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APPLEONE, INC.
p�,GllSlgpFnvee In: 01AF1CC8-877B-44CE-8C90-3E207F451847 WORK MAY PROCEED UNTIL INf N EEXPIRES CITY CLERK DATE A-2023-122-01 CONSULTANT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND APPLEONE, INC. DBA APPLEONE EMPLOYMENT SERVICES FOR ON -CALL CV7 TEMPORARY STAFFING SERVICES 0 e*� TIIIS AGREEMENT is made and entered into on this 20th day of June, 2023 by and between o AppleOne, Inc., and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). B: 919(I1(LW% S./&f1hNa4� (AW FA) RECITALS A. On April 19, 2023 the City issues a Request for Proposal ('RFP") No. 23-051, by which it desired to retain a Consultant having special skill and knowledge in the field of temporary employee staffing services on an on -call basis for the City's Human Resources Department. B. Consultant submitted a responsive proposal that was among those selected by the City. Consultant represents that it is able and willing to provide such services described in the scope of work that was included in the RFP No. 23-051. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises; and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform the services that were described in the scope of work included in the RFP No. 23-051, during the term of this Agreement, the tasks and obligations including all labor. materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in "Scope of Services - Exhibit A", attached hereto and incorporated by reference, and as further described in Consultant's Proposal, attached hereto an incorporated herein by this reference as "Consultant's Proposal - Exhibit B". 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Consultant's Fee Proposal. which is attached hereto and fully incorporated herein by this reference as "Compensation - Exhibit C". Consultant is one of eight (8) separate consultants selected to provide services on an on -call basis under RFP No. 23-051. The total compensation for services provided by all consultants selected under RFP No. 23-051 shall not exceed the shared aggregate amount of $2.000,000.00 during the term of this Agreement, including any extension periods, as set forth in Section 3_ below. b. Payment by City shall be made within forty-five (45) days following receipt of proper Page I of 9 DoeuSign Envelope ID: 01FlF1C08-B77B-44CE-8C90-3E207F451847 invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Notwithstanding any contrary terms contained within Consultant's lee Proposal, Consultant's fees shall not exceed 3% annually over the term of this Agreement, including any extension periods, unless directly affected by Prevailing Wage laws. 3. TERM This Agreement shall commence on July 1, 2023 and end on .tune 30, 2026 for an initial three-year term, with the option for the City to grant up to two, one-year extensions exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultmt prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Consultant 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 Page 2 of 9 UocuSign Envelope ID: 01AF1CC8-B776-44GE-8G90-3E207F451847 the performance of the work hereunder and the results of that work by the Consultant, its agents, representatives, employees or subconsultants. a. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Consultant shall not allow any subconsultant to commence work. on any subcontract until it has secured all. insurance required under this Section. b. Insurance coverage shall be at least as broad as: (i) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000.00 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. (ii) Automobile Liability: Insurance Services Office ("ISO") Form Number CA 00 01 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non -owned), with limit no less than. $1,000,000.00 per accident for bodily injury and property damage. (iii) Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000.00 per accident for bodily injury or disease. (iv) Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant's profession, with limit no less than $1,000,000.00 per occurrence or claim, $2,000,000.00 aggregate. (v) If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. c. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: (i) Additional Insured Status. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. Page 3 of 9 UocuSign Envelope ID: e1AF1CC8-B77B-44CE-8C90-3E207F451847 General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used). (ii) Primary Coverage. I7or any claims related to this contract, the Consultant's insurance coverage shall be primary insurance primary coverage at least: as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute withit. (iii)Notiee of Cancellation. Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. (iv)Waiver of Subrogation. Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss raider such insurance. Consultant 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. (v) Self -Insured Retentions. Self -insured retentions must be declared to and approved by the City. The City may require the Consultant 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. (vi)Acceptability of Insurers. Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A: V 11, unless otherwise acceptable to the City. (vii) Verification of Coverage. Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGI, 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 Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Page 4 of 9 DocuSign Envelope ID: 01AF1 CC8-B77B-44CE-8G90.3E207F451847 (viii) 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. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, to the extent arising from the negligent operations of the Consultant, its subconsultants, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of'this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of Consultant's uncured breach of the terms of, or effects, arising from this Agreement provided Consultant is afforded at least (30) days to cure such alleged breach. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required. by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. To the maximum extent permitted by applicable law, neither the City nor the Consultant shall have any liability for any indirect, consequential, special or incidental damages, damages for toss of profits or revenues, whether in an action in contract or tort:, even if such party has been advised of the possibility of such damages, unless such party has engaged in gross negligence or willful misconduct, or the damages arise from a third party claim for which a party is entitled to indemnification in this Agreement. S. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and Page 5 of 9 DocuSign Envelope In: 01 AF 1 CC6-877B-44CE-8C90-3E207F451647 invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and snake transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. It. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic .information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. B. EXCLFJSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between. the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any Page 6 of 9 OocuSign Envelope ID: 01AF1GG8-1377B-44CE-8C90-3E207F451847 terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultant and/or consultants retained by City. 1.5. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the Stale of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. Page 7 of 9 DocuSign Envelope ID: 01AF 1 CC8-B77B-44CE-8C90-3E207F4.51 S47 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and. in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by fast class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: 'ro City: Jennifer L. Hall City Cleric City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Pax: 714- 647-6956 With courtesy copies to: ,Jason Motsick Executive Director of Human Resources City of Santa Ana 20 Civic Center Plaza P.O. Box 1988. Santa Ana, California 92702 To Consultant: Rick I1. Flagman Vice President - Operations & Client Services 16371 Beach Blvd. Suite 240 Huntington Beach, CA 92647 Fax: A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, Page 8 of 9 DocuSign Envelope ID: 01AF1CC8-B77B-44CE-8C90-3E207F451847 A-2023-122-01 communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF. the parties hereto have executed this Agreement the date and year first above written. �l ENNIF e lerk APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Bv: _�J ATHAN T. MARTEkEZ Assistant City Attomev RECOMMENDED FOR APPROVAL: 1-11 A tIOTSIC ecutive Director Human Resources Department CITY OF SANTA ANA KRISTINE RIDGE City Manager CONSULTANT: CDocuSt D9&11G� 4F84E7._ THAI NGO Chief Financial Officer Page 9 of 9 DoeuSlgn Envelope ID: 01AF1GG8-B77B-44GE-8G90-3E207F451847 IWAH V1 "A SCOPE OF SERVICES DocuSign Envelope ID: 01AF1CC8-B776-44CE-8C90-3E207F451847 'i' CITY OF SANTA ANA EXHIBIT I SCOPE OF SERVICES Contractor shall provide services as set forth below: A. GENERAL CONTRACTOR REQUIREMENTS 1. Contractor shall provide a comprehensive catalog of clerical, office, accounting, other related administrative support service and professional options to the City. 2. Contractor must also agree to: a. Provide appropriate methods to match the City's needs within the specified time frames; b. Coordinate all schedule work dates with City at least one business day before the start of assignment; c. Provide a detailed proposal and invoice, according to the specifications prescribed by the City department, and d. Ensure the following criteria prior to recommending any temporary worker for placement at the City: • Work authorization has been obtained and is current for individuals referred to the City for assignment via Form 1-9, Employment Eligibility Verification. • Live Scan fingerprinting and/ or background check have been processed, completed and passed (if requested by the City) . • Selected temporary worker(s) recommended for an assignment meet all essential job function and minimum qualification requirements for the various types of services. • Typing speed of the selected temporary worker is at least 30 wpm, and Microsoft Office abilities have been tested and are met with positive results as required. • Contractor conducts due diligence employment verification/references of the temporary worker selected for an assignment to verify positive work history. • The selected temporary worker is bilingual in English and Spanish or Vietnamese when required for the assignment. • Verifies that temporary worker is not a retired annuitant of the California Public Employees' Retirement System (CaIPERS). 3. Contractor shall not impose a temporary to permanent placement fee. It is not applicable for temporary workers that are hired by the City through the competititve recruitment process, regardless of introduction or assignment by Contractor. Direct hire placement is only applicable for direct hire placement requests or if a temporary worker was hired without a competitive recruitment process. DocuSign Envelope ID: 01AF1GG8-B77B-44GE-8G90-3E207F451847 CITY OF SANTA ANA B. SPECIFICATIONS/ SCOPE OF SERVICES 1. The City of Santa Ana Human Resources Department shall contact the Contractor for temporary services and provide the title and any special skills or experience required. Certain positions may require bilingual skills. Contractor shall provide temporary worker(s) as required and approved by City departments to work at the various City of Santa Ana department locations. 2. The Contractor will compare job requirements with worker qualifications and will email resume(s) and test results of temporary workers as requested. 3. The Contractor will follow up with the City within two (2) hours to provide name(s) for City approval. a. If Contractor is unable to locate a qualified candidate within four (4) hours of the initial request, the City reserves the right to contact other temporary agencies for placement. 4. Once a candidate is selected, and the hourly pay rate has been agreed upon, Contractor shall provide the City with a detailed proposal to include the specific job description, the hourly pay rate for the temporary worker, and the mark-up rate. The City shall then review and sign the proposal if approved. 5. All invoices must include: a. Agreement number; b. Requesting City Department c. Department Contact Name / Requester Name d. Candidate Name e. Hourly pay rate and mark-up rate f. Dates of assignment duration g. Total hours worked during duration of assignment 6. Contractor shall provide temporary workers who have the skills required for the assignment. 7. At the City's discretion, City reserves the right to immediately end a temporary worker's assignment if work performed is substandard, attendance is poor, or for other business related reasons. 8. Contractor shall remove any temporary worker from assignment upon the City's request, at the specified time and date. Contractor shall provide replacement temporary worker if required by City. 9. Contractor shall be responsible for all decisions concerning matters of hiring; firing; discipline; payroll practices; and employee benefits such as vacation, sick, and other leave benefits. Temporary workers provided by the agency shall be considered employees of the agency and shall in no sense be considered employees or agents of the City. 10. Contractor shall be responsible for communication with temporary workers with respect to their duties as they are employees of the Contractor. 11. Contractor must provide City with testing resources for regular status positions as requested. These services shall be provided at the rates set forth in Cost Proposal Form, ATTACHMENT G. DocuSign Envelope ID: 01AF1CC8-B77B-44CE-8C90-3E207F451847 0 CITY OF SANTA ANA 12. Individual temporary workers are not permitted to work more than 960 hours in any fiscal year period (July 1 — June 30). Contractor is solely responsible for tracking hours worked by all temporary workers, and to notify the Department contact and the Human Resources Department within 30 working days of any temporary worker reaching the limit of 960 hours. 13. Contractor must comply with all applicable local, state, and federal laws and regulations, including California Assembly Bill 1028 (effective January 1, 2012) and CalPERS rules regarding CalPERS Retired Annuitants, whether formerly employed by the City or other public agency employers subscribing to CalPERS. Contractor must also ensure that no employee provided under this agreement would need to be reinstated to CalPERS employment or considered to be in violation of the retirement law or otherwise in unlawful employment as a result of their work at the City prior to assigning any temporary worker to any City request. C. SERVICE CATEGORIES Please note the service categories listed in this document are provided for purposes of this RFP and should not be construed as a detailed description of the tasks to be performed but rather a broad general outline. General Administrative Office Support Temporary Administrative Support role (e.g., Administrative Assistant and Office Specialist) is responsible for but not limited to: opening and routing mail, answering telephones, providing customer service at public counters, drafting general correspondence, preparing minutes of meetings, may operate computer, and other administrative duties assigned. 2. Executive/Senior Administrative Office Support In addition to the tasks required of General Administrative Office Support, temporary Executive/ Senior Administrative Office Support Roles perform highly responsible secretarial and routine administrative duties in the office of the City Manager, City Attorney, or reports directly to an Executive team member with a higher level of professionalism and experience. 3. Temporary Accounting Support role is responsible for but not limited to reconciling accounting records; preparing accounting reports and budgets; reviewing and verifying payroll documents and compliance documents for completeness, correct pay rate and reasonableness; producing reported work hours summary reports; posting accounting entries; summarizing accounting records; accepting and processing invoice payments. Temporary professional accountant is responsible for but not limited to accounting duties requiring the application of accounting principles and practices. 4. Legal Secretary / Paralegal Support Temporary Legal Secretary Support roles perform a variety of complex and responsible legal secretarial and clerical work involving specialized legal terminology, documents and procedures; processes legal papers and documents in accordance with established procedures and formats; and performs confidential secretarial and minor legal procedures for one or more attorneys, as assigned, including maintaining court and appointment calendars. 5. Other Technical and Professional Classifications as Determined DocuSign Envelope ID: OIAF1CC8-B776-44CE-BC90-3E207F451847 aCITY OF SANTA ANA Other technical and professional classification(s) relevant to city operations in which the Contractor may possess placement experience, such as human resources administration, building permit or plan check services, housing or job placement eligibility, facilities or vehicle maintenance, etc. City classification specifications can be found and defined on the City's job description site: https://www.governmentiobs.com/careers/santaana/classspecs. D. SERVICE UTILIZATION REPORTS Contractor must provide to the City's Human Resources Department the following reporting in Excel format: 1. Quarterly Reports which include at minimum: a. Number of temporary workers hired under this contract; b. Number of hours worked per temporary staff during reporting period, by name; c. Number of hours worked per classification citywide; d. Department to which temporary worker was assigned; e. Billing rate for each temporary worker f. Sum per criteria above 2. Annual Report which includes grand totals of each of the criteria included in Quarterly Reports and listed above. UocuSign Envelope ID: 01 AF 1 CC8-B77B-44CE-8C90-3E207F451847 EXHIBIT B CONSULTANT'S PROPOSAL Docu Sign Envelope ID: 01AF1CC8-B77B-44CE-8C9O-3E207F451847 Appleone Hiring Made Human' II , '11'1 1 All data and information contained herein and provided by AppleOne in response to the City is considered confidential and proprietary. The dato and information contained herein may not be reproduced, published or distributed to, or for, any third parties without the express prior written consent of AppleOne. DocuSign Envelope ID: OIAF1CC8-B776-44CE-8C90-3E207F451847 Table of Content, J a. Cover Letter........................................................................................................................................................... 3 b. Services Provided.................................................................................................................................................. 4 c. Agreement Statement........................................................................................................................................... 4 d. Firm and Team Experience.................................................................................................................................... 7 e. Proposed Work Plan............................................................................................................................................ 12 f. References............................................................................................................................................................ 21 CostProposal... ............................................................................................................................................... ........ 21 VII. Certifications (Attachments)............................................................................................................................. 22 VIII. References.. ........................................................ ............................................................................................. 22 3 ,RFPeESPCN JF DI CI0 _' F D4T J IT I FL, ON TH �')I T 1 i3: P." T r` THE FE TFI T uG j Gil tHE ITi F Pd3L 0 J PI'._'r J15AL DocuSign Envelope ID; 01AF1CC8-8778-44CE-8C90-3E207F451847 0 19 April 2023 Lori Schnaider, Operations Manager City of Santa Ana — Human Resources Department 20 Civic Center Plaza Santa Ana, CA 92701 Subject., Response to Request far Proposal — Recruiting Services Howroyd-Wright Employment Agency, Inc. dba AppleOne Employment Services (AppleOne) welcomes the opportunity to present our response to The City of Santa Ana (City), with the ultimate goal of furnishing the City with the top-notch Temporary Staffing Services it seeks. As a current provider of temporary staffing services to the City of Santa Ana, AppleOne hopes to continue its service to the City. One of the largest privately held human capital management companies in the United States, AppleOne boasts more than 200 offices throughout North America to support recruiting and bring local labor market knowledge and talent to the City. Guided by our belief in people and our company philosophy, "Hiring Made Human", we work diligently to connect our clients with the best people —aligning talents, skills, goals, and aspirations. AppleOne emphasizes the importance of quality and cost-effectiveness, providing lasting solutions while remaining cognizant of the taxpayer's dollar. AppleOne acknowledges receipt and review of this Solicitation and Addenda. If the City has any questions regarding the enclosed proposal response during the evaluation period, please contact our Government Solutions team at one or more of the following: PHONE (866)493-8343 FAX (714)S96-7798 EMAIL GovSolutions@AppleOne.com AppleOne will provide the City with day-to-day project management from our Orange County, CA branch office, located at 26300 La Alameda, Suite 130, Mission Viejo, CA 92691. There, our primary point of contact and Project Manager, Rion Carr, will facilitate follow-up, attend meetings, coordinate resources, services, and support, and will be available to the City directly at (949) 427 2936 and rcarrCopappleone.com. We look forward to working with the City in servicing its Temporary Staffing Service needs, and we will do everything necessary to ensure our contract delivery is positive, productive, and fulfills all stated objectives. Sincerely, Dr, MiltonJ. Perkins, Senior Vice President Howroyd-Wright Employment Agency, Inc. dba AppleOne Employment Services 3 DocuSign Envelope 10: 01AF1CC8-B77B-44CE-8C90-3E207F451847 0 A full -service staffing agency, AppleOne supplies temporary, temporary -to -hire, and direct -hire candidates to commercial and government clients alike. We can readily fill positions within several job categories, including: • Administrative/Clerical • Call Center/Customer Service • Data Entry/Data Processing • Finance/Accounting/Insurance • Human Resources AppleOne is a privately held corporation, founded in 1964 and incorporated in November 1968. Over its 59 years in the industry, AppleOne evolved from a single -desk staffing agency into a nationwide organization of hundreds of brick and mortar offices, reaching every major city in the United States. Now one of the largest privately held, woman- and minority -owned staffing firms in the country —rated by Forbes as a Top 10 Best Professional Recruitment Firm in America—AppleOne continues to evaluate and develop new, innovative, and creative ways to improve the level of service expected by our clients. • IT/Technical • Legal • Marketing/Graphics • Operations • Professional Figure 1- AppleOne In -State Operations AppleOne boasts the support of more than 200 points of operation across the continental United States, with in- state branch offices operating in half the states of the union, as well as Washington DC and Puerto Rico, and a robust national recruitment division to administer and support operations for large commercial and government clients. c. Sample Agreement Page'1 Sent... 1V W DocuSign Envelope ID: 01AF1CC8-B77B-44CE-8C90-3E207F451847 0 whether in an action in contract or tort, even if such party has been advised of the possibility of such damages, unless such party has engaged in gross negligence or willful misconduct, or the damages arise from a third party claim for which a party is entitled to indemnification in this Agreement. i. A general description of the firm, including size and number of employees -working directh xvith the Cite on this agreement. A wholly -owned subsidiary of The ACT 1 Group, Inc. (ActOne), AppleOne and its 630+ permanent employees place more than 145,000 people annually and process hundreds of W2's, meeting the needs of the thousands of clients throughout the United States. We possess an extensive history of partnering with public sector and non- profit clients, currently supporting over 600 government entities at the state, local, and federal levels. This includes a large number of long-term contracts with cities in all corners of the country, to whom we provide temporary, temporary -to -hire and/or direct placement staffing services on an as -needed basis. In addition to the primary personnel listed in the proposal, the local AppleOne branch servicing the City has over 15 employees, and other supporting branches in the area. AppleOne has an extensive history of partnering with other public sector and non-profit clients to provide temporary staffing and direct hire services on an as -needed basis. In addition to our work with the City of Santa Ana, we currently support over 600 government entities at the state, local, and federal levels, including numerous cities, and we are regularly adding new government contracts to our list of active clients. For example, AppleOne was recently the recipient of new and/or renewed bid -awarded temporary staffing contracts from government entities such as Seattle Housing Authority, Fresno Housing Authority, Harris County, Collin County, DeKalb County, City of Charlotte, City of Newport News, State of South Carolina, State of Kansas, OmniTrans, Bay Area Rapid Transit System, Alameda County Water District, Education Service Center Region 20, University of Washington, and Shelby County Schools, among others. A representative list is provided below: APPLEONE REPRESENTATIVE LIST OF MENTS CITIES City of Atlanta, GA City of Austin, TX City of Henderson, NV City of Ontario, CA City of Portland, OR City of Long Beach, CA City of Glendale, CA City of Hayward City of Columbia City of Reno, NV City of West Palm Beach, FL City of Folsom City of Greeley, CO City of Do raI COUNTIES County of Contra Costa, California County of Los Angeles, Public Defender County of Gwinnett, Georgia County of Los Angeles, Sherriff County of Hennepin, Minnesota County of Orange, Florida 7 DocuSign Envelope ID: 01AF1CC8-B77B44CE-BC90-3E207F451847 0 County of Houston, Texas County of Orange, Superior Courts, California County of Johnson, Kansas County of Riverside, California, County of Kane, Illinois County of Sacramento, California County of Los Angeles, District Attorney County of Los Angeles, Internal Services EDUCATIONAL INSTITUTIONS Contra Costa Community College District Los Angeles Unified School District Sunnyside Unified School District, Tucson Pinellas County Unified School District University of Miami, Florida Atlanta Public Schools Clark County School District Dublin Unified School District Fort Worth Independent School District Nampa University Orange County Public Schools San Bernardino Community College District Seattle Public Schools University of Utah HOUSING AUTHORITIES Burbank Housing Development Corp Chesapeake Redevelopment & Housing Authority Collier County Housing Authority Dallas Housing Authority Denver Housing Authority Fresno Housing Authority Housing Authority of the County of San Bernardino Housing Authority of Kern County Housing Authority of San Buenaventura Housing Authority of San Joaquin County Housing Authority of Santa Paula Housing Authority of the City of Alameda Housing Authority of the City of Bremerton Housing Authority of the City of Charleston STATES State of Colorado State of New York State of Nevada State of Arizona State of Utah State of Texas Washington State Department of Transportation State of South Carolina Commonwealth of Pennsylvania State of California State of Florida State of Georgia State of Tennessee, Dept. of Education California Earthquake Authority TRANSPORTATION AUTHORITIES Greater Orlando Airport Authority Sam Trans Los Angeles Airport Authority Central Midlands Regional Transit Authority Port of Los Angeles Charleston County Aviation Authority Chicago Regional Transportation Authority Gold Coast Transit Jacksonville Aviation Authority LA County Metropolitan Transit Authority Long Beach Transit North Texas Tollway Authority Omnitrans Ontario International Airport Authority UTILITIES Las Vegas Valley Water District Orlando Public Utilities Commission Sacramento Metropolitan Utility San Diego Water District Alameda County Water District South Coast Air Quality Management District Contra Costa Water District Southern California Water Company Elsinore Valley Municipal Southwest Gas Florida Public Utilities Inland Empire Utility Agency Kern County Water Agency Las Vegas Valley Water District ii. Eirm's tic- ire;t ,lddres: ,er\ in,r Lhe Ciro O F `ianra Art and he,id+i irrers addre:, As stated in our Cover Letter, the managing office for this contract will be AppleOne's Orange County branch office, located at 26300 La Alameda, Suite 130, Mission Viejo, CA 92691. Consistently providing high quality service to the region, the servicing branch staff are fully trained and mentored to be leading recruiting and staffing experts, providing temporary, temp -to -hire, direct hire, and payrolling services. 3 DocuSign Envelope ID: 01AF1QCB-B776-44CE-8C90-3E207F451847 iii, Firm's fu11-time sets ice Office in SOtttherti California if different from above. AppleOne's primary headquarters is located at 327 W. Broadway, Glendale, CA 91204. i%. Name and contact information of the supenisina Project Manager/Principal Aaent, to be assigned to the aurcement. AppleOne Area manager Rion Carr will serve as the designated Project Manager for the City in service of this contract. An integral member of AppleOne's California operations, Ms. Carr currently assists with account management and recruitment for various AppleOne public -sector clients. Ms. Carr, who is empowered to take swift and decisive action in the normal course of business with the City, will be directly supported by Recruiting Consultant Bonnie Hulse, who will serve as the Assistant Project Manager for this contract, with additional support provided as needed by the rest of the Orange County branch team and other area offices, who are in turn supported by regional and corporate management. AppleOne strives to ensure that, regardless of a client's location, size, or service requirements, they will interact with a friendly, knowledgeable, and responsive staff that pays every attention to detail. This commitment to excellence is reflected in our daily practices and reinforced by executive leadership. Because our mission is "to find, to understand and to fulfill the needs of another," our clients find that our tailor-made solutions lead to enhanced productivity and reduced cost, especially compared to other staffing organizations. Ms. Rion Carr, Project Manager, possesses over twenty-four years of recruitment and account management experience with AppleOne. As the Project Manager for the City, Ms. Carr will manage the day-to-day processes, including testing, screening, and ensuring all temporary employees are fully trained and qualified, possess the necessary skill requirements, and are performing up to the City's standards. She will gather all information needed to recruit, screen, evaluate, and qualify candidates who possess the required skills to be productive at the City. Ms. Bonnie Hulse, AppleOne's Assistant Project Manager, has firmly established herself as an invaluable asset within the industry in her over twenty years of staffing, recruiting, and administrative experience. Ms. Hulse will be primarily responsible for recruiting and applicant development, and will provide special recruiting services to support the City. Additional duties will include: staff performance and accountability, client fulfillment oversight, maintenance and expansion of qualified applicant pool, ongoing training and development, and ensuring that the City receives quality service at all times. Mr. Rick Hagmann, Vice President of our Government Solutions team, implements and maintains contracts with our public sector clients. Part of AppleOne's dedicated government team for 16 years, he will be the primary contact regarding all contract -administration related issues. Mr. Hagmann is supported directly by our Legal and Risk Management teams as well as his own Government Solutions staff of highly trained professionals. He will work with the AppleOne Orange County account management personnel to ensure that the City is properly supported. \. Include rc�unle tier Al munzhrer,, ;uher� isrus, and ether CerIrnulet inCludin� suhriaa;tlltslnts (ifapplie.rhle) «hn �\ill he Cnrltr.lCC il�niatrdrrl. Please see resumes for personnel listed on the following pages. G F aP DocuSign Envelope ID: 01AF1CCB-B77B-44GE-8G90-3E207F451847 0 Appieone Hiring .fade ffuman Rion Ruiz Carr Orange County, CA 1 (949) 427 2936 1 rcarr@appleone.com Area Manager Y p Charismatic Senior Business Development leader who thrives on building award winning teams and creating clients for life. Results oriented and highly motivated self-starter with proven track record in sales. Profound customer service acumen. Flourishes independently or in a team environment. Believes leading by example is the path to success. SKILLS Computer: Proficient in applications of Microsoft Office Including: Word, Excel, and Outlook as well as other Internet and office applications. Proficient with Linked In, Indeed, Monster and Career Builder and extensive experience with various ATS systems. Communication: Able to write clearly, concisely and logically while maintaining professionalism in all circumstances. Area Manager 1999to current APPLEONE EMPLOYMENT SERVICES Orange County, CA Duties: Responsible for supervising multiple employees/offices, driving business initiatives, supporting my employees and ensuring the highest level of customer satisfaction for all clients. Hire, train and lead employees and act as a back up to all accounts. Extensive recruitment of skilled applicants to fill qualified job orders from local companies and corporations. Representing over 1000 candidates, with having personally interviewed each individual. Other responsibilities include connecting with all companies we service for quality control and conducting marketing and sales calls to develop new business. Conduct all internal staff counseling, training, mentoring. Handle hiring, promoting, and terminating of internal staff and of candidates, as needed. Draft job descriptions and create new job classifications. Drive the bottom line. Providing excellent customer service to applicants and clients. UCLA Bachelor's Degree in Interdisciplinary Studies with a minor in Chicana/o Studies 10 DocuSign Envelope ID: 01AF1CC8-B77B-44GE-8G90-3E207F451847 0 Bonnie Hulse AREAS OF PROFICIENCY • Microsoft Word, Excel, PowerPoint, Outlook • Google Docs, Google Calendar • Editing. Proofreading Skills • Zoom, MS Teams • E-verify • Facebook, Instagram ProShow Producer Slideshow Creator • Bilingual Spanish PROFESSIONAL EXPERIENCE APPLEONE EMPLOYMENT SERVICES, Mission Viejo, CA Recruiting Consultant Oct. 2021-Present • Continuously develop applicant base through recruiting. reactivating, reassigning, and referrals • Post job advertisements, screen candidates, interview qualified candidates, conduct job matching, reference checks, background checks, submissions, interview preparations, and placements • Interview, evaluate, and reference candidates to determine their skill level • Maintain accurate records, including timely data entry, candidate outreach and email exchanges Operations Coordinator I Recruiting Consultant March 2020-Oct 2021 • Receive Incoming telephone calls from candidates and clients. engage callers with care and compassion. Email accurate messages to staff • Process weekly payroll utilizing strong computer skills and problem solving, with an eye to detail • Schedule candidate interviews via Zoom or MS Teams, add to calendars; email interview confirmations and virtual media links • Support branch operations by processing applicants, onboarding, e-verifying, and implementing office procedures and systems • Post job advertisements, screen candidates, interview qualified candidates, conduct job matching. reference checks, background checks. submissions Interview preparations, and placements • Provide recruitment and candidate relationship support to a designated client, typically with a focus on volume client accounts Operations Coordinator (temp.) Feb. 2020-March 2020 IRVINE COMMUNITY CHURCH, Irvine, CA Administrative Assistant (Part-time) April 2018-June 2020 • Produce and edit weekly Sunday morning bulletins_ which provides useful information for all church attendees • Record, edit, and process videos of sermons: upload videos to church site on YouTube • Process and upload sermons (mp3 files) to the church website, include metadata with each audio file • Handle incoming phone calls. including calls from people in crisis handle requests for benevolence, reply to incoming email; distribute mail; protect confidentiality in all matters • Proofread lesson notes and outlines to ensure accuracy • Assist pastors with various administrative needs (e.g,. by creating bookmarks, fliers. sign-up sheets.. ) to address church business UNIVERSITY OF CALIFORNIA, IRVINE, Inine. CA Academic Counselor, Division of Undergraduate Education 1991-2001 2004 • Conducted academic advising sessions for incoming undecided/undeclared freshmen, with special attention to University requirements., breadth requirements, and school and major requirements • Answered questions regarding class scheduling, placement tests, and course prerequisites, helped students select appropriate course schedules so they would make progress toward school, breadth. and major requirements • Assisted prospective, incoming, and currently enrolled students regularly, giving them direction, advice, and guidance regarding UCI majors and major requirements, provided general university information • Served as the advisor for the University Program for High School Scholars (UPHSS). guiding and directing high school students into appropriate UCI courses for high school and college credit DocuSign Envelope ID: 01AF1CC8-B776-44CE-8C90-3E207F451847 0 AppleOne will be a strategic partner to the City in its effort to procure temporary staffing in an efficient and expeditious manner, assisting all departments in filling as -needed vacancies with well -trained and diverse personnel. Our core capabilities in human capital management and 58 years of experience in the industry afford us a deep understanding of challenges and needs across the industry. Recruitment One of the many rules AppleOne abides by is that the wider the regional exposure to qualified talent, the better placements one can make. While the typical employer draws candidates from three to six sources, AppleOne draws talent from 25 or more sources. We utilize every available resource when it comes to recruiting, from traditional approaches such as job postings and job fairs to the more modern methods of social media advertising and job sites. We also capitalize on our history in the local market to find top talent. Self -Recruiting AppleOne's recruiting and matching processes play a key factor in our continued success in quickly supplying high - quality staff. By implementing a staffing and recruiting plan that is reflective of the latest industry trends in technology, skill demands, and compensation structures, AppleOne is able to take elements like environment, structure, culture, tasks, and goals into consideration to obtain the best qualified candidates. Through needs analysis and benchmarking, we are able to recruit candidates who not only meet the needs of the City, but identify candidates with the strongest likelihood to succeed in particular working environments. Hence, we can proactively recruit, hire, train, and retain quality personnel. A dedicated Hiring Advisor assesses your needs onsite, then creates a Branding & Recruiting Strategy J [ 0 ®i Cnpu.er t•erunn anlom•_N them Neimnal:mFema 41uM�F.<n•eaq Cgn:a e.. re Hnla.r,ny nyn Gr]rrgl pnr: nl n To accomplish this, we utilize powerful proprietary systems and tools to assist AppleOne's recruiters in writing and placing employment ads. We also employ on-line registration and database systems that allow us to aggregate and maintain a vast pool of local, qualified candidates, giving our recruiters instant access to the right people at the right time. r..:,.:�.,�,,,,1.r„ ; er,:,G wraanw,r:�� �,+W,rr.,rr-;",,.. d The job -order filling procedures at AppleOne are based on our in-depth knowledge of the needs of clients and our dedication to gaining and op,•„,,, e,.�ai N.•:.r„! ,�N v111 Gelahae: maintaining an understanding of your unique a staffing needs. AppleOne finds that one of the best ways to deliver qualified candidates is to perform + m•5+nse r job profiling and benchmarking, establishing Qn(1,14rq OH.rlwr• parameters that will assist in identifying the skill levels required to succeed in clients' specific working environments and gaining a clear understanding of what that environment will entail. Technology plays a key role in the success of AppleOne's service offerings. AppleOne achieves the highest level of effectiveness and economy in delivering precisely targeted staffing solutions by integrating all staff member's 12 DocuSign Envelope ID: 01 AF 1 CCB-B77B-44CE-8C90-3E207F451847 0 experience and expertise with cutting -edge technological resources developed in-house by AppleOne's staff: JobCaster: A powerful proprietary system which is utilized for enhancing the database of available candidates to fill job orders from the City. JobCaster speeds the recruitment process by assisting with the writing and placing of advertisements. Once the job posting is composed it is broadcast to more than 75 of the most popular career sites. These include, but are not limited to: Monster, CareerBuilder, Linkedln, Indeed, Dice, Glassdoor, SimplyHired, and ZipRecruiter. JobCaster can be customized to target specialized career sites most appropriate to the job classifications needed. ZipRecruiter eareerhuilder° G glassdoor Linked® Miracle Wo kers indeed fl �o AppleXpress: An automated client/server tool to intake and store qualified applicant resumes. Relevant information on all potential candidates, including resumes and personal profiles gathered from each expertly structured candidate interview, is entered into the AppleXpress system, where they can be filtered according to a customized pre-screening process. This process can include customized searches for applicants based on location, skills, education, salary range, experience, key words, and other qualifications that may be requested. AppleXpress even allows clients to search AppleOne's pre -qualified candidate base from their own computers. As a further time saving measure, all applicant information is received directly into AppleOne's Office Automation database digitally, making their information instantly available to AppleOne's clients, reducing the need to transcribe information into the system. As one of the proprietary systems at AppleOne, AppleXpress is a revolutionary tool that allows clients the opportunity to identify candidates, schedule interviews and dispatch temporary associates in one comprehensive solution. Office Automation: AppleOne utilizes a software system called Office Automation (OA). This internal management software database allows our staff to index information on our temporary associates' and client companies, which in turn is shared on our network. Using this software, AppleOne can easily track and match candidates, allowing our branch offices to quickly select a pool of temporary associates from our entire national network. Using OA, AppleOne fully services our clients, including large organizations with locations across the country. OA also has the ability to download resumes and generate client reports. In addition, all correspondence with both client and associate is documented. Universal search: A network portal which allows our recruiting professionals to respond to our clients' needs with unprecedented speed and precision, tapping into a vastly larger candidate pool to capture more accurate results. The software scours through the million -plus candidates in AppleOne's database of detailed personnel profiles gathered from expertly structured associate interviews to include personalities, temperaments, and strengths, as well as backgrounds and activity comments left by other AppleOne account managers. Qualified candidates are rapidly tracked and identified, staffing vacant positions more quickly and efficiently than ever. AppleOne invests in the best tools and processes to provide the highest standards in talent screening and benchmarking. We are ISO 9001:2015 and Department of Homeland Security ICE IMAGE certified to ensure a thorough and consistent evaluation process, which includes extensive interviews with each applicant using behavioral -evaluation techniques. Our staff invest the extra time to learn an individual's aspirations, talents, skill level, experience, preferred work environment, and other variables such as work styles, allowing the applicant to be placed in the position best -suited to their personality and skill set. Personnel profiles are created for every candidate entered into our OA system. As part of our standard Job Order process, specific thresholds and custom requirements can be set, including basic qualifications, to evaluate and determine a candidate's disposition at 13 Cis- D, Fv,,, ,,, R; 'Rr','rii4Sr DocuSign Envelope ID: 01AF1CC8-B77B44CE-8C90-3E207F451847 every step of the requisition process. As part of our comprehensive approach, we bring a structured continuous process improvement with knowledge transfer and lessons learned to all our activities. AppleOne will be working closely with the City. Our project and programs staff will work to fully understand and implement what has been successful and how to identify and resolve potential issues should they arise. We also, as part of our commitment to knowledge transfer, will work with District staff to incorporate the most useful aspects of our methodologies and activities into internal department efforts. We have developed an overall strategy and approach that addresses the following priorities and demonstrates our value to a project and contract. We will listen carefully to management, and identify the value AppleOne can bring in our approach to address priorities and mission objectives. Procedure For Requesting Personnel The City's notification of need will initiate AppleOne's streamlined job ordering process. AppleOne has a standardized Job Order Response Process that provides an overview of how we will ensure the availability and qualifications of contractor personnel. The breakdown of AppleOne's Job Order Response Process is as follows: • Step 1—Job Order Submitted: Job Order is submitted by the City to an AppleOne account management team member via your preferred method (phone, fax, or the Internet). The PM, Ms. Rion Carr, will serve as the single -point -of -contact for the City. • Step 2 — Acceptance of Order and Initial Response: The AppleOne account management team accepts the order and enters it into AppleOne's internal Office Automation database. Ms. Carr or Ms. Hulse (Assistant PM) will respond within 4 hours or less to confirm that they received the order as well as provide a status update. Working collectively, all team members of the Orange County branch will identify potential candidates for the City's consideration. Further information may be requested at this stage from the contracting officer or department head at the City. • Step 3 — Evaluation Process: Once a qualified candidate is identified, AppleOne completes a customized evaluation process for the City. This includes an in-depth, in -person interview, as well as review of job requirements and expectations, and verification of references. If the candidate meets all requirements and accepts the positions, we will move onto the next step. If not, the previous step is repeated until a qualified candidate match is made. • Step 4— Interview/Final Approval: The candidate is then interviewed or presented for a final approval by the City. AppleOne will notify the temporary associate in writing with information specific to his or her assignment if the position is accepted. • Step 5 — Orientation: Prior to the start date, AppleOne will provide the candidate with a full orientation on the job and the City environment, as well as information on how to complete their timecard or assign them a badge/password for AppleOne's Web Time Capture software. • Step 6— Quality Control: On the first day of assignment, a member of the account management team will conduct a quality control call to the candidate's supervisor. At the end of the first week, another quality control check will be completed. Afterwards, the team will conduct ongoing quality checks to ensure that the candidate is performing up to, or better than, expectations for the City. Placenietit Of Personnel AppleOne knows that having the best in professional personnel is integral to the ongoing success at the City locations. Our precise, comprehensive methods for providing staffing services will ensure that the City obtains the maximum projected value for each dollar of expenditure. We remain committed to providing personnel with the skills, experience and character to excel in their positions with the City. 14 DocuSign Envelope ID. 01AF1 CC8-8776-44CE-8C90-3E207F451847 0 Our service delivery performance measurements are devised based on our quality driven customer centric approach. Our efforts are focused on achieving the goal of Excellence in all aspects of service, and these including: • On -time availability of the candidate: After selection of the candidates, AppleOne ensures timely availability of the candidates. They will start on the agreed to date and time. • Monitoring of hours: AppleOne conducts regular monitoring of employee hours while on assignment. This will serve to ensure they do not exceed maximum allowable hours in a calendar year with the City. • Background check compliance: We ensure that all candidate submitted to clients are cleared to work, and all background checks have been completed in accordance with all client requirements. • Close monitoring of the services performed: We monitor the performance of the staff engagement on a continuous basis and in consultation with the designated client manager(s). • Performance evaluation of services delivered: AppleOne reviews the performance of our services delivered on a quarterly basis. In this connection, the City designated staff receives one -page performance evaluation document from AppleOne. This evaluation helps AppleOne to discuss where our performance is exceeding and the areas, which would need further efforts to develop. This feedback mechanism helps us and our candidates to improve their skills, knowledge and personality. • Replacement of candidate: In the rare case that there is a need for replacement of a candidate, AppleOne ensures replacement is provided to the client within 5 days of such situations. The first week of the replaced candidate is not billed to the client. • Defect Prevention Program: This program, used across the board, is aimed at achieving quality improvements in all phases of AppleOne service deliveries as defined above. This has been implemented by setting quality standards for How can we serve our customers better? One of the important measurements we have in place is —'Continuous review of our business processes' for delivering value added services, quality and responsiveness, timeliness of deliverables, risk minimization and cost effectiveness. • Implementing Customer Feedback Evaluation Process: We believe such quality of service measures as customer feedback surveys play an essential role in cementing a satisfactory relationship between supplier and customer, as well as uncovering a potentially serious problem. • Management Monitoring and TQM in our service delivery to our Clients: We believe in Total Quality Improvement Programs (TQIP), which is the cornerstone of AppleOne's business strategy. It is a structured, planned approach to continuous quality improvement and establishes an ongoing quality management program in every aspect of our business. Its goal is to create a customer oriented quality culture committed to making quality improvement a permanent way of life for the company. Its major elements are: o Management commitment o Functional organization ownership in approach o Employee involvement at all levels o Practical measures to track progress o Recognition for team and individual performance o Ongoing training and communications. Our emphasis is on quality services and we continuously improve our business processes to support our service delivery model. This allows us to refine our function processes in each area of services (human resources, sales and marketing, contracts and client relationships) with the overall result providing us a capability to be highly responsive to client needs. We maintain a large database of qualified candidates who are available for projects. 15 Al-IPr F, r P-p Re;?f,NSF DocuSign Envelope ID: 01AF1CC8-B77B-44CE-8C90-3EZ07F451847 ♦0 Screening The expertise of AppleOne's account management team, combined with the consistency in evaluation standards provided by the structured interview guide, will ensure that all candidates not only have the skills requirements needed for positions, but the reasoning ability and work ethic to excel in those positions. AppleCore Behavioral Assessments To enhance AppleOne's ability to find skilled, able, and educated candidates for government and public sector entities, AppleOne uses the AppleCore Assessment Series, a validated applicant classification system that focuses on soft skills like customer service, aptitude, and attitude. The content underlying these tests was carefully studied and determined to be related to the job performance of AppleOne positions. All AppleOne tests have a proven track record of success, showing that those who take the tests have better performance on the job, significantly increasing their productivity. We have in place assessment tests for all types of job categories. If needed, AppleOne's assessment series can be customized to meet clients' specific requirements for temporary personnel. Candidate Skill -Based Assessment AppleOne extensively tests candidates on their software proficiency, particularly important in today's high-tech and increasingly work -from -home environment. Using the sophisticated evaluation and training system of SHL TalentCentral, in partnership with IBM Kenexa, AppleOne leverages the platform's behavioral science techniques to measure traits, skills, and culture fit of each candidate. Benefits of the TalentCentral platform include: Mobile/Tablet Capability: User interface employs responsive design principles, dynamically adjusting to the type of display the candidate is using, supporting a wide variety of devices. Languages: Currently available in over 40 languages and offers expansive globalization abilities. Accessibility: User-friendly experience for candidates with a range of disabilities, including those who use assistive technologies such as screen readers. Prior to assignment, AppleOne is able to test candidates on over 250 applications across several disciplines that simulate the workto be performed at any location in the City's network. For administrative and clerical candidates, for instance, TalentCentral allows for in-depth evaluation of the various skill sets. Test titles include: ADMINfSTRATIVE/CLERICAL Business Writing TESTS Microsoft Internet Explorer Counting Microsoft Office Suite Customer Service Mindset Survey Proofreader Marks Data Entry 10 Key Punctuation Email Etiquette Reading Comprehension English as a Second Language Recruiting Fundamentals Filing by Name Sales Concepts Following Verbal Instructions [audio] SAS 9 - Data Analyst Following Written Instructions Shorthand Healthcare Benefits Knowledge Software Quality Assurance Human Resources Basics Software Testing Human Resources Benefits Knowledge Spanish Basic Office Skills Internet Basics Spanish Basic Reading Comprehension Internet Research Skills JSpanish Office Grammar and Spelling 16 DocuSlgn Envelope ID'. 01AF1CC8-B77B-44CE-8C90-3E207F451847 0 ADMINISTRATIVE/CLERICAL Interviewing and Hiring Concepts TESTS Spanish Typing - General Listening Skills [audio] Spanish -English Bilingual Macintosh Basics OS 9 Technical Terminology Mailroom Management Skills Translation Sample - English to Spanish Marketing Fundamentals Translation Sample - Spanish to English Matching (Alphanumeric, Numeric, Images) Typing - General Math Word Problems jVocabulary Microsoft Windows jWriting Sample (letters, etc.) For Accounting and Finance positions, AppleOne uses the Accounting and Financial Knowledge test package to evaluate core accounting and finance competencies. Testing titles include, but are not limited to: Accounting Terminology ACCOUNTING/FINANCE TESTS Cost Accounting MYOB Accounting Plus Accounts Payable Financial Analysis Partnership Tax Accounting Accounts Receivable Financial Management Payroll Clerk CCPAC Pro Series Fixed Assets Payroll Management DP - Payroll General Accounting Peachtree Accounting Advanced Accounting General Ledger Knowledge QuickBooks Pro Auditing Individual Income Tax Quicken Bookkeeping - Professional D Edwards Sage MAS 90/200 Business Income Tax MAS 90 - Bookkeeping Simply Accounting Corporate Tax Accounting Microsoft Dynamics GP Platform -Specific Testing For clients who wish candidate skill assessments specific to Microsoft, Adobe, and other software suites, TalentCentral offers several assessment options, including but not limited to those listed below. ACCPAC Pro Series SOFTWARE PLATFORM TESTS Lotus 1-2-3 Millennium Microsoft Word Adobe Acrobat Lotus Freelance Graphics Millennium MYOB Accounting Plus Adobe Flash Lotus Notes Netscape Navigator Adobe Flex Lotus Word Pro Millennium Peachtree Adobe Illustrator MAS 90 — Bookkeeping Peachtree Accounting Adobe InDesign Microsoft Access QuarkXPress Adobe PageMaker Microsoft Excel QuickBooks Pro Adobe Photoshop Microsoft FrontPage Quicken ADP -Payroll Microsoft Internet Explorer Sage Line 50 Corel Presentations Microsoft Office Integration Sage MAS 90/200 Corel Quattro Pro Microsoft Outlook Sage Peachtree Pro 17 DocuSign Envelope ID: 01AFiCC8-B77B-44CE-8C90-3E207F451847 0 Core] WordPerfect SOFTWARE Microsoft PowerPoint Sage Simply Accounting Pro Desktop Publishing Theory Skills Microsoft Project Simply Accounting FileMaker Pro Microsoft Publisher Summation Blaze 1D Edwards Microsoft Windows Summation iBlaze A similar array of relevant software- and hardware -skills tests are available through TalentCentral platform for Customer Service, Program Management, Professional, Technical, and other labor categories as needed. Background Checks Prior to sending an employee to work for the City, AppleOne's account management team, in conjunction with the appropriate representative, will confirm which pre -employment background checks are required for the position(s) in question. In order to ensure that AppleOne's clients receive the best candidates in an efficient manner, AppleOne utilizes its affiliate company, A -Check Global (A -Check), an internationally -recognized and respected employment screening organization, to conduct extensive background checks as needed. In addition to criminal background checks, reference checks, and drug testing, pre-screening may include social security checks, education verifications, DMV verifications, employment certifications, social security traces, and more, as allowed by local, state, and federal law. A -Checks services are available for AppleOne's employees and clients' permanent employees. We also understand that the City may elect to conduct its own background check on temporary personnel. To maintain Fair Credit Reporting Act (FORA) compliance, is it AppleOne's policy to provide clients with an attestation of background screen completion pursuant to the client's requirements, but not the actual results. Contact with and updates to the candidate are frequent, to both ensure the background check process is on track and that they remain invested in the position. An overview of our available background check offerings are included in the tables below: AVAILABLE BACKGROUND CHECKS This includes a one (1) county, one (1) name, criminal record search of felony records, and Criminal Felony/ will include misdemeanor records when available. All information will be obtained at the Misdemeanor— courthouse by a dedicated county researcher unless direct connection to the courthouse is 7 years established. Five (5) and 10 year options are also available upon request. Criminal Search - This search includes a one (1) name federal criminal record search of federal records. All National Federal information will be obtained through the Federal Public Access to Court Electronic Records - (PACER) system with on-line direct connection to records and dispositions. Five (5) and 10 7 years year options are also available upon request. National Criminal This search includes one (1) name. A -Check Global's National Criminal Database search Database Search (NATCRIM) includes over 250 million criminal records from all fifty states, the District of _ Columbia and Puerto Rico. This database search perfectly complements county courthouse 7 years searches by increasing the chances of catching additional criminal data from places of work or residence not disclosed during the application process. Results are available within 18 DocuSign Envelope ID: OtAF1CC8-B77B-44CE-SC90-3E207F451847 0 BACKGROUNDAVAILABLE minutes when ordered via A -Check Direct'"^ and all information reported is FCRA compliant. Five (5) and 10 year options are also available upon request. While convictions for sexual offenses will appear upon the criminal record in the county or state where the offense was committed, oftentimes sexual offenders will relocate where National Sex their criminal records will not reflect the offense. Information returned from sexual Offender Registry offender registry inquiries may include: name, AKA name, physical characteristics, date of birth, residential address, employer, county, state of conviction, date of conviction, and offense(s). County Civil includes one county, one name search obtained by a court researcher at the county Records Search courthouse. Information obtained may include plaintiff and defendant's actions, case outcome. Compliance Link Comprehensive list of Compliance searches available upon request. Search Motor Vehicle Depending on state law, search will reveal a three (3) to five (5) year driving history. Records- Reported information will include type of license, any violations, disciplinary actions, Driver's Report convictions, issue date, expiration date, revocations, suspensions, accidents, status and restrictions. A -Check will verify a professional reference by seeking answers to predetermined questions Professional including information on communication skills, work attitude, professionalism and Reference punctuality. This information will be obtained through a phone interview with a former supervisor or personnel department. Contact up to three (3) times daily, made for up to three (3) days. Documentation will be requested from the applicant for any verifications of employment not obtained. Employment A -Check will verify present or past employment to include position(s) held, dates of Verification - Plus employment, salary, confirmation of specific job duties, reason for leaving, eligibility for re- hire, and overall job performance. Information will be obtained through phone interviews with former supervisor or personnel department. Pricing is per individual screened. Education Contact up to three times daily, will be made for up to three (3) Days. This search verifies Colleges/Universities attended with dates of enrollment, Verification - Major/Degrees obtained, Grade Point Average, and professional certification. Pricing is per Basic individual screened. Professional This search verifies a professional license or professional certification. Additional fee if License transcripts are requested or if educational institution/licensing body requires use of a Verification I records clearinghouse. This report provides information into a person's financial background. It also provides Credit Report present and past addresses, current and past employers, and verifies and identifies users of the social security number provided. Social Security This search verifies the Social Security number provided is valid, the person/people Trace associated with the number, current and past addresses, and current and past employers. Drug Testing A -Check is a full service, turnkey national drug -testing administrator. Their program includes the analytical testing services of over 35 of the finest certified laboratories. They utilize Quest Diagnostics and LabCorp (Laboratory 19 DocuSign Envelope 10: 01AF1CC8-6776-44(;E-8C90-3E207F451847 0 Corporation of America) Patient Service Centers (collection sites) and Laboratories as well as collection facilities and laboratories of Concentra and U.S. Healthworks. A-Checkcan generally provide in -network collection facilities within a 25-mile radius of our clients' locations. They work closely with clients and make every effort to incorporate facilities already established within their network of clinics and hospitals, if one exists. If an in -network site is unavailable or not within a reasonable distance, then a third party (out -of -network) facility will be established. When a third party collection facility must be set up for remote offices outside of the 30-mile radius. A -Check can set up an account with any collection facility and/or lab a client chooses. However, they are able to offer large discounts by utilizing in -network collection facilities and laboratories, and are able to offer electronic self -scheduling if clients use our in -network partners. Their collection and lab partners are the largest and most trusted in the nation, so it is likely that the client is already using them. A -Checks drug screening programs aid in protecting our clients from the negative effects of substance abuse. Their Occupational Health Screening services help ensure candidates are fit for duty. Services are available for regulated and non -regulated industries. A -Check performs 5-, 10-, and 12-panel urinalysis tests utilizing EMIT (Enzyme Multiple Immunoassay Test), performed by their laboratory partners along with Adulteration Testing via PH, Specific Gravity, and Creatinine; GC/MS (Gas Chromatography/ Mass Spectrometry) Confirmation Testing, and Medical Review Officer review of results. They also administer Saliva Testing, Hair Testing, and BAT (Breath Alcohol Testing). Their network of medical services providers and collection facilities allow A -Check to support complex drug screening program. NON D.O.T 10-Panel This includes screening for ten (10) categories of drugs including Amphetamines, Drug Screening Barbiturates, Benzodiazepines, Cocaine, Marijuana (THC), Methadone, Methaqualone, Opiates, Phencyclidine (PCP) and Propoxyphene. NON D.O.T 10-Panel This includes screening for ten (10) categories of drugs including Amphetamines, Plus Extended Opiates Barbiturates, Benzodiazepines, Cocaine, Marijuana (THC), Methadone, Drug Screening Methaqualone, Opiates, Phencyclidine (PCP), Propoxyphene and Extended Opiates. Negative results are returned in 24 hours after the specimen is received by the SAMHSA-certified lab and positive results (non -negative) are usually returned in 48 to 72 hours after the specimen is received by the SAMHSA- certified lab. AppleOne invests in the best tools and processes to provide the highest standards in talent screening and benchmarking. We are ISO 9001:2015 and Department of Homeland Security ICE IMAGE certified to ensure a thorough and consistent evaluation process, which includes extensive interviews with each applicant using behavioral -evaluation techniques. Our staff invest the extra time to learn an individual's aspirations, talents, skill level, experience, preferred work environment, and other variables such as work styles, allowing the applicant to be placed in the position best -suited to their personality and skill set. Prescreen Job Specific Interview Firsthand References Skills and Traits Evaluation Background Verification Candidate Profile Presentation Candidate Interview Preparation Selection Debrief Job Offer Negotiation 20 DocuSign Envelope ID: 01AF1CC8-B77B-44CE-8C90-3E207F451847 0 Personnel profiles are created for every candidate entered into our OA system. As part of our standard Job Order process, specific thresholds and requirements can be set, including basic qualifications, to evaluate and determine a candidate's disposition at every step of the requisition process. Reference Checks AppleOne's policy regarding reference checks is to acquire at least two (2) positive references from each employee's most recent employers. AppleOne will verify a professional reference by seeking answers to predetermined questions including information on communication skills, work attitude, professionalism and punctuality. This information will be obtained through a phone interview with a former supervisor or personnel department. If requested, AppleOne can also submit a Work Performance Evaluation form to prior employers to get a more detailed reference profile. The form can be customized to meet District requirements. In addition to references, successful candidates must have also: • Completed and signed all required pre -employment paperwork, including our "Best Foot Forward" agreement, confidentiality and arbitration agreement, and our background investigation consent form • Provided all required 1-9 documentation • Favorable in -person interviews with our branch team members • Have passed any required skills tests with scores acceptable to the City Structured Interview AppleOne conducts an interview with each candidate to determine their needs, desires and goals, as well as to determine if they are right for our clients. Taking advantage of the expertise gained from more than 59 years in the staffing industry, AppleOne developed a structured interview guide to assist staffing managers and recruiters in conducting focused interviews with each candidate to eliminate nonproductive processes. The structured interviewguide was designed to identify how well a candidate effectively performs as an AppleOne employee. The interview guide asks questions related to the applicant's work history, interpersonal and team skills, creative problem solving, professionalism, and communication skills. The applicant's responses help us assess how they have responded in past work situations. Questions are framed in this way because research has shown that past work behavior is one of the best predictors of future work behavior. Please see references included on the Attachment B — References form. Please see pricing included on the Attachment G — Cost Proposal form. 21 Docu5ign Envelope IU: 01AF1CC8-B77B-44CE-BC90-3E207F451847 0 Please see the required certifications and forms on the following pages. Please see references included on the Attachment B — References form. 22 DocuSign Envelope ID: 01AFiCC8-B77B-44CE-BC90-3E207F451847 CITY OF SANTA ANA ATTACHMENT A PROPOSER'S CERTIFICATION, PROPOSAL PRICING Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services (Exhibit 1) and am qualified to provide services being requested as specified herein. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. PROPOSER'S STATEMENT: I have read, understood and agree to the terms and conditions on all pages of the Request for Proposals. Upon request, I will transfer and deliver goods or services to the City in accordance with said terms and conditions. AppIcOne, Inc. dba AppleOne Employment Services (866) 49;-8343 LEGAL NAME OF COMPANY PHONE AND FAX NUMBERS 327 W. Broadway Glendale, CA 91204 BUSINESS ADDRESS Thai Ngo Chief Financial Officer PRINTED NAME OF AUTHORIZED AGENT TITLE \-_ IJ �"�- 4/13/2023 govnoticescnappleone.com SIGNATURE OF AUTHORIZIfD AGENT DATE E-MAIL ADDRESS 95-2 580864 FEDERAL ID NUMBER (IF APPLICABLE) CONTRACTOR LICENSE NUMBER (IFAPPLICABLE) THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. DocuSign Envelope ID: OtAF1CCB-B77B-44CE-8C90-3E207F451847 'p' CITY OF SANTA ANA ATTACHMENT B REFERENCES List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. REFERENCE Customer Name: The City of San Clemente Contact Individual: Melissa Barber Address: 910 Calle Negocio Phone Number: (949) 361-6100 San Clemente, CA 92673 EMAIL: BarberVl@san-cleniente.org Contract Amount: Varies Year: Description of supplies, equipment, or services provided: Temporary services across several separate city buildings. 1999 - Present REFERENCE Customer Name: The City of Santa Ana Contact Individual: lames Murray Address: 20 Civic Center Plaza Number: (714) 667-2700 Santa Ana, CA 92701 EMAIL: jnmrray@santa-ana.org Contract Amount: Varies Year: Description of supplies, equipment, or services provided: Temporary services across all departments. REFERENCE South Orange County Customer Name: Wastewater Authority Contact Individual: 2018 - Present Dina Ash Address: 34156 Del Obispo Street Phone Number: (949) 234-5418 Dana Point, CA 92629 EMAIL: dash@socwa.com Contract Amount: Varies Year: 2002 - Present Description of supplies, equipment, or services provided: Temporary and temporary to hire services in Finance, Administrative and very light industrial roles. Direct hire services for specialty roles. THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. DocuSign Envelope ID: 01 AR CC8-B778-44CE-8C90-3E207F451847 CITY OF SANTA ANA ATTACHMENT C PROPOSER'S STATEMENT Proposer understands and agrees that this written RFP (or any part thereof specifically designated and accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Executive Director or his duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to proposer or deposited with the United States Postal Service properly addressed to the proposer with the correct postage affixed thereto. Proposer further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish City all required bonds and certificate of liability insurance within ten (10) days (excluding Saturdays. Sundays and City's legal holidays), or the funds, check, draft, or proposer's bond substituted in lieu thereof accompanying this proposal shall become the property of the City and shall be considered as payment of damages due to the delay and other causes suffered by City because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered by City is difficult to ascertain; otherwise said funds, check drafts, or proposer's bond substituted in lieu thereof shall be returned to the undersigned. Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in the RFP schedule are solely for the purpose of comparing proposals, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. All terms contained in the specifications, the certification of nondiscrimination by contractors, and the required insurance certificates are to be incorporated by reference into this agreement and are made specifically as part of this RFP. Appleene, Inc. dba AppleCine Employment Services Signed and Printed Name - Title Chief financial Olfi Date 4113/2023 Thai THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. DocuSign Envelope ID, 01 AF1 CC8-B77B-44CE-8C90-3E207F451847 CITY OF SANTA ANA ATTACHMENT D NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the proposer declares that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham: that the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived or agreed with any proposer or anyone else to put in a sham proposal, or that anyone shall refrain from bidding; that the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the proposer or any proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract, that all statements contained in the proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham proposal. Note: The above non -collusion affidavit is part of the proposal. Signing this proposal on the signature portion thereof shall also constitute signature of this non -collusion affidavit. Proposers are cautioned that making a false certification may subject the certifier to criminal prosecution. Sig State of , County of Subscribed and sworn to (or affirmed) before me on this day of 20_, by proved to me on the basis of satisfy evidence to be the persons) who appeared before me. � '� r'l�se see a{tacked Notary Public Signature Notary Public Seal THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. DocuSign Envelope ID: WAR CC8-B77B-44CE-8C90-3E207F451847 JURAT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California County of Los Angeles Subscribed and sworn to before me on this l?J"' day of AO409'J by satisfactory evidence to be the person who appeared before me. WITNESS my hand and official seal. who proved to me on the basis of 4CM EIANOO NOWry pNpl¢ GI!/orma Laa ♦fyvin Co�nry comm!aslon Y llif 135 •Y Comm. Wf'. " a_ 7C25 Signatur o Notary Public (Notary Seal) DocuSign Envelope ID01AFiCC8-B77B-44CE-8C90-3E207F451847 CITY OF SANTA ANA ATTACHMENT E NON -LOBBYING CERTIFICATION The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his of 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 Federal 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 Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, 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 Federal 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 of Lobbying Activities," in conformance with its instructions. 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. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts. which exceed $100,000 and that all such ubreclpients shall certify and disclose accordingly. Signed: - a Title: Chief Financial Officer Firm: Applclhle, Inc. dba AppleOnc Fniploymeni Services Date: ll t 12023 THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. Docu5ign Envelope ID: 01AF1CC8-B77B-44CE-8C90-3E207F451847 cat I Y" OF SANTA ANA. ATTACHMENT IF - _ — NiDN-DISCRIMINATION CERTIFICATION The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin, The Consultant shall lake affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, time following; employrmment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to past in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination Clause„ 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin, 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of tabor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of tabor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, of suspended in whole or in part and the Consultant may be declared ineligible for further Governnment contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, '1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11240 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 2. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, '1965, so that such provisions will be binding upon each subcontract DocuSign Envelope ID: 01AFiCC8-B77B-44CE-8C90-3E207F451847 CITY 01: SANTA ANA or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735. as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter Signed: Title: Chiel Financial Utlicer Firm: AppleOne, Ltc. dba ADpleOne Employment Services Date: 4/13/2023 THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. Docu5lgn Envelope ID: 01AF1GG8-6776-44GE-8G90-3E207F451847 EXHIBIT C COMPENSATION Consultant's Fee Proposal including hourly rates if applicable DocuSign Envelope ID: 01AF1CC8-877B-44CE-8C90-3EZ07F451847 (a CITY OF SANTA ANA OVSff. 4:tT10101 COST PROPOSAL FORM FOR EVALUATION PURPOSES, THE FOLLOWING PROPOSAL PRICING MUST BE BASED ON THE CITY'S ASSUMED 9/80 WORK SCHEDULE AND DETAILED CRITERIA AS SPECIFIED HEREIN. ALL RATES PROPOSED MUST BE INCLUSIVE OF ALL APPLICABLE TAXES, LABOR, BUSINESS EXPENSES, ETC. ADD AS MANY ADDITIONAL ROW(S) FOR ADDITIONAL CLASSIFICATION(S) FOR CONSIDERATION FOR INCLUSION IN YOUR RESPONSE, AS STATED IN SECTION C. SERVICE CATEGORIES, SUBSECTION S. CITY OF SANTA PRICING ANA Hourly Pay Min Bill Rate Max Bill Rate Mark-up Overtime Overtime CLASSIFICATION Rate Bill Rate Mark-up Accountant $ 28.00 $ 42.56 $ 47.12 52 % $ 63.84 52 % Accountin, Assistant ` $ 24.00 $ 36.48 $ 38.00 52 °o $ 54.72 52 °o Legal Secretary $ 28.00 $ 42.56 $ 47.12 52 "'u $ 63.84 52 Office Specialist $ 21.00 $ 31.92 $ 34.96 5? °'o $ 47.88 52 0 ° Paralegal $ 30.00 $ 45.60 $ 50.16 52 °`o $ 68.40 52 Receptionist $ 20.00 $ 30.40 $ 33.44 52 416 $ 45.60 52 °o Secretary $ 23.00 $ 34.96 $ 38.00 52 % $ 52.44 52 ° Provide markup percentage rate agency will utilize to negotiate prices for positions not listed above. 52 °"° OTHER TECHNICAL AND PROFESSIONAL CLASSIFICATIONS AS DETERMINED. LIST CLASSIFICATIONS IN ALPHABETICAL ORDER. Graphic Design Marketing Senior Administrative Roles Senior Finance Roles Specialty Positions on a direct hire basis Direct Hire Lump Sum Fee DIRECT HIRE PLACEMENT (Please Explain Below) 20% of the annual salary Temp -to -perm placement fee is not applicable for temporary workers that are hired by the City through the competitive recruitment process, regardless of introduction or assignment by Contractor. Direct hire placement is only applicable for direct hire placement requests or if a temporary worker was hired without a competitive recruitment process. Please DocuSign Envelope ID: 01AF1CCa-8778-44CE-BC90-3E207F451847 (a CITY OF SANTA ANA explain briefly in detail your policy and pricing on the hiring of your temporary workers. Attach additional pages it required. AppleOne posts ads, recruits, screens, interviews. evaluates and reference checks our candidates prior to placement. We also run a background check on candidates who we employe at the City of Santa Ana. Our pricing is inclusive of this extensive screening process. background checks, all fees associated with having an employee, ACA and benefit costs, onboarding with specific, mandated trainings and CA mandated sick pay. Our pricing excludes credit checks, which we will bill back at a cost of$12. Direct Hire: 20% of the candidate's annual salary. 1 to 90-day free replacement guarantee. Should the position be vacated due to termination or resignation between 1 and 90 days, AppleOne will refill the position at no additional cost. Please note we replace the original position. THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. Ho, Josephine From: City of Santa Ana <certificate-request@ctrax.jdidata.com> Sent: Friday, June 2, 2023 3:39 PM To: rcarr@appleone.com; Nguyen, Danvi; Ho, Josephine; Schnaider, Lori Subject: Internal Notice of Compliance J NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor AppleOne Employment Services Name: Project A-2018-146-01 Number: Project Extension of Temporary Staffing Services Agreement No. A-2018-146 Name: The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: TYPE OF INSURANCE POLICY NUMBER EXPIRATION COI DATE FILE NAME DATE AUTOMOBILE LIABILITY PHPK2536895 04/01/2024 05/11/2023 City of Santa Ana 2023-24.pdf E&O/PROF. LIAB. PHPK2536895 04/01/2024 05/11/2023 City of Santa Ana 2023-24.pdf City of Santa Ana GENERAL LIABILITY PHPK2536895 04/01/2024 05/25/2023 updated 2023- 24. pdf WORKERS COMPENSATION AND EMPLOYERS' WLRC50742556 04/01/2024 05/11/2023 City of Santa Ana LIABILITY 2023-24.pdf Thank you, City of Santa Ana Risk Management Division in partnership with 1 HOWRGEN-01 DORTIZ ,d►coRo CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) �/ 6/20/2024 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 CONTACT NAME • • • : MG Skinner & Associates • PHONE 31 47 Axcrr 11030 Santa Monica Blvd., SAncue (A/C, No, Ext): ( ) (A/ , ( ) Los Angeles, CA 90025 141 E-MAIL DD SS: SUR S O • RA INSURED AppleOne, Inc. dba fka: Howroyd Wrig P.O. Box 29048 Glendale, CA 912 IeOne Employment Services Iployment Agency, Inc. INSURERA:Tokl In S INSURERB:Acr Amy sican Ins MISURER C : ,ca` — � 22667 1 CnVFRAnPA CERTIFICATE NI IMRFR• l / a ) _ alrV0CInIR'Im LMRF1F l / I V It THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW 1- A"-: BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS -MADE X OCCUR X X PPK2679926 4/1/2024 4/1/2025 DAMAGE TO RENTED PREMISES Ea occurrence 100 000 $ X MED EXP (Any oneperson) $ 5,000 Contractual Liab. PERSONAL & ADV INJURY $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 X POLICY JECT � LOC PRODUCTS -COMP/OP AGG $ 4,000,000 $ OTHER: A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident 1,000,000 $ X BODILY INJURY Perperson) $ ANY AUTO PPK2679926 4/1/2024 4/1/2025 OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ X PROPERTY DAMAGE ccident Per accident) $ HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY A X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS -MADE PUB909174 4/1/2024 4/1/2025 AGGREGATE $ 10,000,000 DED X RETENTION $ 10,000 $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N ANY PROPRIETOR/ R/EXECUTIVE OFFICER/MEMBER EXCLU EXCLUDED? (Mandatory in NH) N / A WLRC55650640 4/1/2024 4/1/2025 X PER OTH- STATUTE ER E.L. EACH ACCIDENT 1,000,000 $ E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT 1,000,000 $ A Crime (3rd Party) PPK2679926 4/1/2024 4/1/2025 Occurrence/Aggregate 3,000,000 A E&O/Prof. Liab. PPK2679926 4/1/2024 4/1/2025 Each Claim/Aggregate 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Job ID 009500724003 "Re: City of Santa Ana Agreement No. A-2018-146". The City of Santa Ana, officers, agents, employes and volunteers are named additional insured on this policy pursuant to written contract, agreement, or memorandum of understanding. Primary and Non -Contributory coverage will apply. Waiver of Subrogation i s covered under General Liabilty for clerical positions only. Notice of Cancellation under applicable policies: 30 days/ 10 days for non-payment of premium. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREO City of Santa Ana ACCORDANCE WITH THE POLICY PR( Attn: Breanna Lynch ;"orz,"�E RAManagmumtDivis(an 20 Civic Center Plaza � REvIEWED&APPRO Santa Ana, CA 92701-4010 AUTHORIZED REPRESENTATIVE �nq ° 1_If•a, _I_�Y L% t 1 t`f�yVEDBY. LZVe Risk Management Specialist ACORD 25 (2016/03) © 1988-2015 ACORD The ACORD name and logo are registered marks of ACORD Policy Number: PPK2679926 COMMERCIAL GENERAL LIABILITY CG 20 26 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Name Of Additional Insured Person(s) Or Organization(s): Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional Insured for 'bodily injury". "property damage" or "personal and advertising injury" but only for liability arising out of the negligence of the Named Insured. Information required to this Schedule. if not shown A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf. 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured, will be shown in the Declarations. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 26 0413 © Insurance Services Office, Inc., 2012 RAMougementDMslcrn % REVIEWED &/APPROVED BY. R AaN44 — Risk Management Specialist COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following; COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional insured Person(s) Or Organization(s) Location And Description Of Completed Operations l4ny person or organization where required by a written Various ontract executed prior to the occurrence of a loss. uch person or organization is an additional Insured for Bodily injury", "property damage" or "personal and advertising injury" but only for liability arising out of the Inegligence of the Named Insured. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However. 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 0413 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. 0 Insurance Services Office, Inc., 2012 Page 1 of 1 oR,N F RAMougementDMsian °K REVIEWED & APPROVED BY. o � R AaN44 Risk Management Specialist Policy Number: PPK2679926 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Any person or organization who you are required to add by written contract which is executed prior to the occurrence of a loss to waive your rights of recovery, except for a loss resulting from the sole negligence from that person or organization. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV —Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products - completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 F RAMougementDMslcrn % x REMEWE<7 & APPROVED BY. — Risk Management Specialist HOWRGEN-01 D RTIZ CERTIFICATE OF LIABILITY INSURANCE DAT515/2025 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). CONTACT PRODUCER _NAME: __- MG Skinner&Associates 1666 20th St Ste 200 (AHrCC,N o,Ext):(310)478-5041 jAAiCC,No):(310)479$707 Santa Monica,CA 90404-3827 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Tokio Mari ne-Specialt)iAnsurance Company 23850 INSURED INSURERB:Ace American Ins Co 22667 AppleOne,Inc.dba AppleOne Employment Services INSURERC: fka:Howroyd Wright Employment Agency,Inc. P.O.Box 29048 INSURER D: Glendale,CA 91209-9048 INSURER E-:. _ INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: _ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ----- --- --- INSR 'ADDL'SUBR POLICY EFF POLICY EXP L TYPE OF INSURANCE INSD''+V+(C__ POLICY NUMBER (MMIDDIYYYYI I IMMIDDIYY'YY) LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE I$ 2,000,000 DAMAGE TO RENTED 100,000 CLAIMS-MADE ��OCCUR X �( pPK2679926-002 4/1/2025 4!1l2026 pR-EMISES:Ea occurrences '$ X Contractual Liab. MED EXP(Any on"ersonl !$ 5'000 i PERSONAL&ADV INJURY__$ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: � GENERALAGG,REGATE. $ 4,000,000 X POLICY' JECT ^J LOC _PROD /O UCTS-COMPPAG_G. $ 4'000'000 OTHER: A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 (Ea accident) __$ X ANY AUTO �PPK2679926-002 4/1/2025 4/1/2026 BODILY INJURY(Per person) $ OWNED SCHEDULED _ AUTOS ONLY AUTOS I BODILY INJURY(Per accident)I$ X HIRED X NON-0WNED PerOP.ER entDAMAGE $ AUTOS ONLY AUTOS ONLY -- -- 3 A X UMBRELLA LIAB i X I OCCUR EACH OCCURRENCE $ 10,000,000 EXCESS LIAB —I CLAIMS-MADE 'PUB909174-002 4/1/2025 411/2026 10,000,000 AGGREGATE $ DED X RETENTION$ 10,000` $ B 'WORKERS COMPENSATION I I X STATUTE ORH__ AND EMPLOYERS'LIABILITY YEN I ;WLRC72610118 4l112025 4/1/2026 1,000,000 i ANY PROPRIETORIPARTNER/F>CECUTIVE '—i E.L.EACH ACCIDENT $ _ _ (Mandatory in NH)EXCLUDED? N/A' 1,000,000 � E.L.DISEASE-EA EMPLOYEE'.$ _ _ If yes,describe under f 1,000,000 DESCRIPTION OF OPERATIONS below ! E.L.DISEASE-POLICY LIMIT A (Crime(3rd Party) PPK2679926-002 4/1/2025 4/1/2026 Occurrence/Aggregate 3,000,000 A �E&O/Prof.Liab. �PPK2679926-002 4/1/2025 4/1/2026 Occurrence/Aggregate 3,000,000 I DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Job ID 009500724003 Re:City of Santa Ana Agreement No.A-2018-146.The City of Santa Ana,officers,agents,employees and volunteers are named additional insured on this policy pursuant to written contract,agreement,or memorandum of understanding. Primary and Non-Contributory coverage will apply.Waiver of Subrogation is covered under General Liability for clerical positions only. Notice of Cancellation under applicable policies:30 days/10 days for non-payment of premium. Tu Tran y T,Tran Nguyenby APPROVED Hate:2025.05.08 Nguyen o9:zz:25 m•00• By Tu Tran Nguyen at 9:21 am, May 08, 2025 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ty ACCORDANCE WITH THE POLICY PROVISIONS. Attn:Jay Jenkins 20 Civic Center Plaza Santa Ana,CA 92701-4010 AUTHORIZED REPRESENTATIVE rJfL ACORD 25(2016103) (� ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy Number: PHPK2679926-002 COMMERCIAL GENERAL LIABILITY CG 20 26 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ,Name Of Additional Insured Person(s)Or Organization(s): Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such i person or organization is an additional Insured for'bodily injury","property damage"or"personal and advertising injury"but only for liability arising out of the negligence of the Named Insured. t 1 Information re uq fired to coma.lete this Schedule,if not shown above,will be shown in the Declarations. A. Section II — Who Is An insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability For "bodily injury", "property If coverage provided to the additional insured is damage' or "personal and advertising injury" required by a contract or agreement, the most we caused, in whole or in part, by your acts or will pay on behalf of the additional insured is the omissions or the acts or omissions of those acting amount of insurance: on your behalf 1. In the performance of your ongoing operations; 1• Required by the contract or agreement;or or 2. Available under the applicable Limits of Insurance shown in the Declarations; 2. In connection with your premises owned by or whichever is less. rented to you. However: This endorsement shall not increase the 1. The insurance afforded to such additional applicable Limits of Insurance shown in the Declarations. insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured, CG 20 26 0413 ©Insurance Services Office,Inc.,2012 Page 1 of 1 Policy Number: PHPK2679926-002 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Any person or organization who you are required to add by written contract which is executed prior to the occurrence of a loss to waive your rights of recovery, except for a loss resulting from the sole negligence from that person or organization. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 06 09 0 Insurance Services Office, Inc.,2008 Page 1 of 1 Policy Number: PHPK2679926-002 COMMERCIAL AUTO j CA 04 44 0310 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) •.Thls endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM i ;With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement iThis endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: The Act 1 Group, Inc AppleOne.Inc AIIStem Connections Inc. SCHEDULE Narne(s)Of Person(s)Or Organization(s): Any person or organization who you are required to add by written contractwhich is executed prior to the occurrence of a loss to waive your rights of recovery,except for a loss resulting from the sole negligence from that person or organization, Information required to com fete this Schedule if not shown above,will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Oth- ers To Us Condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "ac- cident`or the"loss"under a contract with that person or organization. CA 04 44 0310 0 Insurance Services Office,Inc.,2009 Page 1 of 1 Workers'Compensation and Employers'Liability Policy Named Insured Endorsement Number APPLEONE, INC. P.O. BOX 29048 Policy Number GLENDALE CA 91209 Symbol: WLR Number:C72610118 Policy Period Effective Date of Endorsement 04-01-2025 TO 04-01-2026 04-01-2025 Issued By(Name of Insurance Company) ACE AMERICAN INSURANCE COMPANY Insert the policy number.The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization: ( X ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL OPERATIONS CONDUCTED BY AN INSURED PURSUANT TO SUCH WRITTEN CONTRACT 3. Premium: The premium charge for this endorsement shall be 1.0 percent of the California premium developed on payroll in connection with work performed for the above person(s)or organization(s)arising out of the operations described. 4. Minimum Premium: $0 C5�; Authorized Representative WC 90 03 75(05/18) Policy Number: PHPK2679926-002 PI-GLD-TS(11115) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY DELUXE ENDORSEMENT: TEMPORARY STAFFING This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies, the terms,conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverage provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page Damage to Premises Rented to You $1,000,000 2 Expected or Intended Injury—Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $50,000 2 Non-Owned Watercraft Less than 58 feet 3 Damage to Property You Own, Rent or Occupy $30,000 3 Medical Payments $20,000 3 Medical Payments Reporting Period 3 Years 3 Athletic Activities Amended 3 Supplementary Payments—Bail Bonds $2,500 4 Supplementary Payments—Loss of Earnings $500 per day 4 Employee Indemnification Defense Coverage $25,000 4 Who Is An Insured Included 4 Additional Insured—Newly Acquired or Formed Organization Additional Insured—Broadened Named Insured Additional Insured—Blanket Additional Insureds When Required by Contract Duties in the Event of Occurrence, Offense, Claim or Suit Included 4 Transfer of Rights of Recovery Against Others To Us Clarification 5 Liberalization Included 5 Unintentional Failure to Disclose Hazards Included 5 Bodily Injury—Includes Mental Anguish Included 5 Personal and Advertising Injury—Includes Abuse of Process, Included 6 Discrimination Other Insurance—Primary Clarification Clarification 6 PI-GLD-TS(11/15) Page 1 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11115) Staffing Services Exclusions Clarification 7 Staffing Services Definitions z i Clarification 8 A. Damage to Premises Rented to You If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part: 1. The Damage To Premises Rented To You Limit section of the Declarations is amended to the greater of: a. $1,000,000; or b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event,whether such damage results from fire, lightning, explosion, smoke,or leaks from automatic fire protective systems or any combination thereof; 2. The word fire is changed to fire, lightning, explosion, smoke,or leakage from automatic fire protective systems where it appears in: a. The last paragraph of SECTION I—COVERAGES,COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions; b. SECTION III—LIMITS OF INSURANCE, Paragraph 6.;and c. SECTION V—DEFINITIONS, Paragraph 9.a.; and 3. The words fire insurance are changed to insurance for fire, lightning,explosion,smoke, or leakage from automatic fire protective systems where it appears in SECTION IV— COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4.Other Insurance, Paragraph b. Excess Insurance. B. Expected or Intended Injury—Property Damage SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,2. Exclusions, Paragraph a. Expected Or Intended Injury is deleted in its entirety and replaced by the following: a. Expected Or Intended Injury "Bodily injury"or"property damage"expected or intended from the standpoint of the insured. This exclusion does not apply to"bodily injury"or"property damage"resulting from the use of reasonable force to protect persons or property. C. Limited Rental Lease Agreement Contractual Liability SECTION 1—COVERAGES,COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,2.Exclusions, Paragraph b. Contractual Liability is amended by adding the following: Based on the named insured's request at the time of claim,we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to$50,000. PI-GLD-TS(11115) Page 2 of 8 Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI-GLD-TS(11/15) This coverage extension only applies to rental lease agreements and is excess over any renter's liability insurance of the client. D. Non-Owned Watercraft SECTION 1—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,2. Exclusions, g.Aircraft,Auto Or Watercraft, Paragraph(2)is amended to read as follows: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person, who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent. E. Damage to Property You Own,Rent or Occupy SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,2. Exclusions,j. Damage To Property, Paragraph(1)is deleted in its entirety and replaced with the following: (1) Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person,organization or entity,for repair, replacement,enhancement, restoration or maintenance of such property for any reason,including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a$30,000 limit. A client is defined as a person under your direct care and supervision. F. Medical Payments 1. If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part the Medical Expense Limit is changed subject to all of the terms of SECTION III—LIMITS OF INSURANCE to the greater of: a. $20,000;or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. 2. Under SECTION I—COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 1. Insuring Agreement, Paragraph a., Item(b)is amended to read: (b) The expenses are incurred and reported to us within three years of the date of the accident;and G. Athletic Activities SECTION I—COVERAGES, COVERAGE C MEDICAL PAYMENTS,2. Exclusions, Paragraph e. Athletics Activities is deleted in its entirety and replaced with the following: PI-GLD-TS(11/15) Page 3 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11/15) e. Athletics Activities To a person injured while taking part in athletics. H. Supplementary Payments SECTION I—COVERAGES,SUPPLEMENTARY PAYMENTS—COVERAGES A AND B, Items 1.b. and 1.d. are amended as follows: b. The limit for the cost of bail bonds is changed from $250 to $2,500;and d. The limit for loss of earnings is changed from $250 a day to$500 a day. I. Employee Indemnification Defense Coverage SECTION I—COVERAGES,SUPPLEMENTARY PAYMENTS—COVERAGES A AND B is amended to include the following: We will pay, on your behalf, defense costs incurred by an"employee" in a criminal proceeding. The most we will pay for any"employee"who is directly involved in a criminal proceeding is$25,000 regardless of the numbers of"employees,"claims or"suits"brought or persons or organizations making claims or bringing"suits." J. Who is An Insured SECTION II—WHO IS AN INSURED is amended as follows: 1. Newly Acquired or Formed Organization If coverage for newly acquired or formed organizations is not otherwise excluded from this Coverage Part, Paragraph 3.a. is amended to read: a. Coverage under this provision is afforded until the end of the policy period; 2. Each of the following is also an insured: a. Broadened Named Insured—Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However,coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. b. Blanket Additional Insureds When Required by Contract—Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for"bodily injury,""property damage"or"personal and advertising injury"but only for liability arising out of the negligence of the named insured.The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations. The Additional Insured's limits of insurance do not increase our limits of insurance, as described in SECTION III—LIMITS OF INSURANCE. PI-GLD-TS(11115) Page 4 of 8 Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI-GLD-TS(11/15) c. Interns—Your interns only while performing duties related to the conduct of your business. d. Contractors—Any individual or organization under written contractor written agreement with you who provides"staffing services"on your behalf and at your direction for your clients. K. Duties in the Event of Occurrence,Offense,Claim or Suit 1. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,2.a.the requirement that you must see to it that we are notified as soon as practicable of an"occurrence"or an offense, applies only when the"occurrence"or offense is known to: a. You, if you are an individual; b. A partner, if you are a partnership; or c. An"executive officer"or insurance manager, if you are a corporation. 2. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,2. b. the requirement that you must see to it that we receive notice of a claim or"suit"as soon as practicable will not be considered breached unless the breach occurs after such claim or"suit" is known to: a. You, if you are an individual; b. A partner, if you are a partnership; or c. An"executive officer"or insurance manager, if you are a corporation. L. Transfer of Rights of Recovery Against Others To Us SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 8.Transfer Of Rights Of Recovery Against Others To Us includes the following clarification: Therefore,the insured can waive the insurer's rights of recovery prior to the occurrence of a loss, provided the waiver is made in a written contract. M. Liberalization SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS is amended to include the following additional condition: Liberalization If we revise this endorsement to provide more coverage without additional premium charge,we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. N. Unintentional Failure To Disclose Hazards SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS is amended to include the following additional condition: Unintentional Failure To Disclose Hazards It is agreed that, based on our reliance on your representations as to existing hazards,if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period PI-GLD-TS(11/15) Page 5 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11/15) of this Coverage Part,we shall not deny coverage under this Coverage Part because of such failure. O. Bodily Injury—Mental Anguish SECTION V—DEFINITIONS, Paragraph 3. is amended to read: "Bodily injury": a. Means bodily injury,sickness or disease sustained by a person,and includes mental anguish resulting from any of these;and b. Except for mental anguish,includes death resulting from the foregoing(Item a.above)at any time. P. Personal and Advertising Injury—Abuse of Process,Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part,the definition of"personal and advertising injury"is amended as follows: 1. SECTION V—DEFINITIONS, Paragraph 14., Item b.is revised to read: b. Malicious prosecution or abuse of process; 2. SECTION V—DEFINITIONS, Paragraph 14. is amended to include the following: "Personal and advertising injury"also means discrimination based on race,color, religion,sex, age or national origin, except when: a. Done intentionally by or at the direction of,or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer,director, stockholder, partner or member of the insured;or b. Directly or indirectly related to the employment,former or prospective employment, termination of employment,or application for employment of any person or persons by an insured;or c. Directly or indirectly related to the sale, rental, lease or sublease or prospective sale, rental, lease or sub-lease of any room,dwelling or premises by or at the direction of any insured;or d. Insurance for such discrimination is prohibited by or held in violation of law,public policy, legislation, court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. Q. Section IV—Commercial General Liability Conditions is amended by the addition of the following: The following language is added to Item 4.Other Insurance: Insurance under this endorsement is primary to and non-contributory with any other insurance maintained by the person or organization(Additional ingL-Ted) except for loss resulting from the sole negligence of that person or organization. PI-GLD-TS(11/15) Page 6 of S Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11/15) This condition applies even if other valid and collectible insurance is available to the Additional Insured for a loss or"occurrence"we cover for this Additional Insured. R. Staffing Services Exclusions The following exclusions are added to SECTION 1—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE: Actions Or Activities Of PEO Worker "Bodily injury"or"property damage"arising from the actions or activities of any"PEO worker". Professional Services Exclusion "Bodily injury"or"property damage"due to the rendering of or failure to render any professional service. This exclusion does not apply to your liability for"bodily injury"or"property damage"arising out of your"employee's"providing or failing to provide professional health care services to another of your"employees", but no "employee"is an insured for his or her providing or failure to provide such professional health care services. Wrongful Acts "Bodily injury"or"property damage"arising from a wrongful act in the rendering or failure to render services to or for your client. For the purposes of this exclusion,wrongful act shall mean any actual or alleged act,error,or omission, misstatement, or misleading statement in the course of providing"staffing services"to your clients by you or by any person for whose acts you are legally responsible. SECTION I—COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is amended as follows: 1. Exclusion k.does not apply. 2. Exclusions a., b., e.,f., g., h., L, I., and p.do not apply to any insured who did not personally acquiesce in or remain passive after having personal knowledge of such conduct. Our obligation to pay shall begin once the full extent of the assets of the responsible insured has been exhausted and once the Deductible as shown in the Declarations of the policy has been satisfied. 3. The following exclusions are added to Paragraph 2.Exclusions: Actions Or Activities Of PEO Worker "Personal and advertising injury"arising from the actions or activities of any"PEO worker". Professional Services Exclusion "Personal and advertising injury"due to the rendering of or failure to render any professional service. Wrongful Acts "Personal and advertising injury"arising from a wrongful act in the rendering or failure to render services to or for your client. PI-GLD-TS(11/15) Page 7 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11/15) For the purposes of this exclusion, wrongful act shall mean any actual or alleged act,error, or omission, misstatement,or misleading statement in the course of providing"staffing services"to your clients by you or by any person for whose acts you are legally responsible. S. Staffing Services Definitions 1. SECTION V—DEFINITIONS, Paragraph 5. is revised to read: "Employee" includes but is not limited to a"leased worker"and a"staffing service employee" "Employee"does not include a"temporary worker"or a"PEO worker. 2. The following definitions are added to SECTION V—DEFINITIONS: a. "PEO service"means staffing related services as a Professional Employer Organization (PEO)you provide to your clients and to"PEO workers" in connection with employment of such workers. b. "PEO worker"means a person you lease to your client under a written"PEO service" agreement or contract. c. "Staffing Services"means services provided by a staffing company to their clients including but not limited to: (1) Fulfillment of any of the administrative functions which would otherwise be normally fulfilled by an employer's human resource function; (2) Staffing related administrative services provided by an Administrative Services Organization(ASO); (3) "PEO service"; (4) Staffing related services provided to your clients for the recruitment,selection and placement of a person for employment with a client. (5) Temporary, contingent or contract placement services; (6) Vendor Management Service(VMS),means the facilitation, purchase and management of"staffing services"for clients including the placement and fulfillment of orders for "staffing service employees"; (7) Services performed on behalf of your client by a"staffing service employee"who is not a direct hire or permanent placement; (8) Services performed for a client company to supply that client company with a"staffing service employee". d. "Staffing service employee"means a person who is furnished by you to your client to perform the duties to which you have agreed. PI-GLD-TS(11/15) Page 8 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. r_ HOWRGEN-01 DORTI CERTIFICATE OF LIABILITY INSURANCE DATE YYYY) 419/20 II2028 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 endorsements. PRODUCER AME•CT f MG Skinner&Associates ',yHcNN,Ext; 310 478-5041 Fn c,No: 310 479-8707 1666 20th St Ste 200 Santa Monica,CA 90404-3827 INSURERS AFFORDING COVERAGE NAIC# jINSURER A:Underwriters at Lloyds London 15792 I INSURED INSURER B:Columbia Casualty/Compan jgNIA 31127 AppleOne,Inc,dba AppleOne Employment Services INSURER C:Ace American Ins Co 122667 fka:Howroyd Wright Employment Agency,Inc. P.O.Box 29048 INSURER D:Axis Surplus Ins Co 26620 Glendale,CA 91209-9048 INSURER E INSURER IF I COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN8R ADDL SUER POLICY EFF POLICY EXP j TYPE OP INSURANCE. N D POLICY NUMBER DD M DD LIMITS I A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 5,000,000 CLAIMS-MADE ®OCCUR X X PS00040761674 411/2026 4/1/2027 _ffiFkDAMAGE TO R occurrence $ 250,000 X Contractual 5,000 MED EXP(Any oneperson) $ I PERSONAL&ADV INJURY $ 5,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 5,000,000 X POLICY JCT �LOC PRODUCTS-COMPIOPAGG 5,000,DOD OTHER: ? A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT c 1,000,000 Es acfdenll_. { X ANYAUTO PS00040761674 4/112026 4/112027 BODILY INJUR�Per person)$ E OWNED SCHEDULED "- AUTOS ONLY NAUUpTNNOSyyryry EE BO�DILY INJURY Per accident $ k X AUTOS ONLY X AUTA30NNERTY LY Pe�. ld.nt AMAGE $ f $ B X UMBRELLA LIAB VI OCCUR EACH OCCURRENCE $ 10,000,000 EXCESS LIAS CLAIMS-MADE 843739591 4/112026 41112027 AGGREGATE $ 10,000,000 DED X FRETENTION$ 0 C WORKERS COMPENSATION X STATUTE ERH AND EMPLOYERS'LIABILITY ANYPROPRIETOWI-ARTNEPJFXECUTIVE YIN WLRC72807960 4/112026 41112027 E.L.EACNAccIDENT 1,000,000 OpFICER�M M EXCLUDED? Y N/A {INandatoryrn 1,000,000 i� E.L.DISEASE-EA EMPLOYEE I Irrs,describe tinder DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT 1,000,000 D Crime(3rd party) P-001-001920357-01 41112026 41112027 OccurroncelAggregate 3,000,OOD A Prof.LIab1E&0 PS00040761674 411/2026 4/112027 OccurroncolAggregate 5,000,000 DESCRIPTION OF OPERATIONS 1 LOCATIONS!VEHICLES (ACORD 101,Addlilonal Remarks Schedule,may be attached If more space Is required) Job ID 009500724003 Re-,City of Santa Ana Agreement No.A 2018446.The City of Santa Ana,officers,agents,employees and volunteers are named additional insured on this policy pursuant to written contract,agreement,or memorandum of understanding. Primary and Nan-Contribulory coverage will apply.Waiver of Subrogation Is covered under General Liability for clerical positions only. Notice of Cancellation under applicable policies:30 days110 days for non-payment of premium. APPROVED CERTIFICATE HOLDER CANCELLATION By Tu Tran Nguyen at 2:49 pm,Apr 30,2026 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Attn:Jay Jenkins 20 Civic Center Plaza Santa Ana,CA 92701-4010 AUTHORIZED REPRESENTATIVE ACORD 25(2016103) O 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID:HOWRGEN-01 DORTIZ LOC#: ACC)l, "a ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED MG Skinner&Associates AppleOne,Inc,dba AppleOne Employment Services fka:Howroyyd Wright Employment Agency,Inc. E'OLICY NUMBER P.O.Box 29048 SEE PAGE 1 Glendale,CA 91209.9098 CARRIER NAIC CODE { EE PAGE 1 ISEE P 1 EFFECTIVE DATE:_SFjg PAGE 1 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, E FORM NUMBER: ACORD 25 FORM TITLE: Cedificate of Liability Insurance ii Cyber Liability Insurance Carrier:Travelers Excess and Surplus Lines Company/Landmark American Insurance Company-Policy Number: CYB-107947188-02-Policy Period:4/1126-411127-Policy Limit:$1 OM. t i II 7 ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Insurer: Underwriters at Lloyd's London Policy Number: PS00040761674 Policy Period: 4/1/2026-4/1/2027 Additional insureds Policy Language We will indemnify any third party as an additional insured under this Policy, but only in respect of sums which they become legally obliged to pay(including liability for claimants' costs and expenses) as a result of a claim arising solely out of an act committed by you, provided that: a.you contracted in writing to indemnify the third party for the claim prior to its first being made against them; and b. had the claim been made against you, then you would be entitled to indemnity under this Policy. Before we indemnify any additional insured they must: a. prove to us that the claim arose solely out of an act committed by you; and b. fully comply with CONDITION 1 as if they were you. Where we indemnify a third party as an additional insured under this Policy,this Policy will be primary and non-contribLitory to the third party's own insurance, but only if you and the third party have entered into a contract that contains a provision requiring this. Where a third party is treated as an additional insured as a result of this Condition, any claim made by that third party against you will be treated by us as if they were a third party and not as an insured. r. Insurer: Underwriters at Lloyd's London Policy Number: PS00040761674 Policy Period: 4/1/2026-4/1/2027 Waiver-of Subrogation_Policy Language Notwithstanding CONDITION 18,we agree to waive our rights of recovery against any third party if, prior to the claim or incident which you reasonably expected to give rise to a claim,you entered into a contract that contains a provision requiring you to do this. Policy Number: PS00040761674 COMMERCIAL GENERAL LIABILITY CG 20 26 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Name Of Additional Insured Person(s)Or Organization(s): Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional Insured for'bodily injury","property damage"or"personal and advertising injury"but only for liability arising out of the negligence of the Named Insured. I1 I Information required to complete this Schedule.if not shown above,will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for "bodily injury", "property If coverage provided to the additional insured is damage" or "personal and advertising injury" required by a contract or agreement, the most we caused, in whole or in part, by your acts or will pay on behalf of the additional insured is the omissions or the acts or omissions of those acting amount of insurance: on your behalf 1. Required by the contract or agreement;or 1. In the performance of your ongoing operations; or 2. Available under the applicable Limits of Insurance shown in the Declarations; 2. In connection with your premises owned by or whichever is less. rented to you. However_ This endorsement shall not increase the 1. The insurance afforded to such additional applicable Limits of Insurance shown in the Declarations. insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 0413 ©Insurance Services Office, Inc.,2012 Page 1 of 1 Policy Number: PS00040761674 - COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Any person or organization who you are required to add by written contract which is executed prior to the occurrence of a loss to waive your rights of recovery, except for a loss resulting from the sole negligence from that person or organization. Information required to com:_lete this Schedule, if not shown above,will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 0 Insurance Services Office, Inc., 2008 Page 1 of 1 Policy Number: PS00040761674 COMMERCIAL AUTO j CA 04 44 03 10 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) 'This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM r ,With respect to coverage provided by this endorsement,the provisions of the Coverage Form apply unless modi- -Red by the endorsement. IThis endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. I Named Insured: The fiat 1 Group, Inc �� 'evriC,ini, Fw+ AIIStem Connections Inc.,All's Well, Inc,AllsourcePPS,ATIMS.,ActOne Government Solutions SCHEDULE Names)Of Persons)Or Organllzat#on(s): °Any person or organization who you are required to add by written contract which is executed prior to the !occurrence of a loss to waive your rights of recovery, except for a loss resuifing from the sole negligence from I that person or organization, Information re:wired to com late this Schedule if not shown above,will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Oth- ers To Us Condition floes not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "ac- cr lent"or the"toss" under a contract with that person or organizaton. CA 04 44 03 10 0 Insurance Services Office,Inc.,2009 Page 1 of 1 Workers'Compensation and Employers'Liability Policy Named Insured Endorsement Number APPLEONE, INC P.O.BOX 29048 Policy Number GLENDALE CA 91209 Symbol: WLR Number:C72807960 Policy Period Effective Date of Endorsement 04-01-2026 TO 04-01-2027 04-01-2026 Issued By(Name of Insurance Company) ACE AMERICAN INSURANCE COMPANY Insert the policy number.The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization: ( X ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL OPERATIONS CONDUCTED BY AN INSURED PURSUANT TO SUCH WRITTEN CONTRACT 3. Premium: The premium charge for this endorsement shall be 1.0 percent of the California premium developed on payroll in connection with work performed for the above person(s)or organization(s)arising out of the operations described. 4. Minimum Premium: $0 Authorized Representative WC 90 03 75(05/18) Policy Number: PS00040761674 Primary and Non-Contributory policy language - Page 6 PI-GLD-TS(11115) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ iT CAREFULLY. GENERAL LIABILITY DELUXE ENDORSEMENT: TEMPORARY STAFFING This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies, the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverage provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page Damage to Premises Rented to You $1,000,000 2 Expected or Intended Injury—Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $50,000 2 Non-Owned Watercraft Less than 58 feet 3 Damage to Property You Own, Rent or Occupy $30,000 3 Medical Payments $20,000 3 Medical Payments Reporting Period 3 Years 3 Athletic Activities Amended 3 Supplementary Payments—Bail Bonds $2,500 4 Supplementary Payments—Loss of Earnings $500 per day 4 Employee Indemnification Defense Coverage $25,000 4 Who Is An Insured Included 4 Additional Insured—Newly Acquired or Formed Organization Additional Insured—Broadened Named Insured Additional Insured—Blanket Additional Insureds When Required by Contract Duties in the Event of Occurrence, Offense,Claim or Suit Included 4 Transfer of Rights of Recovery Against Others To Us Clarification 5 Liberalization Included 5 Unintentional Failure to Disclose Hazards Included 5 Bodily Injury—Includes Mental Anguish Included 5 Personal and Advertising Injury—Includes Abuse of Process, Included 6 Discrimination Other Insurance—Primary Clarification Clarification 6 PI-GLD-TS(11/15) Page 1 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11115) Staffing Services Exclusions Clarification 7 Staffing Services Definitions Clarification 8 A. Damage to Premises Rented to You If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part: 1. The Damage To Premises Rented To You Limit section of the Declarations is amended to the greater of: a. $1,000,000;or b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke,or leaks from automatic fire protective systems or any combination thereof; 2. The word fire is changed to fire, lightning, explosion, smoke, or leakage from automatic fire protective systems where it appears in: a. The last paragraph of SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions; b. SECTION III—LIMITS OF INSURANCE, Paragraph 6.;and c. SECTION V—DEFINITIONS, Paragraph 9.a.; and 3. The words fire insurance are changed to insurance for fire, lightning,explosion, smoke, or leakage from automatic fire protective systems where it appears in SECTION IV— COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4.Other Insurance, Paragraph b. Excess Insurance. B. Expected or Intended Injury—Property Damage SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,2. Exclusions, Paragraph a. Expected Or Intended Injury is deleted in its entirety and replaced by the following; a. Expected Or Intended Injury "Bodily injury"or"property damage"expected or intended from the standpoint of the insured. This exclusion does not apply to"bodily injury"or"property damage" resulting from the use of reasonable force to protect persons or property. C. Limited Rental Lease Agreement Contractual Liability SECTION I—COVERAGES,COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,2. Exclusions, Paragraph b.Contractual Liability is amended by adding the following: Based on the named insured's request at the time of claim,we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to$50,000. PI-GLD-TS(11/15) Page 2 of 8 Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI-GLD-TS(11/15) This coverage extension only applies to rental lease agreements and is excess over any renter's liability insurance of the client. D. Non-Owned Watercraft SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,2. Exclusions, g.Aircraft,Auto Or Watercraft, Paragraph(2) is amended to read as follows: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person, who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary,excess or contingent- E. Damage to Property You Own, Rent or Occupy SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,2. Exclusions,j. Damage To Property, Paragraph (1)is deleted in its entirety and replaced with the following: (1) Property you own, rent or occupy, including any costs or expenses incurred by you,or any other person,organization or entity,for repair, replacement,enhancement, restoration or maintenance of such property for any reason,including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a $30,000 limit. A client is defined as a person under your direct care and supervision. F. Medical Payments 1. If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part the Medical Expense Limit is changed subject to all of the terms of SECTION III—LIMITS OF INSURANCE to the greater of: a. $20,000;or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. 2. Under SECTION I—COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 1. Insuring Agreement, Paragraph a., Item(b)is amended to read: (b) The expenses are incurred and reported to us within three years of the date of the accident; and G. Athletic Activities SECTION I—COVERAGES, COVERAGE C MEDICAL PAYMENTS,2. Exclusions, Paragraph e. Athletics Activities is deleted in its entirety and replaced with the following: PI-GLD-TS(11/15) Page 3 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11115) e. Athletics Activities To a person injured while taking part in athletics. H. Supplementary Payments SECTION I—COVERAGES,SUPPLEMENTARY PAYMENTS—COVERAGES A AND B, Items 1.b. and 1.d. are amended as follows: b. The limit for the cost of bail bonds is changed from $250 to $2,500; and d. The limit for loss of earnings is changed from $250 a day to$500 a day. I. Employee Indemnification Defense Coverage SECTION I—COVERAGES,SUPPLEMENTARY PAYMENTS—COVERAGES A AND B is amended to include the following: We will pay, on your behalf,defense costs incurred by an"employee" in a criminal proceeding. The most we will pay for any"employee"who is directly involved in a criminal proceeding is$25,000 regardless of the numbers of"employees,"claims or"suits" brought or persons or organizations making claims or bringing"suits." J. Who is An Insured SECTION II—WHO IS AN INSURED is amended as follows: 1. Newly Acquired or Formed Organization If coverage for newly acquired or formed organizations is not otherwise excluded from this Coverage Part, Paragraph 3.a. is amended to read: a. Coverage under this provision is afforded until the end of the policy period; 2. Each of the following is also an insured: a. Broadened Named Insured—Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However,coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. b. Blanket Additional Insureds When Required by Contract—Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for"bodily injury,""property damage"or"personal and advertising injury"but only for liability arising out of the negligence of the named insured. The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations. The Additional Insured's limits of insurance do not increase our limits of insurance,as described in SECTION 111—LIMITS OF INSURANCE. PI-GLD-TS(11/15) Page 4 of 8 Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI-GLD-TS(11/15) c. Interns—Your interns only while performing duties related to the conduct of your business. d. Contractors—Any individual or organization under written contractor written agreement with you who provides"staffing services"on your behalf and at your direction for your clients. K. Duties in the Event of Occurrence,Offense, Claim or Suit 1. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,2.a. the requirement that you must see to it that we are notified as soon as practicable of an"occurrence"or an offense, applies only when the"occurrence"or offense is known to: a. You, if you are an individual; b. A partner, if you are a partnership; or c. An "executive officer"or insurance manager, if you are a corporation. 2. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,2.b.the requirement that you must see to it that we receive notice of a claim or"suit"as soon as practicable will not be considered breached unless the breach occurs after such claim or"suit" is known to: a. You, if you are an individual; b. A partner, if you are a partnership; or c. An "executive officer"or insurance manager, if you are a corporation. L. Transfer of Rights of Recovery Against Others To Us SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 8.Transfer Of Rights Of Recovery Against Others To Us includes the following clarification: Therefore,the insured can waive the insurer's rights of recovery prior to the occurrence of a loss, provided the waiver is made in a written contract. M. Liberalization SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS is amended to include the following additional condition: Liberalization If we revise this endorsement to provide more coverage without additional premium charge,we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. N. Unintentional Failure To Disclose Hazards SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS is amended to include the following additional condition: Unintentional Failure To Disclose Hazards It is agreed that, based on our reliance on your representations as to existing hazards,if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period PI-GLD-TS(11/15) Page 5 of 8 Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI-GLD-TS(11/15) of this Coverage Part,we shall not deny coverage under this Coverage Part because of such failure. O. Bodily Injury—Mental Anguish SECTION V—DEFINITIONS, Paragraph 3. is amended to read: "Bodily injury': a. Means bodily injury,sickness or disease sustained by a person,and includes mental anguish resulting from any of these;and b. Except for mental anguish,includes death resulting from the foregoing(Item a. above)at any time. P. Personal and Advertising Injury—Abuse of Process,Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part, the definition of"personal and advertising injury"is amended as follows: 1. SECTION V—DEFINITIONS, Paragraph 14., Item b.is revised to read: b. Malicious prosecution or abuse of process; 2. SECTION V—DEFINITIONS, Paragraph 14. is amended to include the following: Personal and advertising injury"also means discrimination based on race, color, religion,sex, age or national origin, except when: a. Done intentionally by or at the direction of,or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer,director, stockholder, partner or member of the insured;or b. Directly or indirectly related to the employment,former or prospective employment, termination of employment, or application for employment of any person or persons by an insured; or c. Directly or indirectly related to the sale, rental, lease or sublease or prospective sale,rental, lease or sub-lease of any room,dwelling or premises by or at the direction of any insured;or d. Insurance for such discrimination is prohibited by or held in violation of law,public policy, legislation,court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. Q. Section IV—Commercial General Liability Conditions is amended by the addition of the following: The following language is added to Item 4.Other Insurance: Insurance under this endorsement is primary to and non-contributory with any other insurance maintained by the person or organization(Additional Insured), except for loss resulting from the sole negligence of that person or organization. PI-GLD-TS(11/15) Page 6 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11/15) This condition applies even if other valid and collectible insurance is available to the Additional Insured for a loss or"occurrence" we cover for this Additional Insured. R. Staffing Services Exclusions The following exclusions are added to SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE: Actions Or Activities Of PEO Worker "Bodily injury"or"property damage"arising from the actions or activities of any"PEO worker". Professional Services Exclusion "Bodily injury"or"property damage"due to the rendering of or failure to render any professional service. This exclusion does not apply to your liability for"bodily injury"or"property damage"arising out of your"employee's"providing or failing to provide professional health care services to another of your"employees", but no"employee" is an insured for his or her providing or failure to provide such professional health care services. Wrongful Acts "Bodily injury"or"property damage"arising from a wrongful act in the rendering or failure to render services to or for your client. For the purposes of this exclusion,wrongful act shall mean any actual or alleged act,error,or omission, misstatement, or misleading statement in the course of providing "staffing services"to your clients by you or by any person for whose acts you are legally responsible. SECTION I—COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is amended as follows: 1. Exclusion k.does not apply. 2. Exclusions a., b., e.,f., g., h., i., I., and p.do not apply to any insured who did not personally acquiesce in or remain passive after having personal knowledge of such conduct. Our obligation to pay shall begin once the full extent of the assets of the responsible insured has been exhausted and once the Deductible as shown in the Declarations of the policy has been satisfied. 3. The following exclusions are added to Paragraph 2. Exclusions: Actions Or Activities Of PEO Worker "Personal and advertising injury" arising from the actions or activities of any"PEO worker". Professional Services Exclusion "Personal and advertising injury"due to the rendering of or failure to render any professional service. Wrongful Acts "Personal and advertising injury"arising from a wrongful act in the rendering or failure to render services to or for your client. PI-GLD-TS(11/15) Page 7 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-TS(11/15) For the purposes of this exclusion, wrongful act shall mean any actual or alleged act, error,or omission, misstatement, or misleading statement in the course of providing"staffing services"to your clients by you or by any person for whose acts you are legally responsible- S. Staffing Services Definitions 1. SECTION V—DEFINITIONS, Paragraph 5.is revised to read: "Employee" includes but is not limited to a"leased worker"and a "staffing service employee". "Employee"does not include a"temporary worker"or a"PEO worker'. 2. The following definitions are added to SECTION V—DEFINITIONS: a. "PEO service" means staffing related services as a Professional Employer Organization (PEO)you provide to your clients and to"PEO workers" in connection with employment of such workers- b. "PEO worker"means a person you lease to your client under a written"PEO service" agreement or contract. c. "Staffing Services'means services provided by a staffing company to their clients including but not limited to: (1) Fulfillment of any of the administrative functions which would otherwise be normally fulfilled by an employer's human resource function; (2) Staffing related administrative services provided by an Administrative Services Organization(ASO); (3) "PEO service"; (4) Staffing related services provided to your clients for the recruitment,selection and placement of a person for employment with a client. (5) Temporary, contingent or contract placement services; (6) Vendor Management Service(VMS), means the facilitation, purchase and management of"staffing services"for clients including the placement and fulfillment of orders for "staffing service employees"; (7) Services performed on behalf of your client by a"staffing service employee"who is not a direct hire or permanent placement; (8) Services performed for a client company to supply that client company with a"staffing service employee". d. "Staffing service employee" means a person who is furnished by you to your client to perform the duties to which you have agreed. PI-GLD-TS(11/15) Page 8 of 8 Includes copyrighted material of Insurance Services Office, Inc.,with its permission.