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BACKHAUSDANCE
INSURANCE ON FILE WORK MAY PROCEED UNTIL INSUR CEEXPI ES A-2022-069-03 (,, • - - DATE AGREEMENT BETWEEN THE CITY OF SANTA ANA AND BACKHAUSDANCE FOR USE OF •,?k�/1(FYAYlG5CO A.) CAV)1 AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and N between the City of Santa Ana, a charter city and municipal corporation organized and existing o under the Constitution and laws of the State of California ("CITY"), and Backhausdance, a California domestic nonprofit corporation ("SUBRECIPIENT" or "CONTRACTOR"). m 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 Treasury for 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 Ist. 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 Thirty Thousand Dollars and Zero Cents dollars ($30.0001 ("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 tern, 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. 2 E. Grant Program Requirements. (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. F. 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 SURF 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 SURF 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 4 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. I. 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. SUBRECIF ENT'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 full 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. SUBRECIPIENT 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 shall 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 1 of the year following the program year in which this Agreement is executed. ro 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 concerning 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. I. 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/or justify 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. 7 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. Lobbyine. 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 of a 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 hiterest. 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. 8 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SLFRF 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 women'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. Drug Free 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. M. 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 SLFRF 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 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 of activity 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 10 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. Special Certification for Religious 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 under the 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 I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religiousl 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 11 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: Backhausdance Attn: Jennifer Backhaus Artistic Director / Founder P.O. Box 5890 Orange, CA 92863 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 indemnify, 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 1 (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 (SAM) 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: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the 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. I. Termination. 1. This Agreement may be tenninated 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 may be 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(1) through I(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 Agreement. 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 SUBRECIPHENT'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 Goveming this A egr cin 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. M. 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. 16 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 fully 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 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 BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: Parks, Recreation and Community Services Agency E. CITY OF SANTA ANA KRISTINE RIDGE City Manager SUBRECIPIENT: JENNIFER BACKHAUS Artistic Director / Founder DUNS #:140439295 SCOPE OF WORK 19 Exhibit A fir) backhausdance Revive Santa Ana Youth Program RFP No: 21-116A Proposal The Dance for Kindness Project: youth athletic/sports program July 1, 2022 - June 30, 2023 Scope of Work Program Description/Overview Backhausdance, Orange County's award -winning contemporary dance company and experienced teaching artists will partner with Santa Ana Unified School District's (SAUSD) Special Projects/ Wellness and Athletics Department and SAUSD Arts, designated as an arts equity district, to present an innovative athletic program entitled Dance for Kindness, July 2022- June 2023. The goal of this unique collaboration, responding to the critical needs of youth who have experienced trauma and loss due to the serious isolation and economic crisis of the prolonged global pandemic, is to improve students' physical, social -emotional, mental health conditions and inspire academic learning capabilities in two (2) K-5 elementary schools located in different geographic locations of Santa Ana, targeting the most disproportionately impacted youth. Dance for Kindness will provide rigorous and adaptive skill -based athletic workshops centered around themes of empathy, character building, anti -bullying, non-verbal and verbal communication, putting forth your best effort, and teamwork to expand socialization and resiliency skills aligning with the foundations of youth development. The program, to be held during the school day, will provide approximately 850 students with much -needed physical and athletic educational services, matching with the goals of the Revive Santa Ana Youth Programs and state and federal guidelines. The Dance for Kindness Project includes a series of six (6) 45-minute active workshops sessions for each grade level, K-5, for general and special education students, and assemblies for the entire school (approximately 90 workshops per school). Teacher planning and evaluation sessions will be held for each school. The program will be launched with interactive assemblies for the entire school, demonstrating athleticism, physicality, emotional expression and the human connection. The fundamental basis of the elements of dance match closely with the attributes and core values of athletics, including strength and conditioning, discipline, teamwork, creativity, problem -solving, perseverance, flexibility, intention, expression, communication, and connecting with each other. Backhausdance shares SAUSD's goal of supporting the whole child to access learning in creative, joyful, and experiential ways that will shape leaders and dynamic thinkers who are the innovators of tomorrow in the global economy. Dance for Kindness is held in tandem with Santa Ana Unified School District's annual "We Care Campaign," designed to have a positive impact on the school's culture and climate. The program will be customized specifically for each elementary school to provide expanded physical education for all, and integrates with CA Department of Education content standards in Physical Education, Dance,Socio-Emotional Learning Concepts, English/Language Arts, Science, Math and History/Social Sciences. Our initiative is built on the framework of renowned basketball Coach John Wooden's "Pyramid of Success." His definition of success for children: "Success is happiness in your heart because you made the effort 100% to do your best. All sessions and performances will be held on the school campus in person, or virtually, depending on the current City of Santa Ana and SAUSD COVID safety protocol. 20 Exhibit A Target Population and Unmet Needs Backhausdance's Dance for Kindness partnership program is targeted to Santa Ana children and youth who have been besieged by loss, economic hardship and dramatic change with distance learning during the time of our pandemic and its ripple effects. Physical education classes are not provided adequately during the school day, and participation in athletics and sports programs after school is an added financial expense that may cause a burden on families and limits youth who are able to fully participate. Regular fitness activity is essential for maintaining healthy body weight and preventing obesity. Dance for Kindness is designed to teach skills related to body, space, time and energy, bring joy and relief, to aid in the coping process, to relieve stress, and to learn the physicality and elements of creative movement. Backhausdance will work with SAUSD Special Projects in Wellness and Athletics and SAUSD Arts to identify elementary schools that have limited if no access to athletics/physical education classes and where there are students who are under extreme socio-emotional duress. Project Timeline and Deliverables Month(s) Deliverable July - August 2022 Planning, organization and school outreach August - September 2022 School partnership finalization, pre -assessment survey, lead planning workshop for teachers, scheduling, customization October - December 2022 Dance for Kindness workshop series and assemblies for SAUSD elementary school #1 December 2022 - January 2023 Evaluation and post -assessment, preparation of interim grant report February - April 2023 Dance for Kindness workshop series and assemblies for SAUSD elementary school #2 February 2023 Participation in SAUSD We Care Campaign March 2023 Dance for Kindness performance with students at annual Boca de Oro Festival April - May 2023 Evaluation and post -assessment, grant reporting; drafting of final grant report May - June 2023 Project review, debriefing, and completion of grant report Project Core Educational Values: Dance/Athletics/Physical Activity is... • Can be done by anyone of any ability • For everyone - is a natural activity and builds connections/community • Makes us healthier and stronger; relieves stress • Rigorous, requires effort to do it correctly and learn technique • Expressive and communicative 21 Exhibit A • Involves body and spatial awareness (coordination, teamwork) • Requires focus and perseverance • Makes us smarter (is good for our brains/concentration) • Builds confidence and anatomical awareness • Is fun; is a form of play Dance for Kindness Six -Session Workshop Series Dance is interconnected with the same elements as athletics and physical education including body, action, space, time, energy (BASTE). Each 45-minute workshop will have a set structure, adapted for each age group and special needs for students, and will be developed as a six -session learning sequence/unit. 1. Theme/Ideas • Workshops 1 & 2: Caring and Communication: Body and Action • Workshops 2 & 3: Trust and Trustworthiness, Resilience: Body, Action, Space and Time • Workshops 4 & 5: Teamwork, Responsibility and Self- Confidence: Body, Action, Space, Time, and Energy • Workshop 6: Respect, Empathy and Relationships: Body, Action, Space, Time and Energy 2. Ice -breaker (i.e. name game - each student says their name and chooses a body part to draw the first letter of their name) 3. Warm -Up - preparation to use our bodies safely; covers upper and lower body, side, cross lateral parts. Sequence includes: breathing and getting heart rate up (jumping jacks and other weight shifting, expanding and contracting (upper and lower body, head movements), flexibility - stretching hamstrings external rotation, strengthening (core, back, upper body), large range of motion in legs (lunges), vestibular (swings and double bounces), balancing. 4. Exploration - asking students: How can you move a particular part of your body? Demonstrate movement. Adapting as needed. 5. Skill - related to the specific workshop theme - teaching non-locomotor or axial movements; space such as levels, direction, place, space - close or apart, time - rhythm, counting, energy (movement quality - strong or sharp movement, light or flowing) 6. Create - using the skill that has been taught, the teaching artist will guide the class to create their own movement sequence. Movement vocabulary. 7. Analyze and Reflect - group interaction; review of vocabulary 8. Cool down - reminding students that this is a necessary part of being an athlete and staying fit - group activity of stretching and releasing Dance for Kindness Interactive Assembly Students will participate in a 45-minute assembly at their school presented by Backhausdance company dancers to see a special contemporary dance performance that is athletic, demonstrates the human connection, involves them throughout the experience and introduces them to skills they will be learning in their workshops. Backhausdance is committed to advancing equity, diversity and accessibility for all students through its core values and policies of inclusiveness and solidarity. Integral to our mission is to make a significant investment in the underserved and marginalized areas of our community to provide everyone with opportunities to reach their fullest potential and to be treated with dignity, respect and equality. 0* EXHIBIT B FEE PAYMENT SCHEDULE 23 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Backhausdance Program Name The Dance for Kindness Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and oroiected expenditures: Category Funded By Funded By Budget Organization Administrative Staff Salaries $3,000 $3,000 $ 39,165 Program Staff Salaries $21,700 $21,700 $ 218,370 Contractual Services $4,000 $4,000 $ 20,055 Other- $1,300 $1,300 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL $30,000 $0 $30,000 $277,590 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 $30,000 TOTAL $ $30,000 24 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary & Benefits I REVIVE Funds Company Administrator $12,0001 $1,200 Education and Community Engagement Director $12,0001 $1,200 Marketing and Social Media Manager $6,000 $600 PROGRAM STAFF Position Title Annual Salary & Benefits REVIVE Funds Artistic Director $15,000 $1,050 Backhausdance company members/educators $65,000 $19,900 (company has 12 part-time dancers/employees) Rehearsal and Education Coordinator $2,500 $750 CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Videographer, photographer, media services $12,000 $1,000 Graphic design, printing and postage $6,000 $1,000 Facility rental $20,000 $2,000 OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Insurance: Liability, D&O, workers compensation $ 38,000.00 $1,300 Attachment 1(b) 25 Exhibit B Description Financial oversight, payroll, insurance, contracts, grant invoicing Project liaison with SAUSD; program direction/management, grant reporting Project branding and promotion in compliance with SAUSD and City of Santa Ana guidelines Description Project leadership and oversight; grant compliance 180 class sessions, 45 minutes each taught by 2 educators ($50/educator) = $18,000 4, 45-min. planning & evaluation sessions (2 per school), 2 educators ($50/educator) = $400 4, 45 min. assemblies (2 per school), 5 dancers ($75/dancer) per assembly = $1,500 Project curriculum assistance; scheduling, data collection Description Project videography and photography for archival and grant documentation Project design, development, and production of digital and print materials Facility rental fee for project planning, development, rehearsing and refining 13.25 %of insurance for Backhausdance comoanv I 26 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. I. 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. H. 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. 27 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: BACKHAUSDANCE B. CONTRACTOR'S Unique 140439295 Identifier (D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $30,000 Action: Total Amount of Federal G. Funds Obligated to the $30,000 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: kridee@.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 de minimus or federally negotiated rate Federal Award: 28 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 Resister (pages 19160-19211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION - Attached) (1) The prospective recipient of federal assistance funds 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. Jennifer Backhaus, Artistic Director Name and Title of Authorized Representative Signature March 16, 2022 Date 29 1\_ 1 _ 1� 51 _Ea I I W.__1► 1. 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 funds 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. 6. 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. 7. 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 a system of records in order to render in good faith the certification required by this clause. 30 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. 31 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. 32 EXHIBIT E LOBBYING 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. Backhausdance The Dance for Kindness Project Grantee/Contactor Organization Program Title Jennifer Backhaus March 16 2022 Name of Certifying Officer Signature Date 33 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 1. 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 1-5, 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. 34 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. 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 35 days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; (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 (f). 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. Backhausdance Organization ?411_am. Authorized Signature 11, 36 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG -FREE WORKPLACE REQUIREMENTS Name: Two SAUSD elementary schools (to be determined) Date: September- October 2022 and January -February 2023 (dates to be confirmed) 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): Two SAUSD elementary schools to be determined 37 Digitally signed by Tad Pierson TOrI Pierson Date:2D2zg6.DTis:R:1s nrpg' �1 BACKDAN-01 TFRT DATE(MMA10rrYYY) 5/4/2022 CERTIFICATE OF LIABILITY INSURANCE 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(ics) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements . PRODUCER Maury, Donnell & Parr 24 Commerce St. Baltimore, MD 21202 C MEACT PHONE FAX (A/C, No, Eat: (410) 685.4625 IA/c, No):(410) 685-3071 E'MdRILE AD SS: INSURERS AFFORDING COVERAGE NAICR INSURERA:GreatAmerican Insurance Com an 16691 INSURED INSURER B INSURER C: Backhaus Dance INSURER D PO BOX 5890 Orange, CA 92863 INSURER E NSURER 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 DOCUMENTWITH 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 ADOLSUBR POLICY NUMBER POLICYEFF POLICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE �X OCCUR X GLP3961460 6/312022 61312023 EACH OCCURRENCE $ 1,000,000 DAMAGE T ERENTED EHEMISE5MED 1,000,000 EXP (My one arson 20,000 PERSONAL B ADV INJURY 11000,000 GEN'L AGGREGATE LIMIT APPLIES PER X POLICY DjEeT LOG OTHER: GENERAL AGGREGATE 2,000,000 PRODUCTS-COMPIOPAGG 2,000,000 AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS WNE AUTOS ONLY ALOITNOS O& COMBINED SINGLE LIMIT fEa accident) BODILY INJURY Perperson) INJURY (Per accident BODILY P OF.ERZt NMAGE UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE AGGREGATE DED RETENTION$ WORKERS COMPENSATION AND EMPLOYERTUABILITY YIN ANY PROPRIETOIVPARTNERIEXECtrrIVE ❑ QQF�FICERRdEMBER EXCLUDED? (atantlatgry In NH) If as, describe under DESCRIPTION OF OPERATIONS below NIA I PER OTH- E E.L. EACH ACCIDENT E.L. DISEASE- EA EMPLOYE E.L. DISEASE- POLICY LIMB A A Abuse & Molestation Abuse & Molestation X X GLP3961460 GLP3961460 613/2022 613/2022 6/3/2023 6/3/2023 Each Abuse Aggregate Limit 11000,000 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS VEHICLES ACORD 101, Additional Remarks Schedule, may be attached If more space is required The City of Santa Ana, Risk Management, its o lcers, employees, agents, representatives, and volunteers are additional insured. Coverage Is primary and non-contributory. 30 day prior Written notice of cancellation is in favor of the City of Santa Ana, Risk Management, its officers, employees, agents, representatives, and volunteers. City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana, CA 92702 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVY ..... - Rld MaraglktltOMrart 1THORI2E REPRESENTATIVE // I. IfENEWmL�MPT"NIDBv: f, I"--- it Rck Nlanage.mnQ mTAide ACOHD 25 (2015103) ©1988-2015 ACORD C( V 14 The ACORD name and logo are registered marks of ACORD S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 2019 GENERAL LIABILITY MULTISTATE ENDORSEMENT REVISION — COMMERCIAL GENERAL LIABILITY ADVISORY NOTICE TO POLICYHOLDERS This is a summary of the potential changes in your policy. No coverage is provided by this summary nor can it be construed to replace any provision of your policy. You should read your policy and review your Declarations page for complete information on the coverages you are provided. If there is any conflict between the policy and this summary, THE PROVISIONS OF THE POLICY SHALL PREVAIL. The major areas within the policy that broaden or reduce coverage, and other changes, are highlighted below. This notice does not reference every editorial change made in your policy. Carefully read your policy, including the endorsements attached to your policy. Please note that not all the forms listed below may be on your policy. This Notice provides information concerning the following new and revised endorsements, which applies to your renewal policy being issued by us: ENDORSEMENTS WITH EITHER BROADENINGS OR REDUCTIONS IN COVERAGE............................................5 CG 04 71 Electronic Data Liability — Limited Bodily Injury Exception Not Included..................................................5 CG 04 72 Electronic Data Liability Coverage (Coverage A) With Access Or Disclosure Of Confidential Or Personal Information Exclusion (Coverage B)...............................................................................................5 CG 2017 Additional Insured — Unit -owners Of Townhouse Or Homeowner Associations..........................................6 CG 2131 Limited Exclusion — Designated Operations Covered By A Controlled (Wrap-up) Insurance Program ..............6 CG 2154 Exclusion — Designated Operations Covered By A Controlled (Wrap-up) Insurance Program. ....... -----.6 CG 22 36 Exclusion — Limited Products And Professional Services— Pharmacists..................................................6 CG22 69 Pharmacists..............................................................................................................................6 CG 23 02 Exclusion — Professional Services— Pharmacists................................................................................7 CG 23 03 Exclusion — Professional Services —Optical And Hearing Aid Establishments............................................7 CG 40 07 Exclusion — Designated Operations Covered By A Controlled (Wrap-up) Insurance Program — Limited Exception For Additional Insureds......................................................................................................7 CG 40 08 Limited Exclusion — Designated Operations Covered By A Controlled (Wrap-up) Insurance Program — Limited Exception For Additional Insureds........................................................................................7 CG 40 09 Amendment Of Liquor Liability Exclusion — Limited Exception For Bring Your Own Alcohol ..........................7 ENDORSEMENTS THAT ONLY REFLECT A BROADENING IN COVERAGE..........................................................8 CG 20 39 Additional Insured — Owners, Lessees Or Contractors —Automatic Status When Required In Written Construction Agreement With You (Completed Operations).....................................................................8 CG 20 40 Additional Insured — Owners, Lessees Or Contractors — Automatic Status For Oth Required In Written Construction Agreement (Completed Operations) .............................. i I�NEY/ED6/1PPMT�ID BY: %il �%ievJOK © Includes copyrighted material of Insurance Services Office, Inc., with its pt SDM-1040 (Ed. 12/19) (Page 1 of 15) * S9 * 04111/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 CG 20 41 Additional Insured — Owners, Lessees Or Contractors — Completed Operations Subject To The GeneralAggregate...................................................................................................................................8 CG 20 42 Additional Insured —Automatic Status For Designated Operations..........................................................8 CG 20 43 Additional Insured —Automatic Status When Required In Written Contract OrAgreement ............................8 CG 20 44 Additional Insured —Vendors —Automatic Status When Required In Agreement........................................8 CG 24 54 Automatic Insured Status For Newly Acquired Or Formed Limited Liability Companies.................................8 CG 2545 Designated Project(s) Products -Completed Operations Aggregate Limit.................................................9 CG 25 46 Designated Location(s) Products -Completed Operations Aggregate Limit...............................................9 ENDORSEMENTS THAT ONLY REFLECT A REDUCTION IN COVERAGE.............................................................9 CG 2011 Additional Insured — Managers Or Lessors Of Premises....................................................................... 9 CG 20 24Additional Insured —Owners Or Other Interests From Whom Land Has Been Leased..................................9 CG 22 97 Pharmacists —Broadened Coverage................................................................................................9 CG34 64 Cannabis Exclusion.....................................................................................................................9 CG 34 55 Cannabis Exclusion With Hemp Exception......................................................................................10 CG 40 01 Genetically Modified Organism Exclusion Endorsements...................................................................10 CG 40 02 Genetically Modified Organism Exclusion For Designated Operations Or Products Endorsements.............10 CG 40 03 Exclusion —Athletic Or Sports Participants —All Contests Or Exhibitions.................................................10 CG 40 04 Exclusion — Earth Movement......................................................................................................10 CG 40 05 Exclusion — Earth Movement — Completed Operations.................................................... .................11 CG 40 06 Earth Movement — Exclusion For Designated Operation(s) Or Project(s).............................................11 CG 4010 Exclusion —Cross Suits Liability ...................................................................................................11 CG 40 11 Exclusion — Hired Auto Liability ...................................................................................................11 CG 4012 Exclusion —AII Hazards In Connection With An Electronic Smoking Device, Its Vapor, Component Parts, Equipment And Accessories.....................................................................................................................11 CG 4013 Exclusion — Health Hazards, Electronic Smoking Device Vapor............................................................11 CG4014 Cannabis Exclusion...................................................................................................................12 CG 4016 Cannabis Exclusion With Hemp Exception......................................................................................12 CG 4016 Cannabis Exclusion With Hemp And Lessors Risk Exceptions.............................................................12 ENDORSEMENTS THAT REFLECT A REINFORCEMENT OR NO CHANGE IN COVERAGE....................................13 CG 04 36 Limited Product Withdrawal Expense Endorsement......... _............................ t ^_ (RVIEvrFn6/1PPfiw®BV: © Includes copyrighted material of Insurance Services Office, Inc., wi' SDM-1040 (Ed.12119) (Page 2 of 15) S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 CG 20 01 Primary And Noncontributory —Other Insurance Condition..................................................................13 CG 20 03 Additional Insured — Concessionaires Trading Under Your Name. ..... ....................................... .......... 13 CG 20 05 Additional Insured — Controlling Interest....................................... ................................................... 13 CG 20 07 Additional Insured — Engineers, Architects Or Surveyors....................................................................13 CG 2010 Additional I nsured — Owners, Lessees Or Contractors — Scheduled Person Or Organization CG 2011 Additional Insured — Managers Or Lessors Of Premises....................................................................13 CG 20 12 Additional Insured — State Or Governmental Agency Or Subdivision Or Political Subdivision — Permits Or Authorizations.......................................................................................................................................13 CG 20 13 Additional Insured — State Or Governmental Agency Or Subdivision Or Political Subdivision — Permits Or Authorizations Relating To Premises..........................................................................................................14 CG 2015 Additional Insured — Vendors.......................................................................................................14 CG 2018 Additional Insured — Mortgagee, Assignee Or Receiver.....................................................................14 CG 20 23 Additional Insured — Executors, Administrators, Trustees Or Beneficiaries.............................................14 CG 20 24 Additional Insured —Owners Or Other Interests From Whom Land Has Been Leased..............................14 CG 20 26 Additional Insured — Designated Person Or Organization...................................................................14 CG 20 27 Additional Insured —Co-owner Of Insured Premises..........................................................................14 CG 20 28 Additional Insured — Lessor Of Leased Equipment. . .............................................. ........................... 14 CG 20 29 Additional Insured — Grantor Of Franchise........................................................................ .............14 CG 20 30 Oil Or Gas Operations— Nonoperating, Working Interests..................................................................14 CG 20 31 Additional Insured — Engineers, Architects Or Surveyors....................................................................14 CG 20 32 Additional Insured — Engineers, Architects Or Surveyors Not Engaged By The Named Insured...................14 CG 20 33 Additional Insured — Owners, Lessees Or Contractors —Automatic Status When Required In Construction Agreement With You... .......................................................................................................14 CG 20 34 Additional Insured— Lessor Of Leased Equipment —Automatic Status When Required In Lease AgreementWith You...............................................................................................................................14 CG 20 35 Additional Insured —Grantor Of Licenses —Automatic Status When Required By Licensor ..........................14 CG 20 36 Additional Insured — Grantor Of Licenses........................................................................................14 CG 20 37 Additional Insured— Owners, Lessees Or Contractors —Completed Operations.......................................14 CG 20 38 Additional Insured — Owners, Lessees Or Contractors —Automatic Status For Other Parties When Required In Written Construction Agreement................................................................................................14 wd�nuo . RENE14m6AfPROVm OI: © Includes copyrighted material of Insurance Services Office, Inc., v✓i SDM-1040 (Ed. 12/19) (Page 3 of 15) F.flM1 ....en,nrt Clmeal Aitle * S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 CG 2101 Exclusion —Athletic Or Sports Participants.....................................................................................14 CG 22 71 Colleges Or Schools (Limited Form)........................................................................ ....................14 CG22 72 Colleges Or Schools........................................................................................... ......................14 CG 2137 Exclusion — Employees And Volunteer Workers As Insureds...............................................................15 CG 2166 Exclusion —Volunteer Workers.....................................................................................................15 CG 2141 Exclusion — Intercompany Products Suits......................................................................................15 CG 22 65 Optical And Hearing Aid Establishments................................................................................. _......15 CG 2404 Waiver Of Transfer Of Rights Of Recovery Against Others To Us (Waiver Of Subrogation).........................15 CG 24 53 Waiver Of Transfer Of Rights Of Recovery Against Others To Us (Waiver Of Subrogation) — Automatic.............................................................................................................................................15 CG9909 Premium Audit Noncompliance Charge...........................................................................................15 w &A ReneL®6 ArvRavm By : © Includes copyrighted material of Insurance Services Office, Inc., mfi e_ d. SDM-1040 (Ed.12119) (Page 4 of 15) * S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 ENDORSEMENTS WITH EITHER BROADENINGS OR REDUCTIONS IN COVERAGE CG 04 71 Electronic Data Liability - Limited Bodily Injury Exception Not Included When this endorsement is attached to your policy, it will generally provide limited coverage with respect to loss of computerized or electronically stored data or software which results from physical injury to tangible property, subject to a Loss Of Electronic Data Limit. It excludes access or disclosure of confidential or personal information and data -related liability under Coverage A and Coverage B and will not provide a limited bodily injury exception included under Coverage A. If the attachment of this endorsement replaces CG 2106 Exclusion - Access Or Disclosure Of Confidential Or Personal Information And Data -related Liability - With Limited Bodily Injury Exception or CG 2107 Exclusion - Access Or Disclosure Of Confidential Or Personal Information And Data -related Liability - Limited Bodily Injury Exception Not Included, then coverage is broadened. - If the attachment of this endorsement replaces CG 21 08 Exclusion - Access Or Disclosure Of Confidential Or Personal Information (Coverage B Only), then: - Coverage is broadened for data -related liability in Coverage A; - Coverage is reduced for access or disclosure of confidential or personal information in Coverage A; and - There is no coverage impact in Coverage B. - If the attachment of this endorsement replaces CG 04 37 Electronic Data Liability, then: - Coverage is broadened for data -related liability in Coverage A; Coverage is reduced with respect to bodily injury in Coverage A; and Coverage is reduced in Coverage B. CG 04 72 Electronic Data Liability Coverage (Coverage A) With Access Or Disclosure Of Confidential Or Personal Information Exclusion (Coverage B) When this endorsement is attached to your policy, it will generally provide limited coverage with respect to loss of computerized or electronically stored data or software which results from physical injury to tangible property, subject to a Loss Of Electronic Data Limit. It excludes access or disclosure of confidential or personal information from Coverage B only. If the attachment of this endorsement: - Replaces CG 2106 Exclusion -Access Or Disclosure Of Confidential Or Personal Information And Data- related Liability - With Limited Bodily Injury Exception, CG 21 07 Exclusion - Access Or Disclosure Of Confidential Or Personal Information And Data -related Liability - Limited Bodily Injury Exception Not Included or CG 21 08 Exclusion - Access Or Disclosure Of Confidential Or Personal Information (Coverage B Only), coverage is broadened. - Replaces CG 04 37 Electronic Data Liability, coverage is broadened in Coverage A and coverage is reduced in Coverage B. �. flENEwm6ArFlAT'rD Bv: ©Includes copyrighted material of Insurance Services Office, Inc., wi � 31 11M )P 7ou �wLo« SDM-1040 (Ed.12/19) (Page 5 of 15) * S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 CG 20 17 Additional Insured - Unit -owners Of Townhouse Or Homeowner Associations This endorsement is revised to include unit -owners of homeowner associations. In addition, a provision is added to address restriction of coverage to the unit -owner for liability arising out of maintenance, use or repair of a portion of the premises (common area) that is reserved for the unit -owner's exclusive use or occupancy, e.g., assigned parking area, garden plot, storage closets or lockers. With respect to unit owners of homeowner associations, this represents a broadening of coverage. With respect to unit - owners of townhouse associations, the provision restricting additional insured status for a unit- owner's liability arising out of the ownership, maintenance, use or repair of that portion of the premises which is reserved for the unit -owner's exclusive use or occupancy may be a reduction in coverage. CG 2131 Limited Exclusion - Designated Operations Covered By A Controlled (Wrap-up) Insurance Program This endorsement is revised to add a definition of "controlled (wrap-up) insurance program" and revise Paragraph A. to emphasize the application of the exclusion to bodily injury and property damage arising out of ongoing operations as well as included within the products -completed operations hazard at the location(s) described in the Schedule. The attachment of this endorsement may result in a reduction of coverage, unless: - If this endorsement replaces the previous version of CG 21 31 on a policy, it may result in a broadening of coverage. - If this endorsement replaces CG 2164 Exclusion - Designated Operations Covered By A Controlled (Wrap-up) Insurance Program on a policy, it will result in a broadening of coverage. CG 21 54 Exclusion - Designated Operations Covered By A Controlled (Wrap-up) Insurance Program This endorsement is revised to add a definition of "controlled (wrap-up) insurance program" and revise Paragraph A. to emphasize the application of the exclusion to bodily injury and property damage arising out of ongoing operations as well as included within the products -completed operations hazard at the location(s) described in the Schedule. The attachment of this endorsement may result in a reduction of coverage, unless if this endorsement replaces the previous version of CG 2154 on a policy, it may result in a broadening of coverage. CG 22 36 Exclusion - Limited Products And Professional Services — Pharmacists This endorsement has been revised to limit the products/completed operations hazard exclusion to apply only to bodily injury or property damage arising out of the insured's products dispensed or sold in connection with the pharmacist's services, e.g., prescription drugs. If the attachment of this endorsement replaces the prior version of CG 22 36, it may result in a broadening of coverage. The attachment of this endorsement to a policy not containing the prior version of CG 22 36 results in a reduction of coverage. CG 22 69 Pharmacists This endorsement is revised to: - Generally address state or federal laws affecting the professional services provided by pharmacists; - Amend the exclusion for willful violation of a penal statute or ordinance to apply to the willful violation of applicable state or federal laws governing pharmacists, not just sales of pharmaceuticals; - Amend the exclusion for certain specific services performed by a pharmacist to apply to all tests, not just blood tests; - Remove managing drug therapy from the exclusion for certain specific services and ktkM"%e.en�M ,. RenEWm6APPRtTa)BY: © Includes copyrighted material of Insurance Services Office, Inc., wi SDM-1040 (Ed. 12119) (Page 6 of 15) R°"" ia9e e1m 1A0e * S9 * 04/1112022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 - Other editorial changes. With respect to removal of managing drug therapy from the exclusion of certain specified services, this change may be considered a broadening in coverage. With respect to the amendment to the willful violation exclusion and the amendment to the exclusion for certain specified services related to tests, these changes may result in a reduction of coverage. Other changes have no impact on coverage. CG 23 02 Exclusion - Professional Services - Pharmacists When this endorsement is attached to your policy, it will exclude bodily injury and property damage arising out of rendering of or failure to render professional health care services as a pharmacist, but this exclusion does not apply to bodily injury or property damage included within the products -completed operations hazard. If the attachment of this endorsement replaces CG 22 36 Exclusion - Limited Products And Professional Services - Pharmacists, it may result in a broadening of coverage. The attachment of this endorsement to a policy not containing CG 22 36 results in a reduction of coverage. CG 23 03 Exclusion - Professional Services - Optical And Hearing Aid Establishments When this endorsement is attached to your policy, it excludes bodily injury and property damage arising out of rendering of or failure to render professional health care services, including services in connection with optical goods and hearing aid establishments, such as the prescribing or fitting of ophthalmic lenses or hearing aid devices, but will not exclude bodily injury and property damage arising out of the products -completed operations hazard. If attachment of this endorsement replaces CG 22 37 Exclusion - Products And Professional Services (Optical And Hearing Aid Establishments), it may result in a broadening of coverage. The attachment of this endorsement to a policy not previously containing CG 22 37 results in a reduction of coverage. CG 40 07 Exclusion - Designated Operations Covered By A Controlled (Wrap-up) Insurance Program - Limited Exception For Additional Insureds When this endorsement is attached to your policy, it will exclude coverage for designated operations covered by a controlled (wrap-up) insurance program but contains a limited exception for additional insureds who are not enrolled in a controlled (wrap-up) insurance program with respect to the location described in the Schedule of the endorsement. The attachment of this endorsement may result in a reduction of coverage, unless if this endorsement replaces CG 21 64 Exclusion - Designated Operations Covered By A Controlled (Wrap-up) Insurance Program on a policy, it will result in a broadening of coverage. CG 40 08 Limited Exclusion - Designated Operations Covered By A Controlled (Wrap-up) Insurance Program - Limited Exception For Additional Insureds When this endorsement is attached to your policy, it will exclude coverage for designated operations covered by a controlled (wrap-up) insurance program unless the wrap-up program covering operations designated in the Schedule has been cancelled, nonrenewed or otherwise no longer applies for reasons other than exhaustion of available limits. This endorsement also contains a limited exception for any person or organization as an additional insured who is not enrolled in a wrap-up insurance program with respect to the location described in the Schedule of the endorsement. The attachment of this endorsement may result in a reduction of coverage, unless if this endorsement replaces CG 21 54 Exclusion - Designated Operations Covered By A Controlled (Wrap-up) Insurance Program or CG 21 31 Limited Exclusion - Designated Operations Covered By A Controlled (Wrap-up) Insurance Program on a policy, it will result in a broadening of coverage. CG 40 09 Amendment Of Liquor Liability Exclusion - Limited Exception For Bring Your Own Alcohol When this endorsement is attached to your policy, it will replace the liquor liability exclusion currently in your policy. It applies the exclusion if you manufacture, sell or distribute alcoholic beverages, and more ge if you serve or furnish alcoholic beverages whether or not a charge is made or a license isr RENE�cID6MPXOJm BY: © Includes copyrighted material of Insurance Services Office, Inc., wig SDM-1040 (Ed.12119) (Page 7 of 15) nnnm em aR iaae S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 exception for liability resulting from the intoxication of any person because alcoholic beverages were permitted on your premises, for consumption on your premises. If the attachment of this endorsement replaces Endorsements CG 21 50 Amendment Of Liquor Liability Exclusion or CG 21 51 Amendment Of Liquor Liability Exclusion - Exception For Scheduled Premises Or Activities, it may result in a broadening of coverage. The attachment of this endorsement to a policy not containing endorsements CG 21 50 or CG 2151 results in a reduction of coverage. ENDORSEMENTS THAT ONLY REFLECT A BROADENING IN COVERAGE CG 20 39 Additional Insured - Owners, Lessees Or Contractors - Automatic Status When Required In Written Construction Agreement With You (Completed Operations) When this endorsement is attached to your policy, coverage is broadened to generally provide automatic additional insured status with respect to completed operations to anyone you have performed operations for and has agreed in writing in a contract or agreement that such person be added as an additional insured. CG 20 40 Additional Insured - Owners, Lessees Or Contractors -Automatic Status For Other Parties When Required In Written Construction Agreement (Completed Operations) When this endorsement is attached to your policy, coverage is broadened to generally provide automatic additional insured status with respect to completed operations to anyone you have performed operations for and have agreed in writing in a contract or agreement that such person be added as an additional insured and anyone that the additional insured is also required by a written contract or agreement to add as an additional insured. CG 20 41 Additional Insured - Owners, Lessees Or Contractors - Completed Operations Subject To The General Aggregate When this endorsement is attached to your policy, coverage is broadened to generally provide an additional insured with insured status for both Premises Operations and Products -Completed Operations and is designed for use with the "Products -Completed Operations Included"/plus sign (+) classifications found in the ISO General Liability manual. CG 20 42 Additional Insured - Automatic Status For Designated Operations When this endorsement is attached to your policy, coverage is broadened to provide automatic additional insured status in relation to a designated operation. CG 20 43 Additional Insured - Automatic Status When Required In Written Contract Or Agreement When this endorsement is attached to your policy, coverage is broadened to provide automatic additional insured status when there is a written contract or agreement that such additional insured be added to the Policy. CG 20 44 Additional Insured - Vendors - Automatic Status When Required In Agreement When this endorsement is attached to your policy, coverage is broadened to generally provide additional insured status to those persons or organizations for whom you are obligated in writing in a contract or agreement to name as an additional insured under your policy with respect to distribution or sale of any of your products in the regular course of the vendor's business. CG 24 54 Automatic Insured Status For Newly Acquired Or Formed Limited Liability Companies When this endorsement is attached to your policy, coverage is broadened to generally include limited liability companies you newly acquire or form, and over which you maintain ownership or majority interest, if there is no other similar insurance available to that limited liability company. wro thmn & Aer Rr: © Includes copyrighted material of Insurance Services Office, Inc., wi _- SDM-1040 (Ed. 12119) (Page 8 of 15) — R°"" "gien1°"�1gtle S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 CG 25 45 Designated Project(s) Products -Completed Operations Aggregate Limit When this endorsement is attached to your policy, a separate Designated Project Products -Completed Operations Aggregate Limit applies to each project designated in the Schedule of the endorsement. This is a broadening of coverage. CG 25 46 Designated Location(s) Products -Completed Operations Aggregate Limit When this endorsement is attached to your policy, a separate Designated Location Products -Completed Operations Aggregate Limit applies to each location designated in the Schedule of the endorsement. This is a broadening of coverage. ENDORSEMENTS THAT ONLY REFLECT A REDUCTION IN COVERAGE CG 20 11 Additional Insured - Managers Or Lessors Of Premises CG 20 24 Additional Insured - Owners Or Other Interests From Whom Land Has Been Leased These endorsements have been revised to delete "arising out of and add specific language that provides an additional insured with coverage for their vicarious or contributory negligence only. When these endorsements are attached to your policy, there may be a reduction in coverage for those states in which: - Named insureds are permitted to contractually hold harmless an additional insured for that additional insured's sole negligence; and - Courts have enabled coverage for the sole negligence of the additional insured. CG 22 97 Pharmacists - Broadened Coverage This endorsement is revised to: - Generally address state or federal laws affecting the professional services provided by pharmacists; - Amend the exclusion for willful violation of a penal statute or ordinance to apply to the willful violation of applicable state or federal laws governing pharmacists, not just sales of pharmaceuticals; - Add negligent supervision -related language; and - Other editorial changes. There is no impact on coverage. However, the negligent supervision provision may result in a reduction in coverage in states where courts have ruled professional services exclusions to be inapplicable to negligent supervision claims and other similar types of claims. CG 34 54 Cannabis Exclusion When this endorsement is attached in conjunction with the Limited Product Withdrawal Expense Endorsement CG 04 36 to your policy, it generally excludes "product withdrawal expenses" -related exposures associated with cannabis. To the extent that an exposure exists with respect to the cannabis -related activity or events addressed in this endorsement, attachment of this endorsement will result in a reduction in coverage. Howev< wa io Sr -+� REeteym6/avxav®Br: © Includes copyrighted material of Insurance Services Office, Inc., wi 7ou 7�cworz SDM-1040 (Ed. 12119) (Page 9 of 15) '�'"'"` * S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 in the endorsement, the attachment of this endorsement will not result in a reduction of coverage for product withdrawal expenses arising out of the actual, alleged, threatened or suspected inhalation, ingestion, absorption or consumption of, or contact with cannabis by an insured or any other person for whom you are legally responsible, but only if the product withdrawal expense does not arise out of your selling, serving or furnishing of cannabis to any such person. CG 34 55 Cannabis Exclusion With Hemp Exception When this endorsement is attached in conjunction with the Limited Product Withdrawal Expense Endorsement CG 04 36 to your policy, it generally excludes product withdrawal expenses -related exposures associated with cannabis while also containing an exception addressing product withdrawal expenses arising out of goods or products containing or derived from hemp or damage to such goods or products. To the extent that an exposure exists with respect to the cannabis -related activity or events addressed in this endorsement, attachment of this endorsement will result in a reduction in coverage. However, due to related exceptions in the endorsement, the attachment of this endorsement will not result in a reduction of coverage for: Product withdrawal expenses arising out of the actual, alleged, threatened or suspected inhalation, ingestion, absorption or consumption of, or contact with cannabis by an insured or any other person for whom you are legally responsible, but only if the product withdrawal expense does not arise out of your selling, serving or furnishing of cannabis to any such person; and - Product withdrawal expenses arising out of goods or products containing or derived from hemp, including, but not limited to: (i) seeds, (ii) food, (iii) clothing, (iv) lotions, oils or extracts, (v) building materials, or (vi) paper, and, product withdrawal expenses incurred by you because of property damage to any such goods or products, unless, and to the extent, any such goods or products are prohibited under an applicable state or local statute, regulation or ordinance in the state wherein your products involved in the product withdrawal are located or were located at the time the injury or damage occurred. CG 40 01 Genetically Modified Organism Exclusion Endorsement When this endorsement is attached to your policy, "bodily injury," "property damage" and "personal and advertising injury" arising out of genetic modification, whether by design or accident, will be excluded. To the extent that current policy exclusions do not limit liability arising out of genetically modified products, attachment of this endorsement to your policy will result in a reduction of coverage. CG 40 02 Genetically Modified Organism Exclusion For Designated Operations Or Products Endorsement When this endorsement is attached to your policy, "bodily injury," "property damage" and "personal and advertising injury" arising out of genetic modification, whether by design or accident, will be excluded but only with respect to operations or products listed in the Schedule of the endorsement. To the extent that current policy exclusions do not limit liability arising out of genetically modified products, attachment of this endorsement to your policy will result in a reduction of coverage. CG 40 03 Exclusion - Athletic Or Sports Participants - All Contests Or Exhibitions When this endorsement is attached to your policy, it will expressly exclude coverage under Coverage A, with respect to operations described in the Schedule of the endorsement, for bodily injury to any person while practicing for or participating in any sports or athletic contest or exhibition. If this endorsement is attached as a replacement for CG 21 01 Exclusion - Athletic Or Sports Participants, it may result in a restriction in coverage with respect to events the insured does not sponsor. If this endorsement is newly attached to the Policy, it may result in a restriction in coverage. CG 40 04 Exclusion - Earth Movement When this endorsement is attached to your policy, it will exclude coverage for "bodily injury" and "property damage" that arises out of earth movement that is caused by or alleged to have been caused by, in whole or in part; or aggravated by or alleged to have been aggravated by various operations related to "your work" as defii .,, wrwoar� ©includes copyrighted material of Insurance Services Office, Inc., wi SDM-1040 (Ed.12/19) (Page 10 of 15) R°" A nagenn O" �14tle 14 * S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 To the extent there is an exposure for liability arising out of earth movement, as defined within the endorsement, that may be caused by, alleged to be caused by or aggravated by or alleged to be aggravated by that which is described in the endorsement may result in a restriction of coverage. CG 40 05 Exclusion - Earth Movement - Completed Operations When this endorsement is attached to your policy, it will exclude coverage for "bodily injury" and "property damage" that arises out of earth movement that is caused by or alleged to have been caused by, in whole or in part; or aggravated by or alleged to have been aggravated by various operations related to "your work" (as defined in the Policy) and that is included in the "products -completed operations hazard" (also as defined in the Policy). To the extent there is an exposure for liability arising out of earth movement, as defined within the endorsement, that may be caused by, alleged to be caused by or aggravated by or alleged to be aggravated by that which is described in the endorsement may result in a restriction of coverage. CG 40 06 Earth Movement - Exclusion For Designated Operation(s) Or Project(s) When this endorsement is attached to your policy, it will exclude coverage for "bodily injury" and "property damage" that arises out of earth movement that is caused by or alleged to have been caused by, in whole or in part; or aggravated by or alleged to have been aggravated by various operations but only with respect to operations or projects described in the Schedule of the endorsement and as those operations or projects relates to "your work" as defined within the Policy. To the extent there is an exposure for liability arising out of earth movement, as defined within the endorsement, that may be caused by, alleged to be caused by or aggravated by or alleged to be aggravated by that which is described in the endorsement may result in a restriction of coverage. CG 40 10 Exclusion - Cross Suits Liability When this endorsement is attached to your policy, any claim or suitfor damages that are brought by any Named Insured against another Named Insured will be excluded. To the extent that an exposure exists with respect to cross suits being brought between Named Insureds, the attachment of this endorsement will result in a reduction in bodily injury, property damage or personal and advertising injury coverage with respect to such exposure related to cross suits liability. CG 4011 Exclusion - Hired Auto Liability When this endorsement is attached to a policy, this endorsement will exclude liability arising out of a hired auto. To the extent that: - An exposure exists with respect to any hired auto; or - Liability is assumed under any insured contract for the maintenance, use or entrustment of any hired auto; the attachment of this endorsement will result in a reduction in bodily injury and property damage liability coverage with respect to such exposures related to any hired auto. CG 40 12 Exclusion - All Hazards In Connection With An Electronic Smoking Device, Its Vapor, Component Parts, Equipment And Accessories When this endorsement is attached to your policy, it will generally exclude all bodily injury, property damage or personal and advertising injury with respect to an electronic smoking device. To the extent that an exposure exists with respect to an electronic smoking device, its vapor, component parts, equipment and accessories, attachment of this endorsement will result in a reduction in coverage. CG 4013 Exclusion - Health Hazards, Electronic Smoking Device Vapor R' k M.,g.meotwm -. Rc tEwEo6 ArrROJm BY: ._ © Includes copyrighted material of Insurance Services Office, Inc., wi _ SDM-1040 (Ed.12119) (Page 11 of 15) a"""`'"°9"'PiOm�lA1de * S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 When this endorsement is attached to your policy, it will generally exclude bodily injury with respect to vapor delivered from an electronic smoking device. To the extent that an exposure exists with respect to the actual, alleged, threatened or suspected inhalation of, contact with, exposure to, existence of, or presence of, vapor delivered from an electronic smoking device; or, any component part of, or equipment or accessory designed for use with, an electronic smoking device in connection with the actual, alleged, threatened or suspected inhalation of, contact with, exposure to, existence of, or presence of, vapor delivered from an electronic smoking device not otherwise excluded, the attachment of this endorsement will result in a reduction in bodily injury coverage. However, such reduction in coverage does not apply to coverage for bodily injury arising out of the explosion, bursting, or rupturing, of an electronic smoking device or any component part, equipment or accessory, designed for use with an electronic smoking device for any reason due to a related exception in the endorsement. CG 40 14 Cannabis Exclusion When this endorsement is attached to your policy, it generally excludes bodily injury, property damage and personal and advertising injury -related exposures associated with cannabis. To the extent that an exposure exists with respect to the cannabis -related activity or events addressed in this endorsement, attachment of this endorsement will result in a reduction in coverage. However, due to related exceptions in the endorsement, the attachment of this endorsement will not result in a reduction of coverage for: Bodily injury or property damage arising out of the actual, alleged, threatened or suspected inhalation, ingestion, absorption or consumption of, or contact with cannabis by an insured or any other person for whom you are legally responsible, but only if the bodily injury or property damages does not arise out of your selling, serving or furnishing of cannabis to any such person; and - Personal and advertising injury arising out of the offenses addressing, in part, (i) false arrest, detention or imprisonment and (ii) wrongful eviction. CG 40 15 Cannabis Exclusion With Hemp Exception When this endorsement is attached to your policy, it generally excludes bodily injury, property damage and personal and advertising injury -related exposures associated with cannabis while also containing an exception generally addressing injury or damage arising out of goods or products containing or derived from hemp or damage to such goods or products. To the extent that an exposure exists with respect to the cannabis -related activity or events addressed in this endorsement, attachment of this endorsement will result in a reduction in coverage. However, due to related exceptions in the endorsement, the attachment of this endorsement will not result in a reduction of coverage for: - Bodily injury or property damage arising out of the actual, alleged, threatened or suspected inhalation, ingestion, absorption or consumption of, or contact with cannabis by an insured or any other person for whom you are legally responsible, but only if the bodily injury or property damages does not arise out of your selling, serving or furnishing of cannabis to any such person; - Personal and advertising injury arising out of the offenses addressing, in part, (i) false arrest, detention or imprisonment and (ii) wrongful eviction; and Bodily injury, property damage or personal and advertising injury arising out of goods or products containing or derived from hemp, including, but not limited to: (i) seeds, (ii) food, (III) clothing, (iv) lotions, oils or extracts, (v) building materials, or (vi) paper, and property damage to any such goods or products, unless, and to the extent, any such goods or products are prohibited under an applicable state or local statute, regulation or ordinance in the state wherein the (i) bodily injury or property damage occurs, (ii) occurrence which caused the bodily injury or property damage takes place, or (iii) the offense which caused the personal and advertising injury was committed. CG 40 16 Cannabis Exclusion With Hemp And Lessors Risk Exceptions When this endorsement is attached to your policy, it generally excludes bodily injury, property damage and personal and advertising injury -related exposures associated with cannabis while also containing an or damage arising out of goods or products containing or derived from hemp or damage tc e+ DM" r�i� &APP0. Rr. �)'; %tl © Includes copyrighted material of Insurance Services Office, Inc., wi amp SDM-1040 (Ed.12119) (Page 12 of 15) eaxm�a eaavizae * S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 also contains an explicit exception addressing bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of a premises leased to others by you. To the extent that an exposure exists with respect to the cannabis -related activity or events addressed in this endorsement, attachment of this endorsement will result in a reduction in coverage. However, due to related exceptions in the endorsement, the attachment of this endorsement will not result in a reduction of coverage for: - Bodily injury or property damage arising outof the actual, alleged, threatened or suspected inhalation, ingestion, absorption or consumption of, or contact with cannabis by an insured or any other person for whom you are legally responsible, but only if the bodily injury or property damages does not arise out of your selling, serving or furnishing of cannabis to any such person; - Personal and advertising injury arising out of the offenses addressing, in part, (i) false arrest, detention or imprisonment and (ii) wrongful eviction, due to related exceptions in the endorsement; Bodily injury, property damage or personal and advertising injury arising out of goods or products containing or derived from hemp, including, but not limited to: (i) seeds, (ii) food, (iii) clothing, (iv) lotions, oils or extracts, (v) building materials, or (vi) paper, and property damage to any such goods or products, unless, and to the extent, any such goods or products are prohibited under an applicable state or local statute, regulation or ordinance in the state wherein the (i) bodily injury or property damage occurs, (ii) occurrence which caused the bodily injury or property damage takes place, or (iii) the offense which caused the personal and advertising injury was committed; and - Bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of a premises leased to others by you. ENDORSEMENTS THAT REFLECT A REINFORCEMENT OR NO CHANGE IN COVERAGE CG 04 36 Limited Product Withdrawal Expense Endorsement This endorsement is revised to delete the second paragraph under Paragraph B.3.a. under the Limits Of Insurance section relating to the insured's reimbursement to the insurer of any payment of all or part of any deductible amount that the insurer is required to pay by law. As this endorsement only relates to reimbursement for product withdrawal expenses incurred by you and not product withdrawal expenses that you become legally obligated to pay as damages, there is no impact on coverage. CG 20 01 Primary And Noncontributory - Other Insurance Condition This endorsement is revised to reflect its availability for use with the Liquor Liability Coverage Part. There is no impact on coverage. CG 20 03 Additional Insured - Concessionaires Trading Under Your Name CG 20 05 Additional Insured - Controlling Interest CG 20 07 Additional Insured - Engineers, Architects Or Surveyors CG 20 10 Additional Insured - Owners, Lessees Or Contractors - Scheduled Person Or Organization CG 20 11 Additional Insured - Managers Or Lessors Of Premises CG 20 12 Additional Insured - State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations ... Pbk Mmganml DM.am I. R a 6ArrawmSr. 4 © Includes copyrighted material of Insurance Services Office, Inc., wi 70u SDM-1040 (Ed. 12/19) (Page 13 of 15) S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 CG 20 13 Additional Insured - State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises CG 20 15 Additional Insured -Vendors CG 20 18 Additional Insured - Mortgagee, Assignee Or Receiver CG 20 23 Additional Insured - Executors, Administrators, Trustees Or Beneficiaries CG 20 24 Additional Insured - Owners Or Other Interests From Whom Land Has Been Leased CG 20 26 Additional Insured - Designated Person Or Organization CG 20 27 Additional Insured - Co-owner Of Insured Premises CG 20 28 Additional Insured - Lessor Of Leased Equipment CG 20 29 Additional Insured - Grantor Of Franchise CG 20 30 Oil Or Gas Operations - Nonoperating, Working Interests CG 20 31 Additional Insured - Engineers, Architects Or Surveyors CG 20 32 Additional Insured - Engineers, Architects Or Surveyors Not Engaged By The Named Insured CG 20 33 Additional Insured - Owners, Lessees Or Contractors - Automatic Status When Required In Construction Agreement With You CG 20 34 Additional Insured - Lessor Of Leased Equipment - Automatic Status When Required In Lease Agreement With You CG 20 35 Additional Insured - Grantor Of Licenses - Automatic Status When Required By Licensor CG 20 36 Additional Insured - Grantor Of Licenses CG 20 37 Additional Insured - Owners, Lessees Or Contractors - Completed Operations CG 20 38 Additional Insured - Owners, Lessees Or Contractors - Automatic Status For Other Parties When Required In Written Construction Agreement These endorsements are revised to remove the phrase "shown in the Declarations" in order to account for limits of insurance that may be available under an endorsement attached to the Policy. Some endorsements include other minor editorial revisions. These changes result in no impact on coverage. CG 21 01 Exclusion - Athletic Or Sports Participants CG 22 71 Colleges Or Schools (Limited Form) CG 22 72 Colleges Or Schools These endorsements are revised: So that negligent supervision -related language will apply to the participation or practicing of any sports or athletic contests; and To replace "while" with "arising out of in relation to the phrase "practicing for or participatinc can be revealed at a time later than the related practice or participation. w+ 11,�n���n�����)), I�ME1[�ED6MPRw®Br r © Includes copyrighted material of Insurance Services Office, Inc., wi ��` SDM-1040 (Ed. 12119) (Page 14 of 15) * S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 These revisions are a reinforcement of original coverage intent and have no impact on coverage. CG 21 37 Exclusion - Employees And Volunteer Workers As Insureds CG 2166 Exclusion - Volunteer Workers These endorsements are revised to provide for consistency with wording in other forms and are a clarification of coverage intent. CG 2141 Exclusion - Intercompany Products Suits This endorsement is revised to include the term "suit" within the endorsement, for consistency with language used in the new cross suits liability exclusion endorsements and is a clarification of coverage intent. CG 22 65 Optical And Hearing Aid Establishments This endorsement is revised to replace "including" with "the following" in the Insuring Agreement provision and other editorial revisions. This is a reinforcement of coverage intent and has no impact on coverage. CG 24 04 Waiver Of Transfer Of Rights Of Recovery Against Others To Us (Waiver Of Subrogation) This endorsement is revised to address various situations where the insured has agreed to waive its right of recovery against another person or organization and adds a provision to reinforce that the waiver of the insurer applies only to the extent that the insured has waived its right of recovery, and that the insured's waiver occurred prior to loss. Other editorial revisions have also been made. These changes have no impact on coverage. CG 24 53 Waiver Of Transfer Of Rights Of Recovery Against Others To Us (Waiver Of Subrogation) - Automatic When this endorsement is attached to your policy, it will automatically waive the insurer's right of recovery on a blanket basis to the extent the insured has waived its right of recovery in a written contract or agreement. Attachment of this endorsement does not impact coverage. CG 99 09 Premium Audit Noncompliance Charge When this endorsement is attached to your policy, it may apply a premium audit noncompliance charge and/or a reassessment charge if you do not cooperate with a premium audit at the end of the policy period as provided in the Premium Audit Condition in your policy. Attachment of this endorsement does not impact coverage, but this may incur additional charges if you fail to cooperate with a premium audit. Y u L1` r� � I�ntwm6Awaom8r -. & 1 %x[ �rtxmrt © Includes copyrighted material of Insurance Services Office, Inc., wi SDM-1040 (Ed.12/19) (Page 15 of 15) S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 CG 82 82 (Ed. 12/09) Policy No. GLP 3961460 01 ABUSE OR MOLESTATION COVERAGE FORM DECLARATIONS PAGE NAMED INSURED: BACKHAUS DANCE POLICY PERIOD: 06/03/2022 to 06/03/2023 LIMITS OF INSURANCE: Aggregate Limit $ 2,000,000 DESCRIPTION OF BUSINESS: Form of Business CORPORATION Each Abuse Limit $ 1,000,000 READ YOUR POLICY CAREFULLY, OPTIONAL COVERAGES ARE PROVIDED BY PREMIUM INSERTION. Abuse or Molestation Coverage Premium TOTAL ADVANCE PREMIUM $ 788 Premium shown is payable: $ at inception; FORMS AND ENDORSEMENTS Applicable to this Coverage Part and made part of this Policy at time of issue are listed on the attached Forms and Endorsements Schedule CG 88 01 (11/85). Ri.k M.V. dDi RFnenID 6 APPRQ/m &r. - %asl PtCT:OK CG 82 82 (Ed. 12I09) (Page 1 of 1) Rsk Meneg ItOmlr Mde S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 CG 90 83 (Ed. 06/17) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - ABUSE, MOLESTATION, HARASSMENT OR SEXUAL CONDUCT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is added to the Exclusions section of the policy: This insurance does not apply to "bodily injury," "property damage," or "personal and advertising injury" arising out of: (a) the actual, threatened or alleged "abuse", molestation, harassment or sexual conduct by anyone of any person; or (b) the negligent: (1) employment; (ii) investigation; (iii) supervision; (iv) reporting to the proper authorities, (v) or failure to so report; (vi) retention; or (vii) referral of a person for whom any insured is or ever was legally responsible and whose conduct would be excluded by a. above. For the purpose of this endorsement: "Abuse" means: a. any actual, threatened, or alleged act, error, omission, conduct, or misconduct, that a claim or "suit" alleges to be, or to constitute, any form of abuse (including, but not limited to, elder abuse, child abuse, patient abuse, or abuse of a dependent person) under any applicable state or federal statute or regulation; and b. any actual, threatened, or alleged act, error, omission, conduct, or misconduct, of one or more of the following kinds: (1) sexual behavior, sexual conduct or misconduct, sexual assault, sexual be sexual molestation, of or directed at a person; 't+DMdm &��.� RtVIEWID6MCRw®BY: Il 1■L �tJI %u Pk " R�xrt„��.,t.,rae�uiaae Includes copyrighted material of Insurance Services Office, Inc., with its permission. CG 90 83 (Ed. 06117) (Page 1 of 2) S9 * 04/11/2022 * GLP 3961460 01 GREAT AMERICAN ASSURANCE COMPANY *D/B* 072977484 262428 (2) non -sexual assault, non -sexual battery, or non -sexual abuse, of or directed at a person; and (3) any: (i) employment; (ii) investigation; (III) supervision; (iv) reporting to proper authorities, or failure to so report; or (v) retention in employment; of any person committing conduct or misconduct described in b.(1) or b.(2); or (vi) referral of a patient, student, parishioner, client, or person, to any other person whose conduct or misconduct is described in a., b.(1), or b.(2). Conduct or misconduct described in b.(1) through b.(3) constitutes "abuse" within the meaning of this definition regardless of whether or not it is alleged to be negligent, reckless, knowing, intentional, fraudulent, oppressive, malicious, or otherwise. This endorsement does not change any other provision of the policy. 11 '/1■■1,\, 1�VIE�[4D6 MPpUVIDBr: Includes copyrighted material of Insurance Services Office, Inc., with its permission. CG 90 83 (Ed. 06/17) (Page 2 of 2) TAbackhausdance May 28, 2022 City of Santa Ana Risk Management Division 20 Civic Center Plaza Santa Ana, CA 92702 Re: Auto Insurance Requirement Dear City of Santa Ana Risk Management Division Backhausdance has intent to enter into an agreement with the City of Santa Ana. Throughout the course of this agreement, Backhausdance attests to the following: 1.Backhausdance, will not use/drive any vehicle during the course and scope of the services provided in the agreement/contract. 2. Backhausdance will not use any owned/rented/leased vehicles during the course and scope of the services provided in the agreement/contract. 3. Backhausdance consultants/independent contractors/employees utilize their personal vehicles/non-company owned, borrowed, or rented/leased vehicles for transportation to and from work and if applicable carry their own automobile insurance. By signing below, I attest that I possess the legal authority to enter into an agreement with the City of Santa Ana as well as the legal authority to attest to the statements above. If at any time it is found that Backhausdance is not adhering to any/all statements in this document and has not provided the minimum Auto liability insurance coverage of $1 million per occurrence, the contract will be considered null and void and the company will be held fully liable for any and all damages. Sincerely, i Jennifer Backhaus, Artistic Director Jenny@backhausdance.org PO Box 5890, Orange, CA 92863 1 mobile: 562.335.2442 1 backhaus .,. Reiknlo gevaRonr `. I�NFLFD6 NPR'fvID Br Y: I Y TT • �-c%TC YILRJM � Rek AMnag env,[ Uciel /Ytle A� 1F CERTIFICATE OF LIABILITY INSURANCE DATEtMMIDI)r Y ) 05128/2022 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 rights to the certificate holder in lieu of such endorsement(s). PRODUCER Automatic Data Processing Insurance Agency, Inc. 1 Adp Boulevard Roseland NJ 07068 CONTACT NAME: Automatic Data Processing Insurance Agency, Inc. aHc N . 1-800-524-7024 uc N.), E-MAIL ADDRESS: INSURERS AFFORDINGNAGE NAIC6 INSURER A; SIRIUS AMERICA INSURANCEECOMPANY 38776 INSURED BACKHAUS DANCE INSURER B: INSURERC: 4365 JOHANNA AVE INSURER D : NSURERE: LAKEWOOD CA 90713 INSURER F: COVERAGES UCK I H-HEA I t NUMBER' Z4/bl U3 rovtmm^u ur umvs. 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. ILTR TYPE OF INSURANCE ADO WVD POLICY NUMBER MMRIDY� MMIDDYEXP LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR EACH OCCURRENCE $ NTEn— PREMISES Ea occurrence $ MED UP (Any one person) $ PERSONAL B ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY❑ PE0. LOC PRODUCTS - COMP/OP AGO $ $ OTHER: AUTOMOBILE LIABILITY DNED ELIMIT Ea accident $ ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $ AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROP RTYDAMA E Per accident)$ UMBRELLA LIAR HOCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED I I RETENTION$ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YINANY STATUTE ERµ E.L. EACH ACCIDENT $ 110001000 A OFFICEWMEMBER EXCLUDED? NIA N WC8094600 09/07/2021 09/07/2022 ( yes. dory In and Dyes describe under E.L.DISEASE- EA EMPLOYE $ 1,000,000 E.L. DISEASE -POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS/ LOCATIONS I VEHICLES (ACORD 101. Addlthmal Remarks Schedule, may be attached if more space is required) City of Santa Ana, Attn: Risk Management Division 20 Civic Center Plaza, 4th Floor Santa Ana CA 92702 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 .i RM1ItMm$er�ml Ditidm REbeaEc6AwRovm Bv: k 1 %U Xrcworr n 1988.2015 ACORn Or Raknw,ayeae,mm�Iwae ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD N