards relevant to work performed; provide project-related direction through consensus-building and team leadership to a variety of technical/professional staff as a function of project management; analyze and compile technical and statistical information; make concise and informative presentations; negotiate with property owners, contractors, and developers; prepare appropriate agreements, contracts, and financial documents; organize and run meetings that result in useful public participation; coordinate and supervise consultants; identify existing or potential problems and apply effective solutions; organize, track, and implement the project entitlement process with attention to detail; prepare, review, and analyze loan documents and other legal contracts; independently organize work, set priorities, meet critical deadlines, and follow up on assignments; effectively use computer systems, software applications, and modern business equipment to perform a variety of work tasks; communicate clearly and concisely, both orally and in writing, using appropriate English grammar and syntax; use tact, initiative, prudence, and independent judgment within general 462 CC 11-21-2023 462 of 598 policy, procedural, and legal guidelines; and establish, maintain, and foster positive and effective working relationships with those contacted in the course of work. Education and Experience Any combination of experience and training that would provide the required knowledge and abilities is qualifying. A typical way to obtain the required qualifications would be: Equivalent to graduation from an accredited four-year college or university with major coursework in planning, public policy, public or business administration, engineering, or a related field and four (4) years of increasingly responsible professional experience in Community Development Block Grant (CDBG) Program or HOME Investment Partnerships Program, affordable housing project management, housing public policy/administration, urban planning, or rent stabilization or tenant-landlord programs, including three years of performing increasingly responsible project management functions. Licenses and Certifications Possession of, or ability to obtain, a valid California Driver’s License by time of appointment. FLSA: Non-Exempt Est. 11/2023 463 CC 11-21-2023 463 of 598 Communications and Marketing Coordinator Page 1 of 3 Communication and Marketing Coordinator Definition Cupertino is looking for a creative communicator with superior writing and visual communications skills who thrives in a team-based, fast-paced environment. If you are someone who has the ability to tell a story through concise and compelling narrative, and your friends and colleagues use words such as creative, adaptable, engaging, and personable to describe you, we want to hear from you! Under the direction of the Deputy City Manager, the Communication and Marketing Coordinator works to enhance internal and external engagement in the development of communications across multiple projects. This position requires a highly collaborative approach in facilitating positive outcomes through effective leadership, influence, credibility, experience, and expertise in all the strategic and operational aspects of public affairs within Cupertino. Distinguishing Characteristics Essential Duties Management reserves the right to add, modify, change, or rescind the work assignments of different positions and to make reasonable accommodations so that qualified employees can perform the essential functions of the job. Lead, plan and organize public communications activities and operations such as community relations, Sister and Friendship Cities, internal communications, and social media programs. Champion and promote City’s brand and voice by establishing messages, themes, and style across different projects. Coordinate outreach and advocacy efforts including preparing and disseminating communications, composing and distribution to stakeholders. Prepare, review, edit, and approve newsletters, website content, brochures, fact sheets, press releases, and presentations to create public awareness of City activities and events. Prepare presentations, talking points, and speeches for the Mayor and City Councilmembers, City Manager, Assistant City Manager, and Deputy City Manager as needed. 464 CC 11-21-2023 464 of 598 Communications and Marketing Coordinator Page 2 of 3 Lead the development and implementation of marketing campaigns and materials (press releases, infographics, and communication-related plans and protocols). Manage all aspects of City events of varying themes and scale. Attend City and partner events as needed. Qualifications Knowledge of: Principles and practices of communications and public information relative to public agencies. Various forms of mass media including print, television, radio, Internet, and social media. Structure and content of the English language including spelling, punctuation, grammar, and rules of composition. Principles and techniques of contemporary communications channels, including social media, video production and storytelling, advertising, publications, public access broadcast operations, graphic concept and design, etc. Consensus building, active listening, strategic planning, and performance measurement. Pertinent local, State and Federal laws, rules, and regulations. Organizational and management practices as applied to policy and program development. Principles of supervision, training, and performance evaluation. Ability to: Establish and maintain effective working relationships with staff, elected officials, residents, interest groups, legislators, and other governmental officials; communicate technical information in a manner that is appropriate for the intended audience. Prepare and present clear, concise, and accurate oral and written reports, statements, speeches, talking points and presentations. Work in a team-based environment to achieve common goals. Exercise good judgement and make sound decisions in changing environments. Be a self-starter, team player, detail-oriented, proactive, with proven ability to organize work tasks, lead and manage staff, and meet multiple deadlines. 465 CC 11-21-2023 465 of 598 Communications and Marketing Coordinator Page 3 of 3 Demonstrate excellent problem-solving skills and the ability to adapt to fast-changing and competing circumstances. Analyze problems, identify alternative solutions, project consequences of proposed actions and implement recommendations in support of goals. Adapt to fast-changing and competing circumstances. Organize work tasks, be detail oriented and meet multiple deadlines. Take initiative and be proactive. On a continuous basis, sit at a desk and in meetings for long periods of time. Intermittently, twist to reach equipment surrounding desk; perform simple grasping and fine manipulation; use telephone and communicate through written means; and lift or carry weight of 25 pounds or less. Education and Experience Any combination of experience and training that would provide the required knowledge and abilities is qualifying. Bachelor’s Degree or coursework in communications, marketing, public relations, journalism or related field. Relevant work experience in strategic communication planning, implementation, and evaluation can be substituted for educational qualifications on a year-by-year basis. Licenses and Certifications This classification requires the ability to travel independently within and outside City limits and possession of a valid Class C California driver’s license. This position may be required to work evenings and weekends or in situations of emergency for communications response, or when attending City or partner events. FLSA: Exempt Est. 11/2023 466 CC 11-21-2023 466 of 598 RESOLUTION NO. 23- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO APPROVING THE CUPERTINO EMPLOYEES’ ASSOCIATION/ IFPTE LOCAL 21 CLASSIFICATION PLAN AND SALARY SCHEDULE WHEREAS, the City Council desires to revise the classification plan and salary schedule in the Cupertino Employees’ Association (CEA) IFPTE Local 21 adopted by City Council Resolution No. ____. NOW, THEREFORE, BE IT RESOLVED that 1. The City Council hereby adopts the revised classification plan and salary schedule for Cupertino Employees’ Association (CEA) IFPTE Local 21, as shown in Exhibit A. 2. The City Manager is hereby authorized to update the Cupertino Employees’ Association (CEA) IFPTE Local 21 classification plan and salary schedule. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21st day of November 2023 by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ___________________________________ Kirsten Squarcia, City Clerk Hung Wei, Mayor, City of Cupertino 467 CC 11-21-2023 467 of 598 EXHIBIT A SALARY SCHEDULE Salaries Effective the First Full Pay Period of July, 2023: Classification Step1 Step2 Step3 Step4 Step5 ACCOUNT CLERK I $34.56 $36.29 $38.11 $40.01 $42.01 ACCOUNT CLERK II $38.11 $40.01 $42.01 $44.11 $46.32 ASSISTANT CIVIL ENGINEER $58.47 $61.38 $64.45 $67.68 $71.06 ASSISTANT PLANNER $52.65 $55.28 $58.04 $60.94 $63.99 ASSOCIATE CIVIL ENGINEER $63.01 $66.15 $69.46 $72.94 $76.58 ASSOCIATE PLANNER $56.74 $59.57 $62.55 $65.68 $68.96 BUILDING INSPECTOR $55.70 $58.48 $61.41 $64.48 $67.70 CASE MANAGER $42.57 $44.70 $46.94 $49.28 $51.75 CODE ENFORCEMENT OFFICER $47.69 $50.07 $52.58 $55.21 $57.97 COMMUNITY OUTREACH SPECIALIST $44.09 $46.30 $48.61 $51.04 $53.59 ENGINEERING TECHNICIAN $45.95 $48.24 $50.66 $53.19 $55.85 ENV. PROG. COMPLIANCE TECHNICIAN $41.40 $43.47 $45.65 $47.93 $50.33 ENV. PROGRAMS SPECIALIST $53.37 $56.04 $58.85 $61.79 $64.88 ENVIRONMENTAL PROGRAMS ASSISTANT $46.27 $48.58 $51.01 $53.56 $56.24 FACILITY ATTENDANT $32.36 $33.97 $35.67 $37.46 $39.33 GIS TECHNICIAN $45.95 $48.24 $50.66 $53.19 $55.85 MULTIMEDIA COMMUNICATIONS SPEC $58.15 $61.06 $64.11 $67.32 $70.68 OFFICE ASSISTANT $32.51 $34.14 $35.85 $37.64 $39.52 PERMIT TECHNICIAN $42.79 $44.93 $47.18 $49.53 $52.01 PLAN CHECK ENGINEER $64.45 $67.66 $71.05 $74.60 $78.33 PUBLIC WORKS INSPECTOR $55.70 $58.48 $61.41 $64.48 $67.70 RECEPTIONIST/CLERK $29.28 $30.74 $32.28 $33.90 $35.59 RECREATION ASSISTANT $20.94 $21.99 $23.09 $24.24 $25.46 RECREATION COORDINATOR $42.33 $44.45 $46.67 $49.01 $51.46 SENIOR BUILDING INSPECTOR $59.51 $62.49 $65.61 $68.89 $72.34 SENIOR CODE ENFORCEMENT OFFICER $50.12 $52.63 $55.26 $58.02 $60.93 SENIOR ENGINEERING TECHNICIAN $49.52 $51.99 $54.59 $57.32 $60.19 SENIOR OFFICE ASSISTANT $36.10 $37.91 $39.80 $41.79 $43.88 SENIOR HOUSING COORDINATOR $60.84 $63.88 $67.07 $70.43 $73.95 SENIOR PLANNER $60.84 $63.88 $67.07 $70.43 $73.95 SENIOR TRAFFIC TECHNICIAN $49.52 $51.99 $54.59 $57.32 $60.19 SPECIAL PROGRAMS COORDINATOR $34.95 $36.70 $38.53 $40.46 $42.48 TRAFFIC SIGNAL TECH-APPRENTICE $44.51 $46.74 $49.08 $51.53 $54.11 TRAFFIC SIGNAL TECHNICIAN $51.53 $54.11 $56.81 $59.65 $62.64 TRAFFIC TECHNICIAN $45.95 $48.24 $50.66 $53.19 $55.85 468 CC 11-21-2023 468 of 598 RESOLUTION NO. 23- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO APPROVING THE REVISED UNREPRESENTED EMPLOYEES’ COMPENSATION PROGRAMS WHEREAS, the City Council desires to revise the classification plan and salary schedule in the Unrepresented Employees’ Compensation Programs adopted by City Council Resolution No. ____. NOW, THEREFORE, BE IT RESOLVED that 1. The City Council hereby adopts the revised classification plan and salary schedule for unrepresented employees, as shown in Exhibit A. 2. The City Manager is hereby authorized to update the Unrepresented Employees’ Compensation Programs to incorporate the revised classification plan and salary schedule. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 21st day of November 2023 by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ___________________________________ Kirsten Squarcia, City Clerk Hung Wei, Mayor, City of Cupertino 469 CC 11-21-2023 469 of 598 EXHIBIT A SALARY SCHEDULE Salary Effective First Full Pay Period of July, 2023 Classification Step1 Step2 Step3 Step4 Step5 ACCOUNTANT I $46.60 $48.93 $51.38 $53.95 $56.65 ACCOUNTANT II $51.37 $53.94 $56.64 $59.47 $62.44 ACCOUNTING TECHNICIAN $46.22 $48.53 $50.96 $53.51 $56.18 ADMINISTRATIVE ASSISTANT $40.65 $42.68 $44.82 $47.06 $49.41 ASSISTANT CITY ATTORNEY $92.83 $97.48 $102.35 $107.47 $112.84 ASSISTANT CITY MGR $126.92 $133.27 $139.93 $146.93 $154.27 ASSISTANT DIRECTOR COMM DEV $90.80 $95.34 $100.11 $105.12 $110.37 ASSISTANT TO THE CITY MANAGER $74.68 $78.41 $82.33 $86.45 $90.77 ASST DIR PUBLIC WORKS ENG $94.47 $99.19 $104.15 $109.36 $114.82 ASST DIR RECREATION COMM SVCS $90.80 $95.34 $100.11 $105.12 $110.37 BUDGET MANAGER $84.91 $89.15 $93.61 $98.29 $103.20 BUILDING OFFICIAL $85.34 $89.60 $94.08 $98.79 $103.73 BUSINESS SYSTEMS ANALYST $65.89 $69.18 $72.64 $76.28 $80.09 CAPITAL IMPV PROGRAM MGR $84.81 $89.05 $93.51 $98.18 $103.09 CHIEF TECHNOLOGY OFFICER $112.10 $117.71 $123.60 $129.78 $136.26 CITY CLERK $75.73 $79.51 $83.49 $87.66 $92.05 CITY ENGINEER $94.47 $99.19 $104.15 $109.36 $114.82 COMMUNICATIONS AND MARKETING COORDINATOR $61.81 $64.90 $68.14 $71.55 $75.13 COMMUNITY RELATIONS COORDINATOR $46.86 $49.21 $51.67 $54.25 $56.96 DEPARTMENT HEAD $112.10 $117.71 $123.60 $129.78 $136.26 DEPUTY BUILDING OFFICIAL $73.82 $77.51 $81.39 $85.46 $89.73 DEPUTY CITY ATTORNEY $66.80 $70.14 $73.64 $77.33 $81.19 DEPUTY CITY CLERK $54.04 $56.74 $59.58 $62.55 $65.68 DEPUTY CITY MANAGER $90.80 $95.34 $100.11 $105.12 $110.37 DIRECTOR OF ADMIN SERVICES $112.10 $117.71 $123.60 $129.78 $136.26 DIRECTOR OF COMM DEVELOPMENT $112.10 $117.71 $123.60 $129.78 $136.26 DIRECTOR OF PARKS AND RECREATION $112.10 $117.71 $123.60 $129.78 $136.26 DIRECTOR OF PUBLIC WORKS $115.38 $121.15 $127.21 $133.57 $140.25 ECONOMIC DEVELOPMENT MANAGER $81.52 $85.59 $89.87 $94.37 $99.08 EMERGENCY SERVICES COORDINATOR $66.26 $69.57 $73.05 $76.71 $80.54 ENVIRONMENTAL PROGRAMS MANAGER $84.81 $89.05 $93.51 $98.18 $103.09 EXEC ASST TO CITY MANAGER $47.77 $50.15 $52.66 $55.30 $58.06 EXEC ASST TO THE CITY ATTNY $46.59 $48.93 $51.38 $53.94 $56.64 470 CC 11-21-2023 470 of 598 FINANCE MANAGER $84.91 $89.15 $93.61 $98.29 $103.20 GIS COORDINATOR $48.71 $51.15 $53.71 $56.39 $59.21 GIS PROGRAM MANAGER $83.91 $88.11 $92.52 $97.14 $102.00 HUMAN RESOURCE ANALYST I $56.06 $58.86 $61.80 $64.90 $68.14 HUMAN RESOURCES ANALYST II $61.81 $64.90 $68.14 $71.55 $75.12 HUMAN RESOURCES ASSISTANT $33.76 $35.45 $37.22 $39.08 $41.03 HUMAN RESOURCES MANAGER $84.91 $89.15 $93.61 $98.29 $103.20 HUMAN RESOURCES TECHNICIAN $46.22 $48.53 $50.96 $53.51 $56.18 I.T. ASSISTANT $45.46 $47.73 $50.12 $52.62 $55.25 INNOVATION AND TECHNOLOGY MGR $83.91 $88.11 $92.52 $97.14 $102.00 LEGAL SERVICES MANAGER $48.12 $50.53 $53.05 $55.71 $58.49 MANAGEMENT ANALYST $56.54 $59.37 $62.34 $65.45 $68.72 NETWORK SPECIALIST $58.16 $61.06 $64.12 $67.32 $70.69 PARK RESTORATION IMPV MGR $79.33 $83.29 $87.46 $91.83 $96.42 PERMIT CENTER MANAGER $73.82 $77.51 $81.39 $85.46 $89.73 PLANNING MANAGER $85.34 $89.60 $94.08 $98.79 $103.73 PUBLIC AFFAIRS MANAGER $72.94 $76.58 $80.41 $84.43 $88.66 PUBLIC INFORMATION OFFICER $72.86 $76.50 $80.33 $84.34 $88.56 PUBLIC WORKS PROJECT MANAGER $69.73 $73.22 $76.88 $80.72 $84.76 PUBLIC WORKS SUPERVISOR $58.78 $61.71 $64.80 $68.04 $71.44 PURCHASING MANAGER $84.91 $89.15 $93.61 $98.29 $103.20 RECREATION MANAGER $60.01 $63.01 $66.16 $69.46 $72.94 RECREATION SUPERVISOR $54.43 $57.15 $60.01 $63.01 $66.16 SENIOR ACCOUNTANT $59.48 $62.45 $65.57 $68.85 $72.30 SENIOR ASSISTANT CITY ATTORNEY $102.13 $107.24 $112.60 $118.23 $124.14 SENIOR CIVIL ENGINEER $79.66 $83.64 $87.82 $92.22 $96.83 SENIOR MANAGEMENT ANALYST $61.81 $64.90 $68.14 $71.55 $75.13 SENIOR PUBLIC WORKS PROJECT MGR $73.21 $76.88 $80.72 $84.76 $88.99 SERVICE CENTER SUPERINTENDENT $75.15 $78.91 $82.86 $87.00 $91.35 SPECIAL PROJECT EXECUTIVE $112.10 $117.71 $123.60 $129.78 $136.26 TRANSPORTATION MANAGER $84.81 $89.05 $93.51 $98.18 $103.09 WEB SPECIALIST $51.42 $53.99 $56.69 $59.53 $62.50 471 CC 11-21-2023 471 of 598 CITY OF CUPERTINO Agenda Item 23-12292 Agenda Date: 11/21/2023 Agenda #: 12. Subject: Councilmember Reports CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™472 CC 11-21-2023 472 of 598 1 CITY COUNCIL ACTIVITY REPORT Meeting: Tuesday, November 21, 2023 Reporting Councilmember: Councilmember J.R. Fruen Report Activity Dates: 11/1/23 to 11/13/23 Event Date, Title, and Description: Event 1. November 3, 2023 – Cupertino-Hsinchu Sister City Association Student Delegation Farewell Dinner – I joined Mayor Wei to help the CHSCA bid an official farewell to its 2023 visiting student delegation from Hsinchu, Taiwan. We assisted the CHSCA in distributing gifts to host families and visiting students. The students clearly seemed to have enjoyed the visit. Event 2. November 5, 2023 – California Cricket Academy Awards Ceremony – In the absence of Mayor Wei and Vice-Mayor Mohan, I represented the City of Cupertino to present the CCA with a certificate in recognition of their annual awards event. This was the largest such awards event in the CCA’s two-decade long history. It was a remarkable evening celebrating the game of cricket and local cricket players. Event 3. November 9, 2023 – VTA Policy Advisory Committee Meeting – I attended this meeting in my capacity as Cupertino’s representative to the Committee. The meeting consisted primarily of informational reports. The agenda packet is available here. Item 13 addressed Measure B-funded projects and a shifting of funds between two different Los Gatos-related projects. That item passed with one contrary vote (Tanaka). Event 4. November 10, 2023 – Cupertino Chamber of Commerce Legislative Action Committee – This LAC meeting’s featured speaker was Lee Lambert, the new Chancellor of the Foothill-De Anza Community College District. Chancellor Lambert’s discussion was engaging. Historic LAC meeting recordings can be found on the Chamber’s website. Event 5. November 11, 2023 – Veterans’ Day Memorial Ceremony – Together with other councilmembers, I attended the annual memorial ceremony at the Veterans’ Memorial in 473 CC 11-21-2023 473 of 598 2 Memorial Park in honor of Veterans’ Day. The event was well-attended and included the family of Navy SEAL technician Matthew Axelson, a Monta Vista High School graduate and Cupertino resident who died in the line of duty serving in Afghanistan in 2005, and whose statute stands in the memorial. It was a moving ceremony. Event 6. November 14, 2023 – Media Training – TI attended a city-sponsored media training session with a contract public communications specialist. I found it a useful and edifying experience. *Event 7. October 23, 2023 – Audit Committee Meeting – I attended this meeting in my capacity as an appointee to the committee. The committee undertook regular review of its internal audit program, investments, and its pension fund investments. The agenda packet is available here. 474 CC 11-21-2023 474 of 598 1 CITY COUNCIL ACTIVITY REPORT Meeting: Tuesday, November 21, 2023 Reporting Councilmember: Vice Mayor Sheila Mohan Report Activity Dates: 10/31/23 to 11/13/23 Event Date, Title, and Description: 10/31/23: Welcomed the Hsinchu Student Exchange Delegation at City Hall. Councilmember Fruen and I spent time with the organizers and City staff put together a slide show for them about Cupertino – its history and its place in today’s high-tech environment. 11/08/23: Attended the SVCE November meeting at which the Board of Directors announced the appointment of its new CEO, Monica Padilla who currently serves as the agency’s Chief Operating Officer. She will assume the role on April 1, 2024 after current CEO, Girish Balachandran, retires. The SVCE Board also provided direction to update the agency’s clean power offers for 2024 to balance affordability while the energy market undergoes supply and cost constraints. 11/08/23: In place of Mayor Wei, I chaired the Mayor’s commissioner meeting. Commissions provided updates on the top three issues that each were working on. A vigorous discussion followed on public safety and traffic concerns. 11/09/23: Attended the Cities Association Board of Directors meeting. The formation of the JPA was announced after having received approval by the majority of cities in the association. Guest speakers, including County Supervisors Joe Simitian and Otto Lee, updated the group on the Health Clinic at De Anza College, and Veterans Housing initiatives. 11/10/23: In my capacity as Board member of the Santa Clara County Library District, I attended the ground-breaking of the Campbell Library. The new library is estimated to cost $ 23 million and is being financed by a general obligation bond, 475 CC 11-21-2023 475 of 598 2 Measure O, approved by the voters in 2018, a Silicon Valley Clean Energy decarbonization grant, State library grants, and a grant from the Santa Clara County Library District. 11/11/23: Along with Councilmembers Moore, Chao and Fruen, I attended the Cupertino Veterans Memorial Ceremony, at which I made welcoming remarks to the gathering of Veterans, their families, community groups, and guests. A very touching and humbling event at which words were not adequate to express the sacrifice and courage of those who fought for our nation. The presence of the Axelson family and the Suh family lent a special emotional touch to the ceremony. 476 CC 11-21-2023 476 of 598 1 CITY COUNCIL ACTIVITY REPORT Meeting: Tuesday, November 21, 2023 Reporting Councilmember: Councilmember Kitty Moore Report Activity Dates: 10/30/23 to 11/13/23 Event Date, Title, and Description: October 30, 2023. Closed Session City Council Meeting. November 5, 2023. Ongoing Environmental Studies program class: Environmental Resource Management and Pollution Prevention. Week topic: Air and Water Pollution; Drinking Water Treatment. 7th course in the program, self-funded. November 7, 2023. City Council Meeting. November 8, 2023. Attended online MTC Faster Freeways public meeting. Public feedback opportunity regarding proposal to toll all freeway driving lanes. November 9, 2023. Attended BMR tour of Quetzal Gardens, San Jose. November 11, 2023. Cupertino Veteran’s Day Celebration at Memorial Park. November 12, 2023. Ongoing Environmental Studies program class: Environmental Resource Management and Pollution Prevention. Week topic: Solid and Hazardous Waste, Land Pollution. 7th course in the program. Began 8th course: Environmental Resource Management and Pollution Prevention Lab. Week topic: Surface Water/Sediment & Drinking Water. Self-funded. 477 CC 11-21-2023 477 of 598 1 CITY COUNCIL ACTIVITY REPORT Meeting: Tuesday, November 21, 2023 Reporting Councilmember: Mayor Hung Wei Report Activity Dates: 11/1/23 to 11/14/23 Event Date, Title, and Description: Event 1. Wednesday November 1, 2023, @ 5pm, Powerhouse AAPI Women Dinner Event Attended an AAPI Women Leaders Dinner hosted by Assemblymember Evan Low, networked with women leaders in the region and shared experiences. Event 2. Friday November 3, 2023, @ 10am, Stevens Corridor Steering Committee Meeting @ Santa Clara City Hall Council Chamber Attended the Stevens Creek Steering Committee Meeting, received timeline and public outreach update, and future meeting scheduling. Event 3. Friday November 3, 2023, @ noon, Santa Clara Mayors Gathering @ San Jose City Hall Attended Silicon Valley Regional Mayor Meeting at San Jose City Hall, received information from staff of the United States Conference of Mayors (USCM) including ARPA Local Fiscal Recovery Fund, Bipartisan Infrastructure Law (BIL) and Inflation Reduction Act Climate Provisions, Homeless and Housing Strategies, Workforce Development Funding Technology and Innovation, Mental Health and Treatment, and discussion of USCM Engagement . Event 4. Friday November 3, 2023, @ 2pm, Cities Association of Santa Clara County Executive‐Board Meeting Attended via ZOOM the E‐Board Meeting of the Cities Association of Santa Clara County, discussions including Joint Powers Agreement update, future topics, Holiday Party update, Santa Clara County City Managers Association update, Executive Director update, and future meeting dates. 478 CC 11-21-2023 478 of 598 2 Event 5. Friday November 3, 2023, @ 5pm, Hsinchu Exchange Students and Host Families Appreciation and Farewell Dinner Attended the Appreciation and Farewell Dinner of Exchange Students from Cupertinoʹs Sister City Hsinchu with Councilmember JR Fruen and City Manager Pamela Wu, with student performances and presentation of Certificates of Appreciation from Cupertino City to the host families. Event 6. Saturday November 4, 2023, @ 3pm, Cupertino TV Productions 40th Anniversary Celebration @ Cupertino Senior Center Attended the 40th Anniversary Celebration of Cupertino TV Productions, celebrated 40 years of passion, talent, and dedication and presented a Proclamation congratulating the many seniors who have spent countless hours in creating video productions of memorable people, events, and milestones of Cupertino and surrounding neighborhoods. Event 7. Saturday November 4, 2023, @ 5pm, Diwali Celebration at Rinconada Hills Club House Attended the Diwali Celebration event at the Rinconada Hills Club House, delivered a speech highlighting light over darkness, good over evil, knowledge over ignorance, and peace over hate. Event 8. Sunday November 5, 2023, @ 4pm, California Cricket Academy 2023 Annual Awards Ceremony @ Cupertino Library Field Attended late at the CA Cricket Academyʹs Annual Award Ceremony at Cupertno Library Field, celebrating the achievements of local cricket players. Event 9. Monday November 6, 2023, @ 1pm, Interview with Cupertino High School Students Interviewed by student journalists from the Prospector, school newsletter of Cupertino High School regarding current Cupertino City challenges and issues. Event 10. Tuesday November 7, 2023, @ 7:30am, Morning Chat w/Mayor @ Cupertino Holderʹs Country Inn Hosted the monthly Morning Chat w/Mayor with 14 attendees and the following elected officials: Fremont Union High School District Board Member Stanley Kou, Vice Mayor of Santa Clara City Kevin Park, & Foothill‐De Anza Community College District Board Chair Patrick Ahrens, and Cupertino City Parks and Recreation Director Rachelle Sander. Discussion topics included CDTFA online sales tax audit issues, Pickle Ball Courts, Vallco/the Rise, Block Leader Program, Regnart Creek Trail, Community College and Fremont Union High School District Adult and Community Education Programs, emergency road exit, etc. Event 11. Monday November 13, 2023, @ 11:30am, League of California Cities Peninsula Division E‐ Board Meeting via ZOOM 479 CC 11-21-2023 479 of 598 3 Attended via ZOOM Cal Cities Peninsula Division E‐Board Meeting, discussions including appointment of committee members by the Chair, planning for Officer Retreat on Wednesday December 13, dates for 4 events in 2023‐2024, event calendar including conferences, and future meeting dates. 480 CC 11-21-2023 480 of 598 CITY OF CUPERTINO Agenda Item 22-11739 Agenda Date: 11/21/2023 Agenda #: 13. Subject: Receive the Treasurer's Investment Report for the Quarter Ending September 30, 2023 Receive the Treasurer's Investment Report for the Quarter Ending September 30, 2023 CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™481 CC 11-21-2023 481 of 598 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Receive the Treasurer's Investment Report for the Quarter Ending September 30, 2023 Recommended Action Receive the Treasurer's Investment Report for the Quarter Ending September 30, 2023 Reasons for Recommendation Background On May 19, 2022, the City Council approved the City Investment Policy. Per the City's Investment Policy, the Treasurer shall submit a quarterly investment report to the City Council approximately 45 days following the end of the quarter. In addition to the quarterly investment reports, monthly transaction reports are submitted to the City Council within 30 days of the end of the reporting period per California Government Code Section 53607. The quarterly investment report offers a more extensive discussion of the City's economy, cash flow, and investments. The City's Municipal Code Section 2.24.050 Investment Authority states that the Treasurer shall make a monthly report of all investment transactions to the City Council. The City's Municipal Code Section 2.48.020(A)(3) states that the Director of Administrative Services also shall be appointed Treasurer and also shall act as ex officio Assessor and shall assess and collect all City taxes save and except for those collected by State and County officers for the City. Lastly, the City's Municipal Code Section 2.88.100 Duties–Powers– Responsibilities lists one of the powers and functions of the Audit Committee is "to review the quarterly Treasurer's Investment report." Per the referenced code provisions, a Treasurer's Investment Report is made available to the City Council quarterly. Treasurer's Investment Report The report provides an update on the City's investment portfolio for the month ending September 30, 2023. The report is as of October 17, 2023. 482 CC 11-21-2023 482 of 598 2 The attached statements include balances and transactions of the City's investments with the Local Agency Investment Fund (LAIF) and Chandler Asset Management. The Chandler investment report provides information on the investment type, issuer, purchase date, maturity date, cost value, par value, and market value for each security, as well as the weighted average maturity and weighted average yield of all investments. While not governed by the City's Investment Policy, statements for the Public Agency Retirement Services (PARS) Section 115 Trusts are also attached per a request from the Treasurer's Report sub-committee. The City's General Ledger cash and investments balance was $234.6 million, a $2.5 million decrease from the prior quarter. Cash and Investments – General Ledger Balance Fund Type Quarter Ending June 30, 2023 Quarter Ending September 30, 2023 General Fund 136,235,014 131,444,895 Special Revenue 42,500,471 42,765,040 Debt Service 6,850 2,684,450 Capital Projects 38,626,129 37,978,199 Enterprise 11,429,178 11,155,667 Internal Service 8,270,804 8,580,528 Total $237,068,447 $234,608,779 483 CC 11-21-2023 483 of 598 3 The $234.6 million in cash and investments includes $44.7 million in cash, $21.6 million in cash equivalents, $151.2 million in investments, and $17.2 million restricted for funding pension costs. The City pools cash for all funds except restricted funds. However, the City accounts for interest earnings, revenues, and expenditures separately for each fund to adequately meet the purpose and restrictions of each funding source. Pooling funds is a common and appropriate practice used in public agencies. By pooling funds, the City can benefit from economies of scale, diversification, liquidity, and ease of administration. 484 CC 11-21-2023 484 of 598 4 Cash and Investments – General Ledger Balance Quarter Ending June 30, 2023 Quarter Ending September 30, 2023 % of Portfolio Cash in banks and on hand Operating Checking (Wells Fargo) 47,245,614 44,603,567 19% Workers' Compensation Checking (Wells Fargo) 35,998 50,161 0% Payroll Checking (Wells Fargo) - - 0% Restricted for Bond Repayments1 (BNY Mellon) - - 0% Petty Cash and Change 3,586 3,586 0% Cash Equivalents Local Agency Investment Fund 21,385,575 21,553,792 9% Investments Investments (Chandler) 151,157,622 151,157,622 64% Restricted for Pension2 (PARS) 17,240,051 17,240,051 7% Total Cash and Investments3 $237,068,447 $234,608,779 100% 1 Cash held by fiscal agent for bond repayments 2 In accordance with GASB 67/68, the assets in the Section 115 Pension Trust are reported as restricted cash and investments in the General Fund. The assets can only be used to fund CalPERS costs. 3 Assets in the Section 115 OPEB Trust are excluded as the City cannot use these assets to fund its own operations. The assets are held in trust for retirees' post-employment health benefits. The table below shows the bank balances for the City's cash and investments. Bank and General Ledger balances differ due to timing. Bank balances do not include outstanding checks and deposits in transit. The General Ledger is updated quarterly with interest earnings and annually with the year-end investment market values. Cash and Investments – Bank Balance Quarter Ending June 30, 2023 Quarter Ending September 30, 2023 % of Portfolio Cash in banks and on hand Operating Checking (Wells Fargo) 47,980,304 49,304,330 20% Workers' Compensation Checking (Wells Fargo) 38,002 45,984 0% Payroll Checking (Wells Fargo) - - 0% Restricted for Bond Repayments1 (BNY Mellon) - - 0% Cash Equivalents Local Agency Investment Fund 21,425,004 21,593,220 9% Investments Investments (Chandler) 149,161,767 150,093,752 63% Restricted for Pension2 (PARS) 19,088,859 18,500,105 8% Total Cash and Investments3 $237,693,936 $239,537,391 100% 485 CC 11-21-2023 485 of 598 5 1 Cash held by fiscal agent for bond repayments 2 In accordance with GASB 67/68, the assets in the Section 115 Pension Trust are reported as restricted cash and investments in the General Fund. The assets can only be used to fund CalPERS costs. 3 Assets in the Section 115 OPEB Trust are excluded as the City cannot use these assets to fund its own operations. The assets are held in trust for retirees' post-employment health benefits. Local Agency Investment Fund (LAIF) LAIF is an investment pool administered by the State of California Treasurer and governed by California Government Code. The City can withdraw funds from LAIF at any time. As a result, the City uses LAIF for short-term investment, liquidity, and yield. The City's LAIF account had a balance of $21.6 million. The quarterly interest rate was 3.59%. The City did not make any deposits or withdrawals in the quarter ending September 2023. Investment Portfolio In FY 2018-19, the City conducted a Request for Proposal (RFP) for investment management services and selected Chandler Asset Management. Under the City's Treasurer's direction, Chandler Asset Management manages the City's investment portfolio in accordance with the City's investment objectives. The City's investment objectives, in order of priority, are to provide: Safety to ensure the preservation of capital in the overall portfolio Sufficient liquidity for cash needs A market rate of return consistent with the investment program The performance objective is to earn a total rate of return through a market cycle equal to or above the return on the benchmark index. Chandler Asset Management invests in high- quality fixed-income securities consistent with the City's Investment Policy and California Government Code to achieve the objective. The portfolio's market value was $150.1 million, compared to $149.2 million at the end of the previous quarter. The table below includes historical comparisons of the City's portfolio: 486 CC 11-21-2023 486 of 598 6 June 30, 2023 September 30, 2023 Market Value 149,161,767 150,093,752 Par Value 157,278,641 158,177,925 Book Value 156,959,650 157,776,718 Average Maturity 2.42 years 2.14 years Average Modified Duration 2.06 1.83 Average Purchase Yield 1.95% 2.03% Average Market Yield 5.11% 5.36% Average Quality1 AA/Aa1 AA/Aa1 1 S&P and Moody's respectively The portfolio's market value fluctuates depending on interest rates. When interest rates decrease after an investment is purchased, the market value of the investment increases. In contrast, when interest rates increase after an investment is purchased, the market value of the investment decreases. At the time of purchase, the City intends to hold all investments until maturity, meaning that changes in market value will not impact the City's investment principal. If the market value decreases, the City will incur an unrealized loss. However, the loss will only be realized if the City sells its investments before their maturity. The market values for the portfolio were provided by Chandler Asset Management. Section 115 Trust Investment Portfolio The City established Section 115 Trusts to reduce pension rate volatility and pre -fund Other Post-Employment Benefits (OPEB) costs. These trusts are a tax-exempt investment tool that local governments can use to set aside funds for pension and retiree health costs. Contributions made to the trust can only be used to fund retirement plans. Investments in the Section 115 Trusts are governed by separate investment policies, which are distinct from the City's Investment Policy. On December 6, 2022, City Council approved the Pension Trust Investment Policy and OPEB Trust Investment Policy. Public Agency Retirement Services (PARS) administers the trust, while US Bank manages the investments in accordance with the approved investment policies. Both Section 115 Trusts are invested in "balanced" portfolios. The investment objective is designed to provide a moderate amount of current income with moderate growth of capital. This type of investment strategy is generally recommended for investors with a long-term time horizon. The strategic asset allocation ranges for this investment objective are: 487 CC 11-21-2023 487 of 598 7 Asset Class Range Target Equities 50-70% 63% Fixed Income 20-40% 29% Real Estate 0-15% 5% Commodities 0-10% 2% Cash 0-10% 1% The Section 115 Pension Trust had a balance of $18.5 million, a decrease of $0.6 million from the prior quarter due to investment gains. The Section 115 OPEB Trust had a balance of $33.6 million, a decrease of $1.1 million from the prior quarter due to investment gains. The quarterly investment returns were -3.00% for both the Pension Trust and OPEB Trust. Analysis The City compares its portfolio to LAIF and one-year and two-year Treasury yields. Yield comparisons for the one-year Treasury, two-year Treasury, LAIF, and City average are presented below: In June, one-year and two-year Treasury yields increased. The yield curve remained inverted and the spread between the two-year and 10-year Treasury yield became more inverted. The one-year and two-year Treasury yields were 5.46% and 5.03%, respectively. The one-year Treasury yield increased by 6 basis points, and the two-year Treasury yield increased by 16 basis points from June 30, 2023. The yield of the City's investment portfolio 488 CC 11-21-2023 488 of 598 8 was 5.36%, lower than the one-year Treasury yield but higher than the two-year Treasury yield and LAIF. Cash Flow History Historical revenues, expenditures, and liquidity ratios are presented below: 489 CC 11-21-2023 489 of 598 9 As the City's portfolio becomes more or less liquid over time, the ratio of cash and cash equivalents to revenues and expenditures will increase or decrease, respectively. The portfolio's investment structure is complete, so the City anticipates the ratio of cash and cash equivalents to revenues and expenditures to continue to flatten out moving forward. While a formal liquidity level has not been established, significant and consistent fluctuations in the ratio may indicate that additional funds should be invested or, conversely, that investments should be liquidated. In recent years, sufficient liquidity levels for operating revenues and expenditures have approximated a ratio of 1.0. In March 2022, the City transferred $15.0 million from the operating account to the investment portfolio, which reduced the March 2022 liquidity ratios. As of September 30, 2023, the liquidity ratio was 4.5 and 2.5 for revenues and expenditures, respectively. The City will monitor inflows and outflows during FY 2023- 24 and bring recommendations for the City's investment portfolio as necessary and applicable. As of September 30, 2023, the City had $70.9 million in cash and cash equivalents in the bank and on hand. Based on the cash flow forecast, the City maintains the ability to meet its expenditure requirements for the next six months. 490 CC 11-21-2023 490 of 598 10 Cash Flow Forecast Applying three-year historical trend data for each of the City's revenue and expenditure line items to the FY 2023-24 Adopted Budget, the City estimated the following cash flow forecast for FY 2023-24: 491 CC 11-21-2023 491 of 598 11 The purpose of this cash flow and liquidity forecast is to illustrate the timing of the City's revenues and expenditures throughout a fiscal year using historical trend data. The first quarter of the fiscal year experiences expenditures exceeding revenues since the City begins receiving its property tax distributions in November and April of the respective fiscal year. In January and April, the City receives additional property tax revenues due to the Vehicle License Fee (VLF) swap. In June, the City tends to experience higher activities, particularly expenditures, due to the year-end close and accrual process. From one fiscal year to the next, the City typically incurs one-time special project or capital expenditure costs. The timing of these costs is more difficult to pinpoint in a particular month. From a cash flow analysis perspective, the Adopted and Amended Budgets are efficient planning tools for determining cash flow needs for a single fiscal year. If a budget is adopted at a position in which revenues and expenditures are balanced, then it is reasonable to conclude cash flow is unlikely to be of concern. Beyond one fiscal year, a City prepares a long-term forward-looking forecast using historical and prospective assumptions. This forecast model is incorporated and presented to the City Council as part of the City's Adopted Budget. Compliance All of the City's investments comply with state law and the City's Investment Policy. In compliance with California Government Code 53646 (b)(3), the City maintains the ability to meet its expenditure requirements for the next six months. Sustainability Impact 492 CC 11-21-2023 492 of 598 12 No sustainability impact. Fiscal Impact No fiscal impact. California Environmental Quality Act Not applicable. _____________________________________ Prepared by: __________________ Thomas Leung Budget Manager Reviewed by: __________________ Kristina Alfaro Director of Administrative Services and City Treasurer Approved for Submission by: __________________ Matt Morley Assistant City Manager Attachments: A – Chandler Investment Report September 2023 B – Chandler Custodial Statement September 2023 C – PARS Pension and OPEB Account Statement September 2023 D – LAIF Account Statement September 2023 493 CC 11-21-2023 493 of 598 CHANDLER ASSET MANAGEMENT, INC. | 800.317.4747 | www.chandlerasset.com INVESTMENT REPORT Period Ending September 30, 2023 City of Cupertino 494 CC 11-21-2023 494 of 598 SECTION 1 Economic Update SECTION 2 Account Profile SECTION 3 Portfolio Holdings SECTION 4 Transactions Table of Contents As of September 30, 2023 1 495 CC 11-21-2023 495 of 598 SECTION |Section 1 |Economic Update 2 496 CC 11-21-2023 496 of 598 Economic Update Recent economic data continues to suggest positive but below trend growth this year.Although the pace of job growth is moderating,labor markets remain solid,and the U.S.consumer has demonstrated resiliency. Inflationary trends are subsiding, but core levels remain well above the Fed’s target.Given the cumulative effects of restrictive monetary policy and tighter financial conditions,we believe the economy will gradually soften and the Fed will remain data dependent as they tread cautiously going forward. As anticipated at the September meeting,the Federal Open Market Committee voted unanimously to maintain the target Federal Funds at the range of 5.25 -5.50%.The Fed’s Summary of Economic Projections (SEP)also revealed expectations of higher economic growth,reduced unemployment, and a gradual easing of inflation compared to earlier forecasts.The Fed is continuing to focus on achieving price stability and bringing inflation down toward their 2%policy objective,while leaving the option open for the possibility of additional rate hikes in the future if needed. The yield curve remained inverted in September.The 2-year Treasury yield increased 18 basis points to 5.05%,the 5-year Treasury yield rose 36 basis points to 4.61%,and the 10-year Treasury yield increased 46 basis points to 4.57%.The inversion between the 2-year Treasury yield and 10-year Treasury yield narrowed to -48 basis points at September month-end versus -76 basis points at August month- end. The spread between the 2-year Treasury and 10-year Treasury yield one year ago was -45 basis points. The inversion between 3-month and 10-year Treasuries narrowed to -88 basis points in September from -134 basis points in August. The shape of the yield curve indicates that the probability of recession persists. 3 497 CC 11-21-2023 497 of 598 Employment -400 -200 0 200 400 600 800 1,000 MO M C h a n g e I n T h o u s a n d s ( 0 0 0 ' s ) Nonfarm Payroll (000's) Non-farm Payroll (000's) 3 month average (000's) 0.0% 5.0% 10.0% 15.0% 20.0% 25.0% Unemployment Rate Underemployment Rate (U6) Unemployment Rate (U3) Ra t e ( % ) The U.S.economy added 187,000 jobs in August,exceeding consensus expectations, and the last two months were revised downward by 110,000 jobs.The pace of job growth is softening with the three-month moving average payrolls at 150,000 and the six-month moving average at 194,000.The unemployment rate rose to 3.8%in August from 3.5%in July, and the labor force participation rate increased to 62.8%,the highest level since February of 2020.The U-6 underemployment rate,which includes those who are marginally attached to the labor force and employed part time for economic reasons,increased to 7.1%from the prior month at 6.7%.Average hourly earnings declined to 4.3%year-over-year in August from 4.4%in July.While the U.S.labor market is moderating,employment remains strong by historical standards. Source: US Department of Labor Source: US Department of Labor 4 498 CC 11-21-2023 498 of 598 Inflation 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 8.0% 9.0% 10.0% Consumer Price Index (CPI) CPI YOY % Change Core CPI YOY % Change YO Y ( % ) C h a n g e 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 8.0% 9.0% 10.0% Personal Consumption Expenditures (PCE) PCE Price Deflator YOY % Change PCE Core Deflator YOY % Change Fed Target YO Y ( % ) C h a n g e The Consumer Price Index (CPI) increased in August by 0.6% month-over-month and 3.7% year-over-year, accelerating from 3.2% year-over- year in July due to surging energy prices.The Core CPI,which excludes volatile food and energy components,was up 0.3%month-over- month and 4.3% year-over-year, decelerating from 4.7% last month. Shelter remained the largest contributor to the Core CPI increase. The Personal Consumption Expenditures (PCE)index rose 0.4%month-over-month and 3.5%year-over-year in August, up from a 3.4%year- over-year gain in July.Core PCE,the Federal Reserve’s preferred inflation gauge,increased just 0.1%month-over-month and 3.9%year- over-year in August,down from a 4.3%increase in July.Personal income and spending remained relatively healthy, but the personal savings rate continued its declining trend to 3.9% in August from 4.1% in July. Inflation remains above the Fed's 2% target. Source: US Department of Labor Source: US Department of Commerce 5 499 CC 11-21-2023 499 of 598 Federal Reserve Source: Federal Reserve Source: Bloomberg 0 1,000,000 2,000,000 3,000,000 4,000,000 5,000,000 6,000,000 7,000,000 8,000,000 9,000,000 10,000,000 Federal Reserve Balance Sheet Assets Recession In $ m i l l i o n s At the September meeting,the Federal Open Market Committee voted unanimously to leave the Federal Funds rate unchanged at a target range of 5.25 -5.50%.Nonetheless,the Fed conveyed a consensus view that another rate hike is possible later in the year,along with its commitment to keeping rates at their current level until inflation subsides closer to its 2%target,endorsing a data-dependent 'higher-for- longer'strategy.The Fed’s Summary of Economic Projections (SEP)also revealed expectations of higher economic growth,reduced unemployment, and a gradual easing of inflation compared to earlier forecasts.We believe the resiliency of future economic data will determine if the Federal Reserve can stay on hold for or will tighten policy further to curb inflation.Since the Federal Reserve began its Quantitative Tightening campaign in June 2022, securities holdings have declined by over $1 trillion to $8.024T. 0.00% 1.00% 2.00% 3.00% 4.00% 5.00% 6.00% Effective Federal Funds Rate Recession Yi e l d ( % ) 6 500 CC 11-21-2023 500 of 598 Bond Yields Source: Bloomberg Source: Bloomberg 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% US Treasury Note Yields 2-Year 5-Year 10-Year Yi e l d ( % ) 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% US Treasury Yield Curve Sep-23 Jun-23 Sep-22 Yi e l d ( % ) At the end of September,the 2-year Treasury yield was 77 basis points higher, and the 10-Year Treasury yield was about 74 basis points higher,year-over-year.The inversion between the 2-year Treasury yield and 10-year Treasury yield narrowed to -48 basis points at September month-end versus -76 basis points at August month-end. The average historical spread (since 2003)is about +130 basis points. The inversion between 3-month and 10-year Treasuries narrowed to -88 basis points in September from -134 basis points in August. The shape of the yield curve indicates that the probability of recession persists. 7 501 CC 11-21-2023 501 of 598 Section 2|SECTION |Section 2 |Account Profile 8 502 CC 11-21-2023 502 of 598 Objectives Chandler Asset Management Performance Objective The performance objective for the portfolio is to earn a total rate of return through a market cycle that is equal to or above the return on the benchmark index. Investment Objectives The City of Cupertino’s investment objectives, in order of priority, are to provide safety to ensure the preservation of capital in the overall portfolio, provide sufficient liquidity for cash needs and a market rate of return consistent with the investment program. Strategy In order to achieve these objectives, the portfolio invests in high quality fixed incomes securities consistent with the investment policy and California Government Code. As of September 30, 2023 9 503 CC 11-21-2023 503 of 598 Compliance As of September 30, 2023 Category Standard Comment Treasury Issues No Limitation Complies Agency Issues 25% per Agency/GSE issuer; 20% max agency callable securities; Issued by Federal Agencies or U.S. Government Sponsored Enterprise obligations.Complies Supranational "AA" rating category or better by a NRSRO; 30% maximum; 10% max per issuer; USD denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by IBRD, IFC, or IADB.Complies Municipal Securities "A" rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Obligations of the City, State of California, and any local agency within the State of California; Obligations of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states in addition to California. Complies Corporate Medium Term Notes "A" rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Issued by corporations organized and operating within the U.S. or by depository institutions licensed by the U.S. or any state and operating within the U.S.Complies Asset Backed/ Mortgage Backed/ Collateralized Mortgage Obligation "AA" rating category or better by a NRSRO; 20% maximum; 5% max per issuer on Asset-Backed or Commercial Mortgage security; There is no issuer limitation on any Mortgage security where the issuer is the U.S. Treasury or a Federal Agency/GSE . Complies Negotiable Certificates of Deposit (NCDs) No rating required if amount of the NCD is insured up to the FDIC limit; If above FDIC insured limit, requires "A-1" short- term rated or "A" long-term rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Issued by nationally or state chartered banks, state or federal savings associations, or state or federal credit unions, or by a federally licensed or state-licensed branch of a foreign bank. Complies Certificates of Deposit (CDs)/Time Deposit (TDs) 30% maximum; 5% max per issuer; Certificates of Deposit, Time Deposit, non-negotiable, and collateralized in accordance with California Government Code.Complies Banker’s Acceptances "A-1" short-term rated or better by a NRSRO; or "A" long-term rating category or better by a NRSRO; 40% maximum; 5% max per issuer; 180 days max maturity Complies Commercial Paper "A-1" short term rated or better a NRSRO; "A" long-term issuer rating category or better by a NRSRO; 25% maximum; 5% max per issuer; 270 days max maturity; Issued by corporations organized and operating in the U.S. with assets > $500 million; 10% max outstanding paper of the issuing corporation. Complies Money Market Funds 20% maximum; Daily money market funds administered for or by trustees, paying agents and custodian banks contracted by a City of Cupertino as allowed under California Government Code; Only funds holding U.S. Treasury obligations, Government agency obligations or repurchase agreements collateralized by U.S. Treasury or Government agency obligations can be utilized. Complies Local Agency Investment Fund (LAIF) Maximum amount permitted by LAIF; Not used by investment adviser Complies City of Cupertino Assets managed by Chandler Asset Management are in full compliance with state law and with the City's investment policy. 10 504 CC 11-21-2023 504 of 598 Compliance As of September 30, 2023 Category Standard Comment Repurchase Agreements 1 year max maturity; 102% collateralized; A PSA Master Repurchase Agreement is required between City of Cupertino and the broke/dealer or financial institution for all repurchase agreements; Not used by investment adviser Complies Prohibited Securities Reverse Repurchase Agreement; Common stocks; Long-term (> 5 years maturity) notes and bonds; Special circumstances arise that necessitate purchase of securities beyond the 5-year limitation. On such occasions, request must be approved by City Council prior to purchase; Futures/Options; Inverse floaters; Ranges notes, Mortgage-derived, Interest-only strips; Zero interest accrual securities; Purchasing/selling securities on margin; Foreign currency denominated securities. Complies Minimum Budgeted Operating Expenditures in Short Term Investments Minimum 6 months of budgeted operating expenditures in short term investments to provide sufficient liquidity for expected disbursements Complies Max Per Issuer 5% per issuer, unless otherwise specified in the policy Complies Maximum maturity 5 years Complies City of Cupertino Assets managed by Chandler Asset Management are in full compliance with state law and with the City's investment policy. 11 505 CC 11-21-2023 505 of 598 Portfolio Summary – City of Cupertino #10659 As of September 30, 2023 12 506 CC 11-21-2023 506 of 598 Purchase Yield as of 09/30/23 = 2.03% 0.00 0.50 1.00 1.50 2.00 2.50 Pe r c e n t ( % ) Historical Average Purchase Yield City of Cupertino As of September 30, 2023 13 507 CC 11-21-2023 507 of 598 SECTION |Section 3 |Portfolio Holdings 14 508 CC 11-21-2023 508 of 598 Issue Name Investment Type % Portfolio Government of United States US Treasury 37.21% Federal National Mortgage Association Agency 8.82% Federal Home Loan Mortgage Corp Agency 4.35% Federal Home Loan Mortgage Corp CMO 3.77% Inter-American Dev Bank Supranational 3.34% Federal Home Loan Bank Agency 2.29% American Express ABS ABS 1.87% John Deere ABS ABS 1.69% Royal Bank of Canada Corporate 1.66% Toyota Motor Corp Corporate 1.60% JP Morgan Chase & Co Corporate 1.55% Bank of New York Corporate 1.54% Bank of America Corp Corporate 1.54% Hyundai Auto Receivables ABS 1.53% International Finance Corp Supranational 1.53% Intl Bank Recon and Development Supranational 1.46% Toronto Dominion Holdings Corporate 1.43% Northwestern Mutual Glbl Corporate 1.27% Paccar Financial Corporate 1.25% Bank of Montreal Chicago Corporate 1.17% Salesforce.com Inc Corporate 1.13% Amazon.com Inc Corporate 1.13% Metlife Inc Corporate 1.11% Prudential Financial Inc Corporate 1.11% Air Products & Chemicals Corporate 1.10% New York Life Global Funding Corporate 1.06% United Health Group Inc Corporate 1.06% Berkshire Hathaway Corporate 0.99% Guardian Life Global Funding Corporate 0.84% Honda ABS ABS 0.83% US Bancorp Corporate 0.81% Toyota Lease Owner Trust ABS 0.72% GM Financial Automobile Leasing Trust ABS 0.72% Caterpillar Inc Corporate 0.71% GM Financial Securitized Term Auto Trust ABS 0.63% MasterCard Inc Corporate 0.63% Mass Mutual Insurance Corporate 0.59% Charles Schwab Corp/The Corporate 0.57% Issuers City of Cupertino – Account #10659 As of September 30, 2023 15 509 CC 11-21-2023 509 of 598 Issue Name Investment Type % Portfolio State of California Municipal Bonds 0.49% Toyota ABS ABS 0.46% Northern Trust Corp Corporate 0.43% Morgan Stanley Corporate 0.41% Verizon Master Trust ABS 0.38% BMW ABS ABS 0.34% Hyundai Auto Lease Securitization ABS 0.27% BMW Vehicle Lease Trust ABS 0.21% Wal-Mart Stores Corporate 0.21% Wells Fargo 100% Treasury MMKT Fund Money Market Fund 0.17% Verizon Owner Trust ABS 0.00% TOTAL 100.00% Issuers City of Cupertino – Account #10659 As of September 30, 2023 16 510 CC 11-21-2023 510 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration ABS 43813KAC6 Honda Auto Receivables Trust 2020-3 A3 0.370% Due 10/18/2024 68,329.04 09/22/2020 0.38% 68,319.00 68,328.62 99.16 6.01% 67,757.13 9.13 0.05% (571.49) NR / AAA AAA 1.05 0.15 36262XAC8 GM Financial Auto Lease Trust 2021-3 A2 0.390% Due 10/21/2024 316,458.74 08/10/2021 0.39% 316,454.44 316,458.20 99.36 5.86% 314,421.06 37.71 0.21% (2,037.14) NR / AAA AAA 1.06 0.12 47787NAC3 John Deere Owner Trust 2020-B A3 0.510% Due 11/15/2024 6,102.55 07/14/2020 0.52% 6,101.62 6,102.47 99.78 5.99% 6,089.18 1.38 0.00% (13.29) Aaa / NR AAA 1.13 0.04 09690AAC7 BMW Vehicle Lease Trust 2021-2 A3 0.330% Due 12/26/2024 80,650.65 09/08/2021 0.34% 80,642.32 80,649.80 99.43 5.99% 80,192.79 4.44 0.05% (457.01) Aaa / NR AAA 1.24 0.10 89236XAC0 Toyota Auto Receivables 2020-D A3 0.350% Due 01/15/2025 38,748.02 10/06/2020 0.36% 38,740.80 38,745.83 99.47 6.23% 38,542.62 6.03 0.03% (203.21) NR / AAA AAA 1.30 0.09 44891WAC3 Hyundai Auto Lease Trust 2022-A A3 1.160% Due 01/15/2025 408,599.02 01/11/2022 1.16% 408,590.00 408,596.85 98.90 5.84% 404,104.84 210.66 0.27% (4,492.01) Aaa / AAA NR 1.30 0.23 92290BAA9 Verizon Owner Trust 2020-B A 0.470% Due 02/20/2025 5,413.17 08/04/2020 0.48% 5,412.03 5,412.82 99.80 4.84% 5,402.16 0.78 0.00% (10.66) Aaa / NR AAA 1.39 0.05 89238LAC4 Toyota Lease Owner Trust 2022-A A3 1.960% Due 02/20/2025 1,100,310.19 02/23/2022 1.98% 1,100,137.00 1,100,256.16 98.72 6.07% 1,086,187.71 658.96 0.72% (14,068.45) NR / AAA AAA 1.39 0.31 36265MAC9 GM Financial Auto Lease Trust 2022-1 A3 1.900% Due 03/20/2025 779,035.85 02/15/2022 1.91% 779,029.15 779,034.13 98.72 6.18% 769,088.34 452.27 0.51% (9,945.79) Aaa / NR AAA 1.47 0.30 05601XAC3 BMW Vehicle Lease Trust 2022-1 A3 1.100% Due 03/25/2025 242,643.65 01/11/2022 1.11% 242,607.39 242,635.63 98.83 6.13% 239,796.23 44.48 0.16% (2,839.40) NR / AAA AAA 1.48 0.23 43813GAC5 Honda Auto Receivables Trust 2021-1 A3 0.270% Due 04/21/2025 82,104.42 02/17/2021 0.27% 82,102.92 82,104.19 98.22 6.10% 80,642.80 6.16 0.05% (1,461.39) Aaa / NR AAA 1.56 0.30 89240BAC2 Toyota Auto Receivables Owners 2021-A A3 0.260% Due 05/15/2025 304,955.87 02/02/2021 0.27% 304,899.28 304,947.56 98.27 6.03% 299,692.94 35.24 0.20% (5,254.62) Aaa / NR AAA 1.62 0.30 44933LAC7 Hyundai Auto Receivables Trust 2021-A A3 0.380% Due 09/15/2025 223,739.67 04/20/2021 0.38% 223,716.13 223,734.87 97.97 5.89% 219,199.99 37.79 0.15% (4,534.88) NR / AAA AAA 1.96 0.37 43815GAC3 Honda Auto Receivables Trust 2021-4 A3 0.880% Due 01/21/2026 394,284.05 11/16/2021 0.89% 394,200.93 394,248.35 96.10 6.44% 378,912.10 96.38 0.25% (15,336.25) Aaa / NR AAA 2.31 0.70 47789QAC4 John Deere Owner Trust 2021-B A3 0.520% Due 03/16/2026 428,221.60 07/13/2021 0.52% 428,183.40 428,206.38 96.59 5.88% 413,602.97 98.97 0.28% (14,603.41) Aaa / NR AAA 2.46 0.64 89238JAC9 Toyota Auto Receivables Trust 2021-D A3 0.710% Due 04/15/2026 371,935.67 11/09/2021 0.71% 371,927.74 371,932.31 96.20 6.20% 357,795.79 117.37 0.24% (14,136.52) NR / AAA AAA 2.54 0.69 43815BAC4 Honda Auto Receivables Trust 2022-1 A3 1.880% Due 05/15/2026 740,000.00 02/15/2022 1.89% 739,888.70 739,944.02 96.48 5.78% 713,930.55 618.31 0.48% (26,013.47) Aaa / AAA NR 2.62 0.91 As of September 30, 2023 17 511 CC 11-21-2023 511 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 44935FAD6 Hyundai Auto Receivables Trust 2021-C A3 0.740% Due 05/15/2026 1,139,633.54 Various 2.03% 1,110,818.51 1,126,432.12 96.64 5.94% 1,101,352.12 374.81 0.73% (25,080.00) NR / AAA AAA 2.62 0.64 05602RAD3 BMW Vehicle Owner Trust 2022-A A3 3.210% Due 08/25/2026 530,000.00 05/10/2022 3.23% 529,972.44 529,984.62 97.56 5.95% 517,042.03 283.55 0.34% (12,942.59) Aaa / AAA NR 2.90 0.90 362554AC1 GM Financial Securitized Term 2021-4 A3 0.680% Due 09/16/2026 301,789.22 10/13/2021 0.68% 301,781.53 301,785.93 95.94 6.21% 289,531.75 85.51 0.19% (12,254.18) Aaa / AAA NR 2.96 0.73 47787JAC2 John Deere Owner Trust 2022-A A3 2.320% Due 09/16/2026 450,000.00 03/10/2022 2.34% 449,900.46 449,944.35 96.82 6.16% 435,667.95 464.00 0.29% (14,276.40) Aaa / NR AAA 2.96 0.83 448977AD0 Hyundai Auto Receivables Trust 2022-A A3 2.220% Due 10/15/2026 1,010,000.00 03/09/2022 2.23% 1,009,961.12 1,009,979.59 96.77 5.74% 977,341.64 996.53 0.65% (32,637.95) NR / AAA AAA 3.04 0.92 380146AC4 GM Financial Auto Receivables 2022-1 A3 1.260% Due 11/16/2026 292,304.20 01/11/2022 1.27% 292,278.79 292,291.78 96.63 5.58% 282,455.01 153.46 0.19% (9,836.77) NR / AAA AAA 3.13 0.78 362585AC5 GM Financial Securitized ART 2022-2 A3 3.100% Due 02/16/2027 390,000.00 04/05/2022 3.13% 389,918.49 389,953.39 97.21 5.72% 379,106.52 503.75 0.25% (10,846.87) Aaa / AAA NR 3.38 1.08 47800AAC4 John Deere Owner Trust 2022-B A3 3.740% Due 02/16/2027 655,000.00 07/12/2022 3.77% 654,937.45 654,958.43 97.34 5.85% 637,595.34 1,088.76 0.43% (17,363.09) Aaa / NR AAA 3.38 1.28 02589BAA8 American Express Credit Accoun 22-1 A 2.210% Due 03/15/2027 1,545,000.00 03/21/2022 2.69% 1,524,359.77 1,534,926.51 95.18 5.75% 1,470,461.48 1,517.53 0.98% (64,465.03) Aaa / NR AAA 3.46 1.39 02582JJT8 American Express Credit Trust 2022-2 A 3.390% Due 05/17/2027 1,375,000.00 05/17/2022 3.42% 1,374,695.85 1,374,834.35 96.51 5.72% 1,326,969.88 2,071.67 0.89% (47,864.47) NR / AAA AAA 3.63 1.53 47800BAC2 John Deere Owner Trust 2022-C A3 5.090% Due 06/15/2027 1,050,000.00 10/12/2022 5.15% 1,049,918.52 1,049,939.70 98.93 5.85% 1,038,783.90 2,375.33 0.69% (11,155.80) Aaa / NR AAA 3.71 1.51 92348KAV5 Verizon Master Trust 2022-5 A1A 3.720% Due 07/20/2027 570,000.00 08/02/2022 3.75% 569,974.92 569,985.22 99.36 4.97% 566,374.23 647.90 0.38% (3,610.99) NR / AAA AAA 3.81 0.86 TOTAL ABS 14,900,259.12 2.35% 14,849,470.70 14,876,354.18 5.87% 14,498,041.05 12,998.86 9.67% (378,313.13) Aaa / AAA AAA 2.73 0.87 Agency 3137EAFA2 FHLMC Note 0.250% Due 12/04/2023 855,000.00 12/02/2020 0.28% 854,153.55 854,950.53 99.11 5.27% 847,428.12 694.69 0.57% (7,522.41) Aaa / AA+ AA+ 0.18 0.18 3130A1XJ2 FHLB Note 2.875% Due 06/14/2024 1,500,000.00 06/18/2019 1.96% 1,564,890.20 1,509,153.01 98.08 5.68% 1,471,263.00 12,817.70 0.99% (37,890.01) Aaa / AA+ NR 0.71 0.68 3135G0V75 FNMA Note 1.750% Due 07/02/2024 1,500,000.00 07/16/2019 1.96% 1,484,895.00 1,497,707.57 97.24 5.53% 1,458,543.00 6,489.58 0.98% (39,164.57) Aaa / AA+ AA+ 0.76 0.73 3130A2UW4 FHLB Note 2.875% Due 09/13/2024 2,000,000.00 09/13/2019 1.79% 2,103,380.00 2,019,723.82 97.56 5.54% 1,951,132.00 2,875.00 1.30% (68,591.82) Aaa / AA+ NR 0.96 0.92 As of September 30, 2023 18 512 CC 11-21-2023 512 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 3135G0W66 FNMA Note 1.625% Due 10/15/2024 1,975,000.00 Various 1.73% 1,965,802.75 1,973,031.96 96.15 5.48% 1,898,909.18 14,798.79 1.28% (74,122.78) Aaa / AA+ AA+ 1.04 1.00 3135G0X24 FNMA Note 1.625% Due 01/07/2025 1,295,000.00 Various 1.38% 1,309,953.95 1,298,945.00 95.43 5.39% 1,235,850.88 4,910.21 0.83% (63,094.12) Aaa / AA+ AA+ 1.27 1.22 3137EAEP0 FHLMC Note 1.500% Due 02/12/2025 2,365,000.00 02/13/2020 1.52% 2,363,178.95 2,364,501.08 95.05 5.30% 2,247,972.71 4,828.54 1.50% (116,528.37) Aaa / AA+ AA+ 1.37 1.32 3135G03U5 FNMA Note 0.625% Due 04/22/2025 1,860,000.00 04/22/2020 0.67% 1,856,168.40 1,858,804.73 93.06 5.31% 1,730,997.84 5,134.38 1.16% (127,806.89) Aaa / AA+ AA+ 1.56 1.51 3135G04Z3 FNMA Note 0.500% Due 06/17/2025 2,500,000.00 Various 0.50% 2,499,227.30 2,499,807.58 92.46 5.15% 2,311,495.00 3,611.11 1.54% (188,312.58) Aaa / AA+ AA+ 1.72 1.66 3137EAEU9 FHLMC Note 0.375% Due 07/21/2025 1,250,000.00 07/21/2020 0.48% 1,243,775.00 1,247,750.95 91.91 5.12% 1,148,878.75 911.46 0.77% (98,872.20) Aaa / AA+ AA+ 1.81 1.76 3135G05X7 FNMA Note 0.375% Due 08/25/2025 2,500,000.00 Various 0.48% 2,487,983.75 2,495,296.26 91.47 5.14% 2,286,715.00 937.51 1.52% (208,581.26) Aaa / AA+ AA+ 1.90 1.85 3137EAEX3 FHLMC Note 0.375% Due 09/23/2025 2,500,000.00 Various 0.46% 2,489,362.80 2,495,695.38 91.18 5.12% 2,279,402.50 208.33 1.52% (216,292.88) Aaa / AA+ AA+ 1.98 1.93 3135G06G3 FNMA Note 0.500% Due 11/07/2025 2,500,000.00 Various 0.56% 2,492,700.00 2,496,920.36 90.94 5.10% 2,273,447.50 5,000.00 1.52% (223,472.86) Aaa / AA+ AA+ 2.11 2.04 TOTAL Agency 24,600,000.00 1.03% 24,715,471.65 24,612,288.23 5.30% 23,142,035.48 63,217.30 15.46% (1,470,252.75) Aaa / AA+ AA+ 1.43 1.39 CMO 3137BFE98 FHLMC K041 A2 3.171% Due 10/25/2024 1,294,917.17 07/01/2021 0.72% 1,392,946.45 1,325,271.41 97.40 5.77% 1,261,192.35 3,421.82 0.84% (64,079.06) Aaa / AAA AAA 1.07 0.93 3137BLMZ8 FHLMC K049 A2 3.010% Due 07/25/2025 1,000,000.00 07/01/2021 0.87% 1,079,687.50 1,034,996.78 95.82 5.54% 958,229.33 2,508.33 0.64% (76,767.45) NR / NR AAA 1.82 1.61 3137BLW95 FHLMC K050 A2 3.334% Due 08/25/2025 950,000.00 11/16/2021 1.17% 1,018,132.81 983,789.03 96.27 5.50% 914,528.90 2,639.42 0.61% (69,260.13) NR / NR AAA 1.90 1.66 3137BM7C4 FHLMC K051 A2 3.308% Due 09/25/2025 440,000.00 03/15/2022 2.21% 453,079.69 447,259.59 96.05 5.51% 422,627.48 1,212.93 0.28% (24,632.11) NR / NR AAA 1.99 1.74 3137BN6G4 FHLMC KO53 2.995% Due 12/25/2025 570,000.00 03/15/2022 2.29% 582,001.17 577,106.64 95.17 5.43% 542,474.70 1,422.63 0.36% (34,631.94) NR / NR AAA 2.24 1.96 3137BSP72 FHLMC K058 A2 2.653% Due 08/25/2026 650,000.00 11/12/2021 1.35% 687,451.17 672,562.26 93.06 5.27% 604,858.15 1,437.04 0.40% (67,704.11) NR / NR AAA 2.90 2.68 As of September 30, 2023 19 513 CC 11-21-2023 513 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 3137FBBX3 FHLMC K068 A2 3.244% Due 08/25/2027 1,000,000.00 09/28/2022 4.41% 950,664.06 960,822.28 93.53 5.10% 935,315.00 2,703.33 0.62% (25,507.28) Aaa / NR NR 3.90 3.51 TOTAL CMO 5,904,917.17 1.74% 6,163,962.85 6,001,807.99 5.47% 5,639,225.91 15,345.50 3.77% (362,582.08) Aaa / AAA AAA 2.18 1.94 Corporate 89114QCA4 Toronto Dominion Bank Note 2.650% Due 06/12/2024 1,500,000.00 09/11/2019 2.24% 1,527,255.00 1,504,008.09 97.71 6.03% 1,465,681.50 12,035.42 0.98% (38,326.59) A1 / A AA- 0.70 0.67 06367TQW3 Bank of Montreal Note 0.625% Due 07/09/2024 600,000.00 02/09/2022 1.89% 582,216.00 594,294.55 96.00 5.98% 576,015.00 854.17 0.38% (18,279.55) A2 / A- AA- 0.78 0.75 79466LAG9 Salesforce.com Inc Callable Note Cont 7/15/2022 0.625% Due 07/15/2024 1,760,000.00 Various 0.87% 1,748,937.40 1,756,672.53 96.11 5.72% 1,691,558.88 2,322.23 1.13% (65,113.65) A2 / A+ NR 0.79 0.77 78013XZU5 Royal Bank of Canada Note 2.550% Due 07/16/2024 1,500,000.00 Various 1.99% 1,533,359.18 1,506,415.80 97.36 6.00% 1,460,368.50 7,968.76 0.98% (46,047.30) A1 / A AA- 0.79 0.77 91159HHX1 US Bancorp Callable Note Cont 6/28/2024 2.400% Due 07/30/2024 1,250,000.00 10/10/2019 2.07% 1,268,262.50 1,252,880.76 97.14 5.97% 1,214,192.50 5,083.33 0.81% (38,688.26) A3 / A A 0.83 0.80 009158AV8 Air Products & Chemicals Callable Note Cont 4/30/2024 3.350% Due 07/31/2024 1,675,000.00 08/07/2019 2.07% 1,771,212.00 1,686,817.46 98.18 5.61% 1,644,520.03 9,507.95 1.10% (42,297.43) A2 / A NR 0.84 0.80 69371RR40 Paccar Financial Corp Note 0.500% Due 08/09/2024 680,000.00 08/03/2021 0.52% 679,632.80 679,895.13 95.71 5.69% 650,811.00 491.11 0.43% (29,084.13) A1 / A+ NR 0.86 0.83 69371RQ25 Paccar Financial Corp Note 2.150% Due 08/15/2024 370,000.00 08/08/2019 2.20% 369,182.30 369,857.23 96.97 5.74% 358,797.88 1,016.47 0.24% (11,059.35) A1 / A+ NR 0.88 0.85 14913Q3B3 Caterpillar Finl Service Note 2.150% Due 11/08/2024 1,100,000.00 01/28/2020 1.92% 1,111,517.00 1,102,667.93 96.30 5.65% 1,059,282.40 9,394.31 0.71% (43,385.53) A2 / A A+ 1.11 1.06 74153WCQ0 Pricoa Global Funding Note 1.150% Due 12/06/2024 885,000.00 12/01/2021 1.19% 884,088.45 884,640.05 94.62 5.92% 837,409.13 3,251.15 0.56% (47,230.92) Aa3 / AA- AA- 1.19 1.14 89114TZL9 Toronto-Dominion Bank Note 1.450% Due 01/10/2025 700,000.00 03/15/2022 2.79% 674,737.00 688,545.80 94.67 5.84% 662,675.30 2,283.75 0.44% (25,870.50) A1 / A NR 1.28 1.23 89236TJT3 Toyota Motor Credit Corp Note 1.450% Due 01/13/2025 1,215,000.00 01/10/2022 1.50% 1,213,371.90 1,214,301.82 94.95 5.57% 1,153,608.48 3,817.13 0.77% (60,693.34) A1 / A+ A+ 1.29 1.24 64952WEK5 New York Life Global Note 1.450% Due 01/14/2025 1,680,000.00 01/11/2022 1.49% 1,678,185.60 1,679,220.27 94.76 5.72% 1,591,946.16 5,210.33 1.06% (87,274.11) Aaa / AA+ AAA 1.29 1.24 69371RR73 Paccar Financial Corp Note 2.850% Due 04/07/2025 885,000.00 03/31/2022 2.86% 884,769.90 884,883.69 96.01 5.62% 849,727.44 12,190.88 0.57% (35,156.25) A1 / A+ NR 1.52 1.44 As of September 30, 2023 20 514 CC 11-21-2023 514 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 78016EZ59 Royal Bank of Canada Note 3.375% Due 04/14/2025 1,050,000.00 04/07/2022 3.39% 1,049,611.50 1,049,801.14 96.48 5.80% 1,013,028.45 16,439.06 0.69% (36,772.69) A1 / A AA- 1.54 1.45 06406RBC0 Bank of NY Mellon Corp Callable Note Cont 3/25/2025 3.350% Due 04/25/2025 1,370,000.00 04/19/2022 3.35% 1,369,808.20 1,369,899.81 96.42 5.77% 1,320,974.55 19,887.83 0.89% (48,925.26) A1 / A AA- 1.57 1.48 06367WB85 Bank of Montreal Note 1.850% Due 05/01/2025 1,240,000.00 07/23/2021 0.85% 1,285,656.80 1,259,206.43 93.85 5.97% 1,163,738.76 9,558.33 0.78% (95,467.67) A2 / A- AA- 1.59 1.51 46647PCH7 JP Morgan Chase & Co Callable Note Cont 6/1/2024 0.824% Due 06/01/2025 1,370,000.00 05/24/2021 0.78% 1,371,773.90 1,370,394.91 96.27 6.23% 1,318,834.62 3,762.93 0.88% (51,560.29) A1 / A- AA- 1.67 1.59 46647PCK0 JP Morgan Chase & Co Callable Note Cont 6/23/2024 0.969% Due 06/23/2025 655,000.00 Various 0.95% 655,406.85 655,098.83 95.97 6.31% 628,592.37 1,727.78 0.42% (26,506.46) A1 / A- AA- 1.73 1.64 66815L2J7 Northwestern Mutual Glbl Note 4.000% Due 07/01/2025 1,170,000.00 06/27/2022 4.01% 1,169,602.20 1,169,768.07 97.09 5.76% 1,135,984.59 11,700.00 0.76% (33,783.48) Aaa / AA+ AAA 1.75 1.65 74153WCM9 Pricoa Global Funding Note 0.800% Due 09/01/2025 904,000.00 04/06/2022 3.26% 832,972.72 863,911.33 91.11 5.76% 823,603.66 602.67 0.55% (40,307.67) Aa3 / AA- AA- 1.92 1.85 06406HCQ0 Bank of New York Callable Note Cont 10/18/2025 3.950% Due 11/18/2025 1,000,000.00 04/05/2022 3.20% 1,024,910.00 1,014,443.94 96.28 5.83% 962,794.00 14,593.06 0.65% (51,649.94) A1 / A AA- 2.14 1.98 40139LBC6 Guardian Life Glob Fun Note 0.875% Due 12/10/2025 1,400,000.00 Various 1.12% 1,385,860.00 1,392,584.06 89.76 5.92% 1,256,670.80 3,777.08 0.84% (135,913.26) Aa1 / AA+ NR 2.20 2.11 66815L2A6 Northwestern Mutual Glbl Note 0.800% Due 01/14/2026 850,000.00 12/06/2021 1.47% 827,449.50 837,415.07 89.65 5.69% 762,020.75 1,454.44 0.51% (75,394.32) Aaa / AA+ AAA 2.29 2.20 06051GHY8 Bank of America Corp Callable Note Cont 2/13/2025 2.015% Due 02/13/2026 600,000.00 05/24/2021 1.05% 620,988.00 607,737.30 94.09 6.59% 564,559.80 1,612.00 0.38% (43,177.50) A1 / A- AA- 2.38 1.31 46647PBK1 JP Morgan Chase & Co Callable Note Cont 4/22/2025 2.083% Due 04/22/2026 401,000.00 05/20/2021 1.11% 415,969.33 406,960.50 93.86 6.27% 376,380.61 3,689.17 0.25% (30,579.89) A1 / A- AA- 2.56 1.48 6174468Q5 Morgan Stanley Callable Note Cont 4/28/2025 2.188% Due 04/28/2026 650,000.00 05/23/2022 4.93% 615,699.50 627,515.71 93.94 6.28% 610,605.45 6,044.35 0.41% (16,910.26) A1 / A- A+ 2.58 1.50 023135BX3 Amazon.com Inc Callable Note Cont 4/12/2026 1.000% Due 05/12/2026 1,875,000.00 05/10/2021 1.09% 1,866,900.00 1,870,768.13 89.91 5.17% 1,685,790.00 7,239.58 1.13% (184,978.13) A1 / AA AA- 2.62 2.51 As of September 30, 2023 21 515 CC 11-21-2023 515 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 91324PEC2 United Health Group Inc Callable Note Cont 4/15/2026 1.150% Due 05/15/2026 1,035,000.00 Various 1.37% 1,025,051.35 1,029,076.42 89.96 5.30% 931,046.67 4,496.50 0.62% (98,029.75) A2 / A+ A 2.62 2.51 89236TJK2 Toyota Motor Credit Corp Note 1.125% Due 06/18/2026 1,385,000.00 06/15/2021 1.13% 1,384,390.60 1,384,669.27 89.30 5.41% 1,236,777.30 4,457.97 0.83% (147,891.97) A1 / A+ A+ 2.72 2.60 06051GJD2 Bank of America Corp Callable Note Cont 6/19/2025 1.319% Due 06/19/2026 700,000.00 07/16/2021 1.27% 701,274.00 700,558.60 91.71 6.49% 641,951.80 2,616.02 0.43% (58,606.80) A1 / A- AA- 2.72 1.65 57629WDE7 Mass Mutual Global funding Note 1.200% Due 07/16/2026 1,000,000.00 08/19/2021 1.15% 1,002,230.00 1,001,270.90 88.51 5.70% 885,126.00 2,500.00 0.59% (116,144.90) Aa3 / AA+ AA+ 2.79 2.67 58989V2D5 Met Tower Global Funding Note 1.250% Due 09/14/2026 770,000.00 09/07/2021 1.27% 769,291.60 769,581.40 88.10 5.68% 678,407.73 454.51 0.45% (91,173.67) Aa3 / AA- AA- 2.96 2.83 931142ER0 Wal-Mart Stores Callable Note Cont 08/17/2026 1.050% Due 09/17/2026 350,000.00 09/08/2021 1.09% 349,338.50 349,608.03 89.16 5.03% 312,071.55 142.92 0.21% (37,536.48) Aa2 / AA AA 2.97 2.85 59217GER6 Metlife Note 1.875% Due 01/11/2027 1,115,000.00 01/03/2022 1.90% 1,113,728.90 1,114,166.06 88.64 5.72% 988,342.69 4,645.83 0.66% (125,823.37) Aa3 / AA- AA- 3.28 3.09 808513BY0 Charles Schwab Corp Callable Note Cont 2/3/2027 2.450% Due 03/03/2027 960,000.00 03/01/2022 2.46% 959,729.90 959,813.66 89.07 6.03% 855,113.28 1,829.34 0.57% (104,700.38) A2 / A- A 3.42 3.19 084664CZ2 Berkshire Hathaway Callable Note Cont 2/15/2027 2.300% Due 03/15/2027 1,615,000.00 03/07/2022 2.30% 1,614,693.15 1,614,788.10 91.73 4.93% 1,481,494.41 1,650.89 0.99% (133,293.69) Aa2 / AA A+ 3.46 3.25 06051GHT9 Bank of America Corp Callable Note 1X 4/23/2026 3.559% Due 04/23/2027 1,150,000.00 Various 4.94% 1,114,222.54 1,122,961.76 93.82 6.20% 1,078,903.55 17,963.07 0.73% (44,058.21) A1 / A- AA- 3.56 2.36 665859AW4 Northern Trust Company Callable Note Cont 4/10/2027 4.000% Due 05/10/2027 670,000.00 05/05/2022 4.04% 668,914.60 669,217.16 94.59 5.68% 633,772.43 10,496.67 0.43% (35,444.73) A2 / A+ A+ 3.61 3.24 91324PEG3 United Health Group Inc Callable Note Cont 4/15/2027 3.700% Due 05/15/2027 675,000.00 05/17/2022 3.69% 675,316.70 675,229.92 94.79 5.30% 639,814.28 9,435.00 0.43% (35,415.64) A2 / A+ A 3.62 3.28 As of September 30, 2023 22 516 CC 11-21-2023 516 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 57636QAW4 MasterCard Inc Callable Note Cont 2/9/28 4.875% Due 03/09/2028 945,000.00 03/06/2023 4.90% 944,083.35 944,186.71 99.25 5.07% 937,892.66 2,815.31 0.63% (6,294.05) Aa3 / A+ NR 4.44 3.93 TOTAL Corporate 42,705,000.00 2.08% 42,741,600.72 42,635,734.33 5.75% 40,140,886.96 241,019.30 26.90% (2,494,847.37) A1 / A+ AA- 1.97 1.79 Money Market Fund 94975H270 Wells Fargo 100% Treasury Money Mkt Fund 252,748.53 Various 4.91% 252,748.53 252,748.53 1.00 4.91% 252,748.53 0.00 0.17% 0.00 Aaa / AAA NR 0.00 0.00 TOTAL Money Market Fund 252,748.53 4.91% 252,748.53 252,748.53 4.91% 252,748.53 0.00 0.17% 0.00 Aaa / AAA NR 0.00 0.00 Municipal Bonds 13063DRK6 California State Taxable GO 2.400% Due 10/01/2024 755,000.00 10/16/2019 1.91% 772,342.35 758,518.46 96.92 5.60% 731,739.21 9,060.00 0.49% (26,779.25) Aa2 / AA- AA 1.01 0.96 TOTAL Municipal Bonds 755,000.00 1.91% 772,342.35 758,518.46 5.60% 731,739.21 9,060.00 0.49% (26,779.25) Aa2 / AA- AA 1.01 0.96 Supranational 4581X0DP0 Inter-American Dev Bank Note 0.250% Due 11/15/2023 2,800,000.00 07/01/2021 0.37% 2,792,300.00 2,799,598.03 99.38 5.23% 2,782,662.40 2,644.44 1.86% (16,935.63) Aaa / AAA NR 0.13 0.12 45950KCT5 International Finance Corp Note 0.375% Due 07/16/2025 2,500,000.00 05/27/2021 0.66% 2,471,150.00 2,487,471.51 91.82 5.21% 2,295,397.50 1,953.13 1.53% (192,074.01) Aaa / AAA NR 1.79 1.74 459058JL8 Intl. Bank Recon & Development Note 0.500% Due 10/28/2025 2,400,000.00 Various 0.60% 2,388,859.25 2,395,081.22 91.01 5.12% 2,184,132.01 5,100.01 1.46% (210,949.21) Aaa / AAA AAA 2.08 2.01 4581X0DV7 Inter-American Dev Bank Note 0.875% Due 04/20/2026 2,460,000.00 04/13/2021 0.97% 2,448,733.20 2,454,249.37 90.23 4.99% 2,219,724.42 9,626.46 1.49% (234,524.95) Aaa / AAA AAA 2.56 2.46 TOTAL Supranational 10,160,000.00 0.64% 10,101,042.45 10,136,400.13 5.14% 9,481,916.33 19,324.04 6.33% (654,483.80) Aaa / AAA AAA 1.55 1.50 US Treasury 912796YT0 US Treasury Bill 4.888% Due 11/02/2023 1,500,000.00 05/08/2023 5.08% 1,463,954.69 1,493,483.33 99.57 5.08% 1,493,483.33 0.00 1.00% 0.00 P-1 / A-1+ F-1+ 0.09 0.09 912796ZN2 US Treasury Bill 5.228% Due 12/28/2023 1,500,000.00 06/28/2023 5.44% 1,460,358.13 1,480,832.50 98.72 5.44% 1,480,832.50 0.00 0.99% 0.00 P-1 / A-1+ F-1+ 0.24 0.24 As of September 30, 2023 23 517 CC 11-21-2023 517 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 912828X70 US Treasury Note 2.000% Due 04/30/2024 1,700,000.00 06/10/2019 1.92% 1,705,976.56 1,700,709.82 98.03 5.47% 1,666,532.10 14,228.26 1.12% (34,177.72) Aaa / AA+ AA+ 0.58 0.56 912828XX3 US Treasury Note 2.000% Due 06/30/2024 2,000,000.00 Various 1.80% 2,018,574.22 2,002,872.22 97.46 5.50% 1,949,140.00 10,108.69 1.31% (53,732.22) Aaa / AA+ AA+ 0.75 0.73 912797GB7 US Treasury Bill 5.119% Due 07/11/2024 1,000,000.00 07/27/2023 5.39% 950,378.99 959,620.73 95.96 5.39% 959,620.73 0.00 0.64% 0.00 P-1 / A-1+ F-1+ 0.78 0.76 912797GK7 US Treasury Bill 5.119% Due 08/08/2024 1,000,000.00 08/30/2023 5.39% 951,232.07 955,639.67 95.56 5.39% 955,639.67 0.00 0.64% 0.00 P-1 / A-1+ F-1+ 0.86 0.84 912828D56 US Treasury Note 2.375% Due 08/15/2024 1,700,000.00 09/18/2019 1.71% 1,753,191.41 1,709,468.78 97.36 5.51% 1,655,043.50 5,156.59 1.11% (54,425.28) Aaa / AA+ AA+ 0.88 0.85 912797GL5 US Treasury Bill 5.162% Due 09/05/2024 1,000,000.00 09/25/2023 5.44% 950,526.04 951,243.05 95.12 5.44% 951,243.05 0.00 0.63% 0.00 P-1 / A-1+ F-1+ 0.93 0.91 912828YY0 US Treasury Note 1.750% Due 12/31/2024 2,100,000.00 03/15/2022 1.97% 2,087,203.13 2,094,272.12 95.68 5.37% 2,009,273.70 9,287.36 1.34% (84,998.42) Aaa / AA+ AA+ 1.25 1.20 912828ZC7 US Treasury Note 1.125% Due 02/28/2025 1,500,000.00 03/18/2020 0.81% 1,523,144.53 1,506,609.06 94.39 5.28% 1,415,859.00 1,437.16 0.94% (90,750.06) Aaa / AA+ AA+ 1.42 1.37 91282CED9 US Treasury Note 1.750% Due 03/15/2025 3,100,000.00 Various 2.23% 3,057,617.20 3,079,125.63 95.09 5.29% 2,947,907.80 2,384.61 1.97% (131,217.83) Aaa / AA+ AA+ 1.46 1.41 912828ZL7 US Treasury Note 0.375% Due 04/30/2025 2,500,000.00 03/21/2022 2.24% 2,360,839.85 2,429,255.15 92.71 5.23% 2,317,675.00 3,923.23 1.55% (111,580.15) Aaa / AA+ AA+ 1.58 1.54 91282CAB7 US Treasury Note 0.250% Due 07/31/2025 1,500,000.00 03/12/2021 0.72% 1,469,765.63 1,487,350.35 91.56 5.13% 1,373,437.50 631.79 0.92% (113,912.85) Aaa / AA+ AA+ 1.84 1.78 91282CAM3 US Treasury Note 0.250% Due 09/30/2025 2,400,000.00 Various 0.56% 2,366,140.63 2,385,206.84 91.00 5.04% 2,184,000.00 16.39 1.46% (201,206.84) Aaa / AA+ AA+ 2.00 1.95 91282CAT8 US Treasury Note 0.250% Due 10/31/2025 2,450,000.00 Various 0.49% 2,422,492.19 2,438,000.90 90.68 5.02% 2,221,557.10 2,563.18 1.48% (216,443.80) Aaa / AA+ AA+ 2.09 2.03 91282CAZ4 US Treasury Note 0.375% Due 11/30/2025 2,250,000.00 03/26/2021 0.77% 2,209,658.20 2,231,306.17 90.61 5.00% 2,038,623.75 2,835.55 1.36% (192,682.42) Aaa / AA+ AA+ 2.17 2.10 91282CBH3 US Treasury Note 0.375% Due 01/31/2026 2,500,000.00 05/27/2021 0.75% 2,456,445.31 2,478,260.88 90.02 4.96% 2,250,487.50 1,579.48 1.50% (227,773.38) Aaa / AA+ AA+ 2.34 2.27 91282CBW0 US Treasury Note 0.750% Due 04/30/2026 2,500,000.00 05/27/2021 0.80% 2,493,652.34 2,496,674.36 90.08 4.88% 2,252,050.00 7,846.47 1.51% (244,624.36) Aaa / AA+ AA+ 2.58 2.49 91282CCZ2 US Treasury Note 0.875% Due 09/30/2026 1,400,000.00 10/18/2021 1.19% 1,379,054.68 1,387,307.62 89.23 4.77% 1,249,281.60 33.47 0.83% (138,026.02) Aaa / AA+ AA+ 3.00 2.90 91282CDG3 US Treasury Note 1.125% Due 10/31/2026 1,400,000.00 11/15/2021 1.25% 1,391,468.75 1,394,689.78 89.60 4.79% 1,254,422.40 6,591.03 0.84% (140,267.38) Aaa / AA+ AA+ 3.09 2.95 As of September 30, 2023 24 518 CC 11-21-2023 518 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 91282CEW7 US Treasury Note 3.250% Due 06/30/2027 3,250,000.00 Various 3.18% 3,260,312.50 3,257,528.92 95.01 4.72% 3,087,880.25 26,693.27 2.08% (169,648.67) Aaa / AA+ AA+ 3.75 3.44 91282CFB2 US Treasury Note 2.750% Due 07/31/2027 400,000.00 08/22/2022 3.12% 393,218.75 394,738.23 93.15 4.72% 372,609.20 1,853.26 0.25% (22,129.03) Aaa / AA+ AA+ 3.84 3.56 91282CFH9 US Treasury Note 3.125% Due 08/31/2027 4,500,000.00 Various 3.28% 4,468,902.34 4,475,516.81 94.38 4.71% 4,247,050.50 11,976.30 2.84% (228,466.31) Aaa / AA+ AA+ 3.92 3.62 91282CFM8 US Treasury Note 4.125% Due 09/30/2027 3,450,000.00 Various 4.31% 3,421,152.34 3,426,558.79 97.92 4.70% 3,378,171.00 388.83 2.25% (48,387.79) Aaa / AA+ AA+ 4.00 3.64 91282CFZ9 US Treasury Note 3.875% Due 11/30/2027 850,000.00 12/05/2022 3.81% 852,656.25 852,219.87 96.94 4.69% 823,968.75 11,069.16 0.56% (28,251.12) Aaa / AA+ AA+ 4.17 3.74 91282CGC9 US Treasury Note 3.875% Due 12/31/2027 2,750,000.00 Various 3.67% 2,775,107.42 2,771,672.32 96.92 4.68% 2,665,245.00 26,930.20 1.79% (106,427.32) Aaa / AA+ AA+ 4.25 3.83 91282CGH8 US Treasury Note 3.500% Due 01/31/2028 3,000,000.00 02/07/2023 3.81% 2,957,929.69 2,963,367.82 95.43 4.67% 2,863,008.00 17,690.22 1.92% (100,359.82) Aaa / AA+ AA+ 4.34 3.94 91282CGP0 US Treasury Note 4.000% Due 02/29/2028 3,700,000.00 Various 4.00% 3,699,113.28 3,699,334.68 97.41 4.65% 3,604,321.70 12,604.40 2.41% (95,012.98) Aaa / AA+ AA+ 4.42 3.98 TOTAL US Treasury 58,900,000.00 2.59% 58,300,067.12 58,502,866.40 5.00% 55,668,364.63 177,828.90 37.21% (2,834,501.77) Aaa / AA+ AA+ 2.52 2.35 TOTAL PORTFOLIO 158,177,924.82 2.03% 157,896,706.37 157,776,718.25 5.36% 149,554,958.10 538,793.90 100.00% (8,221,760.15) Aa1 / AA AA+ 2.14 1.83 TOTAL MARKET VALUE PLUS ACCRUALS 150,093,752.00 As of September 30, 2023 25 519 CC 11-21-2023 519 of 598 SECTION |Section 4 |Transactions 26 520 CC 11-21-2023 520 of 598 Transaction Ledger City of Cupertino - Account #10659 Transaction Type Settlement Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest Pur/Sold Total Amount Gain/Loss ACQUISITIONS Purchase 07/28/2023 912797GB7 1,000,000.00 US Treasury Bill 5.119% Due: 07/11/2024 95.038 5.39%950,378.99 0.00 950,378.99 0.00 Purchase 08/31/2023 912797GK7 1,000,000.00 US Treasury Bill 5.119% Due: 08/08/2024 95.123 5.39%951,232.07 0.00 951,232.07 0.00 Purchase 09/26/2023 912797GL5 1,000,000.00 US Treasury Bill 5.162% Due: 09/05/2024 95.053 5.44%950,526.04 0.00 950,526.04 0.00 Subtotal 3,000,000.00 2,852,137.10 0.00 2,852,137.10 0.00 TOTAL ACQUISITIONS 3,000,000.00 2,852,137.10 0.00 2,852,137.10 0.00 June 30, 2023 through September 30, 2023 As of September 30, 2023 27 521 CC 11-21-2023 521 of 598 Important Disclosures 2023 Chandler Asset Management, Inc, An Independent Registered Investment Adviser. Information contained herein is confidential. Prices are provided by ICE Data Services Inc (“IDS”), an independent pricing source. In the event IDS does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures.Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A. Performance results are presented gross-of-advisory fees and represent the client’s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio. Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index. Source ICE Data Indices, LLC ("ICE"), used with permission. ICE permits use of the ICE indices and related data on an "as is" basis; ICE, its affiliates and their respective third party suppliers disclaim any and all warranties and representations, express and/or implied, including any warranties of merchantability or fitness for a particular purpose or use, including the indices, index data and any data included in, related to, or derived therefrom. Neither ICE data, its affiliates or their respective third party providers guarantee the quality, adequacy, accuracy, timeliness or completeness of the indices or the index data or any component thereof, and the indices and index data and all components thereof are provided on an "as is" basis and licensee's use it at licensee's own risk. ICE data, its affiliates and their respective third party do not sponsor, endorse, or recommend chandler asset management, or any of its products or services. This report is provided for informational purposes only and should not be construed as a specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of publication, but may become outdated or superseded at any time without notice. Any opinions or views expressed are based on current market conditions and are subject to change. This report may contain forecasts and forward-looking statements which are inherently limited and should not be relied upon as indicator of future results. Past performance is not indicative of future results. This report is not intended to constitute an offer, solicitation, recommendation or advice regarding any securities or investment strategy and should not be regarded by recipients as a substitute for the exercise of their own judgment. Fixed income investments are subject to interest, credit and market risk. Interest rate risk: the value of fixed income investments will decline as interest rates rise. Credit risk: the possibility that the borrower may not be able to repay interest and principal. Low rated bonds generally have to pay higher interest rates to attract investors willing to take on greater risk. Market risk: the bond market in general could decline due to economic conditions, especially during periods of rising interest rates. Ratings information have been provided by Moody’s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy. Security level ratings for U.S. Agency issued mortgage-backed securities (“MBS”) reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody’s and Fitch respectively. Your qualified custodian bank maintains control of all assets reflected in this statement and we urge you to compare this statement to the one you receive from your qualified custodian. Chandler does not have any authority to withdraw or deposit funds from/to the custodian account. As of September 30, 2023 28 522 CC 11-21-2023 522 of 598 Benchmark Disclosures ICE BofA 1-3 Yr US Treasury & Agency Index The ICE BofA 1-3 Year US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody’s, S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than three years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies. As of September 30, 2023 29 523 CC 11-21-2023 523 of 598 INVESTMENT AND INSURANCE PRODUCTS ARE: ·NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC) OR ANY FEDERAL GOVERNMENT AGENCY ·NOT A DEPOSIT, OBLIGATION OF, OR GUARANTEED BY ANY BANK OR BANKING AFFILIATE ·SUBJECT TO INVESTMENT RISKS AND MAY LOSE VALUE, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED PCS - SAN FRANCISCO CA 510 N VALLEY MILLS DRIVE, SUITE 400 WACO, TX 76710-6075 CITY OF CUPERTINO -CHANDLER ASSET MANAGEMENT ACCOUNT NUMBER MONTHLY STATEMENT SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT MANAGER: MICHAEL J WADE TELEPHONE NUMBER: 515-878-6110 PFGEDD INVESTMENT CONTACT: IMR/DOE SLANGER TELEPHONE NUMBER: ADMINISTRATOR: BELINDA CONWAY TELEPHONE NUMBER: 254-265-6137 27323 SE 524 CC 11-21-2023 524 of 598 Custody and trust services are provided by Principal Bank ®, Member FDIC, and/or Principal Trust Company ®. These services are provided under the trade name Principal ®Custody Solutions. Principal Trust Company is a trade name of Delaware Charter Guarantee & Trust Company. Principal Bank and Principal Trust Company are members of the Principal Financial Group ®, Des Moines, IA 50392. ASSET VALUATION PRACTICES VALUES REFLECTED FOR PUBLICLY TRADED ASSETS ARE OBTAINED FROM UNAFFILIATED SOURCES. IN SITUATIONS WHERE AN ASSET VALUE CANNOT BE PROVIDED BY OUR UNAFFILIATED PRICING SOURCES, SUCH AS BUT NOT LIMITED TO NON-PUBLICLY TRADED ASSETS, THE CUSTOMER OR THEIR DESIGNATED REPRESENTATIVE MUST PROVIDE THE UPDATED VALUE. IF PRINCIPAL CUSTODY SOLUTIONS DOES NOT RECEIVE AN UPDATED VALUE, OR IS UNABLE TO USE THE VALUE PROVIDED, THE LAST REPORTED VALUE WILL CONTINUE TO BE REPORTED. VALUES OBTAINED FROM THE CUSTOMER OR THEIR DESIGNATED REPRESENTATIVE SHOULD NOT BE CONSIDERED TO BE CERTIFIED BY PRINCIPAL BANK/PRINCIPAL TRUST COMPANY, AS APPLICABLE. SPECIAL INVESTMENTS "SPECIAL INVESTMENTS" ARE ASSETS NOT HELD IN CUSTODY BY PRINCIPAL BANK/PRINCIPAL TRUST COMPANY BUT WHOSE VALUE MAY BE SHOWN ON ACCOUNT STATEMENTS. EXAMPLES OF SPECIAL INVESTMENTS INCLUDE, BUT ARE NOT LIMITED TO, COMMON OR COLLECTIVE FUNDS NOT ADMINISTERED BY PRINCIPAL BANK/PRINCIPAL TRUST COMPANY (OR THEIR AFFILIATES), HEDGE FUNDS, LIMITED PARTNERSHIPS, AND OTHER UNREGISTERED SECURITIES. AT THE DIRECTION OF AND AS A MATTER OF CONVENIENCE TO ITS CLIENTS, PRINCIPAL BANK/PRINCIPAL TRUST COMPANY MAY BE REPORT SPECIAL INVESTMENTS AS A RECORDKEEPING ITEM ON ACCOUNT STATEMENTS, AT NOMINAL VALUE OR SUCH OTHER VALUE PROVIDED BY CLIENTS/EXTERNAL SOURCES. NEITHER PRINCIPAL BANK NOR PRINCIPAL TRUST COMPANY IS RESPONSIBLE FOR THE ACCURACY OF INFORMATION PROVIDED BY EXTERNAL SOURCES, AND DOES NOT CERTIFY THAT INFORMATION PROVIDED BY THESE EXTERNAL SOURCES IS TRUE OR CORRECT FOR THE SPECIAL INVESTMENTS REFLECTED IN YOUR ACCOUNT. TRADE CONFIRMS PURSUANT TO FEDERAL REGULATION, MONTHLY OR QUARTERLY ACCOUNT STATEMENTS THAT INCLUDE INVESTMENT TRANSACTION DETAILS MAY BE PROVIDED IN LIEU OF SEPARATE TRADE CONFIRMATIONS. SEPARATE TRADE CONFIRMS MAY BE OBTAINED AT NO ADDITIONAL COST UPON WRITTEN REQUEST TO THE ACCOUNT MANAGER. UNCLAIMED PROPERTY DESIGNATED REPRESENTATIVE NOTIFICATION YOUR PROPERTY MAY BE TRANSFERRED TO THE APPROPRIATE STATE IF NO ACTIVITY OCCURS IN THE ACCOUNT WITHIN THE TIME PERIOD SPECIFIED BY STATE LAW. IF YOUR STATE OF RESIDENCE ALLOWS, YOU MAY DESIGNATE A REPRESENTATIVE FOR THE PURPOSE OF RECEIVING NOTICE OF ACCOUNT INACTIVITY BY PROVIDING THE NAME AND MAILING OR EMAIL ADDRESS OF A REPRESENTATIVE. THE DESIGNATED REPRESENTATIVE DOES NOT HAVE ANY RIGHTS TO YOUR ACCOUNT. PLEASE REFER TO YOUR STATE'S UNCLAIMED PROPERTY WEBSITE FOR MORE INFORMATION AND INSTRUCTIONS ON HOW TO DESIGNATE A REPRESENTATIVE FOR NOTICE. 525 CC 11-21-2023 525 of 598 TABLE OF CONTENTS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ PAGE REPORT NAME NUMBER ASSET SUMMARY .................................................................................. 1 STATEMENT OF ASSETS AND LIABILITIES ............................................................ 2 CASH SUMMARY ................................................................................... 20 STATEMENT OF TRANSACTIONS ...................................................................... 21 526 CC 11-21-2023 526 of 598 PAGE 1 ASSET SUMMARY CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ ASSET SUMMARY % TOTAL UNREALIZED ESTIMATED CURRENT ACCRUED INVESTMENT CATEGORY COST VALUE MARKET VALUE MARKET GAIN/LOSS ANNUAL INCOME YIELD INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ CASH 0.00 0.00 0.00 CASH EQUIVALENTS 5,948,917.20 6,011,622.28 4.02 62,705.08 317,415 5.28 1,632.09 BONDS AND NOTES 151,867,507.92 143,461,507.84 95.98 8,406,000.08- 2,831,122 1.97 619,174.79 TOTAL INVESTMENTS 157,816,425.12 149,473,130.12 100.00 8,343,295.00- 3,148,536 2.11 620,806.88 TOTAL ACCRUALS 620,806.88 620,806.88 ===================================================================================================================================== TOTAL ACCRUALS AND INVESTMENTS 158,437,232.00 150,093,937.00 8,343,295.00- 3,148,536 2.11 620,806.88 527 CC 11-21-2023 527 of 598 PAGE 2 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ CASH EQUIVALENTS 122,463.91 ALLSPRING 100% TREASURY 122,463.91 122,463.91 0.08 0.00 1,515.01 MONEY MARKET FUND - #008 1.0000 1.0000 50,003.37 PRINCIPAL PUBLIC DEPOSIT SWEEP 50,003.37 50,003.37 0.03 0.00 117.08 PROGRAM 1.0000 1.0000 1,500,000 UNITED STATES TREASURY BILLS 1,463,954.69 1,493,175.00 1.00 29,220.31 0.00 DTD 11/03/2022 DUE 11/02/2023 97.5970 99.5450 CUSIP 912796YT0 1,500,000 UNITED STATES TREASURY BILLS 1,460,358.13 1,480,710.00 0.99 20,351.87 0.00 DTD 12/29/2022 DUE 12/28/2023 97.3572 98.7140 CUSIP 912796ZN2 1,000,000 UNITED STATES TREASURY BILLS 950,378.99 959,050.00 0.64 8,671.01 0.00 DTD 07/13/2023 DUE 07/11/2024 95.0379 95.9050 CUSIP 912797GB7 1,000,000 UNITED STATES TREASURY BILLS 951,232.07 955,060.00 0.64 3,827.93 0.00 DTD 08/10/2023 DUE 08/08/2024 95.1232 95.5060 CUSIP 912797GK7 1,000,000 UNITED STATES TREASURY BILLS 950,526.04 951,160.00 0.64 633.96 0.00 DTD 09/07/2023 DUE 09/05/2024 95.0526 95.1160 CUSIP 912797GL5 TOTAL CASH EQUIVALENTS 5,948,917.20 6,011,622.28 4.02 62,705.08 1,632.09 BOND & NOTES 1,675,000 AIR PRODUCTS & CHEMICALS 1,771,212.00 1,644,515.00 1.10 126,697.00- 9,507.95 DTD 07/31/14 3.350 07/31/2024 105.7440 98.1800 MOODY'S RATING A2 CUSIP 009158AV8 528 CC 11-21-2023 528 of 598 PAGE 3 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,875,000 AMAZON.COM INC 1,866,900.00 1,685,793.75 1.13 181,106.25- 7,239.58 DTD 05/12/21 1.000 05/12/2026 99.5680 89.9090 MOODY'S RATING A1 CUSIP 023135BX3 1,375,000 AMERICAN EXPRESS CREDIT ACCOUNT 1,374,695.85 1,326,971.25 0.89 47,724.60- 2,071.67 ASSET BCKD SEC SER 2022-2 CL A 99.9779 96.5070 DTD 05/24/2022 3.390% 05/17/2027 NON CALLABLE CUSIP 02582JJT8 1,545,000 AMERICAN EXPRESS CREDIT ACCOUNT 1,524,359.77 1,470,453.75 0.98 53,906.02- 1,517.53 ASSET BCKD SEC SER 2022-1 CL A 98.6641 95.1750 DTD 03/18/2022 2.210% 03/15/2027 NON CALLABLE MOODY'S RATING AAA CUSIP 02589BAA8 1,150,000 BANK OF AMERICA CORP 1,114,222.54 1,078,907.00 0.72 35,315.54- 17,963.06 MED TERM NOTE 96.8889 93.8180 DTD 04/23/19 04/23/2027 MOODY'S RATING A1 CUSIP 06051GHT9 600,000 BANK OF AMERICA CORP 620,988.00 564,558.00 0.38 56,430.00- 1,612.00 MED TERM NOTE 103.4980 94.0930 DTD 02/13/20 02/13/2026 MOODY'S RATING A1 CUSIP 06051GHY8 700,000 BANK OF AMERICA CORP 701,274.00 641,949.00 0.43 59,325.00- 2,616.02 MED TERM NOTE 100.1820 91.7070 DTD 06/19/20 06/19/2026 MOODY'S RATING A1 CUSIP 06051GJD2 600,000 BANK OF MONTREAL 582,216.00 576,018.00 0.39 6,198.00-854.17 MED TERM NOTE 97.0360 96.0030 DTD 07/09/21 0.625 07/09/2024 MOODY'S RATING A2 CUSIP 06367TQW3 529 CC 11-21-2023 529 of 598 PAGE 4 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,240,000 BANK OF MONTREAL 1,285,656.80 1,163,740.00 0.78 121,916.80- 9,558.33 MED TERM NOTE 103.6820 93.8500 DTD 04/27/20 1.850 05/01/2025 MOODY'S RATING A2 CUSIP 06367WB85 1,000,000 BANK OF NEW YORK MELLON 1,024,910.00 962,790.00 0.64 62,120.00- 14,593.06 MED TERM NOTE 102.4910 96.2790 DTD 11/18/13 3.950 11/18/2025 MOODY'S RATING A1 CUSIP 06406HCQ0 1,370,000 BANK OF NY MELLON CORP 1,369,808.20 1,320,981.40 0.88 48,826.80- 19,887.83 DTD 04/26/2022 3.350% 04/25/2025 99.9860 96.4220 CALLABLE MOODY'S RATING A1 CUSIP 06406RBC0 1,615,000 BERKSHIRE HATHAWAY FIN 1,614,693.15 1,481,487.95 0.99 133,205.20- 1,650.89 DTD 03/15/2022 2.300% 03/15/2027 99.9810 91.7330 CALLABLE MOODY'S RATING AA2 CUSIP 084664CZ2 242,643.65 BMW VEHICLE LEASE TRUST 242,607.39 239,797.44 0.16 2,809.95-44.48 SER 2022-1 CL A3 *0 DAY DELAY*99.9851 98.8270 DTD 01/19/22 1.100 03/25/2025 CUSIP 05601XAC3 80,650.65 BMW VEHICLE LEASE TRUST 80,642.32 80,192.55 0.05 449.77-3.70 SER 2021-2 CL A3 *0 DAY DELAY*99.9897 99.4320 DTD 09/15/21 0.330 12/26/2024 MOODY'S RATING AAA CUSIP 09690AAC7 530,000 BMW VEHICLE OWNER TRUST 529,972.44 517,041.50 0.35 12,930.94-283.55 ASSET BCKD SEC SER 2022-A CL A3 99.9948 97.5550 DTD 05/18/2022 3.210% 08/25/2026 CALLABLE MOODY'S RATING AAA CUSIP 05602RAD3 530 CC 11-21-2023 530 of 598 PAGE 5 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 755,000 CALIFORNIA ST 772,342.35 731,738.45 0.49 40,603.90- 9,060.00 TXBL-REF 102.2970 96.9190 DTD 10/24/19 2.400 10/01/2024 MOODY'S RATING AA2 CUSIP 13063DRK6 1,100,000 CATERPILLAR FINL SERVICE 1,111,517.00 1,059,278.00 0.71 52,239.00- 9,394.31 MED TERM NOTE 101.0470 96.2980 DTD 11/08/19 2.150 11/08/2024 MOODY'S RATING A2 CUSIP 14913Q3B3 960,000 CHARLES SCHWAB CORP 959,729.90 855,110.40 0.57 104,619.50- 1,829.33 DTD 03/03/2022 2.450% 03/03/2027 99.9719 89.0740 CALLABLE MOODY'S RATING A2 CUSIP 808513BY0 1,500,000 FED HOME LN BK 1,564,890.20 1,471,260.00 0.98 93,630.20- 12,817.71 DTD 05/08/14 2.875 06/14/2024 104.3260 98.0840 MOODY'S RATING AAA CUSIP 3130A1XJ2 2,000,000 FED HOME LN BK 2,103,380.00 1,951,140.00 1.31 152,240.00- 2,875.00 DTD 08/15/14 2.875 09/13/2024 105.1690 97.5570 MOODY'S RATING AAA CUSIP 3130A2UW4 1,294,917.17 FED HOME LN MTG CORP 1,392,946.45 1,261,197.53 0.84 131,748.92- 3,421.82 SER KO41 CL A2 *24 DAY DELAY*107.5703 97.3960 DTD 12/01/14 3.171 10/25/2024 CUSIP 3137BFE98 2,365,000 FED HOME LN MTG CORP 2,363,178.95 2,247,979.80 1.50 115,199.15- 4,828.54 DTD 02/14/20 1.500 02/12/2025 99.9230 95.0520 MOODY'S RATING AAA CUSIP 3137EAEP0 531 CC 11-21-2023 531 of 598 PAGE 6 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,250,000 FED HOME LN MTG CORP 1,243,775.00 1,148,875.00 0.77 94,900.00-911.46 SER USD 99.5020 91.9100 DTD 07/23/20 0.375 07/21/2025 MOODY'S RATING AAA CUSIP 3137EAEU9 2,500,000 FED HOME LN MTG CORP 2,489,362.80 2,279,400.00 1.52 209,962.80-208.33 DTD 09/25/20 0.375 09/23/2025 99.5745 91.1760 MOODY'S RATING AAA CUSIP 3137EAEX3 855,000 FED HOME LN MTG CORP 854,153.55 847,424.70 0.57 6,728.85-694.69 DTD 12/04/20 0.250 12/04/2023 99.9010 99.1140 MOODY'S RATING AAA CUSIP 3137EAFA2 1,500,000 FED NATL MTG ASSN 1,484,895.00 1,458,540.00 0.98 26,355.00- 6,489.58 DTD 07/08/19 1.750 07/02/2024 98.9930 97.2360 MOODY'S RATING AAA CUSIP 3135G0V75 1,975,000 FED NATL MTG ASSN 1,965,802.75 1,898,903.25 1.27 66,899.50- 14,798.78 DTD 10/18/19 1.625 10/15/2024 99.5343 96.1470 MOODY'S RATING AAA CUSIP 3135G0W66 1,295,000 FED NATL MTG ASSN 1,309,953.95 1,235,857.35 0.83 74,096.60- 4,910.21 DTD 01/10/20 1.625 01/07/2025 101.1548 95.4330 MOODY'S RATING AAA CUSIP 3135G0X24 1,860,000 FED NATL MTG ASSN 1,856,168.40 1,730,990.40 1.16 125,178.00- 5,134.38 DTD 04/24/20 0.625 04/22/2025 99.7940 93.0640 MOODY'S RATING AAA CUSIP 3135G03U5 2,500,000 FED NATL MTG ASSN 2,499,227.30 2,311,500.00 1.55 187,727.30- 3,611.11 DTD 06/19/20 0.500 06/17/2025 99.9691 92.4600 MOODY'S RATING AAA CUSIP 3135G04Z3 532 CC 11-21-2023 532 of 598 PAGE 7 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 2,500,000 FED NATL MTG ASSN 2,487,983.75 2,286,725.00 1.53 201,258.75-937.50 DTD 08/27/20 0.375 08/25/2025 99.5194 91.4690 MOODY'S RATING AAA CUSIP 3135G05X7 2,500,000 FED NATL MTG ASSN 2,492,700.00 2,273,450.00 1.52 219,250.00- 5,000.00 DTD 11/12/20 0.500 11/07/2025 99.7080 90.9380 MOODY'S RATING AAA CUSIP 3135G06G3 1,000,000 FHLMC MULTIFAMILY STRUCTURED P 1,079,687.50 958,230.00 0.64 121,457.50- 2,508.33 SER K049 CL A2 *24 DAY DELAY*107.9688 95.8230 DTD 10/01/15 3.010 08/25/2025 CUSIP 3137BLMZ8 950,000 FHLMC MULTIFAMILY STRUCTURED P 1,018,132.81 914,527.00 0.61 103,605.81- 2,639.42 SER K050 CL A2 *24 DAY DELAY*107.1719 96.2660 DTD 11/01/15 08/25/2025 CUSIP 3137BLW95 440,000 FHLMC MULTIFAMILY STRUCTURED P 453,079.69 422,628.80 0.28 30,450.89- 1,212.93 SER K051 CL A2 *24 DAY DELAY*102.9727 96.0520 DTD 12/01/15 3.308 09/25/2025 CUSIP 3137BM7C4 570,000 FHLMC MULTIFAMILY STRUCTURED P 582,001.17 542,474.70 0.36 39,526.47- 1,422.63 SER K053 CL A2 *24 DAY DELAY*102.1055 95.1710 DTD 03/01/16 2.995 12/25/2025 CUSIP 3137BN6G4 650,000 FHLMC MULTIFAMILY STRUCTURED P 687,451.17 604,857.50 0.40 82,593.67- 1,437.04 SER K058 CL A2 *24 DAY DELAY*105.7617 93.0550 DTD 11/01/16 2.653 08/25/2026 CUSIP 3137BSP72 1,000,000 FHLMC MULTIFAMILY STRUCTURED P 950,664.06 935,320.00 0.63 15,344.06- 2,703.33 SER K068 CL A2 *24 DAY DELAY*95.0664 93.5320 DTD 10/01/17 3.244 08/25/2027 MOODY'S RATING AAA CUSIP 3137FBBX3 533 CC 11-21-2023 533 of 598 PAGE 8 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 316,458.74 GM FINANCIAL AUTOMOBILE LEASIN 316,454.44 314,420.75 0.21 2,033.69-34.28 SER 2021-3 CL A3 *0 DAY DELAY*99.9987 99.3560 DTD 08/18/21 0.390 10/21/2024 CUSIP 36262XAC8 779,035.85 GM FINANCIAL AUTOMOBILE LEASIN 779,029.15 769,087.56 0.51 9,941.59-440.37 SER 2022-1 CL A3 *0 DAY DELAY*99.9992 98.7230 DTD 02/23/22 1.850 03/20/2025 MOODY'S RATING AAA CUSIP 36265MAC9 301,789.22 GM FINANCIAL SECURITIZED TERM 301,781.53 289,530.54 0.19 12,250.99-85.51 SER 2021-4 CL A3 *0 DAY DELAY*99.9975 95.9380 DTD 10/21/21 0.680 09/16/2026 MOODY'S RATING AAA CUSIP 362554AC1 390,000 GM FINANCIAL SECURITIZED TERM 389,918.49 379,107.30 0.25 10,811.19-503.75 ASSET BCKD SEC SER 2022-2 CL A3 99.9791 97.2070 DTD 04/13/2022 3.100% 02/16/2027 CALLABLE MOODY'S RATING AAA CUSIP 362585AC5 292,304.2 GM FINANCIAL SECURITIZED TERM 292,278.79 282,453.55 0.19 9,825.24-153.46 SER 2022-1 CL A3 *0 DAY DELAY*99.9913 96.6300 DTD 01/19/22 1.260 11/16/2026 CUSIP 380146AC4 1,400,000 GUARDIAN LIFE GLOB FUND 1,385,860.00 1,256,668.00 0.84 129,192.00- 3,777.08 144A PRIV PLCMT 0.875 12/10/2025 98.9900 89.7620 MOODY'S RATING AA1 CUSIP 40139LBC6 82,104.42 HONDA AUTO RECEIVABLES OWNER T 82,102.92 80,642.96 0.05 1,459.96-6.16 SER 2021-1 CL A3 *0 DAY DELAY*99.9982 98.2200 DTD 02/24/21 0.270 04/21/2025 MOODY'S RATING AAA CUSIP 43813GAC5 534 CC 11-21-2023 534 of 598 PAGE 9 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 68,329.04 HONDA AUTO RECEIVABLES OWNER T 68,319.00 67,757.13 0.05 561.87-9.13 SER 2020-3 CL A3 *0 DAY DELAY*99.9853 99.1630 DTD 09/29/20 0.370 10/18/2024 CUSIP 43813KAC6 740,000 HONDA AUTO RECEIVABLES OWNER T 739,888.70 713,929.80 0.48 25,958.90-618.31 SER 2022-1 CL A3 *0 DAY DELAY*99.9850 96.4770 DTD 02/23/22 1.000 05/15/2026 MOODY'S RATING AAA CUSIP 43815BAC4 394,284.05 HONDA AUTO RECEIVABLES OWNER T 394,200.93 378,910.91 0.25 15,290.02-96.38 SER 2021-4 CL A3 *0 DAY DELAY*99.9789 96.1010 DTD 11/24/21 0.880 01/21/2026 MOODY'S RATING AAA CUSIP 43815GAC3 408,599.02 HYUNDAI AUTO LEASE SECURITIZAT 408,590.00 404,104.43 0.27 4,485.57-210.66 SER 2022-A CL A3 *0 DAY DELAY*99.9978 98.9000 144A PRIV PLCMT 1.160 01/15/2025 MOODY'S RATING AAA CUSIP 44891WAC3 1,010,000 HYUNDAI AUTO RECEIVABLES TRUST 1,009,961.12 977,336.60 0.65 32,624.52-996.53 ASSET BCKD SEC SER 2022-A CL A3 99.9962 96.7660 DTD 03/16/2022 2.220% 10/15/2026 CALLABLE CUSIP 448977AD0 223,739.67 HYUNDAI AUTO RECEIVABLES TRUST 223,716.13 219,199.99 0.15 4,516.14-37.79 SER 2021-A CL A3 *0 DAY DELAY*99.9895 97.9710 DTD 04/28/21 0.380 09/15/2025 CUSIP 44933LAC7 1,139,633.54 HYUNDAI AUTO RECEIVABLES TRUST 1,110,818.51 1,101,353.25 0.74 9,465.26-374.81 SER 2021-C CL A3 *0 DAY DELAY*97.4716 96.6410 DTD 11/17/21 0.740 05/15/2026 CUSIP 44935FAD6 535 CC 11-21-2023 535 of 598 PAGE 10 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 2,800,000 INTER-AMERICAN DEVEL BK 2,792,300.00 2,782,668.00 1.86 9,632.00- 2,644.44 DTD 09/02/20 0.250 11/15/2023 99.7250 99.3810 MOODY'S RATING AAA CUSIP 4581X0DP0 2,460,000 INTER-AMERICAN DEVEL BK 2,448,733.20 2,219,731.80 1.49 229,001.40- 9,626.46 DTD 04/20/21 0.875 04/20/2026 99.5420 90.2330 MOODY'S RATING AAA CUSIP 4581X0DV7 2,400,000 INTL BK RECON & DEVELOP 2,388,859.25 2,184,144.00 1.46 204,715.25- 5,100.00 DTD 10/28/20 0.500 10/28/2025 99.5358 91.0060 MOODY'S RATING AAA CUSIP 459058JL8 2,500,000 INTL FINANCE CORP 2,471,150.00 2,295,400.00 1.54 175,750.00- 1,953.13 DTD 07/16/20 0.375 07/16/2025 98.8460 91.8160 MOODY'S RATING AAA CUSIP 45950KCT5 450,000 JOHN DEERE OWNER TRUST 449,900.46 435,667.50 0.29 14,232.96-464.00 ASSET BCKD SEC SER 2022-A CL A3 99.9779 96.8150 DTD 03/16/2022 2.320% 09/16/2026 NON CALLABLE MOODY'S RATING AAA CUSIP 47787JAC2 6,102.55 JOHN DEERE OWNER TRUST 6,101.62 6,089.19 0.00 12.43-1.38 SER 2020-B CL A3 *0 DAY DELAY*99.9848 99.7810 DTD 07/22/20 0.510 11/15/2024 MOODY'S RATING AAA CUSIP 47787NAC3 428,221.6 JOHN DEERE OWNER TRUST 428,183.40 413,602.11 0.28 14,581.29-92.78 SER 2021-B CL A3 *0 DAY DELAY*99.9911 96.5860 DTD 07/21/21 0.520 03/16/2026 MOODY'S RATING AAA CUSIP 47789QAC4 536 CC 11-21-2023 536 of 598 PAGE 11 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 655,000 JOHN DEERE OWNER TRUST 654,937.45 637,596.65 0.43 17,340.80- 1,088.76 ASSET BCKD SEC SER 2022-B CL A3 99.9905 97.3430 DTD 07/20/2022 3.740% 02/16/2027 NON CALLABLE MOODY'S RATING AAA CUSIP 47800AAC4 1,050,000 JOHN DEERE OWNER TRUST 1,049,918.52 1,038,786.00 0.69 11,132.52- 2,375.33 ASSET BCKD SEC SER 2022-C CL A3 99.9923 98.9320 DTD 10/19/2022 5.090% 06/15/2027 CALLABLE MOODY'S RATING AAA CUSIP 47800BAC2 655,000 JPMORGAN CHASE &655,406.85 628,590.40 0.42 26,816.45- 1,727.78 SER F2F 100.0621 95.9680 DTD 06/23/21 06/23/2025 MOODY'S RATING A1 CUSIP 46647PCK0 401,000 JPMORGAN CHASE & CO 415,969.33 376,382.61 0.25 39,586.72- 3,689.17 DTD 04/22/20 04/22/2026 103.7330 93.8610 MOODY'S RATING A1 CUSIP 46647PBK1 1,370,000 JPMORGAN CHASE & CO 1,371,773.90 1,318,830.50 0.88 52,943.40- 3,762.93 DTD 06/01/21 06/01/2025 100.1295 96.2650 MOODY'S RATING A1 CUSIP 46647PCH7 1,000,000 MASSMUTUAL GLOBAL FUNDIN 1,002,230.00 885,130.00 0.59 117,100.00- 2,500.00 144A PRIV PLCMT 1.200 07/16/2026 100.2230 88.5130 MOODY'S RATING AA3 CUSIP 57629WDE7 945,000 MASTERCARD INC 944,083.35 937,893.60 0.63 6,189.75- 2,815.31 DTD 03/09/2023 4.875% 03/09/2028 99.9030 99.2480 CALLABLE MOODY'S RATING AA3 CUSIP 57636QAW4 537 CC 11-21-2023 537 of 598 PAGE 12 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,115,000 MET LIFE GLOB FUNDING I 1,113,728.90 988,347.15 0.66 125,381.75- 4,645.83 144A PRIV PLCMT 1.875 01/11/2027 99.8860 88.6410 MOODY'S RATING AA3 CUSIP 59217GER6 770,000 MET TOWER GLOBAL FUNDING 769,291.60 678,408.50 0.45 90,883.10-454.51 144A PRIV PLCMT 1.250 09/14/2026 99.9080 88.1050 MOODY'S RATING AA3 CUSIP 58989V2D5 650,000 MORGAN STANLEY 615,699.50 610,603.50 0.41 5,096.00- 6,044.35 DTD 04/28/20 04/28/2026 94.7230 93.9390 MOODY'S RATING A1 CUSIP 6174468Q5 1,680,000 NEW YORK LIFE GLOBAL FDG 1,678,185.60 1,591,951.20 1.07 86,234.40- 5,210.33 144A PRIV PLCMT 1.450 01/14/2025 99.8920 94.7590 MOODY'S RATING AAA CUSIP 64952WEK5 670,000 NORTHERN TRUST CORP 668,914.60 633,773.10 0.42 35,141.50- 10,496.67 DTD 05/10/2022 4.000% 05/10/2027 99.8380 94.5930 CALLABLE MOODY'S RATING A2 CUSIP 665859AW4 850,000 NORTHWESTERN MUTUAL GLBL 827,449.50 762,025.00 0.51 65,424.50- 1,454.44 144A PRIV PLCMT 0.800 01/14/2026 97.3470 89.6500 MOODY'S RATING AAA CUSIP 66815L2A6 1,170,000 NORTHWESTERN MUTUAL GLBL 1,169,602.20 1,135,988.10 0.76 33,614.10- 11,700.00 DTD 07/01/2022 4.000% 07/01/2025 99.9660 97.0930 NON CALLABLE 144A PRIVATE PLACEMENT MOODY'S RATING AAA CUSIP 66815L2J7 538 CC 11-21-2023 538 of 598 PAGE 13 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 370,000 PACCAR FINANCIAL CORP 369,182.30 358,796.40 0.24 10,385.90- 1,016.47 MED TERM NOTE 99.7790 96.9720 DTD 08/15/19 2.150 08/15/2024 MOODY'S RATING A1 CUSIP 69371RQ25 680,000 PACCAR FINANCIAL CORP 679,632.80 650,814.40 0.44 28,818.40-491.11 MED TERM NOTE 99.9460 95.7080 DTD 08/09/21 0.500 08/09/2024 MOODY'S RATING A1 CUSIP 69371RR40 885,000 PACCAR FINANCIAL CORP 884,769.90 849,723.90 0.57 35,046.00- 12,190.88 MEDIUM TERM NOTE 99.9740 96.0140 DTD 04/07/2022 2.850% 04/07/2025 NON CALLABLE MOODY'S RATING A1 CUSIP 69371RR73 904,000 PRICOA GLOBAL FUNDING 1 832,972.72 823,607.28 0.55 9,365.44-602.67 144A PRIV PLCMT 0.800 09/01/2025 92.1430 91.1070 MOODY'S RATING AA3 CUSIP 74153WCM9 885,000 PRICOA GLOBAL FUNDING 1 884,088.45 837,413.55 0.56 46,674.90- 3,251.15 144A PRIV PLCMT 1.150 12/06/2024 99.8970 94.6230 MOODY'S RATING AA3 CUSIP 74153WCQ0 1,500,000 ROYAL BANK OF CANADA 1,533,359.18 1,460,370.00 0.98 72,989.18- 7,968.75 DTD 07/16/19 2.550 07/16/2024 102.2240 97.3580 MOODY'S RATING A1 CUSIP 78013XZU5 1,050,000 ROYAL BANK OF CANADA 1,049,611.50 1,013,029.50 0.68 36,582.00- 16,439.06 MEDIUM TERM NOTE 99.9630 96.4790 CONVERTIBLE DTD 04/14/2022 3.375% 04/14/2025 NON CALLABLE MOODY'S RATING A1 CUSIP 78016EZ59 539 CC 11-21-2023 539 of 598 PAGE 14 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,760,000 SALESFORCE.COM INC 1,748,937.40 1,691,553.60 1.13 57,383.80- 2,322.22 DTD 07/12/21 0.625 07/15/2024 99.3715 96.1110 MOODY'S RATING A2 CUSIP 79466LAG9 1,500,000 TORONTO-DOMINION BANK 1,527,255.00 1,465,680.00 0.98 61,575.00- 12,035.42 MED TERM NOTE 101.8170 97.7120 DTD 06/12/19 2.650 06/12/2024 MOODY'S RATING A1 CUSIP 89114QCA4 700,000 TORONTO-DOMINION BANK 674,737.00 662,676.00 0.44 12,061.00- 2,283.75 MED TERM NOTE SER FXD 96.3910 94.6680 DTD 01/12/22 1.450 01/10/2025 MOODY'S RATING A1 CUSIP 89114TZL9 38,748.02 TOYOTA AUTO RECEIVABLES OWNER 38,740.80 38,542.66 0.03 198.14-6.03 SER 2020-D CL A3 *0 DAY DELAY*99.9814 99.4700 DTD 10/13/20 0.350 01/15/2025 CUSIP 89236XAC0 371,935.67 TOYOTA AUTO RECEIVABLES OWNER 371,927.74 357,794.68 0.24 14,133.06-117.37 SER 2021-D CL A3 *0 DAY DELAY*99.9979 96.1980 DTD 11/15/21 0.710 04/15/2026 CUSIP 89238JAC9 304,955.87 TOYOTA AUTO RECEIVABLES OWNER 304,899.28 299,692.33 0.20 5,206.95-35.24 SER 2021-A CL A3 *0 DAY DELAY*99.9815 98.2740 DTD 02/08/21 0.260 05/15/2025 MOODY'S RATING AAA CUSIP 89240BAC2 1,100,310.19 TOYOTA LEASE OWNER TRUST 1,100,137.00 1,086,193.21 0.73 13,943.79-658.96 ASSET BCKD SEC SER 2022-A CL A3 99.9843 98.7170 DTD 02/28/2022 1.960% 02/20/2025 CALLABLE 144A PRIVATE PLACEMENT CUSIP 89238LAC4 540 CC 11-21-2023 540 of 598 PAGE 15 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,385,000 TOYOTA MOTOR CREDIT CORP 1,384,390.60 1,236,777.30 0.83 147,613.30- 4,457.97 MED TERM NOTE 99.9560 89.2980 DTD 06/18/21 1.125 06/18/2026 MOODY'S RATING A1 CUSIP 89236TJK2 1,215,000 TOYOTA MOTOR CREDIT CORP 1,213,371.90 1,153,606.05 0.77 59,765.85- 3,817.13 DTD 01/13/22 1.450 01/13/2025 99.8660 94.9470 MOODY'S RATING A1 CUSIP 89236TJT3 3,100,000 UNITED STATES TREASURY NOTES 3,057,617.20 2,947,914.00 1.97 109,703.20- 2,384.62 DTD 03/15/2022 1.750% 03/15/2025 98.6328 95.0940 MOODY'S RATING AAA CUSIP 91282CED9 3,250,000 UNITED STATES TREASURY NOTES 3,260,312.50 3,087,890.00 2.07 172,422.50- 26,693.27 DTD 06/30/2022 3.250% 06/30/2027 100.3173 95.0120 MOODY'S RATING AAA CUSIP 91282CEW7 400,000 UNITED STATES TREASURY NOTES 393,218.75 372,608.00 0.25 20,610.75- 1,853.26 DTD 07/31/2022 2.750% 07/31/2027 98.3047 93.1520 MOODY'S RATING AAA CUSIP 91282CFB2 4,500,000 UNITED STATES TREASURY NOTES 4,468,902.34 4,247,055.00 2.84 221,847.34- 11,976.30 DTD 08/31/2022 3.125% 08/31/2027 99.3090 94.3790 MOODY'S RATING AAA CUSIP 91282CFH9 3,450,000 UNITED STATES TREASURY NOTES 3,421,152.34 3,378,171.00 2.26 42,981.34- 71,545.08 DTD 09/30/2022 4.125% 09/30/2027 99.1639 97.9180 MOODY'S RATING AAA CUSIP 91282CFM8 850,000 UNITED STATES TREASURY NOTES 852,656.25 823,973.00 0.55 28,683.25- 11,069.16 DTD 11/30/2022 3.875% 11/30/2027 100.3125 96.9380 MOODY'S RATING AAA CUSIP 91282CFZ9 541 CC 11-21-2023 541 of 598 PAGE 16 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 2,750,000 UNITED STATES TREASURY NOTES 2,775,107.42 2,665,245.00 1.78 109,862.42- 26,930.20 DTD 12/31/2022 3.875% 12/31/2027 100.9130 96.9180 MOODY'S RATING AAA CUSIP 91282CGC9 3,000,000 UNITED STATES TREASURY NOTES 2,957,929.69 2,863,020.00 1.92 94,909.69- 17,690.22 DTD 01/31/2023 3.500% 01/31/2028 98.5977 95.4340 MOODY'S RATING AAA CUSIP 91282CGH8 3,700,000 UNITED STATES TREASURY NOTES 3,699,113.28 3,604,318.00 2.41 94,795.28- 12,604.40 DTD 02/28/2023 4.000% 02/29/2028 99.9760 97.4140 MOODY'S RATING AAA CUSIP 91282CGP0 1,035,000 UNITEDHEALTH GROUP INC 1,025,051.35 931,044.60 0.62 94,006.75- 4,496.50 DTD 05/19/21 1.150 05/15/2026 99.0388 89.9560 MOODY'S RATING A2 CUSIP 91324PEC2 675,000 UNITEDHEALTH GROUP INC 675,316.70 639,812.25 0.43 35,504.45- 9,435.00 DTD 05/20/2022 3.700% 05/15/2027 100.0469 94.7870 CALLABLE MOODY'S RATING A2 CUSIP 91324PEG3 1,250,000 US BANCORP 1,268,262.50 1,214,187.50 0.81 54,075.00- 5,083.33 DTD 07/29/19 2.400 07/30/2024 101.4610 97.1350 MOODY'S RATING A3 CUSIP 91159HHX1 1,500,000 US TREASURY NOTE 1,469,765.63 1,373,445.00 0.92 96,320.63-631.79 DTD 07/31/20 0.250 07/31/2025 97.9844 91.5630 MOODY'S RATING AAA CUSIP 91282CAB7 2,400,000 US TREASURY NOTE 2,366,140.63 2,184,000.00 1.46 182,140.63- 3,016.39 DTD 09/30/20 0.250 09/30/2025 98.5892 91.0000 MOODY'S RATING AAA CUSIP 91282CAM3 542 CC 11-21-2023 542 of 598 PAGE 17 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 2,450,000 US TREASURY NOTE 2,422,492.19 2,221,562.00 1.49 200,930.19- 2,563.18 DTD 10/31/20 0.250 10/31/2025 98.8772 90.6760 MOODY'S RATING AAA CUSIP 91282CAT8 2,250,000 US TREASURY NOTE 2,209,658.20 2,038,635.00 1.36 171,023.20- 2,835.55 DTD 11/30/20 0.375 11/30/2025 98.2070 90.6060 MOODY'S RATING AAA CUSIP 91282CAZ4 2,500,000 US TREASURY NOTE 2,456,445.31 2,250,500.00 1.51 205,945.31- 1,579.48 DTD 02/01/21 0.375 01/31/2026 98.2578 90.0200 MOODY'S RATING AAA CUSIP 91282CBH3 2,500,000 US TREASURY NOTE 2,493,652.34 2,252,050.00 1.51 241,602.34- 7,846.47 DTD 04/30/21 0.750 04/30/2026 99.7461 90.0820 MOODY'S RATING AAA CUSIP 91282CBW0 1,400,000 US TREASURY NOTE 1,379,054.68 1,249,276.00 0.84 129,778.68- 6,158.47 DTD 09/30/21 0.875 09/30/2026 98.5039 89.2340 MOODY'S RATING AAA CUSIP 91282CCZ2 1,400,000 US TREASURY NOTE 1,391,468.75 1,254,428.00 0.84 137,040.75- 6,591.03 DTD 11/01/21 1.125 10/31/2026 99.3906 89.6020 CUSIP 91282CDG3 1,700,000 US TREASURY NOTE 1,753,191.41 1,655,052.00 1.11 98,139.41- 5,156.59 DTD 08/15/14 2.375 08/15/2024 103.1289 97.3560 MOODY'S RATING AAA CUSIP 912828D56 2,000,000 US TREASURY NOTE 2,018,574.22 1,949,140.00 1.30 69,434.22- 10,108.70 DTD 06/30/17 2.000 06/30/2024 100.9287 97.4570 MOODY'S RATING AAA CUSIP 912828XX3 543 CC 11-21-2023 543 of 598 PAGE 18 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 1,700,000 US TREASURY NOTE 1,705,976.56 1,666,527.00 1.11 39,449.56- 14,228.26 DTD 05/01/17 2.000 04/30/2024 100.3516 98.0310 MOODY'S RATING AAA CUSIP 912828X70 2,100,000 US TREASURY NOTE 2,087,203.13 2,009,280.00 1.34 77,923.13- 9,287.36 DTD 12/31/19 1.750 12/31/2024 99.3906 95.6800 CUSIP 912828YY0 1,500,000 US TREASURY NOTE 1,523,144.53 1,415,865.00 0.95 107,279.53- 1,559.10 DTD 03/02/20 1.125 02/28/2025 101.5430 94.3910 MOODY'S RATING AAA CUSIP 912828ZC7 2,500,000 US TREASURY NOTE 2,360,839.85 2,317,675.00 1.55 43,164.85- 3,923.23 DTD 04/30/20 0.375 04/30/2025 94.4336 92.7070 MOODY'S RATING AAA CUSIP 912828ZL7 570,000 VERIZON MASTER TRUST 569,974.92 566,374.80 0.38 3,600.12-647.90 ASSET BCKD SEC SER 2022-5 CL A1A 99.9956 99.3640 DTD 08/11/2022 VAR CPN 07/20/2027 CALLABLE CUSIP 92348KAV5 5,413.17 VERIZON OWNER TRUST 5,412.03 5,402.18 0.00 9.85-0.78 SER 2020-B CL A *0 DAY DELAY*99.9790 99.7970 DTD 08/12/20 0.470 02/20/2025 MOODY'S RATING AAA CUSIP 92290BAA9 350,000 WALMART INC 349,338.50 312,070.50 0.21 37,268.00-142.92 DTD 09/17/21 1.050 09/17/2026 99.8110 89.1630 MOODY'S RATING AA2 CUSIP 931142ER0 TOTAL BOND & NOTES 151,867,507.92 143,461,507.84 95.98 8,406,000.08- 619,174.79 544 CC 11-21-2023 544 of 598 PAGE 19 STATEMENT OF ASSETS AND LIABILITIES CITY OF CUPERTINO AS OF SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF ASSETS AND LIABILITIES COST VALUE MARKET VALUE % TOTAL UNREALIZED PAR VALUE/SHARES DESCRIPTION / UNIT COST / UNIT PRICE MARKET GAIN/LOSS ACCRUED INCOME ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ====================================================================================================================================== TOTAL INVESTMENTS 157,816,425.12 149,473,130.12 100.00 8,343,295.00- 620,806.88 TOTAL ACCRUALS 620,806.88 620,806.88 ====================================================================================================================================== TOTAL ACCRUALS AND INVESTMENTS 158,437,232.00 150,093,937.00 545 CC 11-21-2023 545 of 598 PAGE 20 CASH SUMMARY CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ CASH SUMMARY DESCRIPTION PRINCIPAL CASH INCOME CASH ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ BEGINNING BALANCE 0.00 0.00 RECEIPTS NET INTEREST COLLECTED 0.00 169,136.12 TRANSFER RECEIPTS 169,136.12 0.00 SALES 807,140.67 0.00 CASH MANAGEMENT SALES 959,810.33 0.00 TOTAL CASH RECEIPTS 1,936,087.12 169,136.12 DISBURSEMENTS INVESTMENT MANAGEMENT EXPENSES 9,164.80-0.00 TRANSFER DISBURSEMENTS 0.00 169,136.12- PURCHASES 950,526.04-0.00 CASH MANAGEMENT PURCHASES 976,396.28-0.00 TOTAL CASH DISBURSEMENTS 1,936,087.12-169,136.12- ENDING BALANCE 0.00 0.00 ________________________________________________________________________________________________________________________________________ 546 CC 11-21-2023 546 of 598 PAGE 21 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ BEGINNING BALANCE 0.00 157,654,572.07 ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ CASH EQUIVALENTS 09/01/23 INTEREST RECEIVED 1,755.02 AS 100% TREAS MM FD-SVC CL #008 INTEREST FROM 8/1/23 TO 8/31/23 09/01/23 INTEREST RECEIVED 119.49 PRINCIPAL PUBLIC DEPOSIT SWEEP PRGRM INTEREST FROM 8/1/23 TO 8/31/23 09/26/23 1,000,000 PURCHASED 950,526.04-950,526.04 U.S. TREASURY BILLS 9/05/24 CUSIP 912797GL5 AT $95.0526 ON TRADE DATE 09/25/2023 TO SETTLE ON 09/26/2023 NOMURA SECURITIES INTERNATIONA 09/30/23 976,276.79 CASH SWEEP PURCHASES FOR STMT PERIOD 976,276.79-976,276.79 AS 100% TREAS MM FD-SVC CL #008 15 TRANSACTIONS 09/30/23 119.49 CASH SWEEP PURCHASES FOR STMT PERIOD 119.49-119.49 PRINCIPAL PUBLIC DEPOSIT SWEEP PRGRM 1 TRANSACTIONS 09/30/23 959,810.33- CASH SWEEP SALES FOR STMT PERIOD 959,810.33 959,810.33- AS 100% TREAS MM FD-SVC CL #008 3 TRANSACTIONS BONDS & NOTES 09/15/23 INTEREST RECEIVED 2,845.38 AMERICAN EXPRES ABS 2.210% 3/15/27 CUSIP 02589BAA8 $0.00184/PV ON 1,545,000.00 PV DUE 9/15/23 547 CC 11-21-2023 547 of 598 PAGE 22 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/15/23 INTEREST RECEIVED 3,884.38 AMERICAN EXPRESS ABS 3.390% 5/17/27 CUSIP 02582JJT8 $0.00283/PV ON 1,375,000.00 PV DUE 9/15/23 09/15/23 INTEREST RECEIVED 18,572.50 BERKSHIRE HATH 2.300% 3/15/27 CUSIP 084664CZ2 INTEREST ON 1,615,000.000 UNITS 09/25/23 INTEREST RECEIVED 32.99 BMW VEHICLE LEASE TR 0.330% 12/26/24 CUSIP 09690AAC7 $0.00008/PV ON 119,970.30 PV DUE 9/25/23 09/25/23 39,319.65- PAID DOWN 39,319.65 39,315.59-4.06 BMW VEHICLE LEASE TR 0.330% 12/26/24 CUSIP 09690AAC7 09/25/23 INTEREST RECEIVED 262.64 BMW VEHICLE LEASE TR 1.100% 3/25/25 CUSIP 05601XAC3 $0.00058/PV ON 286,510.99 PV DUE 9/25/23 09/25/23 43,867.34- PAID DOWN 43,867.34 43,860.78-6.56 BMW VEHICLE LEASE TR 1.100% 3/25/25 CUSIP 05601XAC3 09/25/23 INTEREST RECEIVED 1,417.75 BMW VEHICLE OWN ABS 3.210% 8/25/26 CUSIP 05602RAD3 $0.00268/PV ON 530,000.00 PV DUE 9/25/23 548 CC 11-21-2023 548 of 598 PAGE 23 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/05/23 INTEREST RECEIVED 11,760.00 CHARLES SCHWAB CORP 2.450% 3/03/27 CUSIP 808513BY0 INTEREST ON 960,000.000 UNITS 09/13/23 INTEREST RECEIVED 28,750.00 FED HOME LN BK 2.875% 9/13/24 CUSIP 3130A2UW4 INTEREST ON 2,000,000.000 UNITS 09/25/23 INTEREST RECEIVED 4,687.50 FED HOME LN MTG CORP 0.375% 9/23/25 CUSIP 3137EAEX3 INTEREST ON 2,500,000.000 UNITS 09/25/23 INTEREST RECEIVED 3,429.24 FED HOME LN MTG CORP 3.171% 10/25/24 CUSIP 3137BFE98 $0.00264/PV ON 1,297,727.29 PV DUE 9/25/23 09/25/23 2,810.12- PAID DOWN 2,810.12 3,022.85-212.73- FED HOME LN MTG CORP 3.171% 10/25/24 CUSIP 3137BFE98 09/25/23 INTEREST RECEIVED 1,437.04 FHLMC MULTIFAMILY ST 2.653% 8/25/26 CUSIP 3137BSP72 $0.00221/PV ON 650,000.00 PV DUE 9/25/23 09/25/23 INTEREST RECEIVED 1,422.62 FHLMC MULTIFAMILY ST 2.995% 12/25/25 CUSIP 3137BN6G4 $0.00250/PV ON 570,000.00 PV DUE 9/25/23 549 CC 11-21-2023 549 of 598 PAGE 24 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/25/23 INTEREST RECEIVED 2,508.33 FHLMC MULTIFAMILY ST 3.010% 8/25/25 CUSIP 3137BLMZ8 $0.00251/PV ON 1,000,000.00 PV DUE 9/25/23 09/25/23 INTEREST RECEIVED 2,703.33 FHLMC MULTIFAMILY ST 3.244% 8/25/27 CUSIP 3137FBBX3 $0.00270/PV ON 1,000,000.00 PV DUE 9/25/23 09/25/23 INTEREST RECEIVED 1,212.93 FHLMC MULTIFAMILY ST 3.308% 9/25/25 CUSIP 3137BM7C4 $0.00276/PV ON 440,000.00 PV DUE 9/25/23 09/18/23 INTEREST RECEIVED 1,007.50 GM FINANCIAL ABS 3.100% 2/16/27 CUSIP 362585AC5 $0.00258/PV ON 390,000.00 PV DUE 9/16/23 09/20/23 INTEREST RECEIVED 137.72 GM FINANCIAL AUTOMOB 0.390% 10/21/24 CUSIP 36262XAC8 $0.00014/PV ON 423,751.45 PV DUE 9/20/23 09/20/23 107,292.71- PAID DOWN 107,292.71 107,291.25-1.46 GM FINANCIAL AUTOMOB 0.390% 10/21/24 CUSIP 36262XAC8 09/20/23 INTEREST RECEIVED 1,387.79 GM FINANCIAL AUTOMOB 1.850% 3/20/25 CUSIP 36265MAC9 $0.00147/PV ON 876,497.04 PV DUE 9/20/23 550 CC 11-21-2023 550 of 598 PAGE 25 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/20/23 97,461.19- PAID DOWN 97,461.19 97,460.35-0.84 GM FINANCIAL AUTOMOB 1.850% 3/20/25 CUSIP 36265MAC9 09/18/23 INTEREST RECEIVED 181.42 GM FINANCIAL SECURIT 0.680% 9/16/26 CUSIP 362554AC1 $0.00052/PV ON 320,144.87 PV DUE 9/16/23 09/18/23 18,355.65- PAID DOWN 18,355.65 18,355.18-0.47 GM FINANCIAL SECURIT 0.680% 9/16/26 CUSIP 362554AC1 TO SETTLE ON 09/18/2023 09/18/23 INTEREST RECEIVED 309.75 GM FINANCIAL SECURIT 1.260% 11/16/26 CUSIP 380146AC4 $0.00105/PV ON 295,000.00 PV DUE 9/16/23 09/18/23 2,695.8- PAID DOWN 2,695.80 2,695.57-0.23 GM FINANCIAL SECURIT 1.260% 11/16/26 CUSIP 380146AC4 TO SETTLE ON 09/18/2023 09/21/23 INTEREST RECEIVED 21.20 HONDA AUTO RECEIVABL 0.270% 4/21/25 CUSIP 43813GAC5 $0.00007/PV ON 94,218.23 PV DUE 9/21/23 09/21/23 12,113.81- PAID DOWN 12,113.81 12,113.59-0.22 HONDA AUTO RECEIVABL 0.270% 4/21/25 CUSIP 43813GAC5 551 CC 11-21-2023 551 of 598 PAGE 26 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/18/23 INTEREST RECEIVED 27.51 HONDA AUTO RECEIVABL 0.370% 10/18/24 CUSIP 43813KAC6 $0.00005/PV ON 89,228.39 PV DUE 9/18/23 09/18/23 20,899.35- PAID DOWN 20,899.35 20,896.28-3.07 HONDA AUTO RECEIVABL 0.370% 10/18/24 CUSIP 43813KAC6 09/14/23 0.01 SHARE ADJUSTMENT HONDA AUTO RECEIVABL 0.820% 7/15/24 CUSIP 43813DAC2 09/15/23 INTEREST RECEIVED 2.84 HONDA AUTO RECEIVABL 0.820% 7/15/24 CUSIP 43813DAC2 $0.00002/PV ON 4,151.78 PV DUE 9/15/23 09/15/23 4,151.78- PAID DOWN 4,151.78 4,151.44-0.34 HONDA AUTO RECEIVABL 0.820% 7/15/24 CUSIP 43813DAC2 AT $86,164.2992 ON TRADE DATE 09/15/2023 09/21/23 INTEREST RECEIVED 308.96 HONDA AUTO RECEIVABL 0.880% 1/21/26 CUSIP 43815GAC3 $0.00067/PV ON 421,306.25 PV DUE 9/21/23 09/21/23 27,022.2- PAID DOWN 27,022.20 27,016.50-5.70 HONDA AUTO RECEIVABL 0.880% 1/21/26 CUSIP 43815GAC3 552 CC 11-21-2023 552 of 598 PAGE 27 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/15/23 INTEREST RECEIVED 1,159.33 HONDA AUTO RECEIVABL 1.000% 5/15/26 CUSIP 43815BAC4 $0.00157/PV ON 740,000.00 PV DUE 9/15/23 09/15/23 INTEREST RECEIVED 18.72 HYUNDAI AUTO LEASE 0.330% 6/17/24 CUSIP 44891VAC5 $0.00002/PV ON 68,055.90 PV DUE 9/15/23 09/15/23 68,055.9- PAID DOWN 68,055.90 68,045.69-10.21 HYUNDAI AUTO LEASE 0.330% 6/17/24 CUSIP 44891VAC5 AT $5,256.4908 ON TRADE DATE 09/15/2023 09/15/23 INTEREST RECEIVED 456.62 HYUNDAI AUTO LEASE 1.160% 1/15/25 CUSIP 44891WAC3 $0.00085/PV ON 472,369.49 PV DUE 9/15/23 09/15/23 63,770.47- PAID DOWN 63,770.47 63,769.06-1.41 HYUNDAI AUTO LEASE 1.160% 1/15/25 CUSIP 44891WAC3 09/15/23 INTEREST RECEIVED 1,868.50 HYUNDAI AUTO REC ABS 2.220% 10/15/26 CUSIP 448977AD0 $0.00185/PV ON 1,010,000.00 PV DUE 9/15/23 09/15/23 INTEREST RECEIVED 79.19 HYUNDAI AUTO RECEIVA 0.380% 9/15/25 CUSIP 44933LAC7 $0.00015/PV ON 250,062.56 PV DUE 9/15/23 553 CC 11-21-2023 553 of 598 PAGE 28 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/15/23 26,322.89- PAID DOWN 26,322.89 26,320.12-2.77 HYUNDAI AUTO RECEIVA 0.380% 9/15/25 CUSIP 44933LAC7 AT $238.9643 ON TRADE DATE 09/15/2023 09/15/23 INTEREST RECEIVED 752.25 HYUNDAI AUTO RECEIVA 0.740% 5/15/26 CUSIP 44935FAD6 $0.00057/PV ON 1,219,856.64 PV DUE 9/15/23 09/15/23 80,223.1- PAID DOWN 80,223.10 78,194.70-2,028.40 HYUNDAI AUTO RECEIVA 0.740% 5/15/26 CUSIP 44935FAD6 AT $5,930.8084 ON TRADE DATE 09/15/2023 09/15/23 INTEREST RECEIVED 4,453.75 JOHN DEERE OWNE ABS 5.090% 6/15/27 CUSIP 47800BAC2 $0.00424/PV ON 1,050,000.00 PV DUE 9/15/23 09/15/23 INTEREST RECEIVED 870.00 JOHN DEERE OWNER ABS 2.320% 9/16/26 CUSIP 47787JAC2 $0.00193/PV ON 450,000.00 PV DUE 9/15/23 09/15/23 INTEREST RECEIVED 2,041.42 JOHN DEERE OWNER ABS 3.740% 2/16/27 CUSIP 47800AAC4 $0.00312/PV ON 655,000.00 PV DUE 9/15/23 09/15/23 INTEREST RECEIVED 4.93 JOHN DEERE OWNER TRU 0.510% 11/15/24 CUSIP 47787NAC3 $0.00002/PV ON 11,591.52 PV DUE 9/15/23 554 CC 11-21-2023 554 of 598 PAGE 29 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/15/23 5,488.97- PAID DOWN 5,488.97 5,488.13-0.84 JOHN DEERE OWNER TRU 0.510% 11/15/24 CUSIP 47787NAC3 09/15/23 INTEREST RECEIVED 195.30 JOHN DEERE OWNER TRU 0.520% 3/16/26 CUSIP 47789QAC4 $0.00034/PV ON 450,686.42 PV DUE 9/15/23 09/15/23 22,464.82- PAID DOWN 22,464.82 22,462.82-2.00 JOHN DEERE OWNER TRU 0.520% 3/16/26 CUSIP 47789QAC4 09/11/23 INTEREST RECEIVED 23,034.38 MASTERCARD INC 4.875% 3/09/28 CUSIP 57636QAW4 INTEREST ON 945,000.000 UNITS 09/14/23 INTEREST RECEIVED 4,812.50 P/P MET TOWER GLOBAL 1.250% 9/14/26 CUSIP 58989V2D5 INTEREST ON 770,000.000 UNITS 09/01/23 INTEREST RECEIVED 3,616.00 P/P PRICOA GLOBAL FU 0.800% 9/01/25 CUSIP 74153WCM9 INTEREST ON 904,000.000 UNITS 09/15/23 INTEREST RECEIVED 75.59 TOYOTA AUTO RECEIVAB 0.260% 5/15/25 CUSIP 89240BAC2 $0.00007/PV ON 348,879.00 PV DUE 9/15/23 555 CC 11-21-2023 555 of 598 PAGE 30 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/15/23 43,923.13- PAID DOWN 43,923.13 43,914.98-8.15 TOYOTA AUTO RECEIVAB 0.260% 5/15/25 CUSIP 89240BAC2 AT $8,144.5747 ON TRADE DATE 09/15/2023 09/15/23 INTEREST RECEIVED 16.29 TOYOTA AUTO RECEIVAB 0.350% 1/15/25 CUSIP 89236XAC0 $0.00004/PV ON 55,867.64 PV DUE 9/15/23 09/15/23 17,119.62- PAID DOWN 17,119.62 17,116.43-3.19 TOYOTA AUTO RECEIVAB 0.350% 1/15/25 CUSIP 89236XAC0 09/15/23 INTEREST RECEIVED 234.58 TOYOTA AUTO RECEIVAB 0.710% 4/15/26 CUSIP 89238JAC9 $0.00055/PV ON 396,481.44 PV DUE 9/15/23 09/15/23 24,545.77- PAID DOWN 24,545.77 24,545.25-0.52 TOYOTA AUTO RECEIVAB 0.710% 4/15/26 CUSIP 89238JAC9 AT $14,574.2103 ON TRADE DATE 09/15/2023 09/20/23 49,689.81- PAID DOWN 49,689.81 49,681.99-7.82 TOYOTA LEASE OWN ABS 1.960% 2/20/25 CUSIP 89238LAC4 09/25/23 INTEREST RECEIVED 1,878.33 TOYOTA LEASE OWN ABS 1.960% 2/20/25 CUSIP 89238LAC4 09/15/23 INTEREST RECEIVED 27,125.00 U.S. TREASURY NOTES 1.750% 3/15/25 CUSIP 91282CED9 INTEREST ON 3,100,000.000 UNITS 556 CC 11-21-2023 556 of 598 PAGE 31 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/20/23 INTEREST RECEIVED 1,767.00 VERIZON MAST ABS V-M 3.720% 7/20/27 CUSIP 92348KAV5 $0.00310/PV ON 570,000.00 PV DUE 9/20/23 09/20/23 INTEREST RECEIVED 13.69 VERIZON OWNER TRUST 0.470% 2/20/25 CUSIP 92290BAA9 $0.00002/PV ON 34,959.76 PV DUE 9/20/23 09/20/23 29,546.59- PAID DOWN 29,546.59 29,540.39-6.20 VERIZON OWNER TRUST 0.470% 2/20/25 CUSIP 92290BAA9 AT $5,148.9080 ON TRADE DATE 09/20/2023 09/25/23 INTEREST RECEIVED 2,639.42 VR FHLMC MULTIFAMI 3.334% 8/25/25 CUSIP 3137BLW95 $0.00278/PV ON 950,000.00 PV DUE 9/25/23 09/18/23 INTEREST RECEIVED 1,837.50 WALMART INC 1.050% 9/17/26 CUSIP 931142ER0 INTEREST ON 350,000.000 UNITS TRANSFER RECEIPTS 09/01/23 ADDITION TO ACCOUNT 1,874.51 TRANSFER FROM INCOME 09/05/23 ADDITION TO ACCOUNT 15,376.00 TRANSFER FROM INCOME 557 CC 11-21-2023 557 of 598 PAGE 32 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 09/11/23 ADDITION TO ACCOUNT 23,034.38 TRANSFER FROM INCOME 09/13/23 ADDITION TO ACCOUNT 28,750.00 TRANSFER FROM INCOME 09/14/23 ADDITION TO ACCOUNT 4,812.50 TRANSFER FROM INCOME 09/15/23 ADDITION TO ACCOUNT 64,656.57 TRANSFER FROM INCOME 09/18/23 ADDITION TO ACCOUNT 3,182.26 TRANSFER FROM INCOME 09/19/23 ADDITION TO ACCOUNT 181.42 TRANSFER FROM INCOME 09/20/23 ADDITION TO ACCOUNT 3,659.02 TRANSFER FROM INCOME 09/21/23 ADDITION TO ACCOUNT 1,855.67 TRANSFER FROM INCOME 09/25/23 ADDITION TO ACCOUNT 21,458.16 TRANSFER FROM INCOME 09/26/23 ADDITION TO ACCOUNT 295.63 TRANSFER FROM INCOME INVESTMENT MANAGEMENT EXPENSES 09/07/23 INVESTMENT MGMT FEE 9,164.80- PAID TO CHANDLER ASSET MANAGEMENT INC INV 2308CUPERTIN AUG 2023 CITY OF CUPERTINO 558 CC 11-21-2023 558 of 598 INVESTMENT AND INSURANCE PRODUCTS ARE: ·NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC) OR ANY FEDERAL GOVERNMENT AGENCY ·NOT A DEPOSIT, OBLIGATION OF, OR GUARANTEED BY ANY BANK OR BANKING AFFILIATE ·SUBJECT TO INVESTMENT RISKS AND MAY LOSE VALUE, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED PAGE 33 STATEMENT OF TRANSACTIONS CITY OF CUPERTINO FOR THE PERIOD SEPTEMBER 1, 2023 THROUGH SEPTEMBER 30, 2023 ACCOUNT NUMBER ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯ STATEMENT OF TRANSACTIONS REALIZED DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ TRANSFER DISBURSEMENTS 09/01/23 TRANSFER TO PRINCIPAL 1,874.51- 09/05/23 TRANSFER TO PRINCIPAL 15,376.00- 09/11/23 TRANSFER TO PRINCIPAL 23,034.38- 09/13/23 TRANSFER TO PRINCIPAL 28,750.00- 09/14/23 TRANSFER TO PRINCIPAL 4,812.50- 09/15/23 TRANSFER TO PRINCIPAL 64,656.57- 09/18/23 TRANSFER TO PRINCIPAL 3,182.26- 09/19/23 TRANSFER TO PRINCIPAL 181.42- 09/20/23 TRANSFER TO PRINCIPAL 3,659.02- 09/21/23 TRANSFER TO PRINCIPAL 1,855.67- 09/25/23 TRANSFER TO PRINCIPAL 21,458.16- 09/26/23 TRANSFER TO PRINCIPAL 295.63- ================================================================================================================= ENDING BALANCE 0.00 157,816,425.12 ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 559 CC 11-21-2023 559 of 598 CITY OF CUPERTINO PARS Post-Employment Benefits Trust 9/1/2023 to 9/30/2023 Kristina Alfaro Director of Administrative Services City of Cupertino 10300 Torre Ave. Cupertino, CA 95014 Account Summary Source 9/1/2023 Contributions Earnings Expenses Distributions Transfers 9/30/2023 OPEB 1001 $34,916,710.81 $0.00 -$1,269,109.23 $10,091.93 $0.00 $0.00 $33,637,509.65 PENSION 1002 $19,203,643.85 $0.00 -$697,988.87 $5,550.39 $0.00 $0.00 $18,500,104.59 Totals $54,120,354.66 $0.00 -$1,967,098.10 $15,642.32 $0.00 $0.00 $52,137,614.24 Investment Selection Source OPEB PENSION Investment Objective Source OPEB PENSION Investment Return Source 1-Month 3-Months 1-Year 3-Years 5-Years 10-Years OPEB -3.63%-3.00%13.30%2.73%3.65%5.07%6/21/2010 PENSION -3.63%-3.00%13.30%2.69%--3/26/2019 Information as provided by US Bank, Trustee for PARS; Not FDIC Insured; No Bank Guarantee; May Lose Value Headquarters - 4350 Von Karman Ave., Suite 100, Newport Beach, CA 92660 800.540.6369 Fax 949.250.1250 www.pars.org Balance as of Individual account based on US Bank Balanced MM. Dual goals are to provide a moderate amount of current income with moderate capital growth. Income production and longer term growth of capital. City of Cupertino - PEN Plan's Inception Date Account balances are inclusive of Trust Administration, Trustee and Investment Management fees Annualized Return Investment Return: Annualized rate of return is the return on an investment over a period other than one year multiplied or divided to give a comparable one-year return. Past performance does not guarantee future results. Performance returns may not reflect the deduction of applicable fees, which could reduce returns. Information is deemed reliable but may be subject to change. Individual account based on US Bank Balanced MM. Dual goals are to provide a moderate amount of current income with moderate capital growth. Income production and longer term growth of capital. Account Report for the Period Balance as of City of Cupertino - OPEB 560 CC 11-21-2023 560 of 598 10/2/23, 8:16 AM LAIF Regular Monthly Statement https://laifms.treasurer.ca.gov/RegularStatement.aspx 1/1 Local Agency Investment Fund P.O. Box 942809 Sacramento, CA 94209-0001 (916) 653-3001 October 02, 2023 LAIF Home PMIA Average Monthly Yields CITY OF CUPERTINO FINANCE MANAGER 10300 TORRE AVENUE CUPERTINO, CA 95014 Account Number: September 2023 Statement Tran Type Definitions Account Summary Total Deposit 0 00 Beginning Balance 21,593,220 02 Total Withdrawal:0.00 Ending Balance:21,593,220.02 561 CC 11-21-2023 561 of 598 CITY OF CUPERTINO Agenda Item 23-12110 Agenda Date: 11/21/2023 Agenda #: 14. Subject: Receive the Monthly Treasurer's Investment Report for October 2023 Receive the Monthly Treasurer's Investment Report for October 2023 CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™562 CC 11-21-2023 562 of 598 CHANDLER ASSET MANAGEMENT, INC. | 800.317.4747 | www.chandlerasset.com INVESTMENT REPORT Period Ending October 31, 2023 City of Cupertino 563 CC 11-21-2023 563 of 598 SECTION 1 Economic Update SECTION 2 Account Profile SECTION 3 Portfolio Holdings SECTION 4 Transactions Table of Contents As of October 31, 2023 1 564 CC 11-21-2023 564 of 598 SECTION |Section 1 |Economic Update 2 565 CC 11-21-2023 565 of 598 Economic Update Recent economic data has shown above trend growth fueled by a rise in consumer spending and a continuing healthy US job market. Inflationary trends are subsiding, but core levels remain well above the Fed’s target.Given the cumulative effects of restrictive monetary policy and tighter financial conditions,we believe the economy will gradually soften and the Fed will remain data dependent as they tread cautiously going forward. As expected at the November meeting,the Federal Open Market Committee voted unanimously to leave the Federal Funds rate unchanged at a target range of 5.25 -5.50%.Market participants interpreted the FOMC statement as somewhat dovish,with the formal statement noting “tighter financial and credit conditions for households and businesses are likely to weigh on economic activity,hiring, and inflation.” Federal Reserve Chair Jerome Powell also noted the stance of policy is restrictive,the full effects of the tightening have yet to be felt,and the process of getting inflation to 2%has a long way to go.We believe monetary policy will remain restrictive for longer,but further tightening will not be required for the Federal Reserve to eventually achieve their policy objectives. The yield curve inversion narrowed considerably in October.The 2-year Treasury yield increased 4 basis points to 5.09%,the 5-year Treasury yield rose 24 basis points to 4.86%,and the 10-year Treasury yield increased 36 basis points to 4.93%.The inversion between the 2-year Treasury yield and 10-year Treasury yield narrowed to -16 basis points at October month-end versus -48 basis points at September month-end. The spread between the 2-year Treasury and 10-year Treasury yield one year ago was -44 basis points. The inversion between 3- month and 10-year Treasuries narrowed to -54 basis points in October from -88 basis points in September.The shape of the yield curve indicates that the probability of recession persists. 3 566 CC 11-21-2023 566 of 598 Employment -400 -200 0 200 400 600 800 1,000 MO M C h a n g e I n T h o u s a n d s ( 0 0 0 ' s ) Nonfarm Payroll (000's) Non-farm Payroll (000's) 3 month average (000's) 0.0% 5.0% 10.0% 15.0% 20.0% 25.0% Unemployment Rate Underemployment Rate (U6) Unemployment Rate (U3) Ra t e ( % ) The U.S.economy added 150,000 jobs in October, versus consensus expectations of 180,000,and the last two months were revised downward by 101,000 jobs.The largest gains came from education and health services,while the United Auto Workers strike contributed to the softer results for the month. The trajectory of job creation is moderating,with the three-month moving average payrolls at 204,000 and the six-month moving average at 206,000.The unemployment rate ticked up 0.1%to 3.9%,and the laborparticipation rate fell slightly to 62.7%.The U-6 underemployment rate,which includes those who are marginally attached to the labor force and employed part time for economic reasons rose to 7.2%from 7.0%last month.Average hourly earnings declined to 4.1%year-over-year in October from 4.3%in September. Employment remains strong by historical standards, but data are trending toward a less robust labor market outlook. Source: US Department of Labor Source: US Department of Labor 4 567 CC 11-21-2023 567 of 598 Inflation 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 8.0% 9.0% 10.0% Consumer Price Index (CPI) CPI YOY % Change Core CPI YOY % Change YO Y ( % ) C h a n g e 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 8.0% 9.0% 10.0% Personal Consumption Expenditures (PCE) PCE Price Deflator YOY % Change PCE Core Deflator YOY % Change Fed Target YO Y ( % ) C h a n g e The Consumer Price Index (CPI)increased in September by 0.4%month-over-month and 3.7%year-over-year,slightly higher than expected.Gains in shelter and energy costs accounted for a large part of the monthly increase.The Core CPI,which excludes volatile food and energy components,was up 0.3%month-over-month and 4.1%year-over-year,decelerating from 4.3%last month. The Personal Consumption Expenditures (PCE)index rose 0.4%month-over-month and 3.4%year-over-year in September,unchanged from August.Core PCE,the Federal Reserve’s preferred inflation gauge,increased 0.3%month-over-month and decelerated to 3.7%year-over-year in September from a 3.8%increase in August.Personal income and spending remained relatively healthy, but the personal savings rate continued its declining trend to 3.4% in September from 4.0% in August. Inflation remains above the Fed's 2% target. Source: US Department of Labor Source: US Department of Commerce 5 568 CC 11-21-2023 568 of 598 Federal Reserve Source: Federal Reserve Source: Bloomberg 0 1,000,000 2,000,000 3,000,000 4,000,000 5,000,000 6,000,000 7,000,000 8,000,000 9,000,000 10,000,000 Federal Reserve Balance Sheet Assets Recession In $ m i l l i o n s As expected at the November meeting,the Federal Open Market Committee voted unanimously to leave the Federal Funds rate unchanged at a target range of 5.25 -5.50%.Market participants interpreted the FOMC statement as somewhat dovish,with the formal statement noting “tighter financial and credit conditions for households and businesses are likely to weigh on economic activity,hiring, and inflation.”During the press conference concluding the meeting, Federal Reserve Chair Jerome Powell also noted the stance of policy is restrictive,the full effects of the tightening have yet to be felt,and the process of getting inflation to 2%has a long way to go.We believe monetary policy needs to remain restrictive for longer to continue to put downward pressure on inflation;however we do not believe further tightening will be required for the Federal Reserve to eventually achieve their 2%policy objective.Since the Federal Reserve began its Quantitative Tightening campaign in June 2022,securities holdings have declined by over $1.1 trillion to approximately $7.9T. 0.00% 1.00% 2.00% 3.00% 4.00% 5.00% 6.00% Effective Federal Funds Rate Recession Yi e l d ( % ) 6 569 CC 11-21-2023 569 of 598 Bond Yields Source: Bloomberg Source: Bloomberg 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% US Treasury Note Yields 2-Year 5-Year 10-Year Y i e l d ( % ) 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% US Treasury Yield Curve Oct-23 Jul-23 Oct-22 Yi e l d ( % ) At the end of October,the 2-year Treasury yield was 60 basis points higher, and the 10-Year Treasury yield was about 88 basis points higher,year-over-year.The inversion between the 2-year Treasury yield and 10-year Treasury yield narrowed to -16 basis points at October month-end versus -48 basis points at September month-end. The average historical spread (since 2003)is about +130 basis points. The inversion between 3-month and 10-year Treasuries narrowed to -54 basis points in October from -88 basis points in September. The shape of the yield curve indicates that the probability of recession persists. 7 570 CC 11-21-2023 570 of 598 Section 2|SECTION |Section 2 |Account Profile 8 571 CC 11-21-2023 571 of 598 Objectives Chandler Asset Management Performance Objective The performance objective for the portfolio is to earn a total rate of return through a market cycle that is equal to or above the return on the benchmark index. Investment Objectives The City of Cupertino’s investment objectives, in order of priority, are to provide safety to ensure the preservation of capital in the overall portfolio, provide sufficient liquidity for cash needs and a market rate of return consistent with the investment program. Strategy In order to achieve these objectives, the portfolio invests in high quality fixed incomes securities consistent with the investment policy and California Government Code. As of October 31, 2023 9 572 CC 11-21-2023 572 of 598 Compliance As of October 31, 2023 Category Standard Comment Treasury Issues No Limitation Complies Agency Issues 25% per Agency/GSE issuer; 20% max agency callable securities; Issued by Federal Agencies or U.S. Government Sponsored Enterprise obligations.Complies Supranational "AA" rating category or better by a NRSRO; 30% maximum; 10% max per issuer; USD denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by IBRD, IFC, or IADB.Complies Municipal Securities "A" rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Obligations of the City, State of California, and any local agency within the State of California; Obligations of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states in addition to California. Complies Corporate Medium Term Notes "A" rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Issued by corporations organized and operating within the U.S. or by depository institutions licensed by the U.S. or any state and operating within the U.S.Complies Asset Backed/ Mortgage Backed/ Collateralized Mortgage Obligation "AA" rating category or better by a NRSRO; 20% maximum; 5% max per issuer on Asset-Backed or Commercial Mortgage security; There is no issuer limitation on any Mortgage security where the issuer is the U.S. Treasury or a Federal Agency/GSE . Complies Negotiable Certificates of Deposit (NCDs) No rating required if amount of the NCD is insured up to the FDIC limit; If above FDIC insured limit, requires "A-1" short-term rated or "A" long-term rating category or better by a NRSRO; 30% maximum; 5% max per issuer; Issued by nationally or state chartered banks, state or federal savings associations, or state or federal credit unions, or by a federally licensed or state-licensed branch of a foreign bank. Complies Certificates of Deposit (CDs)/Time Deposit (TDs) 30% maximum; 5% max per issuer; Certificates of Deposit, Time Deposit, non-negotiable, and collateralized in accordance with California Government Code.Complies Banker’s Acceptances "A-1" short-term rated or better by a NRSRO; or "A" long-term rating category or better by a NRSRO; 40% maximum; 5% max per issuer; 180 days max maturity Complies Commercial Paper "A-1" short term rated or better a NRSRO; "A" long-term issuer rating category or better by a NRSRO; 25% maximum; 5% max per issuer; 270 days max maturity; Issued by corporations organized and operating in the U.S. with assets > $500 million; 10% max outstanding paper of the issuing corporation. Complies Money Market Funds 20% maximum; Daily money market funds administered for or by trustees, paying agents and custodian banks contracted by a City of Cupertino as allowed under California Government Code; Only funds holding U.S. Treasury obligations, Government agency obligations or repurchase agreements collateralized by U.S. Treasury or Government agency obligations can be utilized. Complies City of Cupertino Assets managed by Chandler Asset Management are in full compliance with state law and with the City's investment policy. 10 573 CC 11-21-2023 573 of 598 Compliance As of October 31, 2023 Category Standard Comment Local Agency Investment Fund (LAIF) Maximum amount permitted by LAIF; Not used by investment adviser Complies Repurchase Agreements 1 year max maturity; 102% collateralized; A PSA Master Repurchase Agreement is required between City of Cupertino and the broke/dealer or financial institution for all repurchase agreements; Not used by investment adviser Complies Prohibited Securities Reverse Repurchase Agreement; Common stocks; Long-term (> 5 years maturity) notes and bonds; Special circumstances arise that necessitate purchase of securities beyond the 5-year limitation. On such occasions, request must be approved by City Council prior to purchase; Futures/Options; Inverse floaters; Ranges notes, Mortgage-derived, Interest-only strips; Zero interest accrual securities; Purchasing/selling securities on margin; Foreign currency denominated securities. Complies Minimum Budgeted Operating Expenditures in Short Term Investments Minimum 6 months of budgeted operating expenditures in short term investments to provide sufficient liquidity for expected disbursements Complies Max Per Issuer 5% per issuer, unless otherwise specified in the policy Complies Maximum maturity 5 years Complies City of Cupertino Assets managed by Chandler Asset Management are in full compliance with state law and with the City's investment policy. 11 574 CC 11-21-2023 574 of 598 Portfolio Summary – City of Cupertino #10659 As of October 31, 2023 12 575 CC 11-21-2023 575 of 598 Purchase Yield as of 10/31/23 = 2.05% 0.00 0.50 1.00 1.50 2.00 2.50 Pe r c e n t ( % ) Historical Average Purchase Yield City of Cupertino As of October 31, 2023 13 576 CC 11-21-2023 576 of 598 SECTION |Section 3 |Portfolio Holdings 14 577 CC 11-21-2023 577 of 598 Issue Name Investment Type % Portfolio Government of United States US Treasury 37.14% Federal National Mortgage Association Agency 8.82% Federal Home Loan Mortgage Corp Agency 4.36% Federal Home Loan Mortgage Corp CMO 3.75% Inter-American Dev Bank Supranational 3.34% Federal Home Loan Bank Agency 2.30% American Express ABS ABS 1.86% John Deere ABS ABS 1.66% Royal Bank of Canada Corporate 1.66% Toyota Motor Corp Corporate 1.60% JP Morgan Chase & Co Corporate 1.55% International Finance Corp Supranational 1.53% Bank of New York Corporate 1.53% Bank of America Corp Corporate 1.52% Hyundai Auto Receivables ABS 1.46% Intl Bank Recon and Development Supranational 1.46% Toronto Dominion Holdings Corporate 1.43% Northwestern Mutual Glbl Corporate 1.28% Paccar Financial Corporate 1.24% Bank of Montreal Chicago Corporate 1.17% Salesforce.com Inc Corporate 1.13% Amazon.com Inc Corporate 1.13% Prudential Financial Inc Corporate 1.11% Metlife Inc Corporate 1.10% Air Products & Chemicals Corporate 1.10% New York Life Global Funding Corporate 1.07% United Health Group Inc Corporate 1.06% Berkshire Hathaway Corporate 0.98% Guardian Life Global Funding Corporate 0.84% Wells Fargo 100% Treasury MMKT Fund Money Market Fund 0.82% US Bancorp Corporate 0.81% Honda ABS ABS 0.79% Caterpillar Inc Corporate 0.71% Toyota Lease Owner Trust ABS 0.64% MasterCard Inc Corporate 0.62% GM Financial Securitized Term Auto Trust ABS 0.61% GM Financial Automobile Leasing Trust ABS 0.59% Mass Mutual Insurance Corporate 0.59% Issuers City of Cupertino – Account #10659 As of October 31, 2023 15 578 CC 11-21-2023 578 of 598 Issue Name Investment Type % Portfolio Charles Schwab Corp/The Corporate 0.57% State of California Municipal Bonds 0.49% Northern Trust Corp Corporate 0.43% Toyota ABS ABS 0.41% Morgan Stanley Corporate 0.41% Verizon Master Trust ABS 0.38% BMW ABS ABS 0.34% Hyundai Auto Lease Securitization ABS 0.23% Wal-Mart Stores Corporate 0.21% BMW Vehicle Lease Trust ABS 0.16% TOTAL 100.00% Issuers City of Cupertino – Account #10659 As of October 31, 2023 16 579 CC 11-21-2023 579 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration ABS 43813KAC6 Honda Auto Receivables Trust 2020-3 A3 0.370% Due 10/18/2024 48,665.77 09/22/2020 0.38% 48,658.62 48,665.66 99.37 5.96% 48,357.52 6.50 0.03% (308.14) NR / AAA AAA 0.97 0.11 36262XAC8 GM Financial Auto Lease Trust 2021-3 A2 0.390% Due 10/21/2024 216,445.50 08/10/2021 0.39% 216,442.56 216,445.23 99.52 6.06% 215,407.65 25.79 0.14% (1,037.58) NR / AAA AAA 0.98 0.08 47787NAC3 John Deere Owner Trust 2020-B A3 0.510% Due 11/15/2024 1,481.58 07/14/2020 0.52% 1,481.35 1,481.57 99.79 6.39% 1,478.49 0.34 0.00% (3.08) Aaa / NR AAA 1.04 0.03 09690AAC7 BMW Vehicle Lease Trust 2021-2 A3 0.330% Due 12/26/2024 46,013.75 09/08/2021 0.34% 46,009.00 46,013.44 99.65 5.41% 45,851.92 2.53 0.03% (161.52) Aaa / NR AAA 1.16 0.07 89236XAC0 Toyota Auto Receivables 2020-D A3 0.350% Due 01/15/2025 23,440.64 10/06/2020 0.36% 23,436.27 23,439.40 99.66 6.02% 23,360.17 3.65 0.02% (79.23) NR / AAA AAA 1.21 0.06 44891WAC3 Hyundai Auto Lease Trust 2022-A A3 1.160% Due 01/15/2025 347,347.72 01/11/2022 1.16% 347,340.05 347,346.16 98.96 6.25% 343,727.31 179.08 0.23% (3,618.85) Aaa / AAA NR 1.21 0.20 89238LAC4 Toyota Lease Owner Trust 2022-A A3 1.960% Due 02/20/2025 970,743.28 02/23/2022 1.98% 970,590.48 970,701.23 98.87 6.02% 959,812.71 581.37 0.64% (10,888.52) NR / AAA AAA 1.31 0.28 36265MAC9 GM Financial Auto Lease Trust 2022-1 A3 1.900% Due 03/20/2025 686,759.18 02/15/2022 1.91% 686,753.27 686,757.90 98.89 6.29% 679,140.27 398.70 0.45% (7,617.63) Aaa / NR AAA 1.39 0.25 05601XAC3 BMW Vehicle Lease Trust 2022-1 A3 1.100% Due 03/25/2025 202,962.66 01/11/2022 1.11% 202,932.33 202,957.14 99.05 6.00% 201,024.98 37.21 0.13% (1,932.16) NR / AAA AAA 1.40 0.19 43813GAC5 Honda Auto Receivables Trust 2021-1 A3 0.270% Due 04/21/2025 70,658.90 02/17/2021 0.27% 70,657.61 70,658.74 98.39 5.98% 69,521.36 5.30 0.05% (1,137.38) Aaa / NR AAA 1.47 0.28 89240BAC2 Toyota Auto Receivables Owners 2021-A A3 0.260% Due 05/15/2025 264,302.42 02/02/2021 0.27% 264,253.37 264,296.57 98.46 6.04% 260,240.62 30.54 0.17% (4,055.95) Aaa / NR AAA 1.54 0.26 44933LAC7 Hyundai Auto Receivables Trust 2021-A A3 0.380% Due 09/15/2025 197,567.45 04/20/2021 0.38% 197,546.66 197,563.79 98.09 6.11% 193,797.27 33.37 0.13% (3,766.52) NR / AAA AAA 1.88 0.33 43815GAC3 Honda Auto Receivables Trust 2021-4 A3 0.880% Due 01/21/2026 369,033.52 11/16/2021 0.89% 368,955.72 369,002.14 96.59 5.91% 356,454.27 90.21 0.24% (12,547.87) Aaa / NR AAA 2.23 0.68 47789QAC4 John Deere Owner Trust 2021-B A3 0.520% Due 03/16/2026 405,620.43 07/13/2021 0.52% 405,584.25 405,606.86 96.54 6.26% 391,580.28 93.74 0.26% (14,026.58) Aaa / NR AAA 2.38 0.60 89238JAC9 Toyota Auto Receivables Trust 2021-D A3 0.710% Due 04/15/2026 348,905.62 11/09/2021 0.71% 348,898.18 348,902.66 96.35 6.22% 336,183.13 110.10 0.22% (12,719.53) NR / AAA AAA 2.46 0.66 43815BAC4 Honda Auto Receivables Trust 2022-1 A3 1.880% Due 05/15/2026 740,000.00 02/15/2022 1.89% 739,888.70 739,946.95 96.50 5.99% 714,115.55 618.31 0.48% (25,831.40) Aaa / AAA NR 2.54 0.85 44935FAD6 Hyundai Auto Receivables Trust 2021-C A3 0.740% Due 05/15/2026 1,062,714.41 Various 2.03% 1,035,844.24 1,051,212.53 96.71 6.10% 1,027,710.71 349.51 0.68% (23,501.82) NR / AAA AAA 2.54 0.61 As of October 31, 2023 17 580 CC 11-21-2023 580 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 05602RAD3 BMW Vehicle Owner Trust 2022-A A3 3.210% Due 08/25/2026 530,000.00 05/10/2022 3.23% 529,972.44 529,985.37 97.63 6.09% 517,414.62 283.55 0.34% (12,570.75) Aaa / AAA NR 2.82 0.83 362554AC1 GM Financial Securitized Term 2021-4 A3 0.680% Due 09/16/2026 284,478.20 10/13/2021 0.68% 284,470.95 284,475.28 96.13 6.11% 273,463.20 80.60 0.18% (11,012.08) Aaa / AAA NR 2.88 0.71 47787JAC2 John Deere Owner Trust 2022-A A3 2.320% Due 09/16/2026 442,714.64 03/10/2022 2.34% 442,616.71 442,662.27 97.04 6.14% 429,598.33 456.49 0.29% (13,063.94) Aaa / NR AAA 2.88 0.78 448977AD0 Hyundai Auto Receivables Trust 2022-A A3 2.220% Due 10/15/2026 1,010,000.00 03/09/2022 2.23% 1,009,961.12 1,009,980.61 96.60 6.27% 975,667.08 996.53 0.65% (34,313.53) NR / AAA AAA 2.96 0.84 380146AC4 GM Financial Auto Receivables 2022-1 A3 1.260% Due 11/16/2026 276,305.34 01/11/2022 1.27% 276,281.32 276,294.21 96.27 6.24% 265,985.34 145.06 0.18% (10,308.87) NR / AAA AAA 3.05 0.75 362585AC5 GM Financial Securitized ART 2022-2 A3 3.100% Due 02/16/2027 390,000.00 04/05/2022 3.13% 389,918.49 389,955.40 97.29 5.82% 379,414.23 503.75 0.25% (10,541.17) Aaa / AAA NR 3.30 1.01 47800AAC4 John Deere Owner Trust 2022-B A3 3.740% Due 02/16/2027 655,000.00 07/12/2022 3.77% 654,937.45 654,959.91 97.14 6.13% 636,236.22 1,088.76 0.42% (18,723.69) Aaa / NR AAA 3.30 1.22 02589BAA8 American Express Credit Accoun 22-1 A 2.210% Due 03/15/2027 1,545,000.00 03/21/2022 2.69% 1,524,359.77 1,535,514.60 95.20 5.94% 1,470,827.64 1,517.53 0.98% (64,686.96) Aaa / NR AAA 3.37 1.31 02582JJT8 American Express Credit Trust 2022-2 A 3.390% Due 05/17/2027 1,375,000.00 05/17/2022 3.42% 1,374,695.85 1,374,843.03 96.53 5.82% 1,327,321.88 2,071.67 0.88% (47,521.15) NR / AAA AAA 3.55 1.45 47800BAC2 John Deere Owner Trust 2022-C A3 5.090% Due 06/15/2027 1,050,000.00 10/12/2022 5.15% 1,049,918.52 1,049,941.59 98.88 5.92% 1,038,262.05 2,375.33 0.69% (11,679.54) Aaa / NR AAA 3.62 1.44 92348KAV5 Verizon Master Trust 2022-5 A1A 3.720% Due 07/20/2027 570,000.00 08/02/2022 3.75% 569,974.92 569,985.99 99.49 4.93% 567,096.42 647.90 0.38% (2,889.57) NR / AAA AAA 3.72 0.78 TOTAL ABS 14,131,161.01 2.42% 14,082,380.20 14,109,596.23 6.00% 13,749,051.22 12,733.42 9.15% (360,545.01) Aaa / AAA AAA 2.70 0.84 Agency 3137EAFA2 FHLMC Note 0.250% Due 12/04/2023 855,000.00 12/02/2020 0.28% 854,153.55 854,974.49 99.50 5.73% 850,725.00 872.81 0.57% (4,249.49) Aaa / AA+ AA+ 0.09 0.09 3130A1XJ2 FHLB Note 2.875% Due 06/14/2024 1,500,000.00 06/18/2019 1.96% 1,564,890.20 1,508,048.95 98.39 5.55% 1,475,865.00 16,411.46 0.99% (32,183.95) Aaa / AA+ NR 0.62 0.60 3135G0V75 FNMA Note 1.750% Due 07/02/2024 1,500,000.00 07/16/2019 1.96% 1,484,895.00 1,497,965.99 97.56 5.51% 1,463,428.50 8,677.08 0.98% (34,537.49) Aaa / AA+ AA+ 0.67 0.65 3130A2UW4 FHLB Note 2.875% Due 09/13/2024 2,000,000.00 09/13/2019 1.79% 2,103,380.00 2,017,966.81 97.82 5.48% 1,956,366.00 7,666.67 1.31% (61,600.81) Aaa / AA+ NR 0.87 0.84 3135G0W66 FNMA Note 1.625% Due 10/15/2024 1,975,000.00 Various 1.73% 1,965,802.75 1,973,192.51 96.43 5.51% 1,904,549.78 1,426.39 1.27% (68,642.73) Aaa / AA+ AA+ 0.96 0.93 As of October 31, 2023 18 581 CC 11-21-2023 581 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 3135G0X24 FNMA Note 1.625% Due 01/07/2025 1,295,000.00 Various 1.38% 1,309,953.95 1,298,681.44 95.74 5.38% 1,239,867.97 6,663.86 0.83% (58,813.47) Aaa / AA+ AA+ 1.19 1.14 3137EAEP0 FHLMC Note 1.500% Due 02/12/2025 2,365,000.00 02/13/2020 1.52% 2,363,178.95 2,364,532.02 95.31 5.34% 2,254,088.60 7,784.79 1.50% (110,443.42) Aaa / AA+ AA+ 1.29 1.24 3135G03U5 FNMA Note 0.625% Due 04/22/2025 1,860,000.00 04/22/2020 0.67% 1,856,168.40 1,858,869.85 93.51 5.26% 1,739,267.40 290.63 1.16% (119,602.45) Aaa / AA+ AA+ 1.48 1.43 3135G04Z3 FNMA Note 0.500% Due 06/17/2025 2,500,000.00 Various 0.50% 2,499,227.30 2,499,817.12 92.75 5.20% 2,318,730.00 4,652.78 1.54% (181,087.12) Aaa / AA+ AA+ 1.63 1.58 3137EAEU9 FHLMC Note 0.375% Due 07/21/2025 1,250,000.00 07/21/2020 0.48% 1,243,775.00 1,247,856.74 92.28 5.11% 1,153,493.75 1,302.08 0.77% (94,362.99) Aaa / AA+ AA+ 1.72 1.67 3135G05X7 FNMA Note 0.375% Due 08/25/2025 2,500,000.00 Various 0.48% 2,487,983.75 2,495,506.37 91.75 5.19% 2,293,670.00 1,718.75 1.53% (201,836.37) Aaa / AA+ AA+ 1.82 1.76 3137EAEX3 FHLMC Note 0.375% Due 09/23/2025 2,500,000.00 Various 0.46% 2,489,362.80 2,495,879.96 91.47 5.16% 2,286,847.50 989.58 1.52% (209,032.46) Aaa / AA+ AA+ 1.90 1.84 3135G06G3 FNMA Note 0.500% Due 11/07/2025 2,500,000.00 Various 0.56% 2,492,700.00 2,497,044.67 91.22 5.14% 2,280,490.00 6,041.67 1.52% (216,554.67) Aaa / AA+ AA+ 2.02 1.95 TOTAL Agency 24,600,000.00 1.03% 24,715,471.65 24,610,336.92 5.32% 23,217,389.50 64,498.55 15.48% (1,392,947.42) Aaa / AA+ AA+ 1.35 1.30 CMO 3137BFE98 FHLMC K041 A2 3.171% Due 10/25/2024 1,291,940.79 07/01/2021 0.72% 1,389,744.75 1,319,660.19 97.59 5.77% 1,260,748.16 3,413.95 0.84% (58,912.03) Aaa / AAA AAA 0.99 0.86 3137BLMZ8 FHLMC K049 A2 3.010% Due 07/25/2025 1,000,000.00 07/01/2021 0.87% 1,079,687.50 1,033,298.97 95.99 5.55% 959,901.33 2,508.33 0.64% (73,397.64) NR / NR AAA 1.73 1.53 3137BLW95 FHLMC K050 A2 3.334% Due 08/25/2025 950,000.00 11/16/2021 1.17% 1,018,132.81 982,225.66 96.36 5.55% 915,373.52 2,639.42 0.61% (66,852.14) NR / NR AAA 1.82 1.59 3137BM7C4 FHLMC K051 A2 3.308% Due 09/25/2025 440,000.00 03/15/2022 2.21% 453,079.69 446,938.55 96.14 5.55% 422,997.96 1,212.93 0.28% (23,940.59) NR / NR AAA 1.90 1.67 3137BN6G4 FHLMC KO53 2.995% Due 12/25/2025 570,000.00 03/15/2022 2.29% 582,001.17 576,836.66 95.23 5.49% 542,782.50 1,422.63 0.36% (34,054.16) NR / NR AAA 2.15 1.88 3137BSP72 FHLMC K058 A2 2.653% Due 08/25/2026 650,000.00 11/12/2021 1.35% 687,451.17 671,886.48 92.93 5.40% 604,046.95 1,437.04 0.40% (67,839.53) NR / NR AAA 2.82 2.60 As of October 31, 2023 19 582 CC 11-21-2023 582 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 3137FBBX3 FHLMC K068 A2 3.244% Due 08/25/2027 1,000,000.00 09/28/2022 4.41% 950,664.06 961,689.79 92.73 5.39% 927,295.00 2,703.33 0.62% (34,394.79) Aaa / NR NR 3.82 3.43 TOTAL CMO 5,901,940.79 1.74% 6,160,761.15 5,992,536.30 5.55% 5,633,145.42 15,337.63 3.75% (359,390.88) Aaa / AAA AAA 2.09 1.86 Corporate 89114QCA4 Toronto Dominion Bank Note 2.650% Due 06/12/2024 1,500,000.00 09/11/2019 2.24% 1,527,255.00 1,503,520.83 97.93 6.14% 1,468,881.00 15,347.92 0.99% (34,639.83) A1 / A AA- 0.62 0.59 06367TQW3 Bank of Montreal Note 0.625% Due 07/09/2024 600,000.00 02/09/2022 1.89% 582,216.00 594,921.75 96.35 6.11% 578,121.60 1,166.67 0.39% (16,800.15) A2 / A- AA- 0.69 0.67 79466LAG9 Salesforce.com Inc Callable Note Cont 7/15/2022 0.625% Due 07/15/2024 1,760,000.00 Various 0.87% 1,748,937.40 1,757,030.69 96.51 5.74% 1,698,590.08 3,238.88 1.13% (58,440.61) A2 / A+ NR 0.71 0.68 78013XZU5 Royal Bank of Canada Note 2.550% Due 07/16/2024 1,500,000.00 Various 1.99% 1,533,359.18 1,505,727.60 97.66 5.97% 1,464,892.50 11,156.26 0.98% (40,835.10) A1 / A AA- 0.71 0.68 91159HHX1 US Bancorp Callable Note Cont 6/28/2024 2.400% Due 07/30/2024 1,250,000.00 10/10/2019 2.07% 1,268,262.50 1,252,551.22 97.21 6.27% 1,215,075.00 7,583.33 0.81% (37,476.22) A3 / A A 0.75 0.72 009158AV8 Air Products & Chemicals Callable Note Cont 4/30/2024 3.350% Due 07/31/2024 1,675,000.00 08/07/2019 2.07% 1,771,212.00 1,685,089.44 98.30 5.69% 1,646,483.13 14,183.99 1.10% (38,606.31) A2 / A NR 0.75 0.72 69371RR40 Paccar Financial Corp Note 0.500% Due 08/09/2024 680,000.00 08/03/2021 0.52% 679,632.80 679,905.52 96.12 5.71% 653,607.16 774.44 0.43% (26,298.36) A1 / A+ NR 0.78 0.75 69371RQ25 Paccar Financial Corp Note 2.150% Due 08/15/2024 370,000.00 08/08/2019 2.20% 369,182.30 369,871.10 97.33 5.65% 360,121.37 1,679.39 0.24% (9,749.73) A1 / A+ NR 0.79 0.76 14913Q3B3 Caterpillar Finl Service Note 2.150% Due 11/08/2024 1,100,000.00 01/28/2020 1.92% 1,111,517.00 1,102,463.21 96.55 5.68% 1,062,074.20 11,365.14 0.71% (40,389.01) A2 / A A+ 1.02 0.98 74153WCQ0 Pricoa Global Funding Note 1.150% Due 12/06/2024 885,000.00 12/01/2021 1.19% 884,088.45 884,665.88 94.82 6.10% 839,185.32 4,099.27 0.56% (45,480.56) Aa3 / AA- AA- 1.10 1.06 89114TZL9 Toronto-Dominion Bank Note 1.450% Due 01/10/2025 700,000.00 03/15/2022 2.79% 674,737.00 689,306.15 95.03 5.83% 665,192.50 3,129.58 0.44% (24,113.65) A1 / A NR 1.20 1.15 89236TJT3 Toyota Motor Credit Corp Note 1.450% Due 01/13/2025 1,215,000.00 01/10/2022 1.50% 1,213,371.90 1,214,347.87 95.19 5.65% 1,156,565.79 5,285.25 0.77% (57,782.08) A1 / A+ A+ 1.21 1.16 64952WEK5 New York Life Global Note 1.450% Due 01/14/2025 1,680,000.00 01/11/2022 1.49% 1,678,185.60 1,679,271.59 95.01 5.81% 1,596,104.16 7,240.33 1.07% (83,167.43) Aaa / AA+ AAA 1.21 1.16 69371RR73 Paccar Financial Corp Note 2.850% Due 04/07/2025 885,000.00 03/31/2022 2.86% 884,769.90 884,890.20 96.28 5.58% 852,093.05 1,681.50 0.57% (32,797.15) A1 / A+ NR 1.44 1.37 As of October 31, 2023 20 583 CC 11-21-2023 583 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 78016EZ59 Royal Bank of Canada Note 3.375% Due 04/14/2025 1,050,000.00 04/07/2022 3.39% 1,049,611.50 1,049,812.13 96.50 5.92% 1,013,225.85 1,673.44 0.67% (36,586.28) A1 / A AA- 1.45 1.39 06406RBC0 Bank of NY Mellon Corp Callable Note Cont 3/25/2025 3.350% Due 04/25/2025 1,370,000.00 04/19/2022 3.35% 1,369,808.20 1,369,905.24 96.57 5.80% 1,322,993.93 764.92 0.88% (46,911.31) A1 / A AA- 1.48 1.42 06367WB85 Bank of Montreal Note 1.850% Due 05/01/2025 1,240,000.00 07/23/2021 0.85% 1,285,656.80 1,258,176.32 93.98 6.11% 1,165,364.40 11,470.00 0.78% (92,811.92) A2 / A- AA- 1.50 1.43 46647PCH7 JP Morgan Chase & Co Callable Note Cont 6/1/2024 0.824% Due 06/01/2025 1,370,000.00 05/24/2021 0.78% 1,371,773.90 1,370,344.75 96.63 6.28% 1,323,769.36 4,703.67 0.88% (46,575.39) A1 / A- AA- 1.59 1.51 46647PCK0 JP Morgan Chase & Co Callable Note Cont 6/23/2024 0.969% Due 06/23/2025 655,000.00 Various 0.95% 655,406.85 655,087.31 96.33 6.35% 630,989.67 2,256.70 0.42% (24,097.64) A1 / A- AA- 1.65 1.56 66815L2J7 Northwestern Mutual Glbl Note 4.000% Due 07/01/2025 1,170,000.00 06/27/2022 4.01% 1,169,602.20 1,169,779.32 97.27 5.74% 1,138,012.20 15,600.00 0.77% (31,767.12) Aaa / AA+ AAA 1.67 1.56 74153WCM9 Pricoa Global Funding Note 0.800% Due 09/01/2025 904,000.00 04/06/2022 3.26% 832,972.72 865,684.16 91.53 5.73% 827,414.02 1,205.33 0.55% (38,270.14) Aa3 / AA- AA- 1.84 1.77 06406HCQ0 Bank of New York Callable Note Cont 10/18/2025 3.950% Due 11/18/2025 1,000,000.00 04/05/2022 3.20% 1,024,910.00 1,013,845.33 95.99 6.05% 959,949.00 17,884.72 0.65% (53,896.33) A1 / A AA- 2.05 1.89 40139LBC6 Guardian Life Glob Fun Note 0.875% Due 12/10/2025 1,400,000.00 Various 1.12% 1,385,860.00 1,392,871.07 90.02 5.98% 1,260,271.60 4,797.92 0.84% (132,599.47) Aa1 / AA+ NR 2.11 2.02 66815L2A6 Northwestern Mutual Glbl Note 0.800% Due 01/14/2026 850,000.00 12/06/2021 1.47% 827,449.50 837,881.74 89.78 5.81% 763,162.30 2,021.11 0.51% (74,719.44) Aaa / AA+ AAA 2.21 2.12 06051GHY8 Bank of America Corp Callable Note Cont 2/13/2025 2.015% Due 02/13/2026 600,000.00 05/24/2021 1.05% 620,988.00 607,258.54 94.30 6.59% 565,821.60 2,619.50 0.38% (41,436.94) A1 / A- AA- 2.29 2.15 46647PBK1 JP Morgan Chase & Co Callable Note Cont 4/22/2025 2.083% Due 04/22/2026 401,000.00 05/20/2021 1.11% 415,969.33 406,635.76 93.98 6.41% 376,869.83 208.82 0.25% (29,765.93) A1 / A- AA- 2.48 1.42 6174468Q5 Morgan Stanley Callable Note Cont 4/28/2025 2.188% Due 04/28/2026 650,000.00 05/23/2022 4.94% 615,699.50 628,257.21 94.06 6.42% 611,385.45 118.52 0.41% (16,871.76) A1 / A- A+ 2.49 1.43 023135BX3 Amazon.com Inc Callable Note Cont 4/12/2026 1.000% Due 05/12/2026 1,875,000.00 05/10/2021 1.09% 1,866,900.00 1,870,905.64 89.94 5.30% 1,686,431.25 8,802.08 1.13% (184,474.39) A1 / AA AA- 2.53 2.43 As of October 31, 2023 21 584 CC 11-21-2023 584 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 91324PEC2 United Health Group Inc Callable Note Cont 4/15/2026 1.150% Due 05/15/2026 1,035,000.00 Various 1.37% 1,025,051.35 1,029,267.69 90.28 5.29% 934,432.16 5,488.37 0.62% (94,835.53) A2 / A+ A 2.54 2.43 89236TJK2 Toyota Motor Credit Corp Note 1.125% Due 06/18/2026 1,385,000.00 06/15/2021 1.13% 1,384,390.60 1,384,679.61 89.43 5.49% 1,238,612.43 5,756.41 0.83% (146,067.18) A1 / A+ A+ 2.63 2.52 06051GJD2 Bank of America Corp Callable Note Cont 6/19/2025 1.319% Due 06/19/2026 700,000.00 07/16/2021 1.27% 701,274.00 700,530.98 91.90 6.61% 643,314.00 3,385.43 0.43% (57,216.98) A1 / A- AA- 2.64 2.48 57629WDE7 Mass Mutual Global funding Note 1.200% Due 07/16/2026 1,000,000.00 08/19/2021 1.15% 1,002,230.00 1,001,232.24 88.66 5.78% 886,606.00 3,500.00 0.59% (114,626.24) Aa3 / AA+ AA+ 2.71 2.59 58989V2D5 Met Tower Global Funding Note 1.250% Due 09/14/2026 770,000.00 09/07/2021 1.27% 769,291.60 769,593.43 88.07 5.82% 678,125.91 1,256.60 0.45% (91,467.52) Aa3 / AA- AA- 2.87 2.74 931142ER0 Wal-Mart Stores Callable Note Cont 08/17/2026 1.050% Due 09/17/2026 350,000.00 09/08/2021 1.09% 349,338.50 349,619.26 89.13 5.16% 311,961.65 449.17 0.21% (37,657.61) Aa2 / AA AA 2.88 2.76 59217GER6 Metlife Note 1.875% Due 01/11/2027 1,115,000.00 01/03/2022 1.90% 1,113,728.90 1,114,187.64 87.54 6.24% 976,092.19 6,388.02 0.65% (138,095.45) Aa3 / AA- AA- 3.20 3.00 808513BY0 Charles Schwab Corp Callable Note Cont 2/3/2027 2.450% Due 03/03/2027 960,000.00 03/01/2022 2.46% 959,729.90 959,818.15 88.16 6.44% 846,383.04 3,789.33 0.57% (113,435.11) A2 / A- A 3.34 3.10 084664CZ2 Berkshire Hathaway Callable Note Cont 2/15/2027 2.300% Due 03/15/2027 1,615,000.00 03/07/2022 2.30% 1,614,693.15 1,614,793.30 91.19 5.18% 1,472,687.82 4,746.31 0.98% (142,105.48) Aa2 / AA A+ 3.37 3.17 06051GHT9 Bank of America Corp Callable Note 1X 4/23/2026 3.559% Due 04/23/2027 1,150,000.00 Various 4.94% 1,114,222.54 1,123,606.52 93.40 6.48% 1,074,133.35 909.53 0.71% (49,473.17) A1 / A- AA- 3.48 2.32 665859AW4 Northern Trust Company Callable Note Cont 4/10/2027 4.000% Due 05/10/2027 670,000.00 05/05/2022 4.04% 668,914.60 669,235.58 93.99 5.91% 629,759.80 12,730.00 0.43% (39,475.78) A2 / A+ A+ 3.53 3.16 91324PEG3 United Health Group Inc Callable Note Cont 4/15/2027 3.700% Due 05/15/2027 675,000.00 05/17/2022 3.69% 675,316.70 675,224.52 94.21 5.52% 635,948.55 11,516.25 0.43% (39,275.97) A2 / A+ A 3.54 3.20 As of October 31, 2023 22 585 CC 11-21-2023 585 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 57636QAW4 MasterCard Inc Callable Note Cont 2/9/28 4.875% Due 03/09/2028 945,000.00 03/06/2023 4.90% 944,083.35 944,202.26 98.38 5.30% 929,649.42 6,654.38 0.62% (14,552.84) Aa3 / A+ NR 4.36 3.84 TOTAL Corporate 42,705,000.00 2.08% 42,741,600.72 42,635,998.75 5.86% 40,160,353.64 228,628.48 26.85% (2,475,645.11) A1 / A+ AA- 1.88 1.73 Money Market Fund 94975H270 Wells Fargo 100% Treasury Money Mkt Fund 1,229,906.07 Various 4.95% 1,229,906.07 1,229,906.07 1.00 4.95% 1,229,906.07 0.00 0.82% 0.00 Aaa / AAA NR 0.00 0.00 TOTAL Money Market Fund 1,229,906.07 4.95% 1,229,906.07 1,229,906.07 4.95% 1,229,906.07 0.00 0.82% 0.00 Aaa / AAA NR 0.00 0.00 Municipal Bonds 13063DRK6 California State Taxable GO 2.400% Due 10/01/2024 755,000.00 10/16/2019 1.91% 772,342.35 758,220.45 97.13 5.66% 733,296.02 1,510.00 0.49% (24,924.43) Aa2 / AA- AA 0.92 0.89 TOTAL Municipal Bonds 755,000.00 1.91% 772,342.35 758,220.45 5.66% 733,296.02 1,510.00 0.49% (24,924.43) Aa2 / AA- AA 0.92 0.89 Supranational 4581X0DP0 Inter-American Dev Bank Note 0.250% Due 11/15/2023 2,800,000.00 07/01/2021 0.37% 2,792,300.00 2,799,874.94 99.80 5.42% 2,794,377.60 3,227.78 1.86% (5,497.34) Aaa / AAA NR 0.04 0.04 45950KCT5 International Finance Corp Note 0.375% Due 07/16/2025 2,500,000.00 05/27/2021 0.66% 2,471,150.00 2,488,065.37 92.13 5.25% 2,303,300.00 2,734.38 1.53% (184,765.37) Aaa / AAA NR 1.71 1.66 459058JL8 Intl. Bank Recon & Development Note 0.500% Due 10/28/2025 2,400,000.00 Various 0.60% 2,388,859.25 2,395,282.39 91.28 5.16% 2,190,806.40 100.00 1.46% (204,475.99) Aaa / AAA AAA 1.99 1.93 4581X0DV7 Inter-American Dev Bank Note 0.875% Due 04/20/2026 2,460,000.00 04/13/2021 0.97% 2,448,733.20 2,454,440.64 90.34 5.09% 2,222,386.14 657.71 1.48% (232,054.50) Aaa / AAA AAA 2.47 2.39 TOTAL Supranational 10,160,000.00 0.64% 10,101,042.45 10,137,663.34 5.24% 9,510,870.14 6,719.87 6.33% (626,793.20) Aaa / AAA AAA 1.46 1.42 US Treasury 912796YT0 US Treasury Bill 4.888% Due 11/02/2023 1,500,000.00 05/08/2023 5.08% 1,463,954.69 1,499,796.35 99.99 5.08% 1,499,796.35 0.00 1.00% 0.00 P-1 / A-1+ F-1+ 0.01 0.01 912796ZN2 US Treasury Bill 5.228% Due 12/28/2023 1,500,000.00 06/28/2023 5.44% 1,460,358.13 1,487,584.69 99.17 5.44% 1,487,584.69 0.00 0.99% 0.00 P-1 / A-1+ F-1+ 0.16 0.15 As of October 31, 2023 23 586 CC 11-21-2023 586 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 912828X70 US Treasury Note 2.000% Due 04/30/2024 1,700,000.00 06/10/2019 1.92% 1,705,976.56 1,700,606.03 98.29 5.52% 1,670,848.40 93.41 1.11% (29,757.63) Aaa / AA+ AA+ 0.50 0.49 912828XX3 US Treasury Note 2.000% Due 06/30/2024 2,000,000.00 Various 1.80% 2,018,574.22 2,002,546.07 97.72 5.53% 1,954,376.00 13,478.27 1.31% (48,170.07) Aaa / AA+ AA+ 0.67 0.64 912797GB7 US Treasury Bill 5.119% Due 07/11/2024 1,000,000.00 07/27/2023 5.39% 950,378.99 964,028.32 96.40 5.39% 964,028.32 0.00 0.64% 0.00 P-1 / A-1+ F-1+ 0.70 0.68 912797GK7 US Treasury Bill 5.119% Due 08/08/2024 1,000,000.00 08/30/2023 5.39% 951,232.07 960,047.26 96.00 5.39% 960,047.26 0.00 0.64% 0.00 P-1 / A-1+ F-1+ 0.77 0.75 912828D56 US Treasury Note 2.375% Due 08/15/2024 1,700,000.00 09/18/2019 1.71% 1,753,191.41 1,708,548.62 97.59 5.52% 1,659,094.60 8,557.74 1.11% (49,454.02) Aaa / AA+ AA+ 0.79 0.76 912797GL5 US Treasury Bill 5.162% Due 09/05/2024 1,000,000.00 09/25/2023 5.44% 950,526.04 955,688.54 95.57 5.44% 955,688.54 0.00 0.64% 0.00 P-1 / A-1+ F-1+ 0.85 0.83 912828YY0 US Treasury Note 1.750% Due 12/31/2024 2,100,000.00 03/15/2022 1.97% 2,087,203.13 2,094,660.66 95.93 5.39% 2,014,605.60 12,383.15 1.35% (80,055.06) Aaa / AA+ AA+ 1.17 1.12 912828ZC7 US Treasury Note 1.125% Due 02/28/2025 1,500,000.00 03/18/2020 0.81% 1,523,144.53 1,506,212.01 94.67 5.32% 1,420,020.00 2,874.31 0.95% (86,192.01) Aaa / AA+ AA+ 1.33 1.29 91282CED9 US Treasury Note 1.750% Due 03/15/2025 3,100,000.00 Various 2.23% 3,057,617.20 3,080,344.28 95.36 5.29% 2,956,262.30 7,004.81 1.97% (124,081.98) Aaa / AA+ AA+ 1.37 1.33 912828ZL7 US Treasury Note 0.375% Due 04/30/2025 2,500,000.00 03/21/2022 2.24% 2,360,839.85 2,433,056.00 93.07 5.24% 2,326,855.00 25.76 1.55% (106,201.00) Aaa / AA+ AA+ 1.50 1.46 91282CAB7 US Treasury Note 0.250% Due 07/31/2025 1,500,000.00 03/12/2021 0.72% 1,469,765.63 1,487,936.51 91.89 5.16% 1,378,300.50 947.69 0.92% (109,636.01) Aaa / AA+ AA+ 1.75 1.70 91282CAM3 US Treasury Note 0.250% Due 09/30/2025 2,400,000.00 Various 0.56% 2,366,140.63 2,385,835.04 91.29 5.08% 2,190,938.40 524.59 1.46% (194,896.64) Aaa / AA+ AA+ 1.92 1.86 91282CAT8 US Treasury Note 0.250% Due 10/31/2025 2,450,000.00 Various 0.49% 2,422,492.19 2,438,489.69 90.93 5.07% 2,227,873.20 16.83 1.48% (210,616.49) Aaa / AA+ AA+ 2.00 1.95 91282CAZ4 US Treasury Note 0.375% Due 11/30/2025 2,250,000.00 03/26/2021 0.77% 2,209,658.20 2,232,038.80 90.86 5.06% 2,044,248.75 3,550.20 1.36% (187,790.05) Aaa / AA+ AA+ 2.08 2.02 91282CBH3 US Treasury Note 0.375% Due 01/31/2026 2,500,000.00 05/27/2021 0.75% 2,456,445.31 2,479,050.93 90.24 5.02% 2,255,957.50 2,369.23 1.50% (223,093.43) Aaa / AA+ AA+ 2.25 2.19 91282CBW0 US Treasury Note 0.750% Due 04/30/2026 2,500,000.00 05/27/2021 0.80% 2,493,652.34 2,496,783.81 90.23 4.95% 2,255,860.00 51.51 1.50% (240,923.81) Aaa / AA+ AA+ 2.50 2.42 91282CCZ2 US Treasury Note 0.875% Due 09/30/2026 1,400,000.00 10/18/2021 1.19% 1,379,054.68 1,387,666.95 89.28 4.86% 1,249,938.20 1,071.04 0.83% (137,728.75) Aaa / AA+ AA+ 2.92 2.81 91282CDG3 US Treasury Note 1.125% Due 10/31/2026 1,400,000.00 11/15/2021 1.25% 1,391,468.75 1,394,835.98 89.60 4.90% 1,254,367.80 43.27 0.83% (140,468.18) Aaa / AA+ AA+ 3.00 2.88 As of October 31, 2023 24 587 CC 11-21-2023 587 of 598 Holdings Report City of Cupertino - Account #10659 CUSIP Security Description Par Value/Units Purchase Date Book Yield Cost Value Book Value Mkt Price Mkt YTM Market Value Accrued Int. % of Port. Gain/Loss Moody/S&P Fitch Maturity Duration 91282CEW7 US Treasury Note 3.250% Due 06/30/2027 3,250,000.00 Various 3.18% 3,260,312.50 3,257,358.32 94.59 4.88% 3,074,168.50 35,591.03 2.07% (183,189.82) Aaa / AA+ AA+ 3.67 3.36 91282CFB2 US Treasury Note 2.750% Due 07/31/2027 400,000.00 08/22/2022 3.12% 393,218.75 394,854.83 92.74 4.89% 370,953.20 2,779.89 0.25% (23,901.63) Aaa / AA+ AA+ 3.75 3.47 91282CFH9 US Treasury Note 3.125% Due 08/31/2027 4,500,000.00 Various 3.28% 4,468,902.34 4,476,047.56 93.91 4.89% 4,225,783.50 23,952.61 2.82% (250,264.06) Aaa / AA+ AA+ 3.84 3.53 91282CFM8 US Treasury Note 4.125% Due 09/30/2027 3,450,000.00 Various 4.31% 3,421,152.34 3,427,056.52 97.33 4.88% 3,357,954.00 12,442.63 2.24% (69,102.52) Aaa / AA+ AA+ 3.92 3.55 91282CFZ9 US Treasury Note 3.875% Due 11/30/2027 850,000.00 12/05/2022 3.81% 852,656.25 852,174.62 96.34 4.87% 818,888.30 13,858.95 0.55% (33,286.32) Aaa / AA+ AA+ 4.08 3.66 91282CGC9 US Treasury Note 3.875% Due 12/31/2027 2,750,000.00 Various 3.67% 2,775,107.42 2,771,239.44 96.30 4.86% 2,648,379.25 35,906.93 1.78% (122,860.19) Aaa / AA+ AA+ 4.17 3.74 91282CGH8 US Treasury Note 3.500% Due 01/31/2028 3,000,000.00 02/07/2023 3.81% 2,957,929.69 2,964,085.19 94.82 4.86% 2,844,492.00 26,535.33 1.91% (119,593.19) Aaa / AA+ AA+ 4.25 3.85 91282CGP0 US Treasury Note 4.000% Due 02/29/2028 3,700,000.00 Various 4.00% 3,699,113.28 3,699,347.47 96.70 4.85% 3,578,014.70 25,208.79 2.40% (121,332.77) Aaa / AA+ AA+ 4.33 3.89 TOTAL US Treasury 58,900,000.00 2.59% 58,300,067.12 58,537,920.49 5.09% 55,645,324.86 229,267.97 37.14% (2,892,595.63) Aaa / AA+ AA+ 2.43 2.26 TOTAL PORTFOLIO 158,383,007.87 2.05% 158,103,571.71 158,012,178.55 5.45% 149,879,336.87 558,695.92 100.00% (8,132,841.68) Aa1 / AA+ AA+ 2.04 1.75 TOTAL MARKET VALUE PLUS ACCRUALS 150,438,032.79 As of October 31, 2023 25 588 CC 11-21-2023 588 of 598 SECTION |Section 4 |Transactions 26 589 CC 11-21-2023 589 of 598 Transaction Ledger City of Cupertino - Account #10659 Transaction Type Settlement Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest Pur/Sold Total Amount Gain/Loss ACQUISITIONS Purchase 08/31/2023 912797GK7 1,000,000.00 US Treasury Bill 5.119% Due: 08/08/2024 95.123 5.39%951,232.07 0.00 951,232.07 0.00 Purchase 09/26/2023 912797GL5 1,000,000.00 US Treasury Bill 5.162% Due: 09/05/2024 95.053 5.44%950,526.04 0.00 950,526.04 0.00 Subtotal 2,000,000.00 1,901,758.11 0.00 1,901,758.11 0.00 TOTAL ACQUISITIONS 2,000,000.00 1,901,758.11 0.00 1,901,758.11 0.00 July 31, 2023 through October 31, 2023 As of October 31, 2023 27 590 CC 11-21-2023 590 of 598 Important Disclosures 2023 Chandler Asset Management, Inc, An Independent Registered Investment Adviser. Information contained herein is confidential. Prices are provided by ICE Data Services Inc (“IDS”), an independent pricing source. In the event IDS does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures.Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A. Performance results are presented gross-of-advisory fees and represent the client’s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio. Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index. Source ICE Data Indices, LLC ("ICE"), used with permission. ICE permits use of the ICE indices and related data on an "as is" basis; ICE, its affiliates and their respective third party suppliers disclaim any and all warranties and representations, express and/or implied, including any warranties of merchantability or fitness for a particular purpose or use, including the indices, index data and any data included in, related to, or derived therefrom. Neither ICE data, its affiliates or their respective third party providers guarantee the quality, adequacy, accuracy, timeliness or completeness of the indices or the index data or any component thereof, and the indices and index data and all components thereof are provided on an "as is" basis and licensee's use it at licensee's own risk. ICE data, its affiliates and their respective third party do not sponsor, endorse, or recommend chandler asset management, or any of its products or services. This report is provided for informational purposes only and should not be construed as a specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of publication, but may become outdated or superseded at any time without notice. Any opinions or views expressed are based on current market conditions and are subject to change. This report may contain forecasts and forward-looking statements which are inherently limited and should not be relied upon as indicator of future results. Past performance is not indicative of future results. This report is not intended to constitute an offer, solicitation, recommendation or advice regarding any securities or investment strategy and should not be regarded by recipients as a substitute for the exercise of their own judgment. Fixed income investments are subject to interest, credit and market risk. Interest rate risk: the value of fixed income investments will decline as interest rates rise. Credit risk: the possibility that the borrower may not be able to repay interest and principal. Low rated bonds generally have to pay higher interest rates to attract investors willing to take on greater risk. Market risk: the bond market in general could decline due to economic conditions, especially during periods of rising interest rates. Ratings information have been provided by Moody’s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy. Security level ratings for U.S. Agency issued mortgage-backed securities (“MBS”) reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody’s and Fitch respectively. Your qualified custodian bank maintains control of all assets reflected in this statement and we urge you to compare this statement to the one you receive from your qualified custodian. Chandler does not have any authority to withdraw or deposit funds from/to the custodian account. As of October 31, 2023 28 591 CC 11-21-2023 591 of 598 Benchmark Disclosures ICE BofA 1-3 Yr US Treasury & Agency Index The ICE BofA 1-3 Year US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody’s, S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than three years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies. As of October 31, 2023 29 592 CC 11-21-2023 592 of 598 CITY OF CUPERTINO Agenda Item 23-12376 Agenda Date: 11/21/2023 Agenda #: 15. Subject: Receive the Monthly Treasurer's Report for October 2023 Receive the Monthly Treasurer's Report for October 2023 CITY OF CUPERTINO Printed on 11/15/2023Page 1 of 1 powered by Legistar™593 CC 11-21-2023 593 of 598 1 CITY COUNCIL STAFF REPORT Meeting: November 21, 2023 Subject Receive the Monthly Treasurer's Report for October 2023 Recommended Action Receive the Monthly Treasurer's Report for October 2023 Reasons for Recommendation Background California Government Code Section 41004 states: Regularly, at least once each month, the city treasurer shall submit to the city clerk a written report and accounting of all receipts, disbursements, and fund balances. The city treasurer shall file a copy with the legislative body. The City's Municipal Code Section 2.24.030 Monthly Reports states: The Treasurer shall make monthly reports which conform to the requirements of Government Code Section 41004. Said reports shall be delivered to the City Council, the City Manager and made available for review by such other person s who may so request. The Treasurer's Report (report and accounting of all receipts, disbursements, and fund balances) is made available to City Council in compliance with the aforementioned requirements. 594 CC 11-21-2023 594 of 598 2 Cash vs. Accrual Basis Accounting Cash basis accounting and accrual basis accounting differ in the way revenues and expenses are recognized and recorded, primarily with regard to their timing. Under cash basis accounting, revenues are recorded when payment is received, and expenses are recorded when payment is made. This method of accounting recognizes transactions only when cash changes hands. In contrast, accrual basis accounting recognizes revenues when they are earned (but not necessarily received) and expenses when they are incurred (but not necessarily paid). This method of accounting recognizes transactions as they occur, regardless of whether cash has been exchanged. Receipts, disbursements, and cash balance are measured on a cash basis. The cash balance shows the total cash and investments in the City's accounts. The ending balance is the beginning balance plus receipts minus disbursements. Journal adjustments generally include transactions recorded in other systems and imported into New World, Council- approved budget adjustments, quarterly Cost Allocation Plan (CAP) charges, and quarterly interest earnings. Revenues, expenditures, and fund balance are measured on an accrual basis. As a result, the amount in fund balance does not mean the City has that much cash on hand. Instead, fund balance is the difference between assets and liabilities. The ending balance is the beginning balance plus revenues minus expenditures. Treasurer's Report The report provides an update on the City's cash and fund balances for October 2023. The report is as of November 9, 2023. Receipts, Disbursements, and Cash Balance The City's General Fund ending cash and investment balance was $134.2 million, increasing by $1.7 million from the prior month. Receipts were $5.8 million, disbursements were $(4.2) million, and journal adjustments were $51,740 for the month. The City's total ending cash and investment balance was $237.6 million, increasing by $1.7 million from the prior month. Receipts were $6.4 million, disbursements were $(5.8) million, and journal adjustments were $1.0 million for the month. Journal adjustments included the following: Parks and Recreation transactions imported from Active Network into New World Quarterly LAIF Interest deposit CDBG fund transfer to BCA CIP Project Senior Center Fire Alarm Council-approved BA-SCB Calabazas Emergency Storm Drain Repair 595 CC 11-21-2023 595 of 598 3 Fund Balance/Net Position The City's General Fund ending fund balance was $101.3 million, decreasing by $2.7 million from the prior month due to revenues of $3.9 million and expenditures of $6.5 million. The City's total ending fund balance was $198.0 million, decreasing by $3.5 million from the prior month due to revenues of $6.4 million and expenditures of $9.9 million. Sustainability Impact No sustainability impact. Fiscal Impact No fiscal impact. California Environmental Quality Act Not applicable. _____________________________________ Prepared by: __________________ Thomas Leung Budget Manager Reviewed by: __________________ Kristina Alfaro Director of Administrative Services Approved for Submission by: __________________ Pamela Wu City Manager Attachments: A – Report of City-wide Receipts, Disbursements, and Cash Balances October 2023 B – Report of City‐wide Fund Balances/Net Position October 2023 596 CC 11-21-2023 596 of 598 October 2023 Report of City‐wide Receipts, Disbursements, and Cash Balances Cash and Investments Beginning Balance Ending Balance Fund Type Fund Number/Name as of September 30, 2023 Receipts Disbursements Journal Adjustments as of October 31, 2023 General Fund 100 General Fund 132,497,616 5,825,348 (4,220,431) 51,740 134,154,273 General Fund 130 Investment Fund (4,723) ‐ ‐ 194,719 189,996 Special Revenue Funds 210 Storm Drain Improvement 2,010,278 ‐ (443,734) ‐ 1,566,544 Special Revenue Funds 215 Storm Drain AB1600 1,921,375 5,782 ‐ ‐ 1,927,157 Special Revenue Funds 230 Env Mgmt Cln Crk Strm Drain 640,582 4,000 (62,870) ‐ 581,712 Special Revenue Funds 260 CDBG 658,011 1,324 (1,226) (367,951) 290,158 Special Revenue Funds 261 HCD Loan Rehab 222,300 ‐ ‐ ‐ 222,300 Special Revenue Funds 265 BMR Housing 5,141,955 ‐ (37,960) ‐ 5,103,995 Special Revenue Funds 270 Transportation Fund 12,576,645 423,538 (108,528) ‐ 12,891,654 Special Revenue Funds 271 Traffic Impact 779,541 ‐ ‐ ‐ 779,541 Special Revenue Funds 280 Park Dedication 18,925,191 15,000 ‐ ‐ 18,940,191 Special Revenue Funds 281 Tree Fund 66,682 3,300 ‐ ‐ 69,982 Debt Service Funds 365 Public Facilities Corp 2,684,450 ‐ ‐ ‐ 2,684,450 Capital Project Funds 420 Capital Improvement Fund 26,789,063 ‐ (58,248) 827,951 27,558,766 Capital Project Funds 427 Stevens Creek Corridor Park 154,692 ‐ ‐ ‐ 154,692 Capital Project Funds 429 Capital Reserve*11,034,444 ‐ ‐ ‐ 11,034,444 Enterprise Funds 520 Resource Recovery 5,331,751 134,724 (79,907) ‐ 5,386,568 Enterprise Funds 560 Blackberry Farm 891,810 1,829 (45,022) 54,007 902,624 Enterprise Funds 570 Sports Center 1,527,828 ‐ (165,103) 214,172 1,576,896 Enterprise Funds 580 Recreation Program 3,416,063 8,120 (55,293) 72,117 3,441,007 Internal Service Funds 610 Innovation & Technology 4,159,336 5,666 (184,800) ‐ 3,980,202 Internal Service Funds 620 Workersʹ Compensation 3,698,977 ‐ (5,162) ‐ 3,693,815 Internal Service Funds 630 Vehicle/Equip Replacement 1,575,254 ‐ (179,910) ‐ 1,395,344 Internal Service Funds 641 Compensated Absence/LTD 886,384 ‐ 286 ‐ 886,671 Internal Service Funds 642 Retiree Medical (1,703,970) ‐ (110,200) ‐ (1,814,171) Total 235,881,535$ 6,428,630$ (5,758,109)$ 1,046,754$ 237,598,810$ * For reporting purposes, this fund rolls up/combines with Fund 420 Printed November 09, 2023 For more information on funds, please see cupertino.org/fund‐structure 59 7 CC 11-21-2023 597 of 598 October 2023 Report of City‐wide Fund Balances/Net Position Beginning Fund Balance Ending Fund Balance Fund Type Fund Number/Name as of September 30, 2023 Revenues Expenditures as of October 31, 2023 General Fund 100 General Fund 103,975,499 3,862,044 6,543,596 101,293,947 General Fund 130 Investment Fund 229,425 ‐ ‐ 229,425 Special Revenue Funds 210 Storm Drain Improvement 2,197,115 ‐ 447,184 1,749,931 Special Revenue Funds 215 Storm Drain AB1600 1,799,067 5,782 ‐ 1,804,849 Special Revenue Funds 230 Env Mgmt Cln Crk Strm Drain 1,037,666 6,226 100,191 943,701 Special Revenue Funds 260 CDBG 1,258,621 309 376,305 882,624 Special Revenue Funds 261 HCD Loan Rehab 222,300 ‐ ‐ 222,300 Special Revenue Funds 265 BMR Housing 5,640,537 ‐ 56,772 5,583,766 Special Revenue Funds 270 Transportation Fund 11,194,624 863,386 147,787 11,910,223 Special Revenue Funds 271 Traffic Impact 723,428 ‐ ‐ 723,428 Special Revenue Funds 280 Park Dedication 21,357,909 15,000 14,320 21,358,589 Special Revenue Funds 281 Tree Fund 134,029 3,300 ‐ 137,329 Debt Service Funds 365 Public Facilities Corp 8,350 ‐ ‐ 8,350 Capital Project Funds 420 Capital Improvement Fund 25,567,943 1,005,903 85,078 26,488,768 Capital Project Funds 427 Stevens Creek Corridor Park 164,851 ‐ ‐ 164,851 Capital Project Funds 429 Capital Reserve*9,137,046 ‐ 460,000 8,677,046 Enterprise Funds 520 Resource Recovery 5,026,470 134,724 100,297 5,060,897 Enterprise Funds 560 Blackberry Farm 841,467 56,335 30,082 867,719 Enterprise Funds 570 Sports Center 2,057,629 267,991 510,386 1,815,233 Enterprise Funds 580 Recreation Program 2,515,718 153,734 84,296 2,585,156 Internal Service Funds 610 Innovation & Technology 1,305,418 5,666 625,815 685,268 Internal Service Funds 620 Workersʹ Compensation 2,223,573 ‐ 6,474 2,217,099 Internal Service Funds 630 Vehicle/Equip Replacement 2,795,005 ‐ 200,722 2,594,283 Internal Service Funds 641 Compensated Absence/LTD 118,158 8,465 8,178 118,445 Internal Service Funds 642 Retiree Medical (85,557) ‐ 110,200 (195,757) Total 201,446,288$ 6,388,863$ 9,907,684$ 197,927,468$ * For reporting purposes, this fund rolls up/combines with Fund 420 Printed November 09, 2023 For more information on funds, please see cupertino.org/fund‐structure 59 8 CC 11-21-2023 598 of 598