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HomeMy WebLinkAboutLynx Technologies AGREEMENT THIS AGREEMENT is made and entered into on the 24th day of Octobert, 2018 by and between the TOWN; OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and LYNX TECHNOLOGIES, INC (hereinafter referred to as "CONTRACTOR") In consideration of their mutual covenants, the parties hereto agree as follows: 1 CONTRACTOR. Shall provide or furnish the following specified services and/or materials: GIS professional services to migrate Town pathway easement information into the existing software platform, as further described in attached proposal dated October 17, 2018 (see Exhibit A) 2. EXHIBITS The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR dated October 17, 2018 3 TERMS The services and/or materials furnished under this Agreement shall commence immediately and shall be completed by December 31, 2018, unless terminated pursuant to Section 5(f) 4 COMPENSATION. For the full performance of this Agreement: a. TOWN shall pay CONTRACTOR an amount not to exceed three thousand dollars and 0 cents ($3,000) within thirty (30) days following receipt of invoice and completion/delivery of services/goods as detailed in Sections 1, 2, and 3 of this Agreement and only upon satisfactory delivery/completion of goods/services in a manner consistent with professional/industry standards for the area in which CONTRACTOR operates. TOWN is not responsible for paying for any work done by CONTRACTOR or any subcontractor above and beyond the not to exceed amount. b. Town shall not reimburse for any of CONTRACTOR's costs or expenses to deliver any services/goods. Town shall not be responsible for any interest or late charges on any payments from Town to CONTRACTOR. c. CONTRACTOR is responsible for monitoring its own forces/employees/agents/ subcontractors to ensure delivery of goods/services within the terms of this Agreement. TOWN will not accept or compensate CONTRACTOR for incomplete goods/services. Town of Los Altos Hills Page 1 of 4 Short roan Updated 4/23/10 5. GENERAL TERMS AND CONDITIONS a. HOLD HARMLESS CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees, from any and all demands, claims or liability of personal. injury (including death) and property damage of any nature, caused by or arising out of the performance of CONTRACTOR under this Agreement. With regard to CONTRACTOR'S work product, CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability of any nature to the extent caused by the negligent performance of CONTRACTOR under this Agreement. b. INSURANCE. CONTRACTOR shall file with the TOWN a certificate of insurance before commencing any services under this Agreement as follows: I. WORKERS COMPENSATION INSURANCE. Minimum statutory limits. ii COMMERCIAL GENERAL LIABILITY AND PROPERTY DAMAGE INSURANCE. General Liability and Property Damage Combined $1,000,000 00 per occurrence Including comprehensive form, personal injury, broad form personal damage, contractual and premises/operation, all on an occurrence basis. If an aggregate limit exists, it shall apply separately or be no less than two (2) times the occurrence limit. iii AUTOMOBILE INSURANCE. $1,000,000 00 per occurrence. iv ERRORS AND OMISSIONS INSURANCE. $1,000,000 00 aggregate. v NOTICE OF CANCELLATION. The City requires 30 days written notice of cancellation Additionally, the notice statement on the certificate should not include the wording "endeavor to" or "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives." vi. CERTIFICATE OF INSURANCE Prior to commencement of services, evidence of insurance coverage must be shown by a properly executed certificate of insurance and it shall name "The Town of Los Altos Hills, its elective and appointed officers, employees, and volunteers" as additional insureds. vii. To prevent delay and ensure compliance with this Agreement, the insurance certificates and endorsements must be submitted to Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 94022 Town of Los Altos Hills Page 2 of 4 Short form Updated 4/23/10 c. NON-DISCRIMINATION. No discrimination shall be made in the employment of persons under this Agreement because of the race, color, national origin, age, ancestry, religion or sex of such person. d INTEREST OF CONTRACTOR. It is understood and agreed that this Agreement is not a contract of employment and does not create an employer- employee relationship between the TOWN and CONTRACTOR. At all times CONTRACTOR shall be an independent contractor and CONTRACTOR is not authorized to bind the TOWN to any contracts or other obligations without the express written consent of the TOWN In executing this Agreement, CONTRACTOR certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of TOWN e. CHANGES This Agreement shall not be assigned or transferred without advance written consent of the TOWN. No changes or variations of any kind are authorized without the written consent of the City Manager This Agreement may only be amended by a written instrument signed by both parties. f TERMINATION. This Agreement may be terminated by TOWN upon seven (7) days written notice to CONTRACTOR. Monies owed for work satisfactorily completed shall be paid to CONTRACTOR within 14 days of termination. g. RECORDS All reports, data, maps, models, charts, studies, surveys, calculations, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that are prepared or obtained pursuant tothis Agreement and that relate to the matters covered hereunder shall be the property of the TOWN. CONTRACTOR hereby agrees to deliver those documents to the TOWN at any time upon demand of the TOWN. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared 'specifically for the TOWN and are not necessarily suitable for any future or other use. Failure by CONTRACTOR to deliver these documents to the TOWN within a reasonable time period or as specified by the TOWN shall be a material breach of this Agreement. TOWN and CONTRACTOR agree that until final approval by TOWN, all data, plans, specifications, reports and other documents are preliminary drafts not kept by the TOWN in the ordinary course of business and will not be disclosed to third parties without prior written consent of both parties. All work products submitted to the TOWN pursuant to this Agreement shall be deemed a "work for hire." Upon submission of any work for hire pursuant to this Agreement, and acceptance by the TOWN as complete, non-exclusive title to copyright of said work for hire shall transfer to the TOWN. The compensation recited in Section 4 shall be deemed to be sufficient consideration for said transfer of copyright. CONTRACTOR retains the right to use any project records, documents and materials for marketing of their professional services. Town of Los Altos Hills Page 3 of 4 Short form Updated 4/23110 h. ENTIRE AGREEMENT This Agreement represents the entire agreement between the Parties. Any ambiguities or disputed terms between this Agreement and any attached Exhibits shall be interpreted according to the language in this Agreement and not the Exhibits. 6 INVOICING., Send all invoices to the contract coordinator at the address below This Agreement shall become effective upon Its approval and execution by TOWN. In witness whereof, the parties have executed this Agreement the day and year first written above. CONTRACT COORDINATOR and representative for TOWN CONTRACTOR: Dylan Parker Assistant Planner Town of Los Altos Hills By. 71-LJ 10/Q5 ilE 26379 Fremont Road Signature Date Los Altos Hills, CA 94022 R' K .Ke.L.L-e-skEtt. cj Print name,Title TOWN OF LOS ALTOS HILLS eq)By 0.6-z-0 it)-2 5--2907 Carl Cahill,City Manager Date Town of Los Altos Hills Page 4 of 4 Short forrn Updated 4123110 Fomi Wig Request for Taxpayer Give form to the (Rev.October 2007) Identification Number and Certification requester Do not Department oi ire Ttegamy send to the IRS. internal Revenue Berme Name(as shown On your income tax return) of 4--N\iA....5 tl Busintiss name,if different from above 0. C 0 2 c Check appropriate box: LI Individual/Sole proprietor NI Corporation 111 Partnership Exempt Limited liability company Enter the tax classification(D=disregarded entity C=corporation,P4tortrletsb1P) --- LILIpayee D Myr(see instructicne) .4 14 Address(nurnber street,and apt.or suite no.) Requester's name and address(optional) 1 ' o 4i JtZ AJ1 Town of Los Altos Hills o City,state,and ZIP code 26379 Fremont Road a, C.—Pi c't 0 1 Los Altos Hills,CA 94022 33' List account number(*)here(optional) Part I Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on Line 1 to avoid Social security number backup withholding.For Individuals,this is your social security number(SSN).However for a resident alien,sole proprietor or disregarded entity see the Part I instructions on page 3.For other entities,it is your employer identification number(EIN).If you do not have a number,see How to get a TIN on page 3. or Note.If the account is in more than one name,see the chart on page 4 for guidelines on whose Employer identification number number to enter al.' 1 1.7 in.7 Part Certification Under penalties of perjury I certify that: 1 The number shown on this form is my correct taxpayer Identification number(or I am waiting for a number to be issued to me),and 2. I am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Sereice(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends, or(c)the IRS has notified me that I am no longer subject to backup withholding,and 3. I am a U.S,citizen or other U.S,person(defined below). Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all Interest and dividends on your tax return. For real estate transactions,item 2 does not apply For mortgage interest paid,acquisition or abandonment of secured property cancellation of debt,contributions to an Individual retirement arrangement(IRA),and generally payments other than interest and dividends,you are not required to sign the Certification,but you must provide your correct TIN.See the instructions on page 4 Sign signature of 71„.....6.,t g5L.3)11— Date M Here us.ptraini 11. General Instructions Definition of a U.S. person. For federal tax purposes, you are considered a U.S.person if you are: Section references are to the Internal Revenue Code unless • An individual who is a U.S citizen or U.S.resident alien, otherwise noted. • A partnership, corporation,company or association created or Purpose of Form organized in the United States or under the laws of the United A person who is required to file an information return with the States, IRS must obtain your correct taxpayer identification number(TIN) •An estate(other than a foreign estate),or to report,for example. Income paid to you, real estate • A domestic trust(as defined In Regulations section transactions,mortgage interest you paid,acquisition or 301 7701-7). abandonment of secured property cancellation of debt, or Special rules for partnerships.Partnerships that conduct a contributions you made to an IRA trade or business in the United States are generally required to Use Form W-9 only if you are a U.S person(including a pay a withholding tax on any foreign partners'share of Income resident alien),to provide your correct TIN to the person from such business. Further in certain cases where a Form W-9 requesting it(the requester)and,when applicable,to: has not been received,a partnership is required to presume that 1 Certify that the T1N you are giving is correct(or you are a partner Is a foreign person, and pay the withholding tax. waiting for a number to be issued), Therefore, If you are a U S. person that is a partner In a partnership conducting a trade or business In the United States, 2.Certify that you are not subject to backup withholding,or provide Form W-9 to the partnership to establish your U.S. 3.Claim exemption from backup withholding If you are a U.S. status and avoid withholding on your share of partnership exempt payee. If applicable,you are also certifying that as a income. U.S. person,your allocable share of any partnership Income from The person who gives Form W-9 to the partnership for a U S. trade or business is not subject to the withholding tax on purposes of establishing its U.S.status and avoiding withholding foreign partners'share of effectively connected income. on Its allocable share of net income from the partnership Note.If a requester gives you a form other than Form W-9 to conducting a trade or business in the United States is in the request your TIN, you must use the requester's form if it is following cases: substantially similar to this Form W-9. • The U.S owner of a disregarded entity and not the entity Cat.No.10231X Form W-9 (Rev 10.2007) Short-form Agreement Instructions and Checklist Professional Services (unrelated to public projects): Obtain a detailed quotation from the qualified vendor/contractor Determine availability of funds in the current budget— consult finance for appropriate budget number if necessary Request approval from the City Manager Complete the agreement template o Section 1 — Detail the goods and/or services the vendor/contractor will provide to the Town o Section 2—Attach the detailed quotation as an exhibit. o Section 3— Provide the contractor with a deadline to provide the goods/or services. If services are on-going, the contracts should expire no later than the end of the current fiscal year A new contract will be prepared in June for the next fiscal year Send the complete agreement, exhibit(s), to the contractor along with the standard transmittal memo and the IRS Form W-9 (included below). Contractor should return at least one signed original copy and a completed W-9 to the Town. If you receive the documents, please forward everything to finance. Public Works Projects: The California Labor Code beginning at section 1720 deals with this issue. Labor Code sections 1720 and 1771 define public works as work done under contract and paid for in whole or in part out of public funds that involves one or more of the following: Construction;Alteration, Demolition, Installation, Repair/ Maintenance work. Contractor shall comply with all prevailing wage laws, rules and regulations on public works projects. A complete definition may be found at: http.//www.leginfo.ca.gov/calaw.html Submit a request for quotations to the Town's authorized vendor list for the services requested Determine availability of funds in the current budget—consult finance for appropriate budget number if necessary Prepare a written recommendation to the City Manager to award the contract to the vendor whose bid is most advantageous to the Town with a compelling reason why the selected bid is most advantageous With City Manager approval, complete the agreement template: o Section 1 - Detail the goods and/or services the vendor/contractor will provide to the Town o Section 2—Attach the detailed quotation as an exhibit. o Section 3— Provide the contractor with a deadline If services are on- going, the contracts should expire no later than the end of the current fiscal year A new contract will be prepared in June for the next fiscal year Send the complete agreement, exhibit(s), to the contractor along with the standard transmittal memo and the IRS Form W-9 (included below). Contractor should return at least one signed original copy and a completed W-9 to the Town If you receive the documents, please forward everything to finance. • • October 17, 2018 Mr Dylan Parker Assistant Planner ro Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 94022 dparker@losaltoshills.ca.gov 650 947.2504 Dear Mr Parker Lynx Technologies will provide GIS Professional services to conduct a pilot project to survey enter trail easements, and integrate the data with the Town's GIS All work will be billed at a rate of$75/hour,NOT-To-Exceed $2,500 The purpose of the project is to a) Create a New overlay of all trail easements for one area of the Town b) Create easement polygons by meets and bounds descriptions from recorded maps c) Place easements on a relative basis using the Town's parcel layer d) Adjust the existing trail linework to fit within the COGO easement polygons e) Use this pilot to accurately project the time and effort required to capture the entire Town's trail easements layer and adjust the trail layer Scope of Work Town staff will provide all required documents,hard copy or digital formats are acceptable. The Town and Lynx will review the data to be captured for easement; typically there are no more than 4-8 attributes such as Grantor, Grant Date,Document Type, Doc No. etc. Lynx will provide one staff person for up to 40 hours. The generalized work tasks to be completed includes: a. Work with Town staff to list all documents for sub-areas Al,A2 and A3 b Scan(as required) and georeference all documents c. Enter all easements by meets and bounds description(COGO) d. Populate attribute tables as defined above e. Place easements according to the Town's parcel layer f. Adjust subsequent trails to fit within the prescribed easements g. Quality Control £ LYNX TECHNOLOGIES October 25, 2018 Page 2 I appreciate the opportunity to propose the GIS professional services to the Town of Los Altos Hills and look forward to discussing any questions you have in detail. My contact information is. Patrick C. Kelleher, Owner Lynx Technologies 1350 41st Avenue, Suite 202 Capitola, CA 95010 Business Phone: (831)479-4821 Cell Phone: (408)482-3255 E-mail. patrickk@lynxgis.com Lynx Technologies is committed to your GIS success providing and enhancing services to all departments. Our goal is to continue to improve the ease of use, access and functionality of the system. We believe that this requires a combination of good public/private partnerships, and the tools to empower end-users with high quality data and applications that will improve business processes. Lynx staff is fully prepared to begin the project within 10 days of an executed contract or Purchase Order We appreciate this opportunity to help support your GIS effort and look forward to working with you. Sincerely, Pmt Patrick Kelleher Principal Lynx Technologies LYNX TECHNOLOGIES A 0 CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYYY) 10/25!2018 I 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(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Laurie C.Crawford NAME: StateFarm Aleene Althouse Agency PHOO No.Eat): 831-420-1555 ac.No): 831-460-1120 IA/CO 1215 Mission Street &MAIL Laurie.C.Crawford.F77W@statefarm.com CYO, ADDRESS: Santa Cruz,CA 95060 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A.State Farm General Insurance Company 25151 INSUREDINSURER B. State Farm Mutual Automobile Insurance Company 25178 Kelleher,Patrick DBA Lynx Technologies INSURER C. 1350 41st Avenue Ste 202 INSURER D. Capitols,CA 95010 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 SUER POLICY EFF POLICY EXPwvO LTR INSD O POLICY NUMBER IMMIDOIYYYY) IMMIDDIYYYY) X COMMERCIAL GENERAL LIABIUTY EACH OCCURRENCE $ 2,000,000 — CLAIMS-MADE n OCCUR PREMISES(TEa occurrence) $ 3RENTED00,000 MED EXP(Any one person) $ 5,000 A r----- X 97-QE-4200-7 05/16/2018 05/16/2019 PERSONAL&ADVINJURY _s 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 7 POLICY n SSF 17 LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY X 288-4299-E29-05 05/29/2018 11/29/2018 tEa acciden SINGLE LIMIT $ ANY AUTO BODILY INJURY(Per person) $ 1,000,000 ONMED SCHEDULED BODILY INJURY(Per accident) S 1,000,000 B R AUTOS ONLY X AUTOS HIRED NON-OWNED PROPERTY DAMAGE S 1,000,000 AUTOS ONLY _AUTOS ONLY (Per accident) _ S UMBRELLA(JAB OCCUR EACH OCCURRENCE $ EXCESS UAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION OTH- AND EMPLOYERS'LIABILITY Y I N STATUTE ER ANY PROPRIETOR/PARTNERIEXECUTIVE ❑ NIA E.L.EACH ACCIDENT S OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ If yes.describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If mere space Is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Town of Los Altos Hills,Its Officers,Officials,Employees, ACCORDANCE WITH THE POLICY PROVISIONS. Agents,Contractors&Volunteers 28379 Fremont Road AUTHOR�DREPRESENTATIVE� /� /J� Los Altos Hills,CA 94022 /a,4aej ��f� 01988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 1001488 132849.12 03-16-2018 ACCPRE,$0 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIYYYY) 10/25/2018 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(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER CONTACT NAME: Laurie C.Crawford Statefa171f Aleene Althouse Agency IAHCNE Ext): 831-420-1555 i .No): 831-460-1120 1215 Mission Street aoaaliess: Laurie.C.Crawford.F77W@statefarm.com ° Santa Cruz,CA 95060 INSuRER(S)AFFORDING COVERAGE NAIC 4 _INsuRERA.State Farm General Insurance Company 25151 INSURED INSURER B. State Farm Mutual Automobile Insurance Company 25178 Kelleher,Patrick DBA Lynx Technologies INSURER C. 1350 41st Avenue Ste 202 ,INSURER D. Capitols,CA 95010 t 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 SUER POLICY EFF POLICY EXP LIMITS LTR ibis') MD POLICY NUMBER (MMIDDIVYYY) IMMIDDIYYYYI X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE 5 2,000,000 DAMAGE TO RENTED CLAIMS-MADE n OCCUR PREMISES(Ea occurrence) $ 300,000 _ MED EXP(Any one pernon) $ 5,000 A X 97-QE-4200-7 05/16/2018 05/16/2019 PERSONAL&ADV INJURY $ 2,000,000 GE 'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000.000 POLICY Ti PRO- POLICY LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY X 288-4299-E29-05 11/29/2018 05/29/2019 (Ee a et SINGLE LIMIT $ ANY AUTO BODILY INJURY(Per person) $ 1.000,000 OWNEDSCHEDULED BODILY INJURY(Per acodent) $ 1,000,000 B X AUTOS ONLY X AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ 1,000,000 _ AUTOS ONLY AUTOS ONLY (Per accident) $ UMBRELLA UAB _ OCCUR EACH OCCURRENCE $ EXCESS UAB CLAIMS-MADE ,AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'UABILITY YIN STATUTE ER ANY PROPRIETOR/PARTNERJEXECUTIVE NlA E.L.EACH ACCIDENT S OFFICER/MEMBER EXCLUDED? ri (Mandatory In NH) E.L DISEASE EA EMPLOYEE S Hyea deacnbe under DESG�RIPTION OF OPERATIONS below E.L.DISEASE POLICY LIMIT S DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached II more apace la required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Town of Los Altos Hills,Its Officers.Officials,Employees, ACCORDANCE WITH THE POLICY PROVISIONS. Agents,Contractors&Volunteers /� 26379 Fremont Road AUTHORIzeo REPRESENTATIVE i L�����G��/j-e/ Los Altos Hills,CA 94022 I ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 1001466 132849.12 03-16.2016 EL Policy No. 97-QE-4200-7 3269-FC05 CMP-4786.1 Page 1 of 2 THIS ENDORSEMENT CHANGES THE POLICY PLEASE READ IT CAREFULLY CMP-4786.1 ADDITIONAL INSURED — OWNERS, LESSEES, OR CONTRACTORS (Scheduled) This endorsement modifies insurance provided under the following BUSINESSOWNERS COVERAGE FORM SCHEDULE Policy Number 97-QE-4200-7 Named Insured LYNX TECHNOLOGIES INC Name And Address Of Additional Insured Person Or Organization TOWN OF LOS ALTOS HILLS, ITS OFFICERS, OFFICIALS, EMPLOYEES, AGENTS, CONTRACTORS & VOLUNTEERS 26379 W FREMONT RD LOS ALTOS HILLS CA 94022 2698 1 SECTION II — WHO IS AN INSURED of b. If coverage provided to the additional in- SECTION II — LIABILITY is amended to in- sured is required by a contract or agree- clude, as an additional insured, any person or ment, the insurance provided to the organization shown in the Schedule, but only additional insured will not be broader than with respect to liability for "bodily injury", that which you are required by the contract "property damage", or "personal and advertis- or agreement to provide for such addition- ing injury" caused, in whole or in part, by. al insured, and a. Ongoing Operations c. If the contract or agreement between you (1) Your acts or omissions, or and the additional insured is governed by (2) The acts or omissions of those acting California Civil Code Section 2782 or on your behalf; 2782.05, the insurance provided to the additional insured is the lesser of that in the performance of your ongoing opera- which tions for that additional insured, or Products–Com Completed Operations (1) Is allowed for the satisfaction of a de- bp P fense or indemnity obligation by Cali- "Your work" performed for that additional fornia Civil Code Section 2782 or insured and included in the "products- 2782 05 for your sole liability; or completed operations hazard" (2) You are required by contract or However, Paragraph 1 above is subject to the agreement to provide for such addi- following tional insured a. The insurance afforded to the additional We have no duty to defend or indemnify the insured only applies to the extent permit- additional insured under this endorsement un- ted by law; til a claim or"suit" is tendered to us © Copyright,State Farm Mutual Automobile Insurance Company 2013 Includes copyrighted material of Insurance Services Office,Inc. with its permission. CONTINUED CMP-4786.1 Page 2 of 2 2. Any insurance provided to the additional in- (3) The nature and location of any injury sured shall only apply with respect to a claim or damage arising out of the "occur- made or a "suit" brought for damages for rence" or offense, which you are provided coverage b. Tender the defense and indemnity of any 3 With respect to the insurance afforded to the claim or "suit" to us and to all other insur- additional insured, the following is added to ers who may have insurance potentially SECTION II— LIMITS OF INSURANCE. available to the additional insured, and If coverage provided to the additional insured c. Agree to make available any other insur- is required by contract or agreement, the most ance the additional insured has for de- we will pay on behalf of the additional insured fense or damages for which we would will be the lesser of the amount of insurance provide coverage under SECTION II — a. Required by the contract or agreement; or LIABILITY b. Available under the applicable Limits Of 5. With respect to the insurance afforded the ad- Insurance shown in the Declarations ditional insured, the following replaces SEC- TION II —LIABILITY of Paragraph 7 Other This endorsement shall not increase the ap- Insurance of SECTION I AND SECTION II — plicable Limits Of Insurance shown in the COMMON POLICY CONDITIONS Declarations a. This insurance is primary to and will not 4. With respect to the insurance afforded to the seek contribution from any other insurance additional insured, the following is added to available to the additional insured, provided Paragraph 3. Duties In The Event Of Occur- that the additional insured is a named in- rence, Offense, Claim Or Suit of SECTION sured under such other insurance II— GENERAL CONDITIONS b. Regardless of any agreement between The additional insured must: you and the additional insured, this insur- ance is excess over any other insurance a. See to it that we are notified as soon as whether primary, excess, contingent or on practicable of an "occurrence" or an of- any other basis for which the additional in- fense which may result in a claim To the sured has been added as an additional in- extent possible, notice should include sured on other policies. (1) How, when and where the `occur- There will be no refund of premium in the event rence" or offense took place, this endorsement is cancelled (2) The names and addresses of any in- jured persons and witnesses; and All other policy provisions apply CMP-4786.1 1007033 148011 08-21-2014 © Copyright,State Farm Mutual Automobile Insurance Company 2013 Includes copyrighted material of Insurance Services Office,Inc. with its permission. �...14, LYNXT-1 OP ID:PW AC®RLY CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYW) 09/07/201B 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 408-526-1112 CONTACT Pam Wess Professional Ins.Assoc PHONE Shepherd&Assoc Ins.Services (A/C,No,Ext):408-526-1112 I(A/C,No):408-526-1777 1100 Industrial Road#3 EDORILss chris@shepherd-insurance.com San Carlos,CA 94070 Pam Wess INSURER(S)AFFORDING COVERAGE NAIC# ' INSURERA.Hiscox Insurance Company,Inc. INSURED LYNX Technologies,Inc INSURER B. 1350 41st Ave.Ste 202 Capitols,CA 95010 INSURER C. INSURER D. 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 SUER POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD IMMIDO/VYYYI (MM/OD/YYYYI COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) $ MED EXP(Any one person) $ PERSONAL 8 ADV INJURY $ GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ POLICY 5ELT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Pa accident) $ — ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED _ AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNFp PROPERTY DAMAGE .AUTOS ONLY — AUTOS ONLY (Per accident) $ . $ UMBRELLA LIAB _ OCCUR EACH OCCURRENCE _ $ — EXCESS LIAR CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE EL EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY UMIT $ A Errors&Omissions UDC-1627664-EO-1B 09/04/2018 09/04/2019 Ea.Claim 1,000,000 Aggregate 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Evidence of Professional Liability coverage. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Town of Los Altos Hills THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 26379 Fremont Road Los Altos Hills,CA 94022 AUTHORIZED REPRESENTATIVE Pam Wess -P (�1"1 J /i I �Lu' ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Acc•RoCERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) ® 05/16/2018 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(les)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Automatic Data Processing Insurance Agency,Inc. PHONE Ext): FAX No): 1 Adp Boulevard ADDRESS: Roseland,NJ 07068 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A Technology Insurance Company,Inc. 42376 INSURED INSURER B LYNX TECHNOLOGIES INC INSURER C 1350 41st.Ave,Suite 202 Capitola,CA 95010 INSURER D INSURER E INSURER F. COVERAGES CERTIFICATE NUMBER: 900972 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 ADDL SUER POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER '(MM/DD/YYYY) (MMIDD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE 10 RENTED CLAIMS-MADE OCCUR PREMISES(Ea occurrence) $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GE 'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PRO- JECT LOC PRODUCTS COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS __ NON-OWNED PROPERTY DAMAGE HIRED AUTOS AUTOS (Per accident) $ UMBRELLA LIAB _ OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 1,000,000 A OFFICER/MEMBER EXCLUDED? Y N/A N TWC3708132 05/16/2018 05/16/2019 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 $ DESCRIPTION OF OPERATIONS!LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Town of Los Altos Hills,Its Officers,Officials,Employees, ACCORDANCE WITH THE POLICY PROVISIONS. Agents,Contractors&Volunteers 26379 Fremont Rd AUTHORIZED REPRESENTATIVE Los Altos Hills,CA 94022 -7 t� I r A©1988-2014 ACORD CORPORATION.All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD