Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
THINK TOGETHER
INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES 03 • 01.207z CLERK OF COUNCIL DATE: AGREEMENT BETWEEN THE CITY OF SANTA ANA AND THINK TOGETHER FOR USE OF O'K6G ( 'at co A. AMERICAN RESCUE PLAN ACT (ARPA) FUNDS N This Agreement is hereby made and entered into this 3rd day of May. 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing a`a under the Constitution and laws of the State of California ("CITY"). and THINK e a Together, a California domestic nonprofit corporation ("SUBRECIPIENT" or >- "CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"). to provide monetary support to local governments to respond to, mitigate, and recover from the COVID-19 public health emergency. B. On July 20, 2021. the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasuryfor the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start: day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. ARPA PROGRAM PROVISIONS A. Scone of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July I st. 2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty -Five Thousand Dollars and Zero Cents ($125.000) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits, reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SURF Funding, The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. E. Grant Program Reauirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to, mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self -monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SLFRF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means, that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SLFRF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five (5) years until complete resolution or disposition of such appeals, litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above -referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within CI the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. 1. Close -Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. H. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has fill right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i) it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations, SUBRECIPIENT shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing SUBRECIPIENT's operations hereunder, Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUB RECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good - faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. SUBRECIPIENT shalt notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension'. See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment', which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it contenting participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. 1. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in fraudulent activity to obtain and/orjustify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses, M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law (31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient ofa federal contract, grant, loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency, Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision -making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis -Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti -Kick Back Act (18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women, Q. Women and Minority -Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a) of the Small Business Act, as amended (15 U.S.C. 632), and "minority and wonlen's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African -Americans, Spanish-speaking, Spanish surnamed or Spanish -heritage Americans, Asian - Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. DrugFree ree Workplace. SUBRECIPIENT agrees to provide a drug -free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements Cost Principles and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not 9 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated, IV. GENERAL PROVISIONS A. Non -Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin, be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program ofactivity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973, which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance or under any program or activity conducted by any executive agency or by the United States Postal Service, B. Conflict of interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY, inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. S ecial Certification for Reli ious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide underthe terms ofthis Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling. conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article 1, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT, ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term "administrative capacity" means having selection, hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall, unless otherwise requested in writing, be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks, Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: THINK Together Attn: Randy Barth, CEO 2101 East Fourth Street Suite 200E Santa Ana, CA 92705-3835 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnity, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. 12 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 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 $2,000,000 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: Insurance Services Office Form Number CA 0001 covering, Code I (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non -owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000) per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers' Compensation: insurance 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. Sexual Abuse or Molestation (SAV) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor 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 Contractor, 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 — The insurance policies are to contain, or be endorsed to contain, the following provisions: I. Aclditional 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 Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor'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. 13 Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of 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 the Contractor 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 ANII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims -made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. 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 Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage; Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 14 9. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of: (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2) costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT. in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement maybe terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(I) through 1(6), inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. 15 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de -scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act, pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of A reg ement. This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. 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, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. NI, Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. 12 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. 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. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if filly set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format) file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. (,Signatures on following page) 17 A-2022-069-18 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney y: BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED AL: Eaeetftive Director Parks, Recreation and Community Services Agency 18 CITY OF SANTA ANA [STINE RIDGE City Manager Chief Executive Officer DUNS #: 074743845 EXHIBIT A SCOPE OF WORK 19 Exhibit A 4. SCOPE OF WORK 1. Proposal shall include details of the youth program/service to be provided, the tasks to be accomplished, duration of the program and the deliverables to be provided The overarching objective of The Early Literacy and Math Program (ELP) in Orange County is to provide children (ages 0 to 5) and their primary caregivers)/families a variety of enriching services that promote early language and math literacy, and thereby foster kindergarten readiness. Early literacy and kindergarten readiness have proven to be strong indicators of long-term academic success. In particular, there are specific early language and math literacy skills that predict whether or not a child will become a successful reader and writer. At Vista Heritage Charter School and at MOMS of Orange County, Think Together will provide early learning programs for children ages 0 to 5 years old and their parents will participate in parent workshops. Each site will serve approximately 32 children and 32 parents each session for two sessions, for a total of 64 children and 64 parents per site. These fall and spring sessions will be 15 weeks each. Children and their parents will each receive 5 hours of programming per week for a total of 75 hours of programming per session. Across both sites, approximately 128 children and 128 parents will be served during the 2022-23 school year. Think Together' s Early Literacy and Math Programs utilize the Early Development Instrument (EDI) to support classroom instruction by intentionally and strategically utilizing the EDI data from the lowest scoring domains to plan lessons and activities to further support the development of the child. Implementing data from the ED[ has enabled us to focus on the most challenging areas of support and develop more strategic programming to target the needs of the community. Children in our Center -Based programs will be assessed on Social Emotional Learning, Literacy Skills and Math Skills through the GOLD Assessment. Over 457 students were assessed in our most recent assessment utilizing a pre and post-test design, with the following results: 5,00 4.58 4.00 3.13 2.9 3,00 2.13 2.19 2.00 14 1.3 1.54 100 O.S4.91 031.01 0.8 0.62.90 0.77 0.81.37 0.51.1.5 0.00 m Z am MN am NMI Birth to Preschool Birth to Preschool Birth to Preschool Birth to Preschool Birth to Preschool 3yrs 3 3yrs 3 3yrs 3 3yrs 3 3yrs 3 Comprehends and Demonstrates Demonstrates Demonstrates Demonstrates responds to books andemergent writing skills knowledge of print knowledge of the phonological other texts and its uses alphabet awareness N Pre O Post The above chart represents the average scores of the Literacy Domain pre and post GOLD assessments given to all students, compiled into age groups of Birth to 3 year old, and Preschool (3- year-olds). Growth is evident in each age range for each subdomain. Please be aware that the GOLD assessment is scored using a 6-point rubric that varies in definition by subdomain and year of age, Scores have been compiled and averaged to demonstrate growth pre to post. Also, 98% of families recommend the program to other parents; 100% of families state that their child felt safe in the program; and 97% families felt that the program met individual needs. 20 Exhibit A Staff will utilize the Creative Curriculum which helps teachers interact with children in ways that promote development and learning, foster children's social competence, support children's learning through play, create rich environments for learning, and forge strong home -school connections. The evidence -based Creative Curriculum is designed to focus on four key areas of early literacy learning: comprehension, phonological awareness, alphabetic principle, and concepts about print. The once -a -week parent workshop aspect of the program continues to be a key component, and this was the third full year of implementation. The "The Incredible Years" curriculum is designed for children ages 0-12, with a focus on educating parents that they are their child's primary teacher and the ways in which they can build the social and emotional skills of their child(ren). Another primary focus of the Parent Educators is the intentional reinforcement of the learning occurring in the classrooms. Parent Educators meet with the Site Facilitator once a week to discuss activities in both components, and collaboratively work to align efforts so that one reinforces the other. Supplementing the parenting component, a continued focus is put forth by the Site Facilitators and AmeriCorps to continue to teach adult participants/guardians through modeling during lessons/activities with the children. Our staff have access to initial and ongoing professional development, Learning Links Community of Practice, CLASS Pathway Communities of Practice, and Leadership Academy Series. Staff training will begin in mid -August 2022 with support from the Orange County Department of Education (OCDE). Program recruitment and enrollment will take place the first two weeks of September. The program implementation beginning on September 21, 2022. and staff will administer pre -assessments. Additional training from OCDE will be offered during the session. The fall session will conclude on January 19, 2023, along with post -assessments. The spring session recruitment and enrollment will begin on January 23", and the program will begin on February 15111, along with pre -assessments. The spring session will conclude on May 25, 2023. Think Together hosts monthly professional development training$ to keep our staff informed and engaged in their programs and their professional growth. Professional development will include training on infant and toddlers from the Orange County Department of Education for training on SEFEL, CLASS, ECERS, and Strengthening Families. We will continue surveying our parents and ensure ongoing reflection and practice through identifying trends in our strengths and potential challenges. 2. Proposal shall include details of the target population According to the HUD Office of Policy Development and Research (PD&R), Vista Heritage Global Academy is located directly adjacent to the qualified census tract at the corner of Fairview and 5`1' Street at 2609 W 5th St, Santa Ana, CA 92703. The program will primarily serve residents within the Qualified Census Tracts, and will prioritize residents in those neighborhoods. Vista Heritage Global Academy (VHGA) is in Artesia Pilar, a Santa Ana neighborhood where needs are abundant and easily identified. The student body at Vista Heritage is 98.9% Hispanic or Latinx and the entire student body — a full 100% -- of VHGA students qualify for the Free and Reduced Price Meal Program (the County average is under 50%), and nearly 30% are classified as English Learners. According to the HUD Office of PD&R, MOMS of OC is located within the qualified census tract at the corner of Baker St. and Santa Ana Blvd. at 1128 W. Santa Ana Blvd., Santa Ana, CA 92703. The program will primarily serve residents within the Qualified Census Tracts, and staff will prioritize residents in those neighborhoods. The MOMS of OC facility is located adjacent to the Downtown Santa Ana Historic District, an area known more for government buildings and local businesses than residential dwellings. 21 Exhibit A 3. Proposal shall include details of the unmet need There is a significant unmet need for kindergarten readiness in Santa Ana. According to 2019 EDI data, only 44.0% of students in Santa Ana USD are ready for kindergarten, lower than the Orange County rate of 52.9%. The proposed neighborhoods skew lower, with only 40.6% of students in the College/Flowers Ave, neighborhood ready for Kindergarten. Over 50% of children entering I" grade at Vista Charter are English Learners. Also, according to the Orange County Local Planning Council, the City of Santa Ana is Priority I to serve children 0 to 5 years old. Our program helps these students meet early learning domains by setting expectations and planned activities in language and literacy, cognitive, social emotional, physical, and English language is the basis for student success. 4. Proposal shall include details of collaborations with local organizations Think Together leverages our strategic partnerships to offer a multitude of activities that ensures quality Early Learning experiences. Our partners work cohesively with our programs to build staff efficacy and create relevant, meaningful, and diverse experiences. Think Together has partnered with First 5 Orange County since 2009. In 2011, First 5 OC made a 10-year investment to expand Think Together's early learning programs throughout the county. We are currently working with local partners to sustain early learning sites throughout Anaheim, Buena Park, Huntington Beach. Saddleback Valley, Stanton and Santa Ana. With these programs sunsetting in June, support from the City of Santa Ana Revive Grant will help sustain our programs in Santa Ana through 2023. We have collaborated with Vista Heritage Global Academy and MOMS of Orange County since Fall 2019 and launched early learning programs in Fall 2021. Think Together partners with the Santa Ana Chamber of Commerce, and our CEO, Randy Barth, served as Chairman.. Through our partnership with the OC Fair, we collected books at their We Care Wednesday summer programs. Volunteers from Target. JCPenney, Starbucks and Microsoft helped our team collect books at the Fair. The books collected are cleaned and given back out to the community through our Book Doctor program. Several companies partner with us on the Book Doctor program, with volunteers from Edwards Lifesciences, PIMCO and Pacific Life. Local nonprofits such as the Red Cross and Tustin Assistance League also support the Book Doctor Program. We created a partnership with Discover Books to store and recycle books. The Santa Ana Early Literacy Initiative helps engage families in Santa Ana by giving them empowerment trainings and leadership skills to help their families be successful. The Coalition to Assist. Motel Families helps underserved families by getting them the required resources. Charitable Ventures created call logs to help the community fill out the Census. Help Me Grow provides trainings that pr//omote the importance of early education. Healthy Smiles provides information on dental health & wellness. 5. Proposal shall include details of innovation in program/service delivery Think Together's Early Literacy and Math Programs utilize the EDI to support classroom instruction by intentionally and strategically utilizing the EDI data from the lowest scoring domains to plan lessons and activities to further support the development of the child. Implementing data from the EDI has enabled Think Together to focus on the most challenging areas of support and develop more strategic programming to target the needs of the community. This school year Think Together trained all site facilitators on the intent and use of the EDI data. We strategically used the EDI to target communities at -risk and utilized the data to support the lesson plan efforts. Data was used to intentionally place materials in the classroom and focus activities on the lowest scoring domains. Staff also collaborated and supported our district partners on their EDI efforts. 22 EXHIBIT B FEE PAYMENT SCHEDULE 23 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Think Together Program Name Early Childhood Program Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Category Expenditures Funded By Santa Ana REVIVE Funds Expenditures Funded By Other Sources Program Budget Total Organization Budget Program Manager $22,218 $22,218 Site Facilitator $26,807 $26,807 Parent Educator $26,807 $26,807 Assistant $23,083 $23,083 Mileage $1,000 $1,000 Cell phones $1,300 $1,300 Office supplies $1,500 $1,500 Production (Thinkmart) $1,000 $1,000 Program Materials/Consumables $5,726 $5,726 Leming Genie $300 $300 PPE $2,OOD $2,000 Curriculum $4,000 $4,000 INDIRECT $9,260 $9,260 TOTAL $125,000 $0 $125,000 $0 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 125,000 TOTAL $ 125,000 24 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary & Benefits REVIVE Funds Description PROGRAM STAFF Position Title Annual Salary & Benefits REVIVE Funds Description Program Manager 22218 22218 Site Facilitator 26806.5 26806.5 Parent Educator 26806.5 26806.5 Assistant 23083.38 23083.38 CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Mileage $ 1,000.00 $ 1,000.00 Cell phones $ 1,300.00 $ 1,300.00 Office supplies $ 1,500.00 $ 1,500.00 Production (Thinkmart) $ 1,000.00 $ 1,000.00 Program Materials/Consu $ 5,726.00 $ 5,726.00 Lerning Genie $ 300.00 $ 300.00 PPE $ 2,000.00 1 $ 2,000.00 Curriculum $ 4,000.00 1 $ 4,000.00 Attachment 1(b) 25 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set. the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. II. GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives. and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION• In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. Q IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: THINK Together B. CONTRACTOR'S Unique 074743845 Identifier (D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of Performance: 7/I/2022-6/30/2023 Total Amount of Federal F. Funds Obligated by the $125,000 Action: Total Amount of Federal G. Funds Obligated to the $125,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: I Federal Award Project American Rescue Plan Act (ARPA) Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L Contact Information for the Kristine Ridge. City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridget r santa-ana org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O Indirect Cost Rate for the Federal Award. de minimus or federally negotiated rate 27 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension. Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26,1988 Federal Re ig ster (pages 19160-19211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION - Attached) (1) The prospective recipient of federal assistance fonds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended., proposed for debarment. declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification. such prospective participant shall attach an explanation to this proposal. Yecenla Cardenas - Exectuive Director of Name and Title of Date Childhoon and School Age Programs 3/17/2022 W. INSTRUCTIONS FOR CERTIFICATION i; By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL) may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances, 4. The terms 'covered transaction." "debarred," "suspended," "ineligible," 'lower tier covered transaction," "participant," "person," "primary covered transaction," "principal." "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5, The prospective recipient of federal assistance finds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. G, The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction. unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non -Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 29 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. 30 EXHIBIT E Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement, (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress. an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Think Together Grantee/Contactor Organization Program Title 3/17/2020 Name of Certifying Officer (/ Signature Date 31 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part I. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis -Bacon Act, as amended, 40 U. S. C, Sections 276 a I-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. 32 EXHIBIT F DRUG -FREE WORKPLACE Certification Regarding Drug -Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug -Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug -Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug -free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug -free awareness program to inform employees about — (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug -free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; 33 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug -free workplace through implementation of paragraphs (a). (b), (c), (d), (e) and (0. B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Think Together Organization QG' ¢�LICL L,aAZrQdZCLd uthorized Signature 3/17/2022 Date 34 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG -FREE WORKPLACE REQUIREMENTS Name: Yecenia B. Cardenas, Executive Director of Early Learning and School Age Programs Dare. 3/18/2022 The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): Vista Charter Public School, 2609 West Fifth St., Santa Ana, CA 92703 MOMS of OC, 1128 W. Santa Ana Blvd. Santa Ana, CA 92703 35 .d►�oRo CERTIFICATE OF LIABILITY INS6WANCE Dig THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY ANDC FE G T P r E' CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEN�L% • : AI BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A C E .UINC REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL ,NGUREI If SUBROGATION IS WAIVED, subject to the terms and conditions of the polio , rtain policies may rf {uire an ei this certificate does not confer rights to the certificate holder in lieu of such endo a ants . PRODUCER O T ethanyGilmo'e HUB International Insurance Services (SOW) PHONE ... _ IAIc. N„_ F.I. (4801385-7336 INSURED THINK Together (a CA Non -Profit Corporation) 2101 E 4th St, Bldg A Santa Ana, CA 92705 COVFRAr:FS CFRTIFICATF MIIMRFR- oF1n¢Ir1M MTTMRCR. A statement on 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 ADDLSUBR INSO WAD POLICY NUMBER POLICY EFF POLICCY EXPLIR LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE a OCCUR Abuse PACS603740 7/1/2021 7/112022 EACH OCCURRENCE 1,000,000 DAEAGE TO RENTED 1,00000g X MED UP (My one arson 10,000 X Molestation PERSONAL&ADV INJURY 1000000 GEN'L AGGREGATE LIMIT APPLIES PER POLICY ma LOC GENERAL AGGREGATE 3:000:000 PRODUCTS - COMP/OP AGG S 2,000,000 OTHER: A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1.000000 X ANYAUTO OWNED SCHEDULED AUTOS ONLY AUTOS CAP0521523 7/112021 7/112022 BODILY INJURY Per arson BODILY INJURY (Per accident A0PP.ER Yt AMAGE AAIUOSON AIRED ONLY A X UMBRELLALIAS X OCCUR EACH OCCURRENCE $ 10,000,000 AGGREGATE 10,000,000 EXCESS LIAB CLAIMS -MADE UMB5603741 7/112021 7/112022 DED X RETENTION$ 0 Pr/Co Ops Aggr 10,000,000 WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORBPARTNERIEXECUTIVE WFICER/MEMBER EXCLUOEDP NIA I PER OTH- E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYE (Mandatory in NH) IF yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT B Blkt Accident Policy BSR1466634-04 7/1/2021 71112022 $25,000 Med w/AD&D @ 50,000 A Professional Liab PAC5603740 7/112021 711/2022 $1m Be claim w/Aggr 3,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) RE: American Rescue Plan Act (ARPA) Funds. Certificate Holder, Owner and all others as required by written contract are Additional Insured(s) on a Primary Non -Contributory basis including Waiver of Subrogation With respects to General Liability per attached endorsements. Commercial Auto Liability Additional Insured including Waiver of Subrogation applies per attached endorsements. Umbrella Liability is Excess over General Liability, Abuse/Molestation, Professional Liability, Auto Liability, and Workers Compensation. APPLICABLE FORMS ATTACHED: CG897011/14 & CA8620 05116. SEE ATTACHED ACORD 101 City of Santa Ana 20 Civic Center Plaza PO Box 1988 Santa Ana, CA 92702-1988 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 ACORD 25 (2016/03) 01988-2015 ACORD The ACORD name and logo are registered marks of ACORD \i Xi/k iiYnife11101ttXViBiell REVIEWED 6 APPRovM O: Ay:rA�� - Risk Management Specialist of AGENCY CUSTOMER ID: THINTOG-01 BGILMORE ACORO` LOC #: ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY HUB International Insurance Services (SOW) NAMED INSURED THINK Together (a CA Non-profit Corporation) 101 E 4th St, Bldg A Santa Ana, CA 92705 POLICY NUMBER EE PAGE 1 CARRIER EE PAGE 1 NAIL CODE SEE P 1 EFFECTIVE DATE: SEE PAGE 1 THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/Locations/Vehicles: Carrier: Hudson Excess Insurance Co. Coverage: Cyber Liability Policy #CYB-1003094 Policy Term: 7/1121 - 711/22 Limit: $5,000,000 Deductible: $25,000 Abuse/Molestation Liability limit is $1,000,000 per occurrence/$3,000,000 Aggregate. ACORD 101(2008/01) ©2008ACORDCC lgt REvIEwmSAPPROVEDBY: The ACORD name and logo are registered marks of ACORD : A AIZV44 � emen �Rbk Management Spedalls[ * S1 *5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 CG 89 70 (Ed. 11/14) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SIGNATURE GENERAL LIABILITY BROADENING ENDORSEMENT This Endorsement modifies and is subject to the insurance provided under the following form: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following extension only applies in the event that no other specific coverage for the indicated loss exposure is provided under this Policy. If other specific coverage applies, the terms, conditions and limits of that Coverage are the exclusive coverage applicable under this Policy, unless otherwise noted in this Endorsement. This is a summary of the various additional coverages and coverage modifications provided by this Endorsement. For complete details on specific coverages, consult the actual policy wording. Coverage Description Limit of Insurance Non -Owned Aircraft Included Non -Owned Watercraft Included Bodily Injury - Mental Injury, Mental Anguish, Humiliation or Shock Included Medical Payments $ 20,000 Damage to Premises Rented to You $ 1,000,000 Supplementary Payments - Bail Bonds $ 3,000 Supplementary Payments - Loss of Earnings $ 1,000 per day Newly Formed or Acquired Organizations Included Unintentional Failure to Disclose Hazards Included Knowledge of Occurrence, Claim or Suit Included Property Damage Liability - Elevators Included Property Damage Liability - Borrowed Equipment Included Liberalization Clause Included Amendment of Pollution Exclusion (Premises) Included Limited Property Damage to Property of Others $ 5,000 Additional Insured - Manager or Lessor of Premises Included Page 2 2 3 3 3 4 4 4 5 5 17 I >�r X-p A&*44 ® Risk Management SpedNist CG 89 70 (Ed. 11/14) (Page 1 of 12) * S1* 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 Coverage Description Limit of Insurance Page Additional Insured - Funding Sources Included 7 Additional Insured - By Contract Included 8 Primary and Non -Contributory Additional Insured Extension Included 10 Additional Insureds - Protection of Your Limits Included 10 Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Included 11 Property Damage Extension With Voluntary Payments $ 1,000/$ 5,000 11 Who Is An Insured - Fellow Employee Extension - Management Employees Included 12 Broadened Personal and Advertising Injury Included 12 A. Non -Owned Aircraft Under paragraph 2. Exclusions of SECTION I - 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 him or her 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 60 feet long; and r9_Nen..�d RlekMnupanadD[Nelmt RENEWED S APPRtN® ft �' Rlsk Management Specialist CG 89 70 (Ed. 11/14) (Page 2 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 (b) not being used to carry persons or property for a charge. C. Bodily Injury - Mental Injury, Mental Anguish, Humiliation or Shock Under SECTION V - DEFINITIONS, Definition 3. is replaced by the following: 3. "Bodily Injury" means physical injury, sickness, or disease, including death of a person. 'Bodily Injury" also means mental injury, mental anguish, humiliation, or shock if directly resulting from physical injury, sickness, or disease to that person. D. Medical Payments If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this Policy are amended as follows: The Medical Expense Limit in paragraph 7. of SECTION III - LIMITS OF INSURANCE is replaced by the following Medical expense Limit: The Medical Expense Limit provided by this Policy shall be the greater of: a. $ 20,000; or b. the amount shown in the Declarations for Medical Expense Limit This provision 7. is subject to all the terms of SECTION III - LIMITS OF INSURANCE. E. Damage to Premises Rented to You If Damage to Premises Rented to You is not otherwise excluded from this Coverage Part: 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: 3. The last paragraph of paragraph 2. Exclusions is deleted in its entirety and replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, leakage from an automatic fire protection system or water to premises while rented to you or temporarily occupied by you with permission of the owner. A separate Limit of Insurance applies to this coverage as described in SECTION III - LIMITS OF INSURANCE. However, this insurance does not apply to damage to premises while rented to you, or temporarily occupied by you with the permission of the owner, caused by: I. rupture, bursting, or operation of pressure relief devices; H. rupture or bursting due to expansion or swelling of the contents of any building or structure, caused by or resulting from water; III. explosion of steam boilers_ steam nines steam enninec nr steam htrhin Pc• nr iv. flood 2. Paragraph 6. Under SECTION III - LIMITS OF INSURANCE is deleted in its entirety and replaced with the following: RAMwuganentDi6lan ; .. RenevEn6APPROV®Br. `+ A+� Ruvu(a Risk Management specialist CG 89 70 (Ed. 11/14) (Page 3 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 6. Subject to paragraph 5. above, the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage caused by fire, lightning, explosion, smoke, leakage from automatic fire protection system or water while rented to you or temporarily occupied by you with the permission of the owner, for all such damage caused by fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water or any combination of the six, is the higher of $ 1,000,000 or the amount shown in the Declarations for the Damage to Premises Rented to You Limit. 3. Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, subsection 4. Other Insurance, paragraph b. Excess Insurance where the words "Fire insurance" appear they are changed to "insurance for fire, lightning, explosion, smoke, leakage from an automatic fire protection system or water." 4. As regards coverage provided by this provision I. Damage to Premises Rented to You - 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, leakage from automatic fire protection systems or water to premises while rented to you or temporarily occupied by you with the permission of the owner is not an "insured contract"; F. Supplementary Payments 1. In the Supplementary Payments - Coverages A and B provision, paragraph 1.b. is replaced with: b. Up to $ 3,000 for the 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 $ 1,000 a day because of time off work. G. Newly Formed or Acquired Organizations Paragraph 3. of SECTION 11 - 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. pjsk elhs%�es�t�ec ftFn�oTla&APnR A-fl Acwedo Risk Management Spedkis[ CG 89 70 (Ed. 11/14) (Page 4 of 12) 01 * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 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. H. Unintentional Failure to Disclose Hazards Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 6. Representations: Failure of the Insured to disclose all hazards existing as of the inception date of this Policy shall not prejudice the insurance with respect to the coverage afforded by this Policy, provided such failure or omission is not intentional on the part of the Insured. I. Knowledge of Occurrence, 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 any occurrence, claim, or suit by any agent, servant or employee of the Named Insured does not in itself constitute knowledge by the Insured unless notice of such injury, claim or suit shall have been received by: a. you, if you are an individual; b. a partner, if you are a partnership c. an executive officer or insurance manager, if you are a corporation. J. Property Damage Liability - Elevators 1. 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. 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. K. Property Damage Liability - Borrowed Equipment 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, subparagraph (4) of exclusion j. Damage to Property does not apply to "property damage" to borrowed equipment while not being used to perform operations at ajob site. 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. ef,s e. RiskMmugawd.DMdmt r�VIEWm6APPRQJ®BY: A, gr Aro44 Risk Management SpeaAht CG 89 70 (Ed. 11/14) (Page 5 of 12) ` S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 L. Liberalization Clause If we revise this Signature General Liability Broadening Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the date the revision is effective in your state. M. Amendment of Pollution Exclusion (Premises) 1. The following is added to paragraph (1)(a) of Exclusion f. of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: (iv) 'Bodily injury" or "property damage" arising out of the actual discharge, dispersal, seepage, migration, release or escape of "pollutants." As used in this Endorsement, the actual discharge, dispersal, seepage, migration, release or escape of pollutants must: (as) commence on a clearly identifiable day during the policy period; and (bb) end, in its entirety, within seventy-two (72) hours of the commencement of the discharge, dispersal, seepage, migration, release or escape of "pollutants"; and (cc) be discovered and reported to us within fifteen (15) days of the clearly identifiable day that the discharge, dispersal, seepage, migration, release or escape of "pollutants" commences; and (dd) be neither expected nor intended from the standpoint of any insured; and (ee) be unrelated to any previous discharge, dispersal, seepage, migration, release or escape; and (ff) not originate at or from a storage tank or other container, duct or piping which: a. is below the surface of the ground or water; or b. at any time has been buried under the surface of the ground or water and then is subsequently exposed. 2. For the purposes of this coverage, the following is added to the definition of "property damage" of SECTION V - DEFINITIONS and applies only as respects this coverage: Land or water, whether below ground level or not, is not tangible property. 3. Coverage provided hereunder does not apply to any discharge, dispersal, seepage, migration, release or escape that is merely threatened or alleged rather than shown to have actually occurred. N. Limited Property Damage to Property of Others The following is added under SECTION I - SUPPLEMENTARY PAYMENTS - COVERAGES A and B: 3. We will pay up to $ 5,000 for loss to personal property of others while in the temporary care, custody or control of an insured caused by any person participating in your organized activities. For the purpose of this supplementary payment, loss shall mean damage or destruction but does not include mysterious disappearance or loss of use. In the event of a theft, a police report must be filed. This supplementary payment does not apply if: a. coverage is otherwise provided by the Property Coverage part (if ar REwtwmn MVR(wmBr A-:r Auva(a MEW Risk Management Spedalist CG 89 70 (Ed. 11/14) (Page 6 of 12) 01 * S1* 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 b. the loss is covered by any other insurance you have or by any insurance of such person who causes such loss. These payments will not reduce the Limits of Insurance. O. Additional Insured - Manager or Lessor of Premises 1. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any person or organization from whom you lease or rent property and which requires you to add such person or organization as an additional insured on this Policy under: (a) a written contract; or (b) an oral agreement or contract where a Certificate of Insurance showing that person or organization as an additional insured has been issued; but the written or oral contract or agreement must be an "insured contract," and, (1) currently in effect or become effective during the term of this Policy; and (ii) executed prior to the "bodily injury," "property damage," "personal and advertising injury." 2. With respect to the insurance afforded to the Additional Insured identified in paragraph 1. above, the following additional provisions apply: (a) This insurance applies only with respect to the liability arising out of the ownership, maintenance or use of that part of the premises leased to you. (b) The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. (c) In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. (d) Coverage provided herein is excess over any other valid and collectible insurance available to the Additional Insured whether the other insurance is primary, excess, contingent or on any other basis unless a written contractual arrangement specifically requires this insurance to be primary. (e) This insurance applies only to the extent permitted by law. 3. This insurance does not apply to: (a) Any 'occurrence" or offense which takes place after you cease to be a tenant in that premises. (b) Structural alterations, new construction or demolition operations performed by or on behalf of the Additional Insured. P. Additional Insured - Funding Sources 1. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any Funding Source which requires you in a written contract to name the Funding Source as an additional insured but only with respect to liability arising out of: CG 89 70 (Ed. 11114) (Page 7 of 12) S. ®' ItukMoagarwdlxvtafan RwEwm 6APPROVD Br. Risk Management Specialist h' S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 a. your premises; or b. "your work" for such additional insured; or c. acts or omissions of such additional insured in connection with the general supervision of "your work" and only to the extent set forth as follows: a. The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. b. The insurance afforded to the Additional Insured only applies to the extent permitted by law c. 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. d. In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. Q. Additional Insureds - By Contract 1. SECTION 11 - 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" arising out of: a. your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the Additional Insured that are 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 b. the maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or c, the Additional Insureds financial control of you; or d. operations performed by you or on your behalf for which the state or political subdivision has issued a permit 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 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 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: ,-=., RAMmgenvdDMs1vn ,ry�s� ��, REVIEWEOSAPPROVEDSr tliaaluat A- ju &4v44 RBk Management Specialist CG 89 70 (Ed. 11/14) (Page 8 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 (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 for 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, 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 CONDITION. 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" that occurs prior to your commencing operations at the location where such "bodily injury" or "property damage" occurs. b. 'Bodily injury," "property damage" or "personal and advertising injury" arising out of the rendering of, or 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 failure to render, any professional architectural, engineering or surveying services. c. '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 for 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. <" ReAEwED & APPROv9J sr 49�1w=— Ruk Management Speculist CG 89 70 (Ed. 11/14) (Page 9 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 d. Any person or organization specifically designated as an additional insured for ongoing operations by a separate additional insured endorsement issued by us and made 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. R. 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: This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) the Additional Insured is a named insured under such other insurance; and (2) you have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. 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. S. Additional Insureds - Protection of Your Limits This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. 1. 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 CG 89 70 (Ed. 11/14) (Page 10 of 12) tj Ewm � A, f, A,ev 4 �' Risk Management Specialist * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 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 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. T. Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 8. Transfer of Rights of Recovery Against Others to Us: If required by a written contract or written agreement, we waive any right of recovery we may have against a person or organization because of payment we make for injury or damage arising out of your ongoing operations or "your work" done under a contract for that person or organization and included in the "products -completed operations hazard" provided that the injury or damage occurs subsequent to the execution of the written contract or written agreement. U. Property Damage Extension with Voluntary Payments 1. The following is added to paragraph 1. Insuring Agreement of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: At your request we will pay for "loss" to property of others caused by your business operations for which this Policy provides liability insurance. Such payment will be made without regard to your legal obligation to do so. The "loss" must occur during the policy period and must take place in the "coverage territory." 2. With respect to the coverage afforded under paragraph 1. above, paragraph 2. Exclusions of SECTION I - COVERAGES A - Bodily Injury and Property Damage Liability is amended as follows: Exclusions j.(3), j.(4), j.(5) and j.(6) are deleted. 3. As respects coverage afforded by this coverage, SECTION III - LIMITS OF INSURANCE is replaced by the following: Regardless of the number of insureds, claims made or "suits" brought or persons or organizations making claims or bring "suits": 1. Subject to 2. Below, the most we will pay for one or more "loss" arising out of any one "occurrence" is $ 1,000. 2. The aggregate amount we will pay for the sum of all "loss" in an annual period is $ 5,000. This aggregate amount is part of and not in addition to the General Aggregate Limit described in paragraph 2. of SECTION III - LIMITS OF INSURANCE. CG 89 70 (Ed. 11/14) (Page 11 of 12) e ,I " a RiskMwganmlDMslun REVIEWED &APPROVED ar. A+�:r Aoauto Rnk Management Specialist S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 V. Who Is an Insured - Fellow Employee Extension - Management Employees 1. The following is added to paragraph 2.a.(1) of SECTION II - WHO IS AN INSURED: Paragraph (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, including the direct supervision of other "employee" 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," caused in whole or in part by their intoxication by liquor or controlled substances. This coverage is excess over any other valid and collectable insurance available to your "employee." W. Broadened Personal and Advertising Injury 1. Unless "Personal and Advertising Injury" is excluded from this Policy, the following is added to SECTION V - DEFINITIONS Item 14. h. mental injury, mental anguish, humiliation, or shock, if directly resulting from Items 14.a. through 14.e. CG 89 70 (Ed. 11/14) (Page 12 of 12) R Ewm & PfpRovEMDar ®. - 2isk Management Specialist * S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 CA 86 20 (Ed. 05/16) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SIGNATURE BUSINESS AUTO BROADENING ENDORSEMENT This endorsement modifies insurance provided under the following form: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the policy, the provisions of this endorsement apply. This is a summary of the various additional coverages and coverage modifications provided by this endorsement. For complete details on specific coverages, consult the actual policy wording. Coverage Limit of Insurance Page Who is an Insured - Employees, Partners, Members, Volunteers and Board Members Included 2 Automatic Additional Insureds - By Contract and Primary and Non -Contributory Provision Included 2 Leased Auto Coverage Included 3 Owned Subsidiaries and Newly Acquired or Formed Organizations Included 4 Supplementary Payments - Bail Bonds $5,000 4 Supplementary Payments - Loss of Earnings $1,000 per day 4 Fellow Employee Included 5 Physical Damage Coverage Extensions - Towing $200 - any auto 5 Physical Damage Coverage Extensions - Glass Breakage No Deductible 5 Physical Damage Coverage Extensions - Transportation Expenses $100 per day, $3,000 max 5 Hired Auto Physical Damage Coverage $100 per day, $3,000 max 5 Total Theft of a Covered Auto $500 - personal items, $1,000 - reasonable expenses to return stolen auto 6 Auto Loan/ Lease Gap Protection Included 6 Customization Coverage $2,000 7 wekAkroganmiIX.idon A+ fe Acav44 - Risk Managemen[SpetlAist CA 86 20 (Ed. 05/16) (Page 1 of 9) * S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 Coverage Limit of Insurance Page Newly Acquired Owned Autos and Donated Autos Physical Damage Coverage $100,000 7 Rental Reimbursement Coverage $100 per day up to 30 days 8 $500 for reasonable expenses to remove and replace your materials and equipment 8 Accidental Discharge - Airbag Coverage Included 8 Original Equipment Manufacturer OEM Part Replacement Included 8 Multiple Deductibles Included 8 Notice and Knowledge of Occurrence - Duties in the Event of Accident, Claim, Suit or Loss Included 8 Blanket Waiver of Subrogation By Written Contract Included 9 Unintentional Failure to Disclose Hazards Included 9 Mental Anguish Included 9 A. WHO IS AN INSURED - EMPLOYEES, PARTNERS, MEMBERS, VOLUNTEERS AND BOARD MEMBERS SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. 1. Who is An Insured is amended by adding the following: d. Any "employee", partner or member of yours while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. e. Anyone volunteering services to you while using a covered "auto" you don't own, hire or borrow in activities necessary to your business. Anyone else who furnishes that "auto" is also an "insured". f. Board members (or their spouses) while renting a vehicle while on business for the named insured. B. AUTOMATIC ADDITIONAL INSUREDS - BY CONTRACT AND PRIMARY AND NON-CONTRIBUTORY PROVISION SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. 1. Who is An Insured is amended to include as an Insured any person or organization whom you are required to add as an Additional Insured on this policy under: a. a written contract or written agreement: (1) in effect on the date of the "accident"; and CA 86 20 (Ed. 05/16) (Page 2 of 9) a ® RiskMmuganadDMstm Rentwm&ArrRavm8,r Risk Management Spedalist 01 * S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (2) signed by all parties prior to the "accident." This person or organization is an Additional Insured only to the extent you are liable for an "accident" caused, in whole or in part, by the use of a covered "auto" being driven by you or any "insured." However; a. the insurance afforded to such Additional Insured only applies to the extent permitted by law; and b. if coverage provided to the Additional Insured is required by a written contract or written agreement, the insurance afforded to such Additional Insured will not be broader than that which you are required by the written contract or written agreement to provide for such Additional Insured. With respect to insurance provided to an Additional Insured the following provisions apply: a. This insurance is primary to and will not seek contribution from any other insurance available to an Additional Insured under your policy provided that: (1) The Additional Insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. b. When a written contract or written agreement 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. c. Regardless of the written contract or written agreement between you and an Additional Insured, this insurance is excess over any other insurance whether primary, excess, contingent or any other basis for which the Additional Insured has been added as an additional insured on other policies. d. If coverage provided to the additional insured is required by a written contract or written agreement, the most we will pay on behalf of the additional insured is the amount of insurance: (1) Required by the written contract or written agreement; or (2) Available under the applicable Limits of Insurance show in the Declarations; whichever is less. C. LEASED AUTO COVERAGE With respect to insurance provided to an Additional Insured who is a lessor of a "leased auto" the following provisions apply: SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. Coverage is amended by adding the following: Any "leased auto" designated or described in the Schedule will be considered a covered "auto" you own and not covered "auto" you hire or borrow. For a covered "auto" that is a "leased auto" Who Is An Insured is changed to include as an "Insured" the lessor. The coverages provided under this endorsement apply to any "leased �i RlakmmagemmtDhis[un << REvkvleD&APPROVmsr MM A Auvuf� Ruk Managewm specimst CA 86 20 (Ed. 05/16) (Page 3 of 9) or �fflm * S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 Schedule until the expiration date shown in the Schedule, or when the lessor or his or her agent takes possession of the "leased auto," whichever occurs first. SECTION IV - BUSINESS AUTO CONDITIONS, A.4. Loss Payment - Physical Damage Coverages is amended by adding the following: a. We will pay, as interest may appear, you and the lessor for "loss" to a "leased auto." b. The insurance covers the interest of the lessor unless the "loss" results from fraudulent acts or omissions on your part. c. If we make any payment to the lessor, we will obtain his or her rights against any other party. SECTION V - DEFINITIONS is amended by adding the following definition: "Leased auto" means any "auto" leased or rented to you including any substitute, replacement or extra "auto" needed to meet seasonal or other needs, under a leasing or rental agreement that requires you to provide direct primary insurance for the lessor. D. OWNED SUBSIDIARIES AND NEWLY ACQUIRED OR FORMED ORGANIZATIONS SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. 1. Who is An Insured is amended by adding the following: The following are "insureds": a. Any subsidiary which is a legally incorporated entity of which you maintain ownership or majority interest on the effective date of this Coverage Form except: (1) Any subsidiary that is an insured under any other automobile liability policy. (2) Any subsidiary which would be an insured under any other automobile liability policy but for the termination of such policy or exhaustion of such policy's Limits of Insurance. b. Any organization you newly acquire or form, and in which you maintain ownership or majority interest, but only for the period beginning when you first maintained majority interest until the end of the policy period of this Coverage Form, or the next anniversary of the inception date of this Coverage From, whichever is earlier. However, the newly acquired or formed organization is not an "Insured": (1) For "bodily injury" or "property damage" resulting from an "accident" that occurred before you acquired or formed the organization. (2) If it is an insured under any other automobile liability policy or would be an insured under any other automobile liability policy but for the termination of such policy or exhaustion of such policy's Limits of Insurance. E. SUPPLEMENTARY PAYMENTS SECTION II - COVERED AUTOS LIABILITY COVERAGE, A.2.a.(2) is deleted and replaced with the following: (2) Up to $5,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. SECTION II - COVERED AUTOS LIABILITY COVERAGE, A.2.a.(4) is deleted and replaced with the following: Eugaad h: RVwED6APPRQJaBY: �, A, ju AaW44 —99�mm—' RA Management Sped AM CA 86 20 (Ed. 05/16) (Page 4 of 9) S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (4) All reasonable expenses incurred by the "Insured" at our request, including actual loss of earnings up to $1,000 a day because of time off from work. F. FELLOW EMPLOYEE SECTION II - LIABILITY COVERAGE is amended to add the following after Paragraph 13.5.1b: This exclusion does not apply to "bodily injury" resulting from the use of a covered "auto" you own or hire. Coverage afforded by this section is excess over any other collectible insurance. G. PHYSICAL DAMAGE COVERAGE EXTENSIONS - TOWING SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 2. Towing is deleted in its entirety and replaced with the following: 2. Towing We will pay up to $200 for towing and labor costs incurred each time a covered "auto" is disabled. However, the labor must be performed at the place of disablement. No deductible applies to this enhancement. H. PHYSICAL DAMAGE COVERAGE EXTENSIONS - GLASS BREAKAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 3. Glass Breakage - Hitting a Bird or Animal - Falling Objects or Missiles is amended by adding the following: No deductible for covered "autos" applies to "loss" resulting from glass breakage. I. PHYSICAL DAMAGE COVERAGE EXTENSIONS - TRANSPORTATION EXPENSES SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, a. is deleted in its entirety and replaced with the following: a. Transportation Expenses We will pay up to $100 per day to a maximum of $3,000 for temporary transportation expense incurred by you because of "loss" to a covered "auto". We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred until the covered "auto" is returned to use or we pay for its "loss," regardless of the policy's expiration. We will pay under this coverage extension only that amount of Transportation Expenses which is not already provided under O. Rental Reimbursement Coverage of this endorsement. J. HIRED AUTO PHYSICAL DAMAGE COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following: HIRED AUTO PHYSICAL DAMAGE COVERAGE If Comprehensive Coverage, Specified Causes of Loss or Collision Coverage is shown in the Declarations for any covered "auto", then the same type of Physical Damage Coverage is provided for any Hired Auto, subject to the following: a. The most we will pay for any one "accident" or "loss" the lesser of (1) the actual cash value of the covered "auto" at the time of the "loss". x.kMauganmtowean Kk RtviE &APPROV®av: Risk Management SperiXist CA 86 20 (Ed. 05/16) (Page 5 of 9) * S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (2) the actual cost to repair or replace such covered "auto" at the time of the 'loss." b. The Limit of Insurance as determined under Paragraph J.a., above, will be reduced by any applicable Comprehensive or Collision deductible for each covered "auto." This deductible will be equal to the largest deductible applicable under any coverage for such covered "auto." No deductible applies to 'loss" caused by fire or lightning. c. The coverage provided by this coverage extension will be excess over any other collectible insurance. d. Subject to Paragraphs J.a, J.b and J.c, above, we will provide the broadest coverage applicable to any covered "auto" shown in the Declarations. e. For coverage provided under this coverage extension, the last sentence of Paragraph A.4.b under SECTION III - PHYSICAL DAMAGE COVERAGE, is deleted and replaced with the following: However, the most we will pay for any expenses for loss of use is $100 per day, to a maximum of $3,000 per "accident' if loss of use results from an "accident" for which you are legally liable and the lessor incurs a financial loss. K. TOTAL THEFT OF A COVERED AUTO SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following: Total Theft of a Covered Auto In the event of the total theft of a covered "auto": a. Coverage includes personal items in the covered "auto" at the time of loss up to a maximum of $500. No deductible applies to this coverage. b. We will pay reasonable expenses for returning the stolen covered "auto' to you once it is recovered, up to a maximum of $1,000. No deductible applies to this coverage. L. AUTO LOAN / LEASE GAP PROTECTION SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following: In the event of a total "loss" of a covered "auto' shown in the Declarations for which Physical Damage Coverage is provided, we will provide coverage for any unpaid amount due on the lease or loan for such covered "auto," less the following: a. The amount paid under the Physical Damage Coverage Section of the Policy for that covered "auto", and b. Any: (1) overdue lease or loan payments at the time of the 'loss"; (2) financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; (3) security deposits not returned by the lessor, Risk MusganedWstan ® Risk Management Sped Mist CA 86 20 (Ed. 05/16) (Page 6 of 9) * S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (4) costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (5) carry-over balances from previous loans or leases. M. CUSTOMIZATION COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following: a. We will pay with respect to a covered "auto" for "loss" to automobile customization which includes special carpeting and insulation, height - extended roofs and custom murals, paintings, vinyl wraps or other details or graphics. b. our limit of liability for "loss" to automobile customizations in any one "loss" shall be the least of: (1) the actual cash value of the stolen or damaged property; (2) the amount necessary to repair or replace the property; or (3) $2,000. This coverage does not apply to electronic equipment. N. NEWLY ACQUIRED OWNED AUTOS AND DONATED AUTOS PHYSICAL DAMAGE COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following: If Comprehensive, Specified Causes of Loss, or Collision Coverage is provided by this Policy, the coverage is extended to apply to Physical Damage "loss" to your newly acquired owned "autos" and donated autos. We will provide the broadest coverage available to any covered "auto" shown in the Declarations. The most we will pay for "loss" to a newly acquired "auto' or donated auto is the least of: a. the actual cash value of the damaged or stolen property as of the time the 'loss," or your actual cost of purchase of the newly acquired "auto', whichever is more; b. the actual cost of: (1) replacing the damaged or stolen property with other property of like kind and quality; or (2) repairing the damaged property. without deductii n for depreciation; or c. $100,000. However, the most we will pay for all covered physical damage "loss" for newly acquired autos and donated autos occurring during the policy period shown on the Declarations is $100,000. For each newly acquired "auto' our obligation to pay 'loss" will be reduced by a deductible equal to the highest deductible applicable to any "auto' for that coverage. No deductible will be applied to "loss" caused by fire or lightning. WMmVmadDMsivn A+.y:. Auv4(a ® Risk Management Specialist CA 86 20 (Ed. 05/16) (Page 7 of 9) S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 Coverage under this Extension, for newly acquired owned "autos" is afforded until you notify us to add the newly acquired owned vehicle to your auto schedule or until the end of the policy period, whichever is earlier. O. RENTAL REIMBURSEMENT COVERAGE EXTENSION SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following: For those covered "autos" for which you carry Comprehensive or Specified Cause of Loss Coverage: We will pay up to $100 per day, for up to 30 days, for Rental Reimbursement Expenses incurred by you for the rental of an "auto" because of a "loss" to a covered "auto". We will also pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your materials and equipment from the covered "auto". We will pay under this coverage extension only that amount of your Rental Reimbursement Expenses which is not already provided under I. Transportation Expenses of this endorsement. P. ACCIDENTAL DISCHARGE - AIRBAG COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, B.3.a is deleted and replaced with the following: a. Wear and tear, freezing, mechanical or electrical breakdown, but this exclusion does not apply to "loss" due and confined to the accidental discharge of an airbag. No deductible applies to this coverage. Q. ORIGINAL EQUIPMENT MANUFACTURER (OEM) PART REPLACEMENT SECTION III - PHYSICAL DAMAGE, C. Limit of Insurance, Paragraph 1. is amended to include: We will pay the cost to replace the damaged parts (excluding glass and mechanical parts) with new Original Equipment Manufacturer (OEM) replacement parts if the damage parts cannot be repaired. R. MULTIPLE DEDUCTIBLES SECTION III - PHYSICAL DAMAGE, D. Deductible, is amended to add the following: When two or more covered "autos" sustain "loss" in a single incident, a single Physical Damage deductible will apply to the total "loss" for all covered "autos." That deductible will be the largest of all deductibles applying to any of the covered "autos" involved in the single incident. S. NOTICE AND KNOWLEDGE OF OCCURRENCE - DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.2.a. is deleted and replaced with the following: a. In the event of "accident," claim, "suit' or "loss," you must give us or our authorized representative notice as soon as practicable of the "accident' or "loss" after the "accident' or "loss" is known to you (if you are an individual), one of your partners (if you are a partnership), or one of your officers or any personnel responsible for insurance, risk management, or loss prevention (if you are a corporation). Notice shall include: (1) How, when and where the "accident' or "loss" occurred; .v. "`e�i Riek Managm RenEwmwR0VED8r6NRov®Br. a A+gu Aetv44 Risk Management Spewdut CA 86 20 (Ed. O5/16) (Page 8 of 9) * S1 * 0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.2.b(2) is deleted and replaced with the following: (2) As soon as practicable send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or "suit" after the claim or "suit" is known to you (if you are an individual), one of your partners (if you are a partnership), or one of your officers or any personnel responsible for insurance, risk management, or loss prevention (if you are a corporation). T. BLANKET WAIVER OF SUBROGATION BY WRITTEN CONTRACT SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.5 is amended to add the following: However, we waive any right of recovery we may have against any person or organization to the extent required of you by a written contract or written agreement signed by all parties prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such written contract or written agreement. The waiver applies only to the person or organization designated in such written contract or written agreement. U. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV - BUSINESS AUTO CONDITIONS, B.2. is amended to add the following: Failure of the "Insured" to disclose all exposures or hazards existing as of the effective date of this Coverage Form will not invalidate or adversely affect coverage for such exposure or hazard, provided such failure is not intentional on the part of the "Insured". However, you must report the undisclosed exposure or hazard to us as soon as practicable after you discover the exposure or hazard. V. MENTAL ANGUISH The definition of "Bodily Injury" in SECTION V - DEFINITIONS is replaced by the following: "Bodily Injury" means physical injury, sickness or disease sustained by a person including death resulting from any of these. "Bodily Injury" also means mental injury, mental anguish, humiliation or shock if directly resulting from physical injury, sickness or disease to that person. CA 86 20 (Ed. 05/16) (Page 9 of 9) TtlnleM�ugnnmtDhdeinn w5 REv e&m 6 APPROAD BY ' A� A�walo v—ftkk Management Specialist Client#: 424553 THINKTOGET ACORD, CERTIFICATE OF LIABILITY INSURANCE DATE A) 5/13/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endomement(s). PRODUCER Darlene Corder Marsh & McLennan Agency LLC PHONE ac No Est: 949544-8463 Arc No): Marsh &McLennan Ins. Agency LLC ss: darlene.corder@marshmma.com ADDRESS, 1 Polaris Way #300 Aliso Viejo, CA 92656 INSURERIS)AFFOROING COVERAGE NAICN INSURER A: Republic Indemnity Company of Californi 43753 INSURED THINK Together, Inc. INSURER a INSURER C: 2101 East Fourth Street, 200B INSURER D: Santa Ana, CA 92705 INSURER E : NSURERF: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTRR TYPE OF INSURANCE ADOL IN R SUB VOID POLICY NUMBER POLICY EFF k1MR)D POLLICY EXP MMIOD UNITS COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR $ ppEpAACMI,1HppGGOEECC'TURRENCE PREMISES Ea��Irrence $ MED EXP (Any one person) $ PERSONAL B ADV INJURY $ GEN'L AGGREGATE LIMITAPPLIES PER PRO - GENERAL AGGREGATE $ PRODUCTS-COMP/OP AGO $ POLICY JECT LOC OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMB Ea accident BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS AUTOS ONLY AUTOS ONLY BODILY INJURY(Peracddmt) $ PROPERTY DAMAGE Per accident) $ UMBRELLA LIM OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIM CLAIMS -MADE DED RETENWT ION$ $ A AND WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANYPROPRIETOR/ CLIJERIEXECUTIVE OFFICERMEn EXCLUDE07 � 'MIA X 18151112 3/01/2022 03/01/ 00 _.. E.L. EACH ACCIDENT $1 OOO,OQQ NHJ (Mandatory ys,describe H yes, tlescribe under and E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L DISEASE -POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS below DESCRIPTfON OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) Waiver of Subrogation applies with respects to Workers Compensation per the endorsement to follow form from carrier. City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701.4058 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 ACORC ACORD 25 (2016103) 1 of 1 The ACORD name and logo are registered marks of ACORD #S10827087/M10470029 ..�� ItWIMMMgaItmLDMeI°n REVIEWED 6 APPROVED BY: Alf-4 Aa#44 �'. - Risk Management Specialist WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT WC 00 03 13 (Ed. 04-84) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule State Person or Organization Job Description California City of Santa Ana Work performed by the insured 20 Civic Center Plaza Santa Ana, CA 92701-4058 The premium charge for this endorsement shall be $250. This charge will be billed at the final audit. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise ctatari Republic Indemnity Company of America Company Number 19739 Insured Think Together, Inc. Policy Number 181511-12 Endorsement Number 30 Endorsement Effective May 13, 2022 Printed On May 13, 2022 WC 00 03 13 (Ed. 04-84) Countersigned by : >v.kiwwzan cl, ^' �•�e; RsviEwm 6 NroRav®Bv: ®. A A�w - Risk Management Specialist ® 1983 National Council on Compensation Insurance. Digital) signed .--., Angie I_T�TOG-DL14 APOHLMEYER ACC�RO"' CERTIFICATE OF L ec-AINGE.07.29 `..•--'6/30/2022 DATE (MM/DD/YYYY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO r U E CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Bethany Gilmore PHONE FAX (A/C, No, Ext): (480) 385-7336 , No):(480) 946-3512 HUB International Insurance Services (SOW) 4835 E Cactus Road Suite 246 Scottsdale, AZ 85254 E-MAIL bethany.gilmore@hubinternational.com INSURERS AFFORDING COVERAGE NAIC # INSURERA: Great American Alliance Insurance Company 26832 INSURED INSURERB: Philadelphia Indemnity Insurance Company 18058 THINK Together (a CA Non -Profit Corporation) INSURERC: 2101 E 4th St, Bldg A INSURER D : INSURER E : Santa Ana, CA 92705 INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MMIDD/YYYY POLICY EXP MMIDD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE j OCCUR PAC5603740 7/1/2022 7/1/2023 DAMAGE TO RENTED PREMISES Ea occurrence 1,000,000 $ X MED EXP (Any oneperson) $ 10,000 Abuse X Molestation PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 3,000,000 POLICY JECT PRO- ElElLOC PRODUCTS - COMP/OPAGG $ 2,000,000 $ OTHER: A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident 1,000,000 $ X BODILY INJURY Perperson) $ ANY AUTO CAP0521523 7/1/2022 7/1/2023 OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ PROPERTY DAMAGE Per accident $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY A X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS -MADE UMB5603741 7/1/2022 7/1/2023 AGGREGATE $ 10,000,000 DED X RETENTION $ 0 Pr/Co Ops Aggr $ 10,000,000 WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N PER OTH- STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N/A E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ B Blkt Accident Policy PHPA110843 7/1/2022 7/1/2023 $50,000 Med w/AD&D @ 50,000 A Professional Liab PAC5603740 7/1/2022 7/1/2023 $1m ea claim w/Aggr 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: American Rescue Plan Act (ARPA) Funds. Certificate Holder, Owner and all others as required by written contract are Additional Insured(s) on a Primary Non -Contributory basis including Waiver of Subrogation with respects to General Liability per attached endorsements. Commercial Auto Liability Additional Insured including Waiver of Subrogation applies per attached endorsements. Umbrella Liability is Excess over General Liability, Abuse/Molestation, Professional Liability, Auto Liability, and Workers Compensation. APPLICABLE FORMS ATTACHED: CG8970 11/14 & CA8620 05/16. SEE ATTACHED ACORD 101 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ty ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza PO Box 1988 Santa Ana, CA 92702-1988 AUTHORIZED REPRESENTATIVE jp ,n cERisk kluagmentDD BY ° REVIEWED & APPROVED BY: ACORD 25 (2016/03) © 1988-2015 ACORD I �l f"° The ACORD name and logo are registered marks of ACORD '— ��— Risk Management specialist AGENCY CUSTOMER ID: THINTOG-01 APOHLMEYER LOC #: 0 A�©� ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED HUB International Insurance Services SOW THINK Together � ) a CA Non -Profit Corporation) POLICY NUMBER 2101 E 4th St, Bldg A EE PAGE 1 Santa Ana, CA 92705 CARRIER NAIC CODE EE PAGE 1 SEE P 1 EFFECTIVE DATE: GFF PAC.F 1 ADDITIONAL REMARKS S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 CG 89 70 (Ed. 11/14) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SIGNATURE GENERAL LIABILITY BROADENING ENDORSEMENT This Endorsement modifies and is subject to the insurance provided under the following form'. COMMERCIAL GENERAL LIABILITY COVERAGE PART The following extension only applies in the event that no other specific coverage for the indicated loss exposure is provided under this Policy. If other specific coverage applies, the terms, conditions and limits of that Coverage are the exclusive coverage applicable under this Policy, unless otherwise noted in this Endorsement. This is summary of the v o additional coverages and coverage modifications provided by this Endorsement For complete details on specific coverages, consult the actual policy wording. Coverage Description Limit of Insurance Page Non -Owned Aircraft Included 2 Non -Owned Watercraft Included 2 Bodily Injury - Mental Injury, Mental Anguish, Humiliation or Shock Included 3 Medical Payments $ 20,000 3 Damage to Premises Rented to You $ 1,000,000 3 Supplementary Payments - Bail Bonds $ 3,000 4 Supplementary Payments - Loss of Earnings $ 1,000 per day 4 Newly Formed or Acquired Organizations Included 4 Unintentional Failure to Disclose Hazards Included 5 Knowledge of Occurrence, Claim or Suit Included 5 Property Damage Liability - Elevators Included 5 Property Damage Liability - Borrowed Equipment Included 5 Liberalization Clause Included 6 Amendment of Pollution Exclusion (Premises) Included 6 Limited Property Damage to Property of Others $ 5,000 6 Additional Insured - Manager or Lessor of Premises Included 7 CG 89 70 (Ed. 11/14) (Page 1 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 (b) not being used to carry persons or property for a charge. C. Bodily Injury - Mental Injury, Mental Anguish, Humiliation or Shock Under SECTION V - DEFINITIONS, Definition 3. is replaced by the following'. 3. ;'Bodily Injury" means physical injury, sickness, or disease, including death of a person. "Bodily njury" also means mental injury, mental anguish, humiliation, or shock if directly resulting from physical injury, sickness, or disease to that person. D. Medical Payments If Coverage C Metlical Payments is not otherwise excluded, the Medical Payments provided by this Policy are amended as follows'. The Medical Expense Limit in paragraph 7. of SECTION III - LIMITS OF INSURANCE is replaced by the following Medical expense Limit'. The Medical Expense Limit provided by this Policy shall be the greater of'. a. $20,000, or It. the amount shown in the Declarations for Medical Expense Limit This provision 7. is subject to all the terms of SECTION III - LIMITS OF INSURANCE. E. Damage to Premises Rented to You If Damage to Premises Rented to You is not otherwise excluded from this Coverage Part'. 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability'. 3. The last paragraph of paragraph 2. Exclusions is deleted in its entirety and replaced by the following'. Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, leakage from an automatic fire protection system or water to premises while rented to you r temporarily occupied by you with permission of the owner A separate Limit of Insurance applies to this coverage as described in SECTION III W LIMITS OF INSURANCE. However, this insurance does not apply to damage to premises while rented to you, or temporarily occupied by you with the permission of the owner, caused by'. I. rupture, bursting, or operation of pressure relief devices', it. rupture or bursting due to expansion o welling of the contents of any building or structure, caused by or ressulting from water', III. explosion of steam boilers, steam pipes, steam engines, or steam turbines', or iv. flood 2. Paragraph 6. Under SECTION III - LIMITS OF INSURANCE is deleted in its entirety and replaced with the following'. CG 89 70 (Ed. 11/14) (Page 3 of 12) Coverage Description Limit of Insurance Page Additional Insured - Funding Sources Included 7 Additional Insured - By Contract Included 8 Primary and Non -Contributory Additional Insured Extension Included 10 Additional Insureds - Protection of Your Limits Included 10 Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Included 11 Property Damage Extension With Voluntary Payments $ 1,000/$ 5,000 11 Who Is An Insured - Fellow Employee Extension - Management Employees Included 12 Broadened Personal and Advertising Injury Included 12 A. Non -Owned Aircraft Under paragraph 2. Exclusions of SECTION I - 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 him or her 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, ex ss (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 CG 89 70 (Ed. 11/14) (Page 2 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 6. Subject to paragraph 5. above, the most we will pay under Coverage A for damages because of "property damage' to any one premises, while rented to you, o in the case of damage caused s by fire, lightning, explosion, smoke, leakage from automaticfire protection system o water while rented to you or temporarily occupied by you with the permission of the owsner, for all such damage caused by fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water proximately caused by the same event, whether uch damage results from fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water or any combination of the six, is the higher of $ 1,000,000 or the amount shown in the Declarations for the Damage to Premises Rented to You Limit. 3. Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, subsection 4. Other Insurance, paragraph It. Excess Insurance where the words "Fire in appear they are n changed to "insurance for fire, lightning, explosion, smoke, leakage insurance" an automatic fire protection system orcwater ." 4. As regards coverage provided by this provision I. Damage to Premises Rented to You - 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, leakage from automatic fire protection systems or water to premises while rented to you or temporarily occupied by you with the permission of the owner is not an "insured contract F. Supplementary Payments 1. In the Supplementary Payments - Coverages A and B provision, paragraph 1.b. is replaced with'. It. Up to $ 3,000 for the 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 s request to assist u n the estigation or defense of the claim or suit," including actual loss of earnings up to $ 1,000 a day because of time off work. G. Newly Formed or Acquired Organizations 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, It, coverage A does not apply to "bodily injury' or property damage that occurred before you accqu ired or formed the organization', and C. covers B does not apply to "per committed before you acquired or f A._'_ D�� IUSR oy I' REVIEWED & APPROVED BY: e a CG 89 70 (Ed. 11/14) (Page I���i HiskManagement Specialist * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 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. H. Unintentional Failure to Disclose Hazards Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 6. Representations'. Failure of the Insured to disclose all hazards existing as of the inception date of this Policy shall not prejudice the insurance with respect to the coverage afforded by this Policy, provided such failure or omission is not intentional on the part of the Insured. I. Knowledge of Occurrence, 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 any occurrence, claim, o suit by any agent, servant o employee of the Named Insured does not in itselfconstitute knowledge by the Insured unless notice of such injury, claim or suit shall have been received by'. a. you, if you are an individual; b. a partner, if you are a partnership c. an executive officer or insurance manager, if you are a corporation. J. Property Damage Liability - Elevators 1. 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. 2. The following is added to SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, Condition 4. Other Insurance, paragraph b. Excess Insurance'. The in afforded by this provision of this Endorsement is excess over any property insurance,insurance primary, excess, contingent or on any other basis, K. Property Damage Liability - Borrowed Equipment 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, subparagraph (4) of exclusion j. Damage to Property does not apply to "property damage" to borrowed equipment while not being used to perform operations at a job site. 2. The following is added to SECTION IV - COMMERCIAL GENERAL LIABILITY Conditions, Condition 4. Other Insurance, paragraph b. Excess Insurance'. The in afforded by this provision of this Endorsement is excess over any property insurance,insurance primary, excess, contingent or on any other basis CG 89 70 (Ed. 11/14) (Page 5 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 b. the loss is covered by any other insurance you have or by any insurance of such person who causes such loss. These payments will not reduce the Limits of Insurance. O. Additional Insured - Manager or Lessor of Premises 1. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any person or organization from whom you lease or rent property and which requires you to add such person or organization as an additional insured on this Policy under'. (a) a written contract; or (b) an oral agreement or contract where a Certificate of Insurance showing that person or organization as an additional insured has been issued; but the written or oral contract or agreement must be an "insured contract," and, (i) currently in effect or become effective during the term of this Policy; and 2. With respect to the insurance afforded to the Additional Insured identified in paragraph 1. above, the following additional provisions apply'. (a) This in applies only with respect to the liability arising out of the ownership, maintenance or use of that part of the premises leased to you (b) The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract oragreement o in the Declarations for this Policy and subject to all the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. (c) In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. (d) Coverage provided herein is excess over any other valid and collectible insurance available to the Additional Insured whether the other insurance is primary, a contingent or o any other basis unless a written contractual arrangement specifically requires this insurance to be primary. (e) This insurance applies only to the extent permitted by law. 3. This insurance does not apply to'. (a) Any "occurrence" or offense which takes place after you cease to be a tenant in that premises. (b) Structural alterations, new construction or demolition operations performed by or on behalf of the Additional Insured. P. Additional Insured - Funding Sources 1. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any Funding Source which requires you in oa written contract ton me the Funding Source as an additional insured but only with respect tol liability arising ng out of'. CG 89 70 (Ed. 11/14) (Page 7 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 L. Liberalization Clause If w e this Signature General Liability Broadening Endorsement to provide m coverage without additional premium charge, your policy will automatically provide the coverage as of the date the revision is effective in your state. M. Amendment of Pollution Exclusion (Premises) 1. The following is added to paragraph (1)(a) of Exclusion f. of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability'. (iv) "Bodily injury' or "property damage' arising out of the actual discharge, dispersal, seepage, migration, release or escape of "pollutants." As used in this Endorsement, the actual discharge, dispersal, seepage, migration, release or escape of pollutants must'. (aa) commence on a clearly identifiable day during the policy period; and (bb) end, in its entirety, within seventy-two (72) hours of the commencement of the discharge, dispersal, seepage, migration, release or escape of "pollutants;e and (cc) be discovered and reported to us within fifteen (15) days of the clearly identifiable day that the discharge, dispersal, seepage, migration, release or escape of "pollutants' comment and (dd) be neither expected nor intended from the standpoint of any insured; and (ee) be unrelated to any previous discharge, dispersal, seepage, migration, release or escape; and (ff) not originate at or from a storage tank or other container, duct or piping which'. a. is below the surface of the ground or water; or b. at any time has been buried under the surface of the ground or water and then is subsequently exposed. 2. For the purposes of this coverage, the following is added to the definition of "property damage' of SECTION V - DEFINITIONS and applies only as respects this coverage'. Land or water, whether below ground level or not, is not tangible property. 3. Coverage provided hereunder does not apply to any discharge, dispersal, seepage, migration, release or escape that is merely threatened or alleged rather than shown to have actually occurred. N. Limited Property Damage to Property of Others The following is added under SECTION I - SUPPLEMENTARY PAYMENTS - COVERAGES A and B 3. We will pay up to $ 5,000 for loss to personal property of others while in the temporary care, custody or control of an insured caused by any person participating in your organized activities. For the purpose of this supplementary payment, loss shall mean damage or destruction but does not include mysterious disappearance or loss of use In the event of a theft, a police report must be filed. This supplementary payment does not apply if'. a. coverage is otherwise provided by the Property Coverage part (if any) of this Policy; CG 89 70 (Ed. 11/14) (Page 6 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 a. your premises, r b. "your work" for such additional insured; or C. acts o iss ions of such additional insured in connection with the general supervision of "your work and only to the extent set forth as follows'. a. The Limits of Insurance applicable to the Additional Insured are the lesser of those specified it the written contract o agreement o in the Declarations for this Policy and subject to all r the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. b. The insurance afforded to the Additional Insured only applies to the extent permitted by law c. 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 requiredbythe contract or agreement to provide for such additional insured. d. In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. Q. Additional Insureds - By Contract 1. SECTION II - WHO IS AN INSURED is amended to include asinsured any person o organization whom you have agreed to add as an additional insured inan 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' arising out of'. a. your acts or omissions, or the acts o of those acting on your behalf, in the performance of your ongoing operations for the Additional Insured that are 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 su ch written contract or written agreement; or b. the maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or c. the Additional Insureds financial control of you; or d. operations performed by you or on your behalf for which the state or political subdivision has issued a permit However. 1. the insurance afforded to such additional insured only applies to the extent permitted by aw. s and 2. if coverage provided to the Additional Insured is required by contract or agreement, the insurance afforded to such addition requiredbythe contract or agreeme A��1� With respect to paragraph 1.a. above, a �+n.°^"McE RA Dmslan under this Endorsement ends when'. s/ o REVIEWED & APPROVED BY: CG 89 70 (Ed. 11/14) (Page I �-"� Risk Management Specialist * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 (1) all work, including materials, parts or equipment furnished in connection with such work, o the project (other than se r maintenance or repairs) to be performed for o 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, 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 theAdditional 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 CONDITION. 2. With respect to the insurance provided by this Endorsement, the following a 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' that occurs prior to your commencing operations at the location where such "bodily injury' or "property damage' occurs b. "Bodily injury," "property damage' or "personal and advertising injury" arising out of the rendering of, or 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 a if the claims against any insured allege negligence o other on gdoi ng in the supervision, hiring, employment, training o monitoring of others or that wr r Insured, if the "occurrence' which caused the "bodily injury" or "property damage," or the offense which ca sed the "personal and advertising injury," involved the rendering of, or failure to render, any professional architectural, engineering or surveying services. C. "Bodily injury' or "property damage' occurring after'. (1) all work, including materials, parts o equipment furnished in connection with such ork, on the project (other than service, maintenance or repairs)to be performed for or n 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 r intended u e by any person o organization other than another contractor o subcontractor engaged in performing operations for a principal as a part of the same project. CG 89 70 (Ed. 11/14) (Page 9 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 a. give written notice of a 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 written contract or written agreement or the Limits of Insurance 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. T. Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 8. Transfer of Rights of Recovery Against Others to Us'. If required by a written contract o written agreement, w any right of recovery w may have against a person or organization because of payment we make for injury or damage arising out of your ongoing operations or "your work" done under a contract for that person or organization and included in the "products -completed operations hazard" provided that the injury or damage occurs subsequent to the execution of the written contract or written agreement. U. Property Damage Extension with Voluntary Payments 1. The following is added to paragraph 1. Insuring Agreement of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability'. At your request w will pay for "loss" to property of others c sed by your business operations for which this Policy provides liability, insurance. Such payment will be made without regard to your legal obligation to do so. The "loss' must occur during the policy period and must take place in the "coverage territory." 2. With respect to the coverage afforded under paragraph 1. above, paragraph 2. Exclusions of SECTION I - COVERAGES A - Botlily Injury and Property Damage Liability is amended as follows'. Exclusions j.(3), j.(4), j.(5) and j.(6) are deleted. 3. As respects coverage afforded by this coverage, SECTION III - LIMITS OF INSURANCE is replaced by the following'. Regardless of the number of insureds, ureds, claims made or suits' brought or persons or organizations making claims or bring "suits 1. Subject to 2. Below, the most we will pay for one or more "loss' arising out of any one occurrence is $ 1,000. 2. The aggregate amount we will pay for the su of all "loss" in an annual period is $ 5,000. This aggregate amount is part of and not in addition to the General Aggregate Limit described in paragraph 2. of SECTION III - LIMITS OF INSURANCE. CG 89 70 (Ed. 11/14) (Page 11 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 d. Any person or organization specifically designated as an additional insured for ongoing operations by a separate additional insured endorsement issued by us and made part of this Policy. 3. With respect to the in afforded to these Additional Insureds, the following is added to SECTION III - LIMITS OP 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. R. Primary and Non -Contributory Additional Insured Extension This provision applies to any person o organization who qualifies as an additional insured under any form or endorsement under this Policy r 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'. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that. (1) the Additional Insured is a named insured under such other insurance', and (2) you have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. 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 in ured does not require this otherace to be primary or primary and non-contributory, this in excess over any assurance for which the Additional Insured is designated as a named insured Regardless of the written agreement between you and an additional insured, this in any other insurance whether primary, ex ontin gent or on any other basis for which the Additional Insured has been added as an additionalinsuredon other policies. S. Additional Insureds - Protection of Your Limits This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. 1. 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'. CG 89 70 (Ed. 11/14) (Page 10 of 12) * S1 * 5603740 GREAT AMERICAN INS CO OF NY *D/B* 058909113 253316 V. Who Is an Insured - Fellow Employee Extension - Management Employees 1. The following is added to paragraph 2.a.(1) of SECTION II - WHO IS AN INSURED Paragraph (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 sed herein means the "employee's" job responsibilities assigned by you, including the direct supervision of other "employee" of yours. However, n of these "employees" a 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," caused in whole or in part by their intoxication by liquor or controlled substances. This coverage is excess over any other valid and collectable insurance available to your "employee " W. Broadened Personal and Advertising Injury 1. Unless "Personal and Advertising Injury' is excluded from this Policy, the following is added to SECTION V - DEFINITIONS Item 14.'. h. mental injury, mental anguish, humiliation, or shock, if directly resulting from Items 14.a. through 14.e. RA Diwalan o � N,`i REVIEWED & APPROVED BY: e Aavaa CG 89 70 (Ed. 11/14) (Page I �—"� Risk Management Specialist *S1*0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 * S1 * 0521523 GREATAMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 CA 86 20 (Ed. 05/16) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SIGNATURE BUSINESS AUTO BROADENING ENDORSEMENT This endorsement modifies insurance provided under the following form'. BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the policy, the provisions of this endorsement apply. This is s mary of the v additional coverages and coverage modifications provided by this endorsementmFor complete details on specific coverages, consult the actual policy wording. Coverage Limit of Insurance Page Who is an Insured - Employees, Partners, Members, Volunteers and Board Members Included 2 Automatic Additional Insureds - By Contract and Primary and Non -Contributory Provision Included 2 Leased Auto Coverage Included 3 Owned Subsidiaries and Newly Acquired or Formed Organizations Included 4 Supplementary Payments - Bail Bonds $5,000 4 Supplementary Payments - Loss of Earnings $1,000 per day 4 Fellow Employee Included 5 Physical Damage Coverage Extensions - Towing $200 - any auto 5 Physical Damage Coverage Extensions - Glass Breakage No Deductible 5 Physical Damage Coverage Extensions - Transportation Expenses $100 per day, $3,000 max 5 Hired Auto Physical Damage Coverage $100 per day, $3,000 max 5 Total Theft of a Covered Auto $500 - personal items, $1,000 - nable expenses reasonable toreturn stolen auto 6 Auto Loan / Lease Gap Protection Included 6 Customization Coverage $2,000 7 CA 86 20 (Ed. 05/16) (Page 1 of 9) *S1*0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (2) signed by all parties prior to the "accident." This person or organization is an Additional Insured only to the extent you are liable for a "accident" caused, in whole or in part, by the use of a covered "auto' being driven by you or any "insured " However, a. the insurance afforded to such Additional Insured only applies to the extent permitted by law', and It. if coverage provided to the Additional Insured is required by a written contract or written agreement, the insurance afforded to such Additional Insured will not be broader than that which you a required by the written contract or written agreement to provide for such Additional Insured. With respect to insurance provided to an Additional Insured the following provisions apply'. a. This insurance is primary to and will not seek contribution from any other insurance available to an Additional Insured under your policy provided that. (1) The Additional Insured is a Named Insured under such other insurance', and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. It. When a written contract or written agreement 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. c. Regardless of the written contract or written agreement between you and an Additional Insured, this insurance is excess e any other in whether primary, a contingent o any other basis for whichthe Additional Insured insurance sbeen added as an additional insured on other policies. d. If coverage provided to the additional insured is required by a written contract or written agreement, the most we will pay on behalf of the additional insured is the amount of insurance'. (1) Required by the written contract or written agreement, or (2) Available under the applicable Limits of Insurance show in the Declarations', whichever is less. C. LEASED AUTO COVERAGE With respect to insurance provided to an Additional Insured who is a lessor of a "leased auto' the following provisionsapply'. SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. Coverage is amended by adding the following'. Any "leased auto' designated or described in the Schedule will be considered a covered "auto' you own and not covered "auto" you hire or borrow. For a covered "auto' that is a "leased auto' Who Is An Insured is changed to include as an "Insured" the lessor. The coverages provided under this endorsement apply to any "leased auto' described in the CA 86 20 (Ed. 05/16) (Page 3 of 9) Coverage Limit of Insurance Page Newly Acquired Owned Autos and Donated Autos Physical Damage Coverage $100,000 7 Rental Reimbursement Coverage $100 per day up to 30 days 8 $500 for re nable expenses to remove and replace your materials and equipment 8 Accidental Discharge - Airbag Coverage Included 8 Original Equipment Manufacturer OEM Part Replacement Included 8 Multiple Deductibles Included 8 Notice and Knowledge of Occurrence - Duties in the Event of Accident, Claim, Suit or Loss Included 8 Blanket Waiver of Subrogation By Written Contract Included 9 Unintentional Failure to Disclose Hazards Included 9 Mental Anguish Included 9 A. WHO IS AN INSURED - EMPLOYEES, PARTNERS, MEMBERS, VOLUNTEERS AND BOARD MEMBERS SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. 1. Who is An Insured is amended by adding the following'. d. Any "employee', partner or member of yours while using a covered "auto' you don't own, hire or borrow in your business or your personal affairs. e. Anyone volunteering services to you while using a covered "auto' you don't own, hire o borrow in activities necessary to your business. Anyone else who furnishes that "auto" is also an "insured". f. Board members (or their spouses) while renting a vehicle while on business for the named insured. B. AUTOMATIC ADDITIONAL INSUREDS - BY CONTRACT AND PRIMARY AND NON-CONTRIBUTORY PROVISION SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. 1. Who is An Insured is amended to include as an Insured any person or organization whom you are required to add as an Additional Insured on this policy under'. a. a written contract or written agreement'. (1) in effect on the date of the "accident and CA 86 20 (Ed. 05/16) (Page 2 of 9) *S1 *0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 Schedule until the expiration date shown in the Schedule, o when the lessor or his or her agent takes possession of the "leased auto," whichever occurs firsts SECTION IV - BUSINESS AUTO CONDITIONS, A.4. Loss Payment - Physical Damage Coverages is amended by adding the following'. a. We will pay, as interest may appear, you and the lessor for "loss" to a "leased auto." It. The insurance covers the interest of the lessor unless the "loss" results from fraudulent acts or omissions on your part. c. If we make any payment to the lessor, we will obtain his or her rights against any other party. SECTION V - DEFINITIONS is amended by adding the following definition'. "Leased auto" means any "auto" leased or rented to you including any substitute, replacement o extra "auto' neededto meet seasonal or other needs, under a leasing or rental agreement that requires you to provide direct primary insurance for the lessor. D. OWNED SUBSIDIARIES AND NEWLY ACQUIRED OR FORMED ORGANIZATIONS SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. 1. Who is An Insured is amended by adding the following'. The following are "insureds a. Any subsidiary which is a legally incorporated entity of which you maintain ownership or majority interest on the effective date of this Coverage Form except. (1) Any subsidiary that is an insured under any other automobile liability policy. (2) Any subsidiary which would be an insured under any other automobile liability policy but for the termination of such policy or exhaustion of such policy's Limits of Insurance. It. Any organization you newly acquire or form, and in which you maintain ownership or majority interest, but only for the period beginning when you first maintained majority interest until the end of the policy period of this Coverage Form, or the next anniversary of the inception date of this Coverage From, whichever is earlier. However, the newly acquired or formed organization is not an "Insured (1) For "bodily injury" or "property damage' resulting from an "accident" that occurred before you acquired or formed the organization. (2) If it is an insured under any other automobile liability policy or would be an insured under any other automobile liability policy but for the termination of such policy or exhaustion of such policy's Limits of Insurance. E. SUPPLEMENTARY PAYMENTS SECTION II - COVERED AUTOS LIABILITY COVERAGE, A.2.a.(2) is deleted and replaced with the following'. (2) Up to $5,000 for cost of bail bonds (in because of an "accident" we cover. We SECTION II - COVERED AUTOS LIABILITY .±o^" RISK Mamiganerd DhisioR following'. r� e o REVIEWED & APPROVED BY: e Aeevaa CA 86 20 (Ed. 05/16) (Pay I �—"� Risk Management Specialist *S1*0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (4) All reasonable expenses incurred by the "Insured" at o request, including actual loss of earnings up to $1,000 a day because of time off from works F. FELLOW EMPLOYEE SECTION II - LIABILITY COVERAGE is amended to add the following after Paragraph B.5.b: This exclusion does not apply to "bodily injury' resulting from the use of a covered "auto" you own or hire. Coverage afforded by this section is excess over any other collectible insurance. G. PHYSICAL DAMAGE COVERAGE EXTENSIONS - TOWING SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 2. Towing is deleted in its entirety and replaced with the following'. 2. Towing We will pay up to $200 for towing and labor costs incurred each time a covered "auto" is disabled. However, the labor must be performed at the place of disablement.No deductible applies to this enhancement. H. PHYSICAL DAMAGE COVERAGE EXTENSIONS - GLASS BREAKAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 3. Glass Breakage - Hitting a Bird or Animal - Falling Objects or Missiles is amended by adding the following. No deductible for covered "autos" applies to "loss" resulting from glass breakage. I. PHYSICAL DAMAGE COVERAGE EXTENSIONS - TRANSPORTATION EXPENSES SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, a. is deleted in its entirety and replaced with the following'. Transportation Expenses We will pay up to $100 per day to a maximum of $3,000 for temporary transportation expense incurred by you because of "loss" to a covered "auto'. We will pay only for those covered autos' for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred until the covered "auto' is returned to use or we pay for its "loss," regardless of the policy's expiration. We will pay under this coverage extension only that amount of Transportation Expenses which is not already provided under O. Rental Reimbursement Coverage of this endorsement. J. HIRED AUTO PHYSICAL DAMAGE COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following'. HIRED AUTO PHYSICAL DAMAGE COVERAGE If Comprehensive Coverage, Specified Causes of Loss or Collision Coverage is shown in the Declarations for any covered "auto', then the same type of Physical Damage Coverage is provided for any Hired Auto, subject to the following'. a. The most we will pay for any one "accident" or "loss' the lesser of. (1) the actual cash value of the covered "auto" at the time of the "loss or CA 86 20 (Ed. 05/16) (Page 5 of 9) *S1*0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (4) costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease', and (5) carry-over balances from previous loans or leases. M. CUSTOMIZATION COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following'. a. We will pay with respect to a covered "auto' for "loss" to automobile customization which includes special carpeting and insulation, height - extended roofs and custom murals, paintings, vinyl wraps or other details or graphics. It. our limit of liability for "loss' to automobile customizations in any one "loss" shall be the least of'. (1) the actual cash value of the stolen or damaged property', (2) the amount necessary to repair or replace the property', or (3) $2,000. This coverage does not apply to electronic equipment. N. NEWLY ACQUIRED OWNED AUTOS AND DONATED AUTOS PHYSICAL DAMAGE COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following'. If Comprehensive, Specified Causes of Loss, or Collision Coverage is provided by this Policy, the coverage is extended to apply to Physical Damage "loss" to your newly acquired owned "autos" and donated autos. We will provide the broadest coverage available to any covered "auto' shown in the Declarations. The most we will pay for "loss" to a newly acquired "auto" or donated auto is the least of'. a. the actual cash value of the damaged or stolen property as of the time the "loss," or your actual cost of purchase of the newly acquired "auto", whichever is more, It. the actual cost of'. (1) replacing the damaged or stolen property with other property of like kind and quality', or (2) repairing the damaged property. without deduction for depreciation', or However, the most we will pay for all covered physical damage "loss" for newly acquired autos and donated autos occurring during the policy period shown on the Declarations is $100,000. For each newly acquired "auto' our obligation to pay "loss' will be reduced by a deductible equal to the highest deductible applicable to any "auto' for that coverage. No deductible will be applied to "loss" caused by fire or lightning. CA 86 20 (Ed. 05/16) (Page 7 of 9) *S1 *0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (2) the actual cost to repair or replace such covered "auto" at the time of the "loss." It. The Limit of Insurance as determined under Paragraph J.a., above, will be reduced by any applicable Comprehensive or Collision deductible for each covered "auto." This deductible will be equal to the largest deductible applicable under any coverage for such covered "auto." No deductible applies to "loss' caused by fire or lightning. c. The coverage provided by this coverage extension will be excess over any other collectible insurance d. Subject to Paragraphs J.a, J.b and J.c, above, we will provide the broadest coverage applicable to any covered "auto' shown in the Declarations. e. For coverage provided under this coverage extension, the last sentence of Paragraph A.4.b under SECTION III - PHYSICAL DAMAGE COVERAGE, is deleted and replaced with the following'. However, the most we will pay for any expenses for loss of use is $100 per day, to a maximum of $3,000 per "accident" if loss of use results from an accident" for which you are legally liable and the lessor incurs a financial loss. K. TOTAL THEFT OF A COVERED AUTO SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following'. Total Theft of a Covered Auto In the event of the total theft of a covered "auto a. Coverage includes personal items in the covered "auto" at the time of loss up to a maximum of $500. No deductible applies to this coverage. It. We will pay reasonable expenses for returning the stolen covered "auto' to you once it is recovered, up to a v maximum of $1,000. No deductible applies to this coverage. L. AUTO LOAN / LEASE GAP PROTECTION SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following'. In the event of a total "loss" of a covered "auto' shown in the Declarations for which Physical Damage Coverage is provided, we will provide coverage for any unpaid amount due on the lease or loan for such covered "auto," less the following'. a. The amount paid under the Physical Damage Coverage Section of the Policy for that covered auto", and It. Any'. (1) overdue lease or loan payments at the time of the "loss (2) financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage', (3) security deposits not returned by the lessor', CA 86 20 (Ed. 05/16) (Page 6 of 9) *S1*0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 Coverage under this Extension, for newly acquired owned "autos" is afforded until you notify us to add the newly acquired owned vehicle to your auto schedule or until the end of the policy period, whichever is earlier. O. RENTAL REIMBURSEMENT COVERAGE EXTENSION SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, is amended to add the following'. For those covered "autos" for which you carry Comprehensive or Specified Cause of Loss Coverage We will pay up to $100 per day, for up to 30 days, for Rental Reimbursement Expenses incurred by you for the rental of an "auto" because of a "loss" to a covered "auto". We will also pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your materials and equipment from the covered "auto". We will pay under this coverage extension only that amount of your Rental Reimbursement Expenses which is not already provided under I. Transportation Expenses of this endorsement. P. ACCIDENTAL DISCHARGE - AIRBAG COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, B.3.a is deleted and replaced with the following. a. Wear and tear, freezing, mechanical or electrical breakdown, but this exclusion does not apply to "loss' due and confined to the accidental discharge of an airbag. No deductible applies to this coverage. Q. ORIGINAL EQUIPMENT MANUFACTURER (OEM) PART REPLACEMENT SECTION III - PHYSICAL DAMAGE, C. Limit of Insurance, Paragraph 1. is amended to include. We will pay the cost to replace the damaged parts (excluding glass and mechanical parts) with new Original Equipment Manufacturer (OEM) replacement parts if the damage parts cannot be repaired. R. MULTIPLE DEDUCTIBLES SECTION III - PHYSICAL DAMAGE, D. Deductible, is amended to add the following: When two ormore covered "autos' sustain "loss' in single incident, a single Physical Damage deductible will apply to the total "loss" for all covered 'autos." That deductible will be the largest of all deductibles applying to any of the covered "autos" involved in the single incident. S. NOTICE AND KNOWLEDGE OF OCCURRENCE - DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.2.a. is deleted and replaced with the following'. a. In the event of "accident," claim, "suit" or "loss," you must give us or our authorized representative notice as soon as practicable of the "accident" or "loss' after the "accident" or "loss" is known to you (if you are an inc- or one of your officers or any personr prevention (if you are a corporation). No! A�1� 1[ISR DRR81OR (1) How, when and where the "accident' r� n e p REVIEWED & APPROVED BY: p CA 86 20 (Ed. 05/16) (Pay I pam" Risk INanagement Specialist *S1*0521523 GREAT AMERICAN ALLIANCE INSURANCE COMPANY *D/B* 058909113 253316 (2) The "insured's" name and address', and (3) To the extent possible, the names and addresses of any injured persons and witnesses. SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.2.b(2) is deleted and replaced with the following'. (2) As soon as practicable send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim o suit" after the claim o suit" is known to you (if you a re an individual), one of your partners (if you are a partnership), or one of your officers or any personnel responsible for insurance, risk management, or loss prevention (if you are a corporation). T. BLANKET WAIVER OF SUBROGATION BY WRITTEN CONTRACT SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.5 is amended to add the following. However, we waive any right of recovery we may have against any person or organization to the extent required of you by a written contract or written agreement signed by all parties prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such written contract or written agreement. The waiver applies only to the person or organization designated in such written contract or written agreement. U. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV - BUSINESS AUTO CONDITIONS, B.2. is amended to add the following'. Failure of the "Insured" to disclose all exposures or hazards existing as of the effective date of this Coverage Form will not invalidate or adversely affect coverage for such exposure or hazard, provided such failure is not intentional on the part of the Insured". However, you must report the undisclosed exposure or hazard to us as soon as practicable after you discover the exposure or hazard. V. MENTAL ANGUISH The definition of "Bodily Injury" in SECTION V - DEFINITIONS is replaced by the following. "Bodily Injury" mes physical injury, sickness or disease sustained by a person including death resulting from any of these. "Bodily Injury' also means mental injury, mental anguish, humiliation or shock if directly resulting from physical injury, sickness or disease to that person. CA 86 20 (Ed. 05/16) (Page 9 of 9) RA Mualg ere DRRBUIR e o N,`i REVIEWED & APPROVED BY: p Management Specialist Client#: 424553 THINKTOGET ACORDT. CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 1 5/13/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER Marsh &McLennan Agency LLC Marsh &McLennan Ins. Agency LLC 1 Polaris Way #300 Aliso Viejo, CA 92656 CONTACT Darlene Corder NAME: a/CC,"N , Ext : 949 544-8463 FAX No): ADDRESS: dariene.corder@marshmma.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Republic Indemnity Company of Californi 43753 INSURED THINK Together, Inc. 2101 East Fourth Street, 200B Santa Ana, CA 92705 INSURER B : INSURER C INSURER D INSURER E INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS -MADE OCCUR PREMISESTOHR occurDrence $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- PRO-JECT POLICY LOC PRODUCTS - COMP/OP AGG $ $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/ N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N / A X 18151112 03/01/2022 03/01/2023 X STATUTE EERH E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Waiver of Subrogation applies with respects to Workers Compensation per the endorsement to follow form from carrier. CERTIFICATE HOLDER CANCELLATION City of Santa Ana 20 Civic Center Plaza SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Santa Ana, CA 92701-4058 AUTHORIZED REPRESENTATIVE © 1988-2015 ACO ACORD 25 (2016/03) 1 of 1 The ACORD name and logo are registered marks of ACORD #S10827087/M10470029 Risk MuagmadDlMsian E o N Q` REVIEWED & APPROVED BY: p Management Specialist WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule State Person or Organization Job Description California City of Santa Ana Work performed by the insured 20 Civic Center Plaza Santa Ana, CA 92701-4058 The premium charge for this endorsement shall be $250. This charge will be billed at the final audit. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. Republic Indemnity Company of America Company Number 19739 Insured Think Together, Inc. Policy Number 181511-12 Endorsement Number 30 Endorsement Effective May 13, 2022 Printed On May 13, 2022 WC 00 03 13 (Ed. 04-84) Countersigned by �,µ.o��M Ride Division E REVIEWED & APPROVED BY. e Aeevaa '�--'Risk Management Specialist © 1983 National Council on Compensation Insurance.