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HomeMy WebLinkAboutMANAGEMENT PARTNERS, INC. (2)iSUHANCE NOT ON FILE ,!Of�K. MAY NOT PROCEED N-2022-050 n", ;LERK OF COUNCIL. a DATE: 0'•[t0 AGREEMENT WITH MANAGEMENT PARTNERS TO PROVIDE A REVIEW OF pad tal THE CITY OF SANTA ANA'S CURRENT LOBBYIST REGISTRATION RULES AND REGULATIONS THIS AGREEMENT is made and entered into this 24th day of February 2022 by and between Management Partners, Inc., an Ohio corporation ("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"). RECITALS A. The City desires to retain a consultant to review the City's current registration rules and regulations and optionally, develop a draft registration ordinance based on our observations and assessment. B. Consultant represents that it 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 tern 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 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 under this Agreement, the rates and charges identified in Exhibit A. The total sum to be expended under the tern of this Agreement, including any extension periods, shall not exceed Thirteen Thousand Eight Hundred Dollars and Zero Cents ($13800). 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 and Scope of Work, which may reasonably be expected by City. Page 1 of 9 910MIY81 1WV This Agreement shall commence on the date first written above and shall terminate on February 24, 2023, unless terminated earlier in accordance with Section 17, below. 4. PREVAILING WAGES Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. 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. 6. 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 subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant 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 & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Page 2 of 9 7. 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. Minimum Scope and Limit of Insurance 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Professional Liability: insurance appropriate to the Consultant's profession, with a limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. 5. Broader Coverage: if the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions 1. Additional Insured Status: The City, 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 Consultant including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). Page 3 of 9 2. Primary Coverage: For any claims related to this contract, the Consultant's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Consultant hereby grants to City a waiver of any right to subrogation that any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiverof subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self -Insured Retentions: -Self -insured retentions must be declared to and approved by the City. The City may require theConsultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies (applicable only to professional liability): i. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. iii. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must Page 4 of 9 purchase "extended reporting" coverage for a minimum of Jive (5) years after completion of work. 8. Verification of Coverage: Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 9. Subcontractors: Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. 8. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, Consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. 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 Page 5 of 9 2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 10. 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. 11. 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. 12. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. Page 6 of 9 13. 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 To Consultant: Management Partners Attn: Carol Jacobs, EVP 2107 North First Street, Suite 470 San Jose, CA 95131 513-861-5400 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 timeframes, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. 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 are not embodied herein. 15. 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 Page 7 of 9 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 that are the subject to this Agreement performed by City personnel or by other Consultants retained by City. 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. 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 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 18. 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. 19. 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. Page 8 of 9 N-2022-050 20. 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. 21. 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: � Daisy Gomez Clerk of the Council'" APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: '11—randon Salvatierra Deputy City Attorney CITY OF SANTA ANA K'� City Manager MANAGEMENT PARTNERS Jerry Newfarmer President and CEO Page 9 of 9 EXHIBIT A Management Partners February 23, 2022 Ms. Daisy Gomez, MMC Clerk of the Council City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Dear Ms. Gomez: Management Partners is pleased to provide this proposal to you to provide a review of the City's current lobbyist registration rules and regulations and optionally, develop a draft registration ordinance based on our observations and assessment. We have an excellent team to assist you and have developed a customized plan of work to achieve your goals. Before we describe our approach and plan, we would like to share brief information about our firm. About Management Partners Management Partners was founded in 1994 with a specific mission to help local government leaders improve their service to the public. Since then we have worked with cities, counties, towns, and special districts of all sizes across the United States to help them work more effectively and run more efficiently. We offer a balance of perspectives with a practitioner's bias and a proven track record of successful consulting engagements. This experience gives us a sensitivity that produces positive outcomes. We are proud to say that as a result of our quality work, many of our clients ask us to complete subsequent assignments. • We Know Local Government. Our associates have served in local governments, so we have a deep understanding of the operating and political environments in which you work. • We Take a Collaborative Approach. We consider ourselves part of your team and strive to ensure our work supports your overall corporate strategy and goals. • We Have Extensive Experience. Each of our more than 100 associates is an expert in one or more service areas, and our firm has assisted hundreds of jurisdictions in 44 states. • We Have Developed Proven Methodologies. We understand the importance of a holistic approach to improving organizations, using field-tested methods for each aspect of the work. • Our Work Plan is Tailored to your Needs. Each of our projects is individually tailored to our client's unique needs, starting with a careful learning process. • We Take Pride in the Quality of Our Work. Our internal processes ensure first-rate, complete staff work and adherence to the highest of ethical standards in public service. We Are Focused on Implementation. As practitioners, our recommendations make practical sense and are able to be implemented. 1730 MADISON ROAD • CINCINNATI, OH 45206 • 513 8615400 • FAx 513 8613480 MANAGEMENTPARTNERS.COM 2107 NORTH FIRST STREET, SUITE 470 • SAN LOSE, CALIFORNIA 95131 • 408 437 5400 • FAx 408 453 6191 Ms. Daisy Gomez Page 2 We Provide a Full Suite of Services. Management Partners' services include everything required to support local government leaders, including organization assessments, performance management, process improvement, strategic planning, and financial planning, budgeting and analysis. Proposed Plan of Work Our approach involves learning about and understanding the issues related to adoption of lobbyist registration requirements in the City and the relationship between existing state and local reporting regulations. We will review existing documents including video segments of meetings and speak with affected stakeholders as necessary. This proposal assumes all work will be done virtually. The plan of work anticipated for the engagement is described below. Activity 1— Start Project and Gather Information We will begin with a careful learning phase. This start-up activity forms the foundation of the relationship between Management Partners' team and the City's project team. This activity will include the following tasks. • Conduct Kickoff Meeting. We will meet with the appropriate City staff and others as designated to understand the genesis of the engagement, objectives and obtain background information. • Review background materials. We will review materials that will provide context and understanding of the issues involved. Conduct interviews. We will conduct confidential interviews as needed with up to six individuals. These may include representatives from the City Manager's Office and the City Attorney's Office. The purpose of the interviews is to ascertain issues related to lobbyist registration and reporting requirements. Potential questions are listed below: o What led to the recommendation of the original ordinance? o What is working well with the current Council reporting and disclosure requirements? o What are your concerns? Are there gaps or deficiencies in reporting? o What do you hope will result from this process? o What specific changes would you like to see? o What do you see as impediments to change? At the conclusion of this activity, we will develop themes from the interviews and identify any additional information gathering work that will round out our understanding of the issues surrounding lobbyist registration and reporting requirements. Activity 2 — Conduct Peer Comparisons and Research Best Practices During this activity we will research lobbyist registration requirements adopted in peer cities, as identified by Management Partners and the City's project team. Research will include lobbyist registration and reporting requirements, revenue and expenditure limitations, penalties forviolation, administration of the registration process, and enforcement of regulations. Understanding the uniqueness of the City of Santa Ana, we will use these data as a point of comparison to assess the adequacy of current requirements and advantages and disadvantages of new regulations. We will conduct additional research as appropriate into best practices used by municipalities to supplement our work and compare. 0 Ms. Daisy Gomez Page 3 Activity 3 — Analyze Data and Prepare PowerPoint Presentation During this activity, we will analyze the information collected previously. We examine the results of our data gathering and assess the current state of reporting requirements, including the following: • Identify current reporting and disclosure requirements related to lobbyist expenditures in the City of Santa Ana, • Identify opportunities and potential challenges related to lobbyist reporting and registration requirements based on best practices, • Compare best practices with existing requirements, • Compare best practices with regulations previously proposed to the Mayor and City Council for consideration, and • Develop an educational PowerPoint Presentation that may be used to facilitate discussions and the development of consensus among policy makers. This could then form the basis for drafting proposed regulations. We will prepare our observations and analysis and meet with City leaders to review them. This will be an opportunity to discuss what we learned and hear feedback about the opportunities we have identified. Once we have received feedback, we will finalize our observations in the form of a PowerPoint. Optional Activity— Prepare Draft Lobbyist Registration Ordinance If desired, Management Partners can develop a draft Lobbyist Registration Ordinance based on the feedbackfrom stakeholders and consensus achieved during a study meeting with policymakers. Our Team We have a strong project team that is well qualified to complete this work for Santa Ana. Amy Paul will serve as project manager and will be responsible for execution of the project. She will be supported by Andrea Miller and Jessica Oliphant. Brief qualifications of each team member are provided below. Amy Cohen Paul, Corporate Vice President • Has more than 30 years of experience in local government management, performance measurement and strategic planning. • Assists public agencies in developing strategic and business plans, conducting organization reviews, implementing organizational improvements, identifying alternative service delivery methods, and designing and implementing performance management systems. • Was one of the original management team of the International City/County Management Association's Center for Performance Measurement and helped produce ICMA's training materials on outcome measurement. Editor of the book Managing for Tomorrow: Global Change and Local Futures and is the author of many articles in professional publications, including The Municipal Year Book. • Has assisted a wide variety of cities, counties, special districts and individual government departments and agencies with visioning, strategic planning, goal setting, public engagement activities and other large- and small-scale facilitations. Ms. Daisy Gomez Page 4 Andrea Miller, Special Advisor • More than 25 years of experience emphasizing financial management, intergovernmental relations, personnel and contract administration, safety programs, code enforcement/prosecution, planning, public information, economic development, housing, environmental and community involvement programs. • Served as city manager or assistant city manager of the California cities of San Bernardino, West Covina, and La Mirada where she was responsible for oversight and direction of all municipal services as well as long range and strategic planning. As a trial lawyer, represented cities and counties in Los Angeles and San Bernardino Counties where her practice focused on use of force, civil rights violations, wrongful termination and civil service commission hearings. As executive director of the San Gabriel Valley Council of Governments managed strategic planning, policy implementation and record -keeping. Admitted to the California Bar Association in June 2000; earned Juris Doctorate and Master of Public Administration degrees. Jessica Oliphant, Management Analyst • Experienced in many facets of local government management, including budget preparation and analysis, process improvement, community engagement, and understanding the fiscal impacts of policy changes. • Served as a budget analyst in the Finance Department of the City of Kansas City, Missouri and was a Cookingham-Noll City Management Fellow in Kansas City's City Manager's Office. Duties included analyzing large fiscal datasets, developing fixed cost rates, analyzing historical budget trends, and improving the process of applying to the City's Board and Commissions. • Won an All -America City award based on her research of innovative programs in response to the Covid-19 pandemic. • Also served in the AmeriCorps VISTA program, as a research assistant examining management techniques, and as an intern in the ACLU's Women's Rights Project. • Received a master's degree in public administration from New York University's Wagner Graduate School of Public Service and a Bachelor of Arts degree in public policy, also from New York University. Hours and Cost Management Partners anticipates devoting 61 hours of our staff time to complete the plan of work described above. The total cost of this project is $10,900, which includes all fees and expenses. If the optional activity is desired, Management Partners would devote an additional 15 hours to the plan of work for $2,900, which would bring the total project to $13,800. The ultimate test of a quality project is that the client is pleased with the results, and we are committed to achieving that goal. Ms. Daisy Gomez Page 5 Please let me know if we can provide any additional information. Sincerely, Jerry Newfarmer President and CEO Accepted for the City of Santa Ana by: Name: Title: Date: Is the optional activity for $2,900 included? Yes [ ] No [ ] Digitally AC"REP CERTIFICATE OF LIABILITY DATE DIYYYY) ���`� hx/ A rTia,,,,r',,., THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND C0601 ZB91ITMON TH. ,FARTI�FICCATEjfOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGF AF KDOE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONT CT E HE J G II;�URER(^S{1, AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. Da . 2.06.310 IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) mus h ve D I L ED provisi°ns of be end i sed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may rer,aire an enao'AEl��A4d-WQ6' this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Liberty Mutual Insurance PO Box 188065 Fairfield, OH 45018 _ CONTACT PHONEEmil g00-962-7132 ac No: 800-845-3666 ADDRESS: BusinessService Libe Mulual.com INSURERS AFFORDING COVERAGE NAIL# INSURERA: American Fire and Casualty Company 24066 INSURED Mara ment Partners Inc. 17301VIggeadison Rd INSURER B: Ohio Security Insurance Company 24082 INSURER C: INSURER O: Cincinnati OH 45206 NSURER E: NSURER F: COVERAGES CERTIFICATE NUMBER' B979ssod RFVL¢InN NIIMRFa• 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 LTR TYPE OF INSURANCE ADDLSUBR POLICYNUMBER POLICYEFF MM/DD/YYYY) POLICY EXP (MMIDDffYYYI LIMITS B s/ COMMERCIALGENERAL LIABILITY CLAIMS -MADE OCCUR ,/ r/ SKS57826057 3/1/2022 3/1/2023 EACH OCCURRENCE $1000000 PREMISES Ea occurrence $1 000 000 MED EXP (Any one person) $15 000 PERSONAL&ADV INJURY $1000,000 GEN-L AGGREGATE LIMIT APPLIES PER: ✓ POLICY JELOG GENERAL AGGREGATE $2,000,000 PRODUCTS -COMP/OP AGG $2000000T $ OTHER: A AUTOMOBILELIASIUTY BAA57826057 3/1/2022 31`112023 CMBINED MIT $1 - xliltro ✓ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY ✓ AUTOS BODILY INJURY Per accident ( ) $ ✓ HIRED NON -OWNED AUTOS ONLY ✓ AUTOS ONLY PROPERTY DAMAGE Per accident $ UMBRELLA LIAB OCCUR US057826057 3/1/2022 3/1/2023 EACH OCCURRENCE $5000000 AGGREGATE $5 000 000 EXCESS LIAB CLAIMS -MADE DIED ✓ RETENTION$0.00 $ B WORKERS COMPENSATION ANDEMPLOYERS-LIABILITY YIN XWS57826057 3/l/2022 3/1/2023 ,/ SPER TATUTE ERH E.L. EACHACCIDENT $1,000000 ANYPROPRIETOMPARTNEWEXECUTIVE OFFICER/MEMBEREXCWDEDV NIA E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory, in NH) If yes, describe under E.L. DISEASE -POLICY LIMIT $1000000 DESCRIPTION OF OPERATIONS below B Employment Practices Liability BKS57826057 3/l/2022 3/l/2023 Per Claim Limit $10,000 Aggregate Limit $10,000 Per Claim Deductible $5,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD let, Additional Remarks Schedule, may be attached if more space is required) Re: Agreement Nos., A-2017-172 and A-2017-290 The City of Santa Ana, its officers, employees, agents, and representatives are named as additional insured on this policy pursuant to written agreement, subject to Liability Broadening Extension, Blanket Additional Insured Provision. City of Santa Ana Risk Management Division 20 Civic Center Plaza Santa Ana CA 92702 ACORD 25 (2016103) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD The ACORD name and logo are registered marks of ACORD 66725591 1 57826057 122-23 GL AS UPS WC OT I Cheyeaae Williams 1 2/12/2022 5:46:17 PN (PST) I Page s of 12 RieleMAnagrnlmiDMalDn .-., REVIEWED&APPROVEDBY: MWO A� AdwY�d Risk Management Sped Alist AeC>R a CERTIFICATE OF LIABILITY INSURANCE °"T3;212022 YY THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER HAUSER 5905 E. Galbraith Rd, Ste 9000 Cincinnati OH 45236 CONTACT NAME:PHONE FAX .513-745-9200 ac Na.513-745-9219 EDo Ikss: swood@thehausergroup.com INSURERS AFFORDING COVERAGE NAIC M INSURER A: Houston Specialty Insurance Company 12936 INSURED MANAPAR-01 INSURER B : Management Partners, Inc. 1730 Madison Road INSURER C: INSURER O: Cincinnati OH 45206 INSURER E INSURER F : COVERAGES CERTIFICATE NUMBER: 1007649912 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR OF INSURANCE ADDLTYPE INSR MO SUER POLICY NUMBER MMIooY EFF POLIMMIDD EXP LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY DAMAGERENTED PREMISESS ( Ea occurrence) $ MED EXP(My one person) $ CLAIMS -MADE 11 OCCUR PERSONAL S ADV INJURY $ GENERALAGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OPAGG $ POLICY PRO LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident BODILY INJURY (Per person) $ ANY AUTO ALLroS $CHOS FOULED AUTOS AUT BODILY INJURY ( ) Per accident $ NON -OWNED HIRED AUTOS AUTOS PROPERTY DAMAGE Per accident $ UMBRELLA LMB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LMB CLAIMS -MADE DED RETENTION$ $ WORKERS COMPENSATION WC STATU- OTI+ ANDEMPLOYERS'LIABILITY Y/N E.L. EACH ACCIDENT $ ANY PROPRIETORIPARTNEWEXECUTIVE❑ OFFICERIMEMBER EXCLUDED? N/A E.L. DISEASE - EA EMPLOYEE $ (Mandatory in NH) If yes, descnbe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ A Professional Liability TED 3/112022 3/1/2023 15000,000 Per Claim $5,000 Retention Roco,Wlc Aggregate DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ANech ACORD 101, Additional Remarks Schedule, if more space is required) CERTIFICATE HOLDER City of Santa Ana Risk Management Division 20 Civic Center Plaza Santa Ana CA 92701 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 9.M w ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD ram. NEVIXEWED"' 6APPRovEDOrBY: A,� A�watp - Of Risk Management Speaalis[ POLICY NUMBER: BKS57926057 COMMERCIAL GENERAL LIABILITY CG 20 10 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Oraanization(s) Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to 'bodily injury" or "property damage" occurring after: 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 2. 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 04 13 All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. © Insurance Services Office, Inc., 2012 66725591 1 57826057 122-23 GL An WS WC OT I Cheyanoe Williams 12/11/2P22 5:46:17 PM (PST) I Page 2 of 12 RideMntagnnmtDW1un REVIEWED&APPROVED By., A,.�:� AauulA ® RAManagement5peaalist C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Page 2 of 2 © Insurance Services Office, Inc., 2012 66725591 1 57B26051 1 22-23 GL AL OM9 WC OT I Chey—e Williams 1 2/11/2022 5:46:17 PM (PST) I Page 3 of 12 Risk Management Division Re EWED & APPROVEDBr: ® Risk Management Specialist COMMERCIAL GENERAL LIABILITY CG 80 61 01 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT OF CANCELLATION PROVISIONS This endorsement modifies insurance provided under the following X•1w6la:zyr_3sh=1,l4:i_v4F-A-11�llr101•r1a:�_�� Any term or provision of the Cancellation Conditions of the policy or any endorsement amending or replacing such Conditions is amended by the following: A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the person or organization shown in the Schedule below. In no event will the notice to the person or organization scheduled below exceed the notice to the first named insured. B. Our obligation to send notice to the person or organization listed in the Schedule below will terminate at the earlier of the current policy period expiration or when you no longer have a legal or contractual obligation to such person or organization to maintain insurance coverage under a policy which requires that such person or organization be notified in the event of cancellation. SCHEDULE 1. Name: 2. Address: 20 Civic Center Plaza Santa Ana CA 92702 3. Number of days advance notice: All other terms and conditions of this policy remain unchanged. © 2014 Liberty Mutual Agency Corporation. All rights reserved. CG 80 61 01 14 Includes copyrighted material of Insurance services Office, Inc., with its permission. Page 1 of 1 66725591 1 57826057 1 22-23 GL A➢ ➢M➢ WC OT I Cheyenne Williams 1 2/11/2022 5:46;17 PM (PST) I Page 4 of 12 4 �w j r n i Risk Mxnngemntt Dluision IEMI D&APPROVM BY: �' Risk Management Spedalist COMMERCIAL GENERAL LIABILITY CG 88 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX SUBJECT NON -OWNED AIRCRAFT NON -OWNED WATERCRAFT PROPERTY DAMAGE LIABILITY — ELEVATORS PAGE 2 v F EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION 3 EXTENSION OF SUPPLEMENTARY PAYMENTS — COVERAGES A AND B 3 ADDITIONAL INSUREDS — BY CONTRACT, AGREEMENT OR PERMIT 3 PRIMARY AND NON -CONTRIBUTORY —ADDITIONAL INSURED EXTENSION 5 ADDITIONAL INSUREDS — EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" 6 WHO IS AN INSURED — INCIDENTAL MEDICAL ERRORS/MALPRACTICE AND WHO IS AN INSURED — 6 FELLOW EMPLOYEE EXTENSION — MANAGEMENT EMPLOYEES NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 7 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 7 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 8 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US — 8 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office , Inc., with its pert 66725591 157826057 1 22-23 GL AU NAB WC OT I Cheyenne Williams 1 2/11/2022 5:46:17 PM (PST) I Page 5 0[ 12 Risk Mwugmient Division RemD6INRRDv®Br. Ruk Management SpeaAnt With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. A. NON -OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section 1— Coverage A - Bodily Injury And Property Damage Liability, exclusion g. Aircraft, Auto Or Watercraft does not apply to an aircraft provided: 1. It is not owned by any insured; 2. It is hired, chartered or loaned with a trained paid crew; 3. The pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating her or him a commercial or airline pilot; and 4. It is not being used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically in excess of this policy), contingent or on any other basis, that would also apply to the loss covered under this provision. B. NON -OWNED WATERCRAFT Under Paragraph 2. Exclusions of Section I — Coverage A— Bodily Injury And Property Damage Liability, Subparagraph (2) of exclusion g. Aircraft, Auto Or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) Less than 52 feet long; and (b) Not being used to carry persons or property for a charge. C. PROPERTY DAMAGE LIABILITY — ELEVATORS Under Paragraph 2. Exclusions of Section I — Coverage A— Bodily Injury And Property Damage Liability, Subparagraphs (3), (4) and (6) of exclusion j. Damage To Property do not apply if such "property damage" results from the use of elevators. For the purpose of this provision, elevators do not include vehicle lifts. Vehicle lifts are lifts or hoists used in automobile service or repair operations. 2. The following is added to Section IV — Commercial General Liability Conditions, Condition 4. Other Insurance, Paragraph b. Excess Insurance: The insurance afforded by this provision of this endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) If Damage To Premises Rented To You is not otherwise excluded from this Coverage Part: Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury and Property Damage Liability: a. The fourth from the last paragraph of exclusion j. Damage To Property is replaced by the following: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, smoke, or leakage from an automatic fire protection system) to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or (ii) Contents that you rent or lease as part of a premises rental or lease agreement for a period of more than 7 days. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III — Limits of Insurance. © 2013 Liberty Mutual Insurance CIS 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its permis 66725591 1 57B26057 1 22-23 GL AS OMB WC OT I Cheyenne Williams 1 2/11/2022 5:96:17 PM (PST) I Page 6 of 12 a4 RIskMona9onadDMs1an aEA1TWED&APPRovEo8y. �' Risk Management SpeaAtm b. The last paragraph of subsection 2. Exclusions is replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III — Limits Of Insurance. 2. Paragraph 6. under Section III — Limits Of Insurance is replaced by the following: 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to: a. Any one premise: (1) While rented to you; or (2) While rented to you or temporarily occupied by you with permission of the owner for damage by fire, lightning, explosion, smoke or leakage from automatic protection systems; or b. Contents that you rent or lease as part of a premises rental or lease agreement. 3. As regards coverage provided by this provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) - Paragraph 9.a. of Definitions is replaced with the following: 9.a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with the permission of the owner, or for damage to contents of such premises that are included in your premises rental or lease agreement, is not an "insured contract". E. MEDICAL PAYMENTS EXTENSION If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this policy are amended as follows: Under Paragraph 1. Insuring Agreement of Section I — Coverage C — Medical Payments, Subparagraph (b) of Paragraph a. is replaced by the following: (b) The expenses are incurred and reported within three years of the date of the accident; and F. EXTENSION OF SUPPLEMENTARY PAYMENTS — COVERAGES A AND B 1. Under Supplementary Payments — Coverages A and B, Paragraph 1.b. is replaced by the following: b. Up to $3,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 2. Paragraph 1.d. is replaced by the following: d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. G. ADDITIONAL INSUREDS - BY CONTRACT, AGREEMENT OR PERMIT Paragraph 2. under Section II — Who Is An Insured is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury' caused in whole or in part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your on going operations for the additional insured that are the subject of the written contract or written agreement provided that the "bodily injury" or "property damage" occurs, or the "personal and advertising injury' is committed, subsequent to the signing of such written contract or written agreement; or © 2013 Liberty Mutual Insurance RielrMm%wu EDhBlan q % aEMEAM&APPRa Br. CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its permis A� Avw44 ® Risk Management SpeaMst 66725591 1 59026057 1 22-23 GL AO UNP WC OT I Cheyenne Williams 1 2/11/2022 5:46:17 P (PST) I Page 7 0£ 12 Premises or facilities rented by you or used by you; or C. The maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or d. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit subject to the following additional provisions: (1) This insurance does not apply to "bodily injury", "property damage", or "personal and advertising injury" arising out of the operations performed for the state or political subdivision; (2) This insurance does not apply to "bodily injury" or "property damage" included within the "completed operations hazard". (3) Insurance applies to premises you own, rent, or control but only with respect to the following hazards: a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar exposures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to Paragraph 1.a. above, a person's or organization's status as an additional insured under this endorsement ends when: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to Paragraph 1.b. above, a person's or organization's status as an additional insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph 1.c. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage". We have no duty to defend an additional insured under this endorsement until we receive written notice of a "suit" by the additional insured as required in Paragraph b. of Condition 2. Duties In the Event Of Occurrence, Offense, Claim Or Suit under Section IV — Commercial General Liability Conditions. © 2013 Liberty Mutual Insurance CG 88 10 0413 Includes copyrighted material of Insurance services Office, Inc., with its permis! 66725591 1 57826057 1 22-23 GL AU OMB WC OT I Shay— Williams 1 2/11/2022 5:46:17 W (PST) I Page 8 of 12 ®' Wok Mviagemad Division Risk Management Specialist 2. With respect to the insurance provided by this endorsement, the following are added to Paragraph 2. Exclusions under Section I - Coverage A - Bodily Injury And Property Damage Liability: This insurance does not apply to: a. "Bodily injury" or "property damage" arising from the sole negligence of the additional insured. b. "Bodily injury' or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage" occurs. C. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of, or the failure to render, any professional architectural, engineering or surveying services. d. "Bodily injury" or "property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. e. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED — OWNERS, LESSEES OR CONTRACTORS endorsement issued by us and made a part of this policy. 3. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the contract or agreement; or b. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. H. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED EXTENSION This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. Condition 4. Other Insurance of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: a. The following is added to Paragraph a. Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its permis. Risk Management DMston REVIEWED 6 A"PRcvm BY; A.I�e Acev44 Risk Management SpeaAst 66725591 1 5]026C5] 1 22-23 G AU UM0 WC Of I Cheyenne Williams 12/11/2022 5:46:17 Pat (PST) I Page 9 of 12 b. The following is added to Paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement, or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the additional insured is designated as a Named Insured. Regardless of the written agreement between you and an additional insured, this insurance is 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. ADDITIONAL INSUREDS - EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. The following is added to Condition 2. Duties In The Event Of Occurrence, Offense, Claim or Suit: An additional insured under this endorsement will as soon as practicable: a. Give written notice of an "occurrence" or an offense that may result in a claim or "suit' under this insurance to us; b. Tender the defense and indemnity of any claim or "suit' to all insurers whom also have insurance available to the additional insured; and C. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. d. We have no duty to defend or indemnify an additional insured under this endorsement until we receive written notice of a "suit' by the additional insured. 2. The limits of insurance applicable to the additional insured are those specified in a written contract or written agreement or the limits of insurance as stated in the Declarations of this policy and defined in Section III — Limits of Insurance of this policy, whichever are less. These limits are inclusive of and not in addition to the limits of insurance available under this policy. J. WHO IS AN INSURED - INCIDENTAL MEDICAL ERRORS / MALPRACTICE WHO IS AN INSURED - FELLOW EMPLOYEE EXTENSION - MANAGEMENT EMPLOYEES Paragraph 2.a.(1) of Section II - Who Is An Insured is replaced with the following: (1) 'Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a cc -"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co -"employee" or "volunteer worker" as a consequence of Paragraph (1) (a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1) (a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. However, if you are not in the business of providing professional health care services or providing professional health care personnel to others, or if coverage for providing professional health care services is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply. © 2013 Liberty Mutual Insurance RieltMa"madDividun CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its ennis; ,q. e e P REV a D6 APPRQV®ar. A, rAIw44 ,�. Risk Management Specialist 66725591 1 5782ED57 1 22-23 cL Av n!ID WC CT I Cheyenne Williams 1 2/11/2022 s:46:n PM (PST) I Page 10 "f l2 01 Paragraphs (a) and (b) above do not apply to "bodily injury" or "personal and advertising injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, includes the direct supervision of other "employees" of yours, However, none of these "employees" are insureds for "bodily injury" or "personal and advertising injury" arising out of their willful conduct, which is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury", or caused in whole or in part by their intoxication by liquor or controlled substances. The coverage provided by provision J. is excess over any other valid and collectable insurance available to your "employee". K. NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES Paragraph 3. of Section II - Who Is An Insured is replaced by the following: 3. Any organization you newly acquire or form and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the expiration of the policy period in which the entity was acquired or formed by you; b. Coverage A does not apply to "bodily injury' or "property damage" that occurred before you acquired or formed the organization; and C. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. d. Records and descriptions of operations must be maintained by the first Named Insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations or qualifies as an insured under this provision. L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES Under Section IV — Commercial General Liability Conditions, the following is added to Condition 6. Representations: Your failure to disclose all hazards or prior "occurrences" existing as of the inception date of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior "occurrences" is not intentional. M. KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Under Section IV — Commercial General Liability Conditions, the following is added to Condition 2. Duties In The Event of Occurrence, Offense, Claim Or Suit: Knowledge of an "occurrence", offense, claim or "suit" by an agent, servant or "employee" of any insured shall not in itself constitute knowledge of the insured unless an insured listed under Paragraph 1. of Section 11— Who Is An Insured or a person who has been designated by them to receive reports of "occurrences", offenses, claims or "suits" shall have received such notice from the agent, servant or "employee". Ilk 41•14;7i1111Y/_11111 [Q1[41At11194 If we revise this Commercial General Liability Extension Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the day the revision is effective in your state. O. BODILY INJURY REDEFINED Under Section V — Definitions, Definition 3. is replaced by the following: 3. "Bodily Injury" means physical injury, sickness or disease sustained by a person. This includes mental anguish, mental injury, shock, fright or death that results from such physical injury, sickness or disease. © 2013 Liberty Mutual Insurance CIS 8810 0413 Includes copyrighted material of Insurance services Office, Inc., with its permis: 66725591 1 57826057 1 22-23 GL A UPS WC GT I Cheyenne Williams 1 2/11/2022 5:46:17 PM (PST) I Page 11 of 12 9 itlele Mmagemmt Dtvieian REAEw &AVROV®BY: A4,p Aciw4l- Risk Management Specialist 01111II=1:III =1 =1 Aca 17-11 it ETCFT Exclusion a. of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US — WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU Under Section IV — Commercial General Liability Conditions, the following is added to Condition 8. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products -completed operations hazard" provided: You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization; and 2. The injury or damage occurs subsequent to the execution of the written contract or written agreement. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc., with its perrnis, 66725"1 1 57826057 1 22-23 GL AO OMB WC OT I Cheyenne Williams 1 2/11/2022 5:46:17 PM (PST) I Page 12 of 12 +�ee^r\• v! - Ride N[vogement Divislan IiFmEwm6APPROV®BY: A,j�g Aav44 Risk MBnagemen[SpenNs[ Of