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HomeMy WebLinkAboutMENTE INC DBA CESAR VARGAS & ASSOCIATES - 2021INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE RPIRES `J 11� I1C2� CLERK OF COUNCIL DATE: b" con (�tlsVLtor�te� o�TT CONSULTANT AGREEMENT CITY OF SANTA ANA N-2021-217 THIS AGREEMENT is made and entered into on this I st day of September 2021 by and between MENTE, Inc., a California Corporation doing business as Cesar Vargas & Associates, ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and Nexisting under the Constitution and laws of the State of California ("City"). 00 c� RECITALS r— ® A. The City desires to retain a Consultant having special skill and knowledge in the field of providing oral and written translation services from English to Spanish and Spanish to English or other languages as needed related to redistricting. 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 Scope of Services - Exhibit A, attached hereto and incorporated 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 Compensation - Exhibit B. The total amount to be expended during the term of this Agreement shall not exceed fifty thousand dollars ($50,000.00). 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. #19793v3 Page 1 of 10 3. TERM This Agreement shall commence on the date first written above for a one-year term expiring on September 151, 2022, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant 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 Contractor'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 Page 2 of 10 #19793v3 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, Contractor, 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 Contractor'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. 7. INDEMNIFICATION Page 3 of 10 #19793v3 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 properly damage, which may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its 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. 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 Contractor'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 Contractor. 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. 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 Page 4 of 10 #19793v3 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, 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. 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 Contractor, 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 Contractor. 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 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 Contractor, 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 #197930 Page 5 of 10 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 Contractors 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. 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 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. 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. Page 6of10 #19793v3 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: Cleric of the City Council City of SantaAna 20 Civic Center Plaza (M-30) P.O. Box 1998 Santa Ana, CA 92702.1988 Fax: 714.6.47-6956 To Consultant: Dr. Cesar Vargas 714-558-5636 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 shalt 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 deemod to have been given twtmty-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 he excluded. 20. MSCELLANE, OUS PROVISIONS a. Each undenaigned 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. The Agreement is the final and complete agreement and any prior or contemporaneous agreements for similar services between the parties is superseded by this Agreement: This shall not apply where the Parties are currently engaged and Consultant is providing services not contemplated by this Agreement c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully #197930 Page 7 of to N-2021-217 set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Gomez Kristine Ridge of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: 4rTw/N JoTin M.Funk Sr. Assistant City Attorney RECOMMENDED FOR APPROVAL: 0'�. kw' Daisy Gomez Clerk of the Council #19793v3 CONSULTANT: Dr. Cesar A. Vargas, Executi* Director MENTE, Inc. dba Cesar Vargas & Associates Page S of 10 EXHIBIT A SCOPE OF SERVICES Inconsideration of the mutual and respective promises and subject to the terms and conditions herein after set forth, the parties agree as follows, SCOPE OF SERVICES a. Consultant shall provide English — Spanish translation/ interpretation or other languages as needed of the Clerk of the Council related to redistricting including but not limited to outreach efforts, translation of Community Input workshops, translation of flyers in various languages per legal requirements, as requested by Cleric of the Council and subject to the availability of Consultant(s), b. The City shall provide Consultant sufficient preparatory and background materials (such as Community Input Meeting scripts and pertinent flyers and reports) no later than 48 hours prior, to an assignment so that Consultant may be familiarized and kept abreast of the possible items, terminology; concepts, and direction to be discussed, which may be broached during said assignment. As these assignments are meant to be public, live meetings, the City cannot guarantee that items not presented, implied or hinted to in these preparatory materials will not be brought up during said assignment, c. The City shall do its best to provide a working environment conducive to simultaneous interpretation, which includes, but is not limited to, interpretation equipment, sound booth with full visual access to Chambers or other meeting venue (as available), and other items that may be applicable, reasonable and feasible for each interpreting assignment, d. The City shall setup the interpretation equipment, video/ audio feeds to the booth, band, out and retrieve Interpretation receivers to members of the public, and provide other services incidental mad necessary to the interpretation services provided by Consultant. Page 9 of 10 EXHIBIT B COMPENSATION City agrees to pay, and Consultant agrees to accept as total payment for its interpretation services, the hourly rate of $95.00 (ninety-five dollars), with a two-hour minimum, which includes up to thirty (30) minutes of preparation, familiarization and review time. For written translations, the rate is $0.18 (eighteen cents) per word translated into the Target Language. Upon City' s request of a Rush Translation, a 50% ( fifty percent) surcharge shall apply to the written translation rate above when requesting a shorter than usual translation turnaround time, or with projects that require a substantial part of the work to be done on Saturday, Sunday or other holidays, or when other projects must be pushed back to accommodate the City' s request. Consultant shall notify the City beforehand if and when a Rush Fee would apply, and the City has the ultimate decision as to whether to authorize the Rush turnaround time. Page 10 of 10 I lanullc n. venal cal •' Dale: 2021.06.21 1]:29:09-0700' A4CC)J? �® CERTIFICATE OF LIABILITY INSURANCE DA06/10/2021ry) 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 endorsements . PRODUCER StateFafTfi Sariah Devereaux-Barrientos, Agent 1417 S Broadway CONTACT NAME: PHON E. 714_541-7280 IFC. No: ADDRE SS:: sadahlQ7145417280.com Santa Ana, CA 92707 INSURERS AFFORDING COVERAGE NAIC N INSURER A: State Farm Fire and Casualty Company 25143 INSURED INSURERS: Mental Inc' INSURER C : 12664 Chapman Ave F: COVERAGES CERTIFICATE NUMBER: RFVIRION NUMRPR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF fmmmoIYYYYl POLICY UP I rMNUDDfYYY)nLIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADEI OCCUR PREMISES occuur ante $ 300,000 MED EXP (Any one person) $ 5,000 PERSONAL B ADV INJURY $ 1,000,000 A Y Y 92-EK-V825-4 05/16/2021 05/16/2022 GEN'L X AGGREGATE LIMIT APPLIES PER: POLICY JECT[71 LOC GENERALAGGREGATE $ 2,000,000 PRODUCTS-COMP/OP ADD $ 4,000,000 BUSINESS PROPER $ 11,700 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT a acciden $ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY ParamHent ( ) $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTYDAMAGE Per accident $ 8 UMBRELLA Luke OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAR CLAIMS -MADE DEO I I RETENTIONS $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS' LIABILITY YIN STATUTE BR EL. EACH ACCIDENT $ ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? ❑ NIA EL. DISEASE - EA EMPLOYE $ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS be. EL. DISEASE -POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached N more apace Is required) The City of Santa Ana, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in Connection with such work or operations. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. The City of Santa Ana Risk Management Division 20 Civic Center Plaza AUTHORIZED REPRESENTATIVE Santa Ana, CA 92702 ACORD 25 (2016/03) PM 01988-2015 ACORD The ACORD name and logo are registered marks of ACORD IuRe mmagemer¢ urI n m. REVIEWED&APPROV®Sr. V:P WAI RBk Management Analyst AD Policy No. 92-EK-V825-4 0810-FB8A CMP-4786.1 Page 1 of 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY CMP-4786.1 ADDITIONAL INSURED (Scheduled) This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Policy Number: 92-EK-V825-4 Named Insured: Mente Inc. Name and Address Of Additional Insured Person Or Organization: The City of Santa Ana Risk Management Division 20 Civic Center Plaza Santa Ana, CA 92702 1. SECTION II — WHO IS AN INSURED of SECTION II — LIABILITY is amended to include, as an additional insured, any person or organization 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: a. Ongoing Operations (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, in the performance of your ongoing operations for that additional insured; or b. Products —Completed Operations "Your work" performed for that additional insured and included in the "products- completed operations hazard". However, Paragraph 1. Above is subject to the following b. If coverage provided to the additional insured is required by a contract or agreement, the insurance provided to the additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured; and c. If the contract or agreement between you and the additional insured is governed by California Civil Code Section 2782 or 2782.05, the insurance provided to the additional insured is the lesser of that which: (1) is allowed for the satisfaction of a defense or indemnity obligation by California Civil Code Section 2782 or 2782.05 for your sole liability; or (2) You are required by contract or agreement to provide for such additional insured. We have no duty to defend or indemnify the additional insured under this endorsement until a claim or "suit" is tendered to us. a. The insurance afforded to the additional insured only applies to the extent permitted by law; CMP-4786 1007 —" Wek htmugmxntD vie on � R@/IEV7ED 6 /4PPROV®9Y: ®, COPYRIGHT, STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY, cC /� / 2013 INCLUDES COPYRIGHTED MATERIAL OF INSURANCE SERVICES OFFICE, INC., WITH ITS PERMISSION �I/L�LLIJQy± F'u' Nd JZ. UWNUCC CONTINUED ��I Rlsk Management Analyst PA 3. 4. Any insurance provided to the additional insured shall only apply with respect to a claim made or a "suit' brought for damages for which you are provided coverage. With respect to the insurance afforded to the additional insured, the following is added to SECTION II — LIMITS OF INSURANCE: If coverage provided to the additional insured is required by contract or agreement, the most we will pay on behalf of the additional insured will be the lesser of the amount of insurance: a. Required by the contract or agreement; or b. Available under the applicable Limits Of Insurance shown in the Declarations. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. With respect to the insurance afforded to the additional insured, the following is added to Paragraph 3. Duties In The Event Of Occurrence, Offense, Claim Or Suit of SECTION II —GENERAL CONDITIONS: The additional insured must: a. See to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and CMP-4786.1 Page 2 of 2 (3) The nature and location of any injury or damage arising out of the "occurrence" or offense; b. Tender the defense and indemnity of any claim or "suit' to us and to all other insurers who may have insurance potentially available to the additional insured; and C. Agree to make available any other insurance the additional insured has for defense or damages for which we would provide coverage under SECTION II — LIABILITY. S. With respect to the insurance afforded the additional insured, the following replaces SECTION II LIABILITY- of paragraph 7.Other insurance of SECTION II- COMMON POLICY CONDITIONS: a. This insurance company is primary to and will not seek contribution from any other insurance available to the additional insured is a named insured under such other insurance. b. regardless of any agreement between you and the additional insured, this insurance excess over any other insurance whether primary, excess, contingent or on any other basis for which the additional insured has been added as an additional insured on other policies. There will be no refund of premium in the event this endorsement is cancelled. All other policy provisions apply. CMP-4786 ®, COPYRIGHT, STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY, 2013 INCLUDES COPYRIGHTED MATERIAL OF INSURANCE SERVICES OFFICE, INC., WITH ITS CONTINUED 4f� .�co �arvwragcrr�xu vwsmm� a� IRCEMEWED 6 APPRov®BY: , MWIR Risk Management Analyst CMP-4260.1C Pape 1 of 3 IMPORTANT NOTICE Effective with this policy term, CMP4260.1 AMENDATORY ENDORSEMENT (California) replaces CMP4260 AMENDATORY ENDORSEMENT (California). This notice summarizes the changes being made to your policy. Please read the new endorsement care- fully and note the following changes: SECTION II - DEFINITIONS: Paragraph 18. Personal and Advertising Injury: • Infringement of another's patent,trademark, ortrade secret is no longerwithin the definition of personal and advertising injury. SECTION II - EXCLUSIONS: Paragraph 17. Personal and Advertising Injury: • Damages from infringement of anothers patent, trademark, or trade secret continue to be specifically excluded under this policy. Endorsement CMP-0260.1 follows this notice. Please read it thoroughly and place it withiour policy, If you have any questions about the information in this notice, please contact your State Farm agent. This notice is a general description of coverage and/or coverage changes and is not a statement of con- tract. This message does not change, modify, or invalidate any of the provisions, terms, or conditions of your policy, or any other applicable endorsements. AMENDATORY ENDORSEMENT (California) This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM 1. SECTION I — EXCLUSIONS is amended as follows: a. Paragraph 21 Dishonesty is replaced by the following: f. Dishonesty (1) Dishonest or criminal acts by you, anyone else with an interest in the property, or any of your or their partners, 'members", officers, "managers', employees, directors, trustees, or authorized representa- tives, whether acting alone or in collusion with each other or with any other party; or (2) Theft by any person to wham you entrust the property for any pur- pose, whether acting alone or in collusion with any other parry. This exclusion applies whether or not an act occurs during your normal hours of operation. This exclusion does not apply to acts of destruction by your employees; but theft by your employees is not covered. With respect to accounts receivable and "valuable papers and records', this exclusion does not apply to carriers for hire. b. Under Paragraph i. Fungi, Virus Or Bac- teria, the reference to 23. Fungi, Wet Or Dry Rot is changed to 24. Fungi, Wet Or Dry Rot. 2. Paragraph 24. d. under Fun I, Wet Or Dry Rot And Bacteria of SECTION I— EXTENSIONS OF COVERAGE does not apply. 3. SECTION II — LIABILITY is amended as fol- lows: a. When used in this policy, the words "his or her are replaced with "that persons". b. Section ll-Exclusionsisamendedasfol- lows: (1) Paragraphs 17.1b. and 17.c. under Per- sonal And Advertising Injury are re- placed by the following: b. Ansing out of oral or written publics - don of material, in any manner, if done by or at the direction of the in- sured with knowledge of its falsity; ®. CapyrgN, Slate Farm MMual Automobile Insumr a Company, 2019 Includes copyngMed material of Imum"a Mry O ce, Inc., w2h iM permission. + RlekM�modDivielon y L1L1 `° cRIFVIe D&APPPRov®Br. q� Dll�:.Y r 9/ ;," Z V:U VAI ��' Ruk Management Analyst CMP-4260.1C Page 2 or3 c. Arising out oforal orwritten publics - ton of material, in any manner, whose first publication took place before the beginning of the policy period; c. Under SECTION II — MEDICAL EX- PENSES, Paragraph t.d.(2) under Cover- age M — Medical Expenses is replaced by the following: (2) Executes authorization to allow us to obtain copies of medical bills, medical records, and any other information we deem necessary to substantiate the claim. Such authorizations must not: (a) Restrict us from performing our business functions in: I. Obtaining records, bills, infor- mation, and data; or ii. Using or retaining records, bills, information, and data collected or received by us; (b) Require us to violate federal or state laws or regulations; (c) Prevent us from fulfilling our data reporting and data retention obliga- tions to insurance regulators; or (d) Prevent us from disclosing claim in- formation and data: I. To enable performance of our business functions; ii. To meet our reporting obliga- tions to insurance regulators; III. To meet our reporting obliga- tions to insurance data consoli- dators; and iv. As otherwise permitted by law. If the holder of the information re- fuses to provide lt to us despite the authorization, then at our request the person making claim or his or her legal representative must ob- tain the information and promptly provide itto us; and d. SECTION II — DEFINITIONS is amended as follows: (1) Paragraphs 181 and 18.g are replaced by the following: f. The use of another's advertising idea in your'advertisemeni or g. Infringing upon another's copyright, trade dress or slogan in your "ad- vertisement'. (2) Paragraph 18.h. is deleted. 4. The following are added to SECTION I AND SECTION 11 — COMMON POLICY CONDI- TIONS: Our Rights Regarding Claim Information a. Wewill collect, receive, obtain, use, and re- tain all the items described in Paragraph b.(1) below and use and retain the infor- mation described in Paragraph b.(3)(b) be- low, in accordance with applicable federal and state laws and regulations and con- sistent with the performance of our busi- ness functions. b. Subject to Paragraph a. above, we will not be restricted in or prohibited from: (1) Collecting, receiving, or obtaining rec- ords, receipts, invoices, medical bills, medical records, wage information, sal- ary information, employment information, data, and any other information; (2) Using any of the Items described in Par- agraph b.(1) above; or (3) Retaining: (a) Any of the items in Paragraph b.(1) above; or (b) Any other information we have in our possession as a result of our processing, handling, or otherwise resolving claims submitted under this policy. c. We may disclose any of the items in Para- graph b.(1) above and any of the infor- mation described in Paragraph b.(3)(b) above: (1) To enable performance of our business functions; (2) To meet our reporting obligations to in- surance regulators; ®, Copynghr State Farm Mutual Automobile Insurance Company, 2019 includes copyrighted material of Insurance Sari Office, lric with ile pemissim. Ride Mmug iDivision y+ra REVleleED S APPROV® Sr fµwc+.ne R. VSAl Rak Management Malyst CMP4260.1C Page 3 or3 (3) To meet our reporting obligations to in- (1) Authorization related to any claim sub- surance data consolidators; mltted under this policy; or (4) To meet other obligations required by (2) Act or omission of an insured or a legal law; and representative acting on an insured's (5) As otherwise permitted by law. behalf. d. Our rights under Paragraphs a., b., and c. above shall not be impaired by any: All other policy provisions apply. j CMP-0260.1 ®, CopyWIa Slate Fam MNual Automodle Inwmnw Company. 2019 ' Includes wWrightei material or In.ra.s Serk 0111100. Inc.,'Wh its permisslon. FEL 92 Page 1 or 1 In accordance with the Terrorism Risk Insurance Act of 2002 as amended and extended by the Terrorism Risk Insurance Program Reauthorization Act of 2015, this disclosure is part of your policy. FE-6999.2 POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE Coverage for acts of terrorism is not excluded from your current policy. However your policy does contain other exclusions which may be ap- Vicable, such as an exclusion for nuclear hazard. You are hereby noted that under the Terrorism Risk Insurance Act, as amended in 2015, the def- inition of act of terrorism has changed. As defined in Section 102(1) of the Act: The term 'act of ter- rorism" means any act that is certified by the Sec- retary of the Treasury -gin consultation with the Secretary of Homeland Security, and the Attorney General of the United States —to be an act of ter- rorism; to be a violent act or an act that is dan- gerous to human fife, property, or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of a United States mission; and to have been commit- ted by an individual or individuals as part of an effort to coerce the cMlian population of the United States or to influence the policy or affect the con- duct of the United States Government by coer- cion. Under this policy, any covered losses resulting from certified acts of terrorism may be partially reimbursed by the United States Gov- ernment under a formula established by the Ter- rorism Risk Insurance Act, as amended. Under the formula, the United States Government generally reimburses 85% through 2015; 84% beginning on January 1, 2016: 83% beginning on FE 6999.2 January 1, 2017; 82% beginning on January 1, 2018; 81% beginning on January 1, 2019; and 80% beginning on January 1, 2020 of covered terrorism losses exceeding the statutorily estab- lished deductible paid by the insurance company providing the coverage. The Terrorism Risk Insur- ance Act, as amended, contains a $100 billion cap that limits U.S. Government reimbursement as well as insurers' liability for losses resulting from certified acts of terrorism when the amount of such losses exceeds $100 billion in any one calendar year. If the aggregate insured losses for all insurers exceed $100 billion, your coverage may be reduced. There is no separate premium charged to cover insured losses caused by terrorism. Your insur- ance policy establishes the coverage that exists for insured losses. This notice does not expand coverage beyond that described in your policy. THIS IS YOUR NOTIFICATION THAT UNDER THE TERRORISM RISK INSURANCE ACT, AS AMENDED, ANY LOSSES RESULTING FROM CERTIFIED ACTS OF TERRORISM UNDER YOUR POLICY MAY BE PARTIALLY REIM- BURSED BY THE UNITED STATES GOVERN- MENT AND MAY BE SUBJECT TO A $100 BILLION CAP THAT MAY REDUCE YOUR COV- ERAGE. 0,, Copyrght Sate Fan Mutual ANomohlle Inwranne Company, 2015 (CONTINUED) Ride ManiagernmtDaicion oL � CRENEWEI]&b/VP,PIROV®SY: e�t-®1-uLL1L� r'ikF6N.� A. t1 �� Risk Management Analyst CITY OF SANTA ANA RISK MANAGEMENT, diu� 4HUMAN RESOURCES Managing ft& dvouo Posidw Changi: WORKERS' COMPENSATION DECLARATION Cesar Vargas/Executive Director hereby affirm under penalty of perjury, the (Nome/Title) following declaration: I certify on behalf of Cesar Vargas & Associates / MENTE, Inc. that during the term (Consultant/Company Name) of my contract for Translation/Interpretation services with the City of Santa Ana, (Type of service provided) I will not employ any person in any manner so as to become subject to the workers' compensation laws of California, and agree that if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with the provisions and provide proof of workers' compensation coverage immediately. Date: May 24, 2021 Print Name: Cesar Vargas Print Title Signature Telephone Executive girector 714-987-2889 WARNING: FAILURE TO SECURE WORKERS' COMPENSATION COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO CRIMINAL PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000). IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY'S FEES. �.__� IURM�¢MflttUM9lprt I:�Risk MgmtJ Insuran ce Re q uirem en ts ) WC Declaration 08152019 It. '" Fµ� k. VWA� �. Rlsk Management Analyst Cesar Vargas & Associates December 1, 2020 City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92702 Re: Auto Insurance Requirement Dear City of Santa Ana Risk Management Division: Cesar Vargas & Associates, a DBA of MENTE, Inc., has intent to enter into an agreement with the City of Santa Ana. Throughout the course of this agreement, Cesar Vargas & Associates attests to the following: 1. Cesar Vargas & Associates will not use/drive any vehicle during the course and scope of the services provided in the agreement/contract. 2. Cesar Vargas & Associates will not use any owned/rented/leased vehicles during the course and scope of the services provided in the agreement/contract. 3. Cesar Vargas & Associates consultants/independent contractors/employees utilize their personal vehicles/non-company owned, borrowed, or rented/leased vehicles for transportation to and from work and if applicable carry their own automobile insurance. By signing below, I, Cesar Vargas, attest that I possess the legal authority to enter into an agreement with the City of Santa Ana as well as the legal authority to attest to the statements above. If at any time it is found that Cesar Vargas & Associates is not adhering to any/all statements in this document and has not provided the minimum Auto liability insurance coverage of $1 million per occurrence, the contract will be considered null and void and the company will be held fully liable for any and all damages. Cesar Vargas Executive Director Cesar Vargas & Associates 714-987-2889 cavargas@hotmail.com 8502 East Chapman Avenue # 302 1 Orange, Risk MomgenmtDivieimt �� ,� REmEwED6Ai+va ftr. CaIiforni `!lx1n�r.�,a f 4;MeZM-41 al Risk Management Analyst EBUF!)NN0EE0ZZZZ* Ejhjubmmz!tjhofe! DFSUJGJDBUF!PG!MJBCJMJUZ!JOTVSBODF 1602303133 UIJT!DFSUJGJDBUF!JT!JTTVFE!BT!B!NBUUFS!PG!JOGPSNBUJPO!POMZ!BOE!DPOGFST!OP!SJHIUT!VQPO!UIF!DFSUJGJDBUF!IPMEFS/!UIJT cz!Bohjf! Bohjf! 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XPSLFST!DPNQFOTBUJPO TUBUVUFFS BOE!FNQMPZFST(!MJBCJMJUZ Z!0!O BOZ!QSPQSJFUPS0QBSUOFS0FYFDVUJWF F/M/!FBDI!BDDJEFOU% O!0!B PGGJDFS0NFNCFS!FYDMVEFE@ )Nboebupsz!jo!OI* F/M/!EJTFBTF!.!FB!FNQMPZFF% Jg!zft-!eftdsjcf!voefs F/M/!EJTFBTF!.!QPMJDZ!MJNJU% EFTDSJQUJPO!PG!PQFSBUJPOT!cfmpx EFTDSJQUJPO!PG!PQFSBUJPOT!0!MPDBUJPOT!0!WFIJDMFT!!)BDPSE!212-!Beejujpobm!Sfnbslt!Tdifevmf-!nbz!cf!buubdife!jg!npsf!tqbdf!jt!sfrvjsfe* DFSUJGJDBUF!IPMEFSDBODFMMBUJPO TIPVME!BOZ!PG!UIF!BCPWF!EFTDSJCFE!QPMJDJFT!CF!DBODFMMFE!CFGPSF UIF!FYQJSBUJPO!EBUF!UIFSFPG-!OPUJDF!XJMM!CF!EFMJWFSFE!JO BDDPSEBODF!XJUI!UIF!QPMJDZ!QSPWJTJPOT/ Djuz!pg!Tboub!Bob BVUIPSJ\[FE!SFQSFTFOUBUJWFBVUIPSJ\[FE!SFQSFTFOUBUJWF Sjtl!Nbobhfnfou!Ejwjtjpo!! 31!Djwjd!Dfoufs!qmb{b Tboub!Bob!DB!:3813 ª!2:99.3126!BDPSE!DPSQPSBUJPO/!!Bmm!sjhiut!sftfswfe/ BDPSE!36!)3127014*Uif!BDPSE!obnf!boe!mphp!bsf!sfhjtufsfe!nbslt!pg!BDPSE 2112597!!24395:/24!!15.33.3131 NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor Mente Inc Name: Project N-2021-217 Number: Project Consultant Agreement City Of Santa Ana Name: The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: POLICY EXPIRATION TYPE OF INSURANCE COI DATE FILE NAME NUMBER DATE AUTO Waiver AUTOMOBILE LIABILITY WAIVER 05/31/2023 10/25/2022 Exp 5-31- 23.pdf Business COI - GENERAL LIABILITY 92EKV8254 05/16/2023 10/24/2022 MENTE INC oct22.pdf WC Waiver WORKERS COMPENSATION AND WAIVER 05/31/2023 10/25/2022 Exp 5-31- EMPLOYERS' LIABILITY 23.pdf Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team 11/28/2022 3:03 PM