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HomeMy WebLinkAboutKOSMONT COMPANIES_j• HNCE ON FILE WORK MAY PROCEED IPITIL INSURANCE EXPIRES N-2020-101 (at I711OZO ERK OF COUNCIL CONSULTANT AGREEMENT CITY OF SANTA ANA c ui,�v�tc.Vcr,o.ley� THIS AGREEMENT is made and entered into on this day of , 2020, by and between Kosmont & Associates, Inc., doing business as Kosmont Companies ("Consultant'), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). ce RECITALS 0 C A. The City desires to retain a consultant having special skill and knowledge in the field of real estate advisory services to develop a pro forma in connection with a proposed mixed - use development located at Third and Broadway in the City of Santa Ana. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. 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 Consultant shall perform during the term of this Agreement, the tasks and obligations, including all labor, materials, tools, equipment, and incidental customary work, required to fully and adequately complete the services described and set forth in the Proposal for Real Estate Advisory Services attached hereto as Exhibit A and incorporated herein by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in the Fee Schedule attached hereto as Exhibit B and incorporated herein by reference. The total sum to be expended under this Agreement shall not exceed $10,000.00 during the term of this Agreement. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. Page 1 of 9 3. TERM This Agreement shall commence on the date first written above and continue for a one (1) year term, unless terminated earlier in accordance with Section 15 below. The Term of this Agreement may be extended by a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONTRACTOR Consultant 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 professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant 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. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and 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 Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts Page 2 of 9 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, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, 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 insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant 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, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant 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. f. If Consultant 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 forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. Page 3 of 9 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, 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 Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section I 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. 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. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises 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. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Notwithstanding the above, for any claims for liability and/or damages filed by the Developer or Developer's successor in interest, as defined in Section 1 of Exhibit A to this Agreement, City shall indemnify, defend and hold harmless Consultant 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. Page 4 of 9 examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant 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. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, 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 Consultant. The parties Page 5 of 9 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 Consultant 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. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant 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. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. 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 farther agree that Orange County, California, shall be the venue for any action or proceeding that may Page 6 of 9 be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant 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. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. 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 City 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 courtesy copies to: Community Development Agency City of Santa Ana 20 Civic Center Plaza (M-25) P.O. Box 1988 Santa Ana, California 92702-1988 Facsimile (714) 647-6549 To Consultant: Ken K. Hira President Kosmont Companies 1601 N. Sepulveda Blvd., 9382 Manhattan Beach, CA, 90017 Phone: (424) 297-1070 Page 7 of 9 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. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. {Signatures on following page} Page 8 of 9 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: eb 7 C.Gomez APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Ryan O. dg Assistant ity Attorney RECOMMENDED FOR APPROVAL: Steven A. Mendoza Executive Director Community Development Agency CITY OF SANTA ANA Kristine Ridge City Manager KOSMONT COMPANIES: Ken K.'Hira President Tax ID# qS— q 2 S�/7 % 3 Page 9 of 9 EXHIBIT A PROPOSAL FOR REAL ESTATE ADVISORY SERVICES PA kosmon . companies May 8, 2020 Mr. Marc Morley Economic Development Specialist III Community Development Agency 20 Civic Center Plaza Santa Ana, CA 92701 Re: Proposal for Real Estate Advisory Services Dear Mr.Morley: Kosmont & Associates, Inc. doing business as Kosmont Companies ("Consultant" or "Kosmont") is pleased to present this proposal to City of Santa Ana ("Client" or "City") for real estate advisory services in connection with a proposed mixed -use redevelopment proposal for the approximate 2-acre public parking site ("Site") located at 3rd & Broadway in Santa Ana. This proposal serves as an Agreement when executed and returned by Client to Kosmont. I. BACKGROUND AND OBJECTIVE Client has been negotiating a preliminary Development Agreement {"DA"} with Caribou ("Developer") that includes an extensive list of financial obligations. Client is requesting Kosmont's assistance in preparing an updated pro forma for the Project and to assist in supporting negotiations on the DA. Subsequent to the initial negotiations that began in 2017, the area has been included in an Opportunity Zone that may yield certain tax deferral and/or investment approaches for long term ownership. II. SCOPE OF SERVICES The prospective assignment and consulting services that Kosmont will provide will be of a relatively limited scope and duration, and advisory in nature. Kosmont will be making recommendations only, which advise the Client, including its elected officials, appointed officials and staff, which they can accept or reject. None of Kosmont's staff will act in a capacity as an elected official, nor appointed official, nor as staff, nor as serving in a "designated" position. Task 1: Project Orientation Kosmont will initiate the assignment by conducting a kick-off call to understand current status of negotaitions and review the propsed scope of work. Task 2: Document Review and Analysis 1601 N. Sepulveda Blvd. #382 Manhattan Beach CA 90266 ph 424.297.1070 w Aosmont.com Kosmont will review relevant documents related to the Project development plan and expected operations. These include 2017 original pro forma, draft deal points, Project description, site plan and architectural drawings. Task 3: Update Pro Forma Kosmont will review development program and prepare an updated pro forma to assess the feasibility of the Project. The analysis will include incorporating potential Opportunity Zone tax breaks. Kosmont will prepare a summary memorandum of our findings and recommendations and will be available to participate in as needed conference calls to discuss findings. Optional Task: 52201 Report In the event that the City receives agreement with Developer, Kosmont will be available to assist in the preparation of a Section 52201 report to describe the land sale transaction and the economic benefits. Per City's request, Kosmont will prepare a separate scope and budget for this specific task for review and approval. III. SCHEDULE AND COMPENSATION Consultant is prepared to commence work upon receipt of executed Agreement. Compensation for Tasks 1 through 3 is estimated at $10,000 for professional services (hourly) fees at Consultant's billing rates as shown on Attachment A. Optional Task will be budgeted following successful negtiations. Future increases in budget will require approval by Client in advance. Budget may be increased by Client at any time. Any publicly noticed meetings that Client requests Kosmont's attendance, will require Client approval in advance and will be billed at the professional services (hourly) fees as shown on the fee schedule in Attachment A. Services will be invoiced monthly at Consultant's standard billing rates, as shown on Attachment A. In addition to professional services (hourly) fees, invoices will include reimbursement for out-of-pocket expenses such as travel and mileage (provided that there shall be no overnight travel without the Client's prior approval and that mileage shall be reimbursed at the current IRS mileage reimbursement rate), professional printing, conference calls, and delivery charges for messenger and overnight packages at actual cost. Consultant will also include in each invoice an administrative services fee to cover in- house copy, fax, telephone and postage costs equal to four percent (4.0%) of Consultant's monthly professional service fees incurred. Any unpaid invoices after 30 days shall accrue interest at the rate of 10% per annum. 16501 Ventura Blvd. Suite 511 Encino California 91436 ph 818.981.8484 fx 818.981.8588 vmv.kosnnont.conn ATTACHMENT A Kosmont Companies 2020 Public Agency Fee Schedule Professional Services Chairman & CEO President Senior Vice President/Senior Advisor Vice President Senior Project Analyst Project Analyst/Project Research Assistant Project Analyst/Assistant Project Manager GIS Mapping/Graphics Service Clerical Support • Additional Expenses In addition to professional services (labor fees): City of Santa Ana Proposal for Real Estate Advisory Services May 8, 2020 Page 8 of 8 $375.00/hour $345.00/hour $305.00/hour $210.00/hour $195.00/hour $165.00/hour $125.00/hour $ 95.00/hour $ 60.00/hour 1) An administrative fee for in-house copy, fax, phone and postage costs will be charged, which will be computed at four percent (4.0 %) of monthly Kosmont Companies professional service fees incurred; plus 2) Out-of-pocket expenditures, such as travel and mileage, professional printing, and delivery charges for messenger and overnight packages will be charged at cost. 3) If Kosmont retains Third Party Vendor(s) for Client (with Client's advance approval), fees and cost will be billed to Client at 1AX (times) fees and costs. • Charges for Court/Deposition/Expert Witness -Related Appearances Court -related (non -preparation) activities, such as court appearances, depositions, mediation, arbitration, dispute resolution and other expert witness activities, will be charged at a court rate of 1.5 times scheduled rates, with a 4-hour minimum. Rates shall remain in effect until December 31, 2020. KOSMONT COMPANIES 1601 N. Sepulveda Blvd. #382 Manhattan Beach CA 90017 ph 424.297.1070 w Aosmontxom THIS CERTIFICATE IS ISSUED AS CERTIFICATE DOES NOT AFFIRN BELOW. THIS CERTIFICATE OF REPRESENTATIVE OR PRODUCER wnume[e nower an SUBROGATION IS WAIVED, subject tIs the PRODUCER Lockton Companies, LLC 5847 San Felipe, Suite 320 Houston, TX 77057 INSURED Insperity, Inc. L/CIF KOSMONT 8 ASSOCIATES, INC. 19001 Crescent Springs Drive Kingwood, TX 77339 COVERAr P-Q FICATE OF LIABILITY INSURANCE DATE IMWDDIYYYYI Acd . 11713M 10/29/2019 1 OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THEI CERTIFICATE HOLDER. THIS )R NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES :E DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED CERTIFICATE HOLDER, DITIONAL INSURED, the pOliCy(ies) must have ADDITIONAL INSURE Provlsions or be endorsed. If ms and conditions of the policy, certain policies may require an end mement. A statement on this ate holder in lieu of such e_ndorsement(s). NAME• T 888-828-8366 Ace American Insurance Co. 22667 THIS IS TO CERTIFY THAT THE POLICIE INDICATED. NOTWITHSTANDING ANY R CERTIFICATE MAY BE ISSUED OR MAY EXCLUSIONS AND CONDITIONS OF SUC ILTRISR TYPE OF INSURANCE OF IN QUIRE PERTA14, POLICIES. A L REVISION UMBER: URANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED A 0VE FOR THE POLICY PERIOD ENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT ARTH RESPECT TO WHICH THIS THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. BR POLICY EFF POLICY EXP — POLICYNUMBER MMIDD/YYYY metro LIMITS EACH OCCUR 3ENCE 6 A ---.. GENERAL LIABILITY _ CLAIMS -MADE OCCUR PREMISE E Occune ce S _-- — MED EXP(Ari one arson $ GEN'L AGGREGATE LIMIT APPLIES PER: _ PERSONALS OVINJURY $ POLICY ❑ JEC LOC GEERAL AG REGATE S PRODUCTS- OMPIOP AGG I $ OTHER: —LIMIT— AUTOMOBILE LIABILITY $ -I COMBINED IIIGLE ANY AUTO ;_LEa eccitlent 5_ ALLOWNED SCHEDULED AUTOS AUTOS j BODILY INJUR r(Fet person) I S FoDILYINJUR NON-0WNED (Parevgtlss) $ HIRED AUTOS - AUTOS PROPERPMAGEE — - K UMBRELLA DAB y OCCUR $ EXCESS DAB _. CLAIM:LMAOE - EACH OCCUR ENCE S -- AGGREGATE g DED RETENTION$ WORKERS COMPENSATION S AND EMPLOYERS' LIABILITY YIN X PER OT STA.T_UTE' ANY PROPRIETORIPARTNERIEXECUTIVE A OFFICERIMEMBE EXCLUDED, NIA — I ER i(Mantlatory In NH) I C66712679 10/1/2019 10/1/2020 EL EACH ACCIDENT $ t.D00.D00 Il yyes. tlescebe antler DESCRIPTION OF OPERATIONS be. E.L. DISEASE_ FA EMPLOYE $ i,000,t1(1p - - _ E.L. DISEASE -POLICY LIMIT S t,o00 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHIC Norm to OMera Endcreemenl Inducoc ES (ACC RO M. Atltlleonal Remarb $bhetlula. may M a8achetl if more apace la re9elredl WAIVER OF SUBROGATION IN FAVOR OF CITY OF S NTAA MEN REQUIRED BY WRITTEN CONTRACT CERTIFICATE HOLDER CITY OF SANTA ANA RISK MANAGEMENT DIVISION 20 CIVIC CENTER PLAZA 4TH SANTA ANA, CA 92701 a.nnt.cLLA I IVN P4 AP -RpyEp _ - jEMEM DIVISION SHOULD ANY OF THE ABOVE DESCRIB O POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF NOTICE WILL BE DELIVERED IN ACC" TCE WITH THE POLICY PROVISIONS. 4 2019 M, LAMBERT AUTHORIZED REPRESENTATIVE } RD ODRPORATION ACORD 25 (2016/03) I The .I1CORD name and logo are registered marks of ACORD . All rights reservE and insperily, INC. L/C/F KOSMONT & ASSOCIATES, INC. 19001 Crescent Springs Drive TO CALIFORNIA This endorsement applies only Information Page. We have the right to recover of our right against the person or injury arising out of the operatic waiver from us. You must maintain payroll reco work described in the Schedule 1. (X) Specific Waiver Name of person or CITY OF SANTA P 20 CIVIC CENTER SANTA ANA, CA £ ( ) Blanket Waiver Any person or orgai waiver. 2. Operations: 3. Premium: The premium charge for t payroll In connection with described. 4, Minimum Premium: Ii� WC 99 03 22 Symbol: RWC Number: C66712679 10/1/2019 'ER FOUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT the nsurance provided by the policy because California is shown in Item 3.A. of the )ay ants from anyone liable for an Injury covered by this policy, We will not enforce rani ation named in the Schedule, but this waiver applies only wit i respect to bodily de cribed in the Schedule, where you are required by a written contract to obtain this segregating the remuneration of your employees while engaged in the Schedule 4TH FLOOR for whom the Named Insured has agreed by written contract to furnish this shall be !N-QLUDED percent of the California premiu developed on for the above person(s) or organization(s) arising out cf the operations A� CE THIS CERTIFICATE IS ISSUED AS A CERTIFICATE DOES NOT AFFIRMA' BELOW. THIS CERTIFICATE OF INS REPRESENTATIVE OR PRODUCER, IMPORTANT: If the certificate holder is a If SUBROGATION IS WAIVED, subject to 1 this certificate does not confer rights to t PRODUCER Rick Powell Insurance Agency, Llc 3500 West Olive Ave, Suite 300 Burbank, CA 91505 Phone (818) 861-7440 INSURED Kosmont Real Estate Services dba Kosmo 1601 N. Sepulveda Blvd., Suite 382 Manhattan Beach, CA 90266 115 IS TO CERTIFY THAT THE POLICIE DICATED. NOTWITHSTANDING ANY cRTIFICATE MAY BE ISSUED OR MAY (CLUSIONS AND CONDITIONS OF SU( TYPE OF INSURANCE ❑ COMMERCIALGENERAL LIABILITY ❑ CLAIMS -MADE ❑ OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: ❑ POLICY _ PRO- ❑ LOC JECT ❑ OTHER AUTOMOBILE UASIUTY ANY AUTO OWNED ❑ SCHEDULED i AUTOS ONLY nHIED NON-OWNE AUTOS ONLY nAUTOS ONLY i❑J UMBRELLA UAB ❑OCCUR 1 EXCESS LIAR —L....... ..... E Enors & Omissions Coverage Risk Management City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 ACORD 25 (2016/03) OF ,TE OF LIABILITY INSURANCE i F DATE(MWDDNM) ur•vn Inc VeraI FTCATE HOLDER. THI 2 NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFOR ED BY THE POLICIES DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED CERTIFICATE HOLDER. 1AL INSURED, the pollcy(lea) -.at have ADDITIONAL INSURED provisions orb endorsed. no conditions ofthe policy, certain policies may require an endorsement A star smart on to holder in lieu of such endoreement(s). I gX FACT Rick Powell TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMEt VSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS MTS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS EVJ3298048 I0710312019 0710MO20 ACOR0101, Atltlhlonal Remarks Schedule. B more sPece Is mqulrea) M. ENT VSROULD ANY OF THE AB( THE EXPIRATION DATE Tk IV �Ik 2019 ACCORDANCE WITH THE AUTHDIUZED REPRESENTATIVE MED E.L. DISEASE - 115580 ;; p POLICY PERIOD r TO WHICH THIS THE TERMS. JYAGG'S 5 1MIT S person) S egl0em) S S S LIMIT , s )DO I Per Clairr/ Aggregate DESCRIBED POLICIES BE CANCELLED BEFORE EOF, NOTICE WILL BE DELIVERED IN ®1988-2015 ACORD The ACORD name and „I IUN. An ngnts reserved. registered marks of ACORD KOSM&AS-01 TE OF LIABILITY INSURANCE DATE(Matoon YYY) THIS CERTIFICATE IS ISSUED AS MA ER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON TH CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMA IVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE FFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF 1 SUR I CE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUI G INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, NO TH CERTIFICATE HOLDER. IMPORTANT: If the certificate hold r is an I DDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. It SUBROGATION IS WAIVED, subj ct to t e terms and conditions of the policy, certain policies may require an 4ndomement. A statement on this certificate does not confer rights 0 the rtificate holder in lieu of such endorsements . PRODUCER License # OC35391 g2gjAcT Brett R Sternberg Lyddy Martin Company ac°r,'r o, Eat ; (310) 476.2625 317 Mt No): 20300 Venture Blvd. Suite 340 - Woodland Hills, CA 91364 11Mh,,-bmft ELyddymartin.com INSURED Kosmont & Associates, Inc IN URER B: Dba: Kosmont Companies INSURER C: See other named insured INSURER E: 1601 N. Sepulveda Blvd. #3 Manhattan Beach, CA 9026 1 2 INSURER F: clrarc an nee OG. QC\/ICIr1N IJI IMRCQ• THIS IS TO CERTIFY THAT THE POLICI INDICATED. NOTVATHSTANDING ANY I 1EQUiR CERTIFICATE MAY BE ISSUED OR MAY EXCLUSIONS AND CONDITIONS OF SUCH =S OF PER POLICI NSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD ENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS N. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, S. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ME OF INSURANCE AeIsnDDLS eR POLICY NUMBE0. POUCYEFF POUCYEXP LIMITS A X COMMERCIALGENERALUABILITY CLAIMS -MADE aOCCUR X 72SBABC3942 612712019 612-1/2020 EACH OCCURRENCE 5 1,000.000 DAMAGETO RENTED e PREMISES (EAccIaIneno 5 1,000,000 M EXP An one rson S 10,000 PERSONAL BA INJURY S 1,000,000 EN'L AGGREGATE LIMIT APPLIES PER'. X POUCY LOC OTHER GENERAL AG RELATE 2,000,000 PRODUCTS- OMPIOPAGG 2,000,000 I s A AUTOMOBILELIABIUTY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS X All T'& ONLY X AUTOS ONLY 2SBABC3942 612712019 612712020 COMBINEDSI GLE LIMIT 5 1,000,000 BODILYINJUR Per son 5 BODILY INJUR Per acddenl S �H PP.ERTY 4AMAGE 5 S A X UMBRELLA UAS EXCESS LAB X OCCUR CAIM&MADE X 72SBABC3942 6127I2019 CJ2712020 EACH OCCURFiENCE S 3,000,000 AGGREGATE s 3,000,000 DED I X I RETENTIONS 10,000 MRKENSCOMPENSATION ANDEMPIAYER9'LABILTTY YIN AppNFFFICcPEMAEEIEP9ORqUPXCL EXCLUDED?❑ IMan d e.tn NH) I/ /es. descnhe order DESCRIPTION OF OPERATIONS below NIA PTR OTM- EL. EACH AC W S E.L DISEASE - EMPLOYEE _ S E.L. DISEASE -POLICY LIMIT S DESCRIPTION OF OPERATIONS I LOCAmONS l VEHIC The City of Santa Ana, Its Officers, Employ contract. The Insurance is primary and no Other Named Insured under the policy: Ko ES (ACOIRD s, Agents, contrit.utory men%Real I 101, Addlaonal Remarb schedule, maybe attached a more space Is re ulred) and Representatives are named Additional Insured as respects to General Liablity as per written and waiver of subrogation applies. see Business Liability Form Sttched Estate Services rPOTIGIrATR herAMrrI I ennN -------. gy Ris CI of Santa Ana ry A EMENT DIVISION 20�1t L .7J SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Risk Management DI isiQn 20 Civic Center Plan, 4th or AUTHORIZED REPRESENTATIVE Santa Ana, CA 9270,Sf�MA M. LAM13ERT H �r//pp1/1/.•�rylr.+•.+/ ACORD 25 (2016103) ©1988.2015 ACORD CORPORATION. All rights reserved. The A ORD name and logo are registered marks of ACORD BUSINESS LIABI14TY COVERAGE FORM (b) Relied coni to, ol of, in the care, custody or b. Coverage under this provision does not or over which physical corill of is apply to: being exercised for any "Bodily purr ose by you, any of your (1) injury" or "property damage" "em loyee ", "volunteer workers", that occurred; or any arine or member (if you are (2) "Personal and advertising injury" a ri rtnerslilp or joint venture), or arising out of a i offense committed any member (if you are a limited before you acquired or formed the liability company). Organization. b. Real Estate Manager 4. Operator Of Mobile E uipment Any person (other t an your "employee" or With respect to "mobilequipmenf' registered in volunteer orker" I, or any organization your name under any motor vehicle registration while acting as youi real estate manager. law, any person is an insured while driving such c. Temporary Custodians Of Your equipment along a Public highway with your Property Permission. Any other person or organization Any person r organization having proper responsible for the conduct of such person Is temporary ci. stody of your property it y ou also an insured, but on with respect to liability die, but only: arising out of the opera6 n of the equipment, and (1) With resr act to only if no other insurance of any kind is available lability arising out of the to that person or organization for this liability. maintena ice or ise of that property; and However, no person or organization is an insured (2) Until your leg I representative has with respect to: been apr ointed a. "Bodily injury" to a co -"employee" of the d. Legal Repre entat ve If You Die person driving the equipment; or Your legal r 1prese itative if you die, but b. 'Property damage" to property owned by, only with res 3ect tic duties as such. That rented to, in the chi rge of or occupied by representi will tave all your rights and you or the employe of any person who is duties under his insurance. an insured under thi i provision. e. Unnamed St bsidli ry 5. Operator of Nonowne Watercraft Any subsidia y and subsidiary thereof, of With respect to watercr ft you do not own that yours which i a leg Ily incorporated entity is less than 51 feet Ion and is not being used of which yot. own a financial interest of to Garry persons fora ct arge, any person is an more than 5 % of tie voting stock on the insured while operatinc such watercraft with effective date of this Coverage Part. your permission. Any other person or The insuran a aff rded herein for any organization responsible for the conduct of subsidiary not shown in the Declarations such person is also an insured, but only with as a named insured does not apply to respect to liability arising out of the operation injury or dam ige wl h respect to which an of the watercraft, and only if no other insured unde this insurance is also an insurance of any kind is available to that insured unde anoff er policy or would be person or organization for this liability. an insured u ider such policy but for its However, no person or organization is an termination oi upon the exhaustion of its insured with respect to: limits of insurance. a. "Bodily injury" to a co "employee" of the 3. Newly Acquired Or For Tied Organization person operating the watercraft; or Any organization you n wly acquire or form, b. "Property damage" to property owned by, other than a partnership, joint venture or rented to, in the charge of or occupied by limited liability co npany and over which you you Or tile employer of any person who is maintain financial intere, t of more than 50% of an insured under this provision. the voting stock, will qualify as a Named 6. Additional Insureds When Required By Insured if there i no o her similar insurance Written Contract, Written Agreement Or available to that olganizEtion. However. Permtt a. Coverage un er this provision is afforded The person(s) or organization(s) identified in only until the 180th day after you acquire Paragraphs a. through fj below are additional or form the or aniza ion or the end of the insureds when you have agreed, in a written policy period, whichever is ertrlier: and Form SS 00 08 04 05 I c`, 7 1 Page 11 of 24 BUSINESS LIABILITY OVEI ZAGE FORM contract, writte ogre ment or because of a (a) Any failure to Permit issued by a state or political make such subdivision, this such inspections, adjustments, tests or person or organization be added as add Iona! Insured on your servicing . as the vendor has Policy, provided the i jury or damage occurs agreed t make or normally subsequent to a execution of the contract or undertake to make in the usual agreement, or issuance of the permit. course of uibutio , i A with the distribution or sale of the r sale of parson or organization is an additional products; insured under this Frovision only for that (f) Demonstris tion, installation, Period of time agreement or permit. requ red by the contract. servicing or repair operations, except suc I operations performed However, no suc h pers on or organization is an at the endor's premises in additional insured and r this provision if such connection with the sale of the person or org nizati n is included as an product additional insured by an endorsement issued (g) Products which, after distribution by us and made a part of this Coverage Part, or sale by you. have been labeled including all persons or organizations added or relabeled or used as additional irlsureds additional insure as a under the specific container. Part or ingredient of any F. - Optional Additional Coverage grants in Section other thing or substance by or for Insured Coverages. the vendor;Ilor a. Vendors (h) "Bodily injury" or "property Any Person(s) or or anization(s) (referred to damage" arising out of the sole below as vendor), but only with respect to negligence of the vendor for its "bodily injury or 'Property damage" arising own acts at omissions or those of out of "your roduc " which are distributed its employees or anyone else or sold in the regular course of the vendor's acting on its behalf. However, this business anc only if this Coverage Part exclusion does not apply to: Provides co "Property rage for "bodily injury" or (1) The exceptions contained in d "products-conipleted ge" included within the Subpar graphs (d) or (f): or operations hazard". (1) The insu once (11) Such inspections. vii s the adjustments, Worded to the vendor tests or servicing as the vendor is subject to U a following additional has agr ed to make or normally exclusions: undertalkas to make in the usual This insurance 1 loss not apply to: course I of business, in (a) "Bodi y ir connection with the distribution jury" or "property damage" to' or sale the products. which the vendor is obligated t3 pay damages by (2) This insurance oes not apply to any reason of the assumption of insured person or organization from liabili in a ntract or agreement. whom you have acquired such products, This axcluson does not apply to or any ingredient, part or container, liability for damages that the entering into, accompanying or vendor woul J have in the absence containing such 9 roducts. of the contrE ct or agreement. b. Lessors Of Equipment (b) Any a press warranty 11) Any person c r organization from unaut orize I by you; whom you leas equipment: but only (c) Any hysic I or chemical change with respect to their liability for "bodily in the prod ct made intentionally injury", "property damage" or by the vendi r; "personal and advertising injury" (d) Repa agin except when caused, in whet or in part, by your unpac ed s ely for the purpose of maintenance, gperation or use of inspec tion, i equipment leased to you by such emonstrationtesting. of thesubs' lion of parts under person or organization. instructions Rom the manufacturer, and hen repackaged in the origini it cant drier; Page 12 of 24 Form SS 00 08 04 05 (6) When you Are Added As An Additio al nsured To Other Insura e That is other insurance available to You co Bring liability for damages arising out f the premises or operatic s, or roducts and completed operatic s,fo which you have been added a an a ditional insured by that insuran ; or i7) When ou dtl Others As An Additio al nsured To This That is c their in urance available to an additionz I insu d. HOweve , the following provisions apply to other insurance available to any person or rganization who is an addition I insur d under this Coverage Part: (a) Prija ary Insurance When Reelfired y Contract Thisur nce is primary if you havgree in a written contract, wrin ag ement or permit that thissure a be primary. If other insunce i also primary, we will shawith II that other insurance by e m hod described in c. (b) To the other in insured When this it have no duty defend the ins other insurer insured agair insurer defen so, but we wii rights against id Non -Contributory Insurance When f Contract agreed in a written itten agreement or this insurance is non-contributory with ial insured's own this insurance is we will not seek from that other (a) 4nd (b) do not apply to ice o which the additional s qeen added as an ,uran is excesswe will miler is Coverage, Part to ued a 3ainst any "suit" if any has duty to defend the st the "suit". It no other s, we will undertake to do be a titled to the insured's BUSINESS LIABIL TY COVERAGE FORM When this insuran is excess over other Insurance, we will pay only our share of the amount of the loss. if any, that exceeds the sum of: (1) The total amo nt that all such other insurance wou d pay for the loss in the absence ofthi insurance; and (2) The total of fl deductble and self - Insured amou Is under all that other insurance. We will share the re aining loss, it any, with any other insuran that is not described in this Excess Insuran a provision and was not bought specifically t apply in excess of the Limits of Insure ce shown in the Declarations of this . overage part. c. Method Of Sharin If all the oche insurance permits contribution by equ I shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid Its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits., Under this method, each insurers share is based on the ratio of its applicable limit of insurance to the total applicable limits of in urance of all insurers. 8. Transfer Of Rights ( f Recovery Against Others To Us ' a. Transfer Of Rights Of Recovery If the insured has ghts to recover all or part of any 'payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request. the insured will bring "suit" or transfer those right to us and help us enforce them. Thi condition does not apply to Medical Ex arises Coverage. b. Waiver Of Rights Recovery (Waiver Of Subrogation) If the insured has 'Waived any rights of recovery against any person or organization for all o part of any payment, including Suppleme tary payments, we have made under this Coverage Part, we also waive that right provided the insured waived their rights I of recovery against such person or orgy} lzation in a contract, agreement or perm(t that was executed prior to the injury Or damage. Form SS 00 08 04 05 /" _ Page 17 of 24