Loading...
HomeMy WebLinkAboutORANGE COUNTY CHILDREN'S THERAPEUTIC ARTS CENTER (16)City of Santa Ana t Clerk of the Council AGREEMENT TERMINATION FORM Please complete this form in its entirety when the attached agreement and all amendments (if any) are no longer in effect. Note: If your agreement is grant related, please ensure that all grant retention requirements have been satisfied prior to signing the termination form. Is the agreement(s) a permanent record? Yes No Return form to the Clerk of the Council Office (M-30). Call 647-1520 if you have any questions. The agreement with No. /V -pCOI/�- OC'S was completed on >J 2, [M) () and final payment has been made. (List all amendments. Use space below if needed.) n l ru'OI ti''9 i go Department: Vkc)N Phone/Ext.: 591c1 Signature: Date: Revised: 10-18-16 t`✓ INSURANCE NOT ON FILE RK MAY NOT PROCEED CLERK OF COUNCIL ��v%% DATE: DiC 2 9 2019 N-2019-259 RECREATION SERVICES AGREEMENT O: PRCS (I ) Silvia Cuevas THIS AGREEMENT is made and entered into on this 6a' day of December, 2019 by and betweeq.ppange:County Children's Therapeutic Arts Center, a California non-profit corporation, ("Provider") and the Citybf Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a recreation service provider having special skills, resources and knowledge to provide media•&'studio arts classes in its recreation class program. B. Provider represents that it is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Provider represents that it is knowledgeable in their field and that any services performed by Provider under this Agreement will be performed in compliance with such standards as may reasonably be expected. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Provider shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION In consideration for the provision of the programs set forth in Exhibit A, City agrees to pay the Provider seventy percent (70%) of all gross revenue received from program participants. Total revenue to Provider shall not exceed=$25,000'.00'annually. Payment to Provider shall be made monthly within thirty (30) days following completion of the last class taught by Provider the prior month. City shall be responsible for collecting all fees from program participants. Provider shall not collect fees but will refer all interested participants to City for registration information. Provider agrees that City shall retain thirty percent (30%) of all gross revenue received from program participants as an administrative fee. 3. TERM This Agreement shall commence on January 1, 2020 and end on December 31, 2020 unless terminated earlier in accordance with Section 12 below, The term of this Agreement may be extended by a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONTRACTOR Provider shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the manner in which Provider performs the services which are the subject matter of this Agreement; however, the services to be provided by Provider shall be provided in a manner consistent with all applicable standards and regulations governing such services. Provider shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. Provider is not an agent, representative or employee of City and Provider shall have no authority to act on behalf of the City. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Provider shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: Via: G lirercial General.,IAability Insurance. Provider shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Provider's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insured's provisions. b. Worker's Compensation Insurance. In accordance with California State law, Provider, if Provider has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Provider agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. c. The following requirements apply to the insurance to be provided by Provider pursuant to this section: i. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. iv. Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts provided by the certificates of insurance shall be incorporated by reference into the Agreement. V. Consultant shall supply City with a fully executed additional insured endorsement. 2 d. If Provider fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to terminate this Agreement. Such termination shall not affect Provider's right to be paid for its time and materials expended prior to notification of termination. Provider waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Provider agrees to and shall indemnify, defend and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Provider or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement, to the extent that the injury, damages, just compensation, restitution, judicial or equitable relief is caused by the negligence of the Provider. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. In no case will Provider be required to indemnify or hold harmless the City from injury, damages, just compensation, restitution, judicial or equitable relief caused by the negligence of the City. 7. CONFLICT OF INTEREST Provider covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 8. LIVE SCAN BACKGROUND CHECK Provider, and any employees, subcontractors or substitutes, shall arrange for and submit their fingerprints for a criminal background check through the Department of Justice through the City's Human Resources Department process. Consultant shall be responsible for all charges associated with fingerprinting. Consultant shall not perform any services pursuant to this Agreement until clearance is received and Consultant is notified by the City's Parks, Recreation and Community Services Department. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax (714) 647-6956 With copy to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 571-4211 To Provider: Orange County Children's Therapeutic Arts Center 2215 N. Broadway Santa Ana, CA 92706 Phone: (714) 547-5468 Email: A @ pgetaG.M carlosb@occtac.org A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Provider regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Provider. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Provider or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 11. ASSIGNMENT/SUBSTITUTES a. Assignment. The experience, knowledge, capability and reputation of Provider were a substantial inducement for City to enter into this Agreement. Therefore, Provider may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. b. Substitutes. In the event Provider is not able to teach a class due to illness or some other cause beyond Provider's reasonable control, Provider must procure, at its sole expense, a qualified substitute instructor to teach the class at its regular time and place. Provider shall ensure that substitute instructors are at least twenty-one (21) years of age and comply with the City's insurance and live scan requirements contained herein. Evidence of compliance with City's insurance and live scan requirements shall be provided upon request. Provider must immediately notify the City of the substitute instructor's name, qualifications, address and phone number. If Provider cannot procure a qualified substitute and the City is unable to assist in this regard, then the class shall be canceled and a make-up class must be added to the session. Provider must notify participants as soon as possible of any class cancellation and make-up class. Provider must personally teach at least seventy-five percent (75%) of its offered classes. 12. TERMINATION a. This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Provider shall be entitled to receive, and City shall pay Provider, compensation for all services rendered prior to the effective date of termination. b. Termination or cancellation of classes by the Provider outside of Section 1 Lb. must be given to the City at least thirty (30) days prior to termination/cancellation. Failure to provide adequate cancellation notice to the City may put future contracting of business with the City at risk and will result in the City's retention of ten (10%) percent of the final payment to Provider. 13. RECORDS Provider shall use attendance sheets generated and supplied by the City to record attendance in each class. Provider shall keep these and any other records in connection with the work to be performed under this Agreement and shall permit City, upon request, to review such records for a period of three (3) years from the date of final payment to Provider under this Agreement. 14. NON-DISCRIMINATION Provider shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION —VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. LICENSES Provider shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. 17. SEVERABILITY In the event that one or more of the phrases, sentences, clauses, paragraphs or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement, which shall be interpreted to carry out the intent of the parties hereunder. 18. EXHIBITS All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 19. AUTHORITY The person(s) executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement, the parties hereto are formally bound to the provisions of this Agreement. [Signatures on next page] N-2019-259 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written ATTEST: Daisy Gomez Clerk of the Counci APPROVED AS TO FORM: SONIA IL CARVALHO City Attorney By: &A ' Laura Rossini Senior Assistant City Attorney Recreation and Community Services Agency CITY OF SANTA ANA `b--k V _ Kristine Ridge City Manager PROVIDER: ' tJ Name: Ana Jim ez, Exec 've Director Orange Children's County Therapeutic Arts Center VA Exhibit A SCOPE OF SERVICES A. Provider shall conduct Media & Studio Arts for ages 7-16 years old, B. Provider shall teach such or similar classes (1) at the times below at facilities to be designated by the City or (2) on a schedule agreed upon by the parties for each class session or term, including the location, specific days and hours when classes will be held, and holidays to be observed, in accordance with City's needs. INSTRUCTOR: OCCTAC staff LOCATION: Garfield Community Center, 500 N Lacy St., Santa Ana, (714) 571-4288 Media Arts Cartoon and Animation Our students will learn to create their own stop motion animations, they will develop these short films by learning illustration and cartooning techniques. In addition, our young creators will explore the Elements and Principles of art to produce artworks that employ different techniques and mediums. Furthermore, this is a year- round class will also include a social -emotional component to focus on self-esteem development. OCCTAC will offer this class starting in January 2020 every Friday to total 48 available classes except for the following date: Jan 3rd, July P, Nov 271h, Dee 25d'. Studio Arts Painting and Drawing Our students will learn to draw and paint still life, landscapes and portraits from observation. In addition, our young creators will explore the Elements and Principles of art to produce artworks that employ different techniques and mediums. Furthermore, this is a year-round class will also include social -emotional component to focus on self- esteem development, OCCTAC will offer this class starting in Jan 2020 every Friday to total 48 available classes except for the following date: Jan 31d, July P, Nov 271h, Dec 25d'. • Cartoon and Animation classes will consist of monthly sessions, held I day per week, 2 hours per day. Ages 12-16 years old. (4p-5p & 5:30p-6:30p) • Painting and Drawing classes will consist of monthly sessions, held 1 day per week, 2 hours per day. Ages 7-11 years old (4p-5p & 5:30p-6:30p) C. Provider shall provide all materials, supplies, equipment, records and personnel. Provider shall be responsible for clean-up of the facilities and materials and shall ensure the safety and effectiveness of instruction. CLASS SIZE A. Each class must have a minimum of 9 paid students and no more than 20 students. B. No registration will be accepted after the second meeting of classes. C. If the minimum registration has not been reached by the second class, the class shall be canceled. Provider will be under no obligation to provide services for the cancelled classes, and the City will have no further obligations to pay Provider compensation for the remaining classes that were cancelled in that session. CLASS FEES A. Each participant shall pay class registration fees as established by City. B. Provider may not waive class participation/registration fees. C. Only registered participants may participate in class. D. Any refunds to participants will be made in accordance with City policy. E. Any materials fee shall be established by mutual agreement of City and Provider and shall be payable directly to Provider. ACOR" CERTIFICATE OF LIABILITY INSURANCE li DATE (MM DD YYVY) 12111/2019 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 CONTACTGerd Issuance Team NAME Comprehensive Insurance Services PHONE (949) 709-8800 FAx 94g 709-1668 No Est.(AC, No: ( ) 26429 Rancho Parkway South ppp.33, Jeremy@lhewmpmhensiveinsurance.com Suite 120 INSURERSI AFFORDING COVERAGE NAIC8 Lake Forest CA 92630 INSURERA: Nonprofits Insurance Alliance of California 10023 INSURED INSURER B: Slate Compensation Insurance Fund 35076 Orange County Children's Therapeutic Arts Center INSURER C : 2215 N. Broadway IN9URER D NSURER:: Santa Ana CA 92706 INSURER F: COVERAGES CERTIFICATE NUMBER: CL19112104374 REVISION NIIMBFR' 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 CONTRACTOR 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. ILTR TYPE OF INSURANCE I`ux POLICY NUMBER MMmDM/YY MMND� LIMITS COMMERCILLGENERALLIABILITY CLAIMS -MADE © OCCUR EACH OCCURRENCE $ 1.000,000 PREMISES I6acan rice $ 500'000 MEDEXP An aria S 20,000 A Y 2019-09201 12/21/2019 12/21/2020 PERSONALSAGVIWUAY S 1.000.000 GEN% AGGREGATE LIMIT APPLIES PER PRO-Ful POLICY JECT LOC GENERALAGGREGATE $ 2,000.000 PRODUCTS - COMPIOPAGG $ 2,000,000 $0 Deductible $ OTHER 1 AUTOMOBILE LIABILITY CO INEO SINGLE LIMIT Ea aaWet $ 1.000.000 BODILY IWl1RY (Per person) $ ANV AUTO A OWNED SCHEDULED AUTOS ONLY AUTOS 2019-09201 12/21/2019 12/21Y2020 BODILY IWURY(Per acddelt) S HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPER Per accident DAIM E $ $0 Deductible $ UMBRELLA LIA9 OCCUR EACHOCCURRENCE S AGGREGATE $ EXCESSLIAB CLAIMS -MADE DIED RETENDON $ B WORKERS COMPENSATION AND EMPLOYERS' UABIIJTY ANY PROPRIETORIPARTNEWEXECUTIVE YIN OFFICMMEMMER EXCLUDEDf (MendMOryN NH) NIA 9255171-2019 06/05/2019 OBl05/2020 PER TH- STAME ER $O Deductible E.L. EACHACCIDENT 1,000.000 E.L. DISEASE - EAENPLOYEE $ 1,000,000 If M. describe ender DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT S 1.000.000 A Social Service Professional Liability Improper Sexual Conduct Liability 2019-09201 12/21/2019 12/21/2020 $1,000,000/1,000=0 $1,000,000/1,000,0GO Aggregate/Occun Aggregate/Occurr $0 Deductible DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES ACORD 101, Additional Remarks Schedul, mry be atMched 0 more space Is MWlretl) The City of Santa Ana, its officers, employees, agents. volunteers, and representatives are included as Additional Insured per attached endorsement CG2026. With respect to claims arising out of the operations and uses performed by or on behalf of the named Insured, such Insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance camed by or for the benefit of the additional insureds per attached endorsement NIAC E61. 30 day notice of cancellation with 10 day notice of cancellation for non-payment of premium per policy provision. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Santa Ana, Risk ED APP Manager ROV DACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza �I<I 4th Fl, y Ri IC MANAGEMENT DIVISI THORIZED REPRESENTATIVE Santa Ana iY9Y9�1Tf 4n :. y.:.. �:..,..,.:. 01988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(201TJ03) o "@1AeiaotiRgePft-gistered marks of ACORD POLICY NUMBER: 2019-09201 COMMERCIAL GENERAL LIABILITY CG 20 26 04 13 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) Any person or organization that you are required to add as an additional insured on this policy, under a written contract or agreement currently in effect or becoming effective during the term of this policy. The additional insured status will not be afforded with respect to liability arising out of or related to your activities as a real estate manager for that person or organization. Information required to complete this Schedule. if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured 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 ads 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 III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement: or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 26 0413 REVIEWED H1i11049 " Q. 2012 By Risk ANAGEMENT DIVISION 09 2020 Page 1 of 1 M. LAMBERT NONPROFITS INSURANCE ALLIANCE OF CALIFORNIA A moan for insurance. A Heart for Nonprofits. POLICY NUMBER: 2019-09201 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT FOR PUBLIC ENTITIES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Any person or organization that you are required to add as an additional insured on this policy, under a written contract or agreement currently in effect or becoming effective during the term of this policy, in consideration of food contribution or client referrals you receive from them. (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 any public entity as an additional insured for whom you are performing operations, who may be named in the schedule above, when you have agreed in a written contract or written agreement that such public entity be added as an additional insured(s) on your policy, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your negligent ads or omissions, or 2. The negligent acts or omissions of those acting on your behalf; in the performance of your ongoing operations. No such public entity is an additional insured for liability arising out of the "products -completed operations hazard" or for liability arising out of the sole negligence of that public entity. B. With respect to the insurance afforded to these additional insured(s), the following additional exclusions apply. This insurance does not apply to "bodily injury" or 'property damage' occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or C. The following is added to SECTION III — LIMITS OF INSURANCE: The limits of insurance applicable to the additional insured(s) are those specified in the written contract between you and the additional insured(s), or the limits available under this policy, whichever are less. These limits are part of and not in addition to the limits of insurance under this policy. REVIDkED & APPROVED By Risgr0ANACJEMENf DIVISION 09 2020 NIAC-611117 VM�ATHA M. LAMBERT Page 1 NONPROFITS INSURANCE ALLIANCE OF CALIFORNIA A Hnd for Insurance. A Heart/or MonproflM POLICY NUMBER: 2019-09201 D. A. With respect to the insurance provided to the additional insured(s), Condition 4.Other Insurance of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS is replaced by the following: 4.Other Insurance a. Primary Insurance This insurance is primary if you have agreed in a written contract or written agreement: (1) That this insurance be primary. If other insurance is also primary, we will share with all that other insurance as described in c. below. or (2) The coverage afforded by this insurance is primary and non-contributory with the additional insured(s)' own insurance. Paragraphs (1) and (2) do not apply to other insurance to which the additional insured(s) has been added as an additional insured or to other insurance described in paragraph b. below. b. Excess Insurance This insurance is excess over: 1. Any of the other insurance, whether primary, excess, contingent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work" (b) That is fire, lightning, or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (c) That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises temporarily occupied by you with permission of the owner, or (d) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of SECTION I — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE. (e) Any other insurance available to an additional insured(s) under this Endorsement covering liability for damages which are subject to this endorsement and for which the additional insured(s) has been added as an additional insured by that other insurance. (1) When this insurance is excess, we will have no duty under Coverages A or B to defend the additional insured(s) against any "suit" if any other insurer has a duty to defend the additional insured(s) against that "suit'. If no other insurer defends, we will undertake to do so, but we will be entitled to the additional insured(s)' rights against all those other insurers. (2) When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance, and (b) (a) The total of all deductible and self -insured amounts under all that other insurance. (3) We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. b. Methods of Sharing If all of the other insurance available to the additional insured(s) permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any other the other insurance available to the additional insured(s) does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurers share is based on the ratio of its applicable limit of iry4yLarlr.Etp2tla,total.aeali of Insurance of all insurers. By RI MANAC{EMENT DIVISION 09 2020 NIAC-611117 Page 2 CA T4A M. LAMBERT Thera I� C�E N T E R 2215 N Broadway • Santa Ana, CA 92706 •714.547.5468 • Fax 714.564.9690 • www.occtoc.org 501(c(3 Federal Tax ID# 33-0930891 December 17, 2019 City of Santa Ana, Risk Management 20 Civic Center Plaza 411 FI. Santa Ana, CA 92702 Please accept this letter as certification that our agency owns no automobiles. Should you have any further questions please contact us at714-547-5468. Veronica Maldon. Accounting Clerk REVIEWEjV D & APAINPr�PRpOVEoD I _ 09 2020 M. LAMBERT