HomeMy WebLinkAboutSEVERN TRENT 1 - 2005
"NSU~.ANCE NOT ON f"1\..t
WORK MAY NO! ~ROCEED
CLERK OF COUNCil
DATE: 11-1-os
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A-2005-253
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CONSULTANT AGREEMENT
THIS AGREEMENT, made and entered into this ?.,S f day of c) c.-Jolo a y- , 2005 by
and between Severn Trent Services Inc., a California Corporation (hereinafter "Consultant" or
"Contractor"), 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 (hereinafter "City").
RECITALS
A. The City desires to retain a consultant having special skill and knowledge in the field of
retrofitting systems.
B. Consultant represents that Consultant is able and willing to provide such services to the
City.
C. In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
Consultant shall perform those services as set forth in Exhibit A ClorTec Power Supply
Upgrades Proposal No. Q4-0909-C, August 12, 2005) to this Agreement. In the event of a
conflict between the terms of this agreement and any Standard Terms and Conditions of Sale
contained in Exhibit A, THE TERMS OF THIS AGREEMENT SHALL PREVAIL.
2. COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its services,
the rates and charges identified in Exhibit A. The total sum to be expended under this
Agreement, shall not exceed $79, 920.00 during the term ofthis Agreement.
b. Payment by City shall be made within thirty (30) days following receipt of proper
invoice evidencing work performed, subject to City accounting procedures. Payment need not
be made for work which fails to meet the standards of performance set forth in the Recitals
which may reasonably be expected by City.
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3. TERM
This Agreement shall commence on the date first written above and terminate upon
successful installation of all systems as described in Exhibit A unless terminated earlier in
accordance with Section 12, below. The term of this Agreement may be extended upon a writing
executed by the Executive Director of Public Works and the City Attorney.
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. INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, employees, agents, volunteers and
representatives as additional insured(s) and shall include, but not be limited to protection against
claims arising from bodily and personal injury, including death resulting therefrom and damage
to property, resulting from any act or occurrence arising out of Consultant's operations in the
performance of this Agreement, including, without limitation, acts involving vehicles. The
amounts of insurance shall be not less than the following: single limit coverage applying to
bodily and personal injury, including death resulting therefrom, and property damage, in the total
amount of $1 ,000,000 per occurrence. Consultant shall supply City with a fully executed
additional insured endorsement in substantially the form attached hereto as Exhibit B upon
execution ofthis Agreement and shall be approved in form by the City Attorney.
b. Business automobile liability insurance, or equivalent form, with a combined single
limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for
owned, hired and non-owned automobiles.
c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300
of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against
liability for worker's compensation or to undertake self-insurance. Prior to commencing the
performance of the work under this Agreement, Consultant agrees to obtain and maintain any
employer's liability insurance with limits not less than $1,000,000 per accident.
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d. If Consultant is or employs a licensed professional such as an architect or engineer:
Professional liability (errors and omissions) insurance, with a combined single limit of not less
than $1,000,000 per claim.
e. The following requirements apply to the insurance to be provided by Consultant
pursuant to this section:
(i) Consultant shall maintain all insurance required above in full force and
effect for the entire period covered by this Agreement.
(ii) Certificates of insurance shall be furnished to the City upon execution of
this Agreement and shall be approved in form by the City Attorney.
(iii) Certificates and policies shall state that the policies shall not be canceled
or reduced in coverage or changed in any other material aspect without
thirty (30) days prior written notice to the City.
f. If Consultant fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to furnish the City with required proof that insurance has been procured
and is in force and paid for, the City shall have the right, at the City's election, to forthwith
terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its
time and materials expended prior to notification oftermination. Consultant waives the right to
receive compensation and agrees to indemnify the City for any work performed prior to approval
of insurance by the City.
6. INDEMNIFICATION
Consultant agrees to 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 health, and claims for property damage, which may arise from the
direct or indirect operations of the Consultant or its contractors, subcontractors, agents,
employees, or other persons acting on their behalf which relates to the services described in
section 1 ofthis Agreement; and (2) from any claim that personal injury, damages, just
compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects
arising from this Agreement. This indemnity and hold harmless agreement applies to all claims
for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to
have been suffered, by reason of the events referred to in this Section or by reason of the terms
of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold
harmless, and pay all costs for the defense of the City, including fees and costs for special
counsel to be selected by the City, regarding any action by a third party challenging the validity
of this Agreement, or asserting that personal injury, damages, just compensation, restitution,
judicial or equitable relief due to personal or property rights arises by reason of the terms of, or
effects arising from this Agreement. City may make all reasonable decisions with respect to its
representation in any legal proceeding.
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7. 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 ofthe 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 oflaw; or (e) is independently developed by the Consultant without
reference to information disclosed by the City.
8. 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.
9. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other
telegraphic communication in the manner provided in this Section, to the following persons:
To City:
Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
telefacsimile (714) 647-6956
With courtesy copies to:
Ray Burke
City of Santa Ana
220 S. Daisy Ave.
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Santa Ana, California 92703
Building A, M-85
telefacsimile (714) 647-5654
and,
City Attorney
City of Santa Ana
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, California 92702
telefacsimile (714) 647-6515
To Consultant:
2660 Cloumbia Street
Torrance, CA 90503
Attn: Jim Pryce
A party may change its address by giving notice in writing to the other party. Thereafter,
any notice, tender, demand, delivery, or other communication shall be addressed and transmitted
to the new address. If sent by mail, any notice, tender, demand, delivery, or other
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 telefacsimile, any notice, tender, demand, delivery, or
other 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 facsirnile machine,
addressed as set forth above. For purposes of calculating these time frames, weekends, federal,
state, County or City holidays shall be excluded.
10. EXCLUSIVITY 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 ofthis Agreement and any attachments hereto, the
terms of this Agreement shall prevail. This Agreement may not be modified except by written
instrument signed by the City and by an authorized representative of Consultant. The parties
agree that any terms or conditions of any purchase order or other instrument that are inconsistent
with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor
the City. Each party to this Agreement acknowledges that no representations, inducements,
promises or agreements, orally or otherwise, have been made by any party, or anyone acting on
behalf of any party, which are not embodied herein.
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11. 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 ofthe services which are the subject to
this Agreement performed by City personnel or by other consultants retained by City.
12. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant
compensation for all services performed by Consultant prior to receipt of such notice of termination,
subject to the following conditions:
a. As a condition of such payment, the Executive Director may require Consultant to deliver
to the City all work product completed as of such date, and in such case such work product shall be
the property of the City unless prohibited by law, and Consultant consents to the City's use thereof
for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
13. DISCRIMINATION
Consultant shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited
by applicable law, in the recruitment, selection, training, utilization, promotion, termination or
other employment related activities. Consultant affirms that it is an equal opportunity employer
and shall comply with all applicable federal, state and local laws and regulations.
14. JURISDICTION - VENUE
This Agreement and all questions relating to its validity, interpretation, performance, and
enforcement shall be government and construed in accordance with the laws ofthe State of
California. This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this Agreement
shall be determined and governed by the laws of the State of California. Both parties further
agree that Orange County, California, shall be the venue for any action or proceeding that may
be brought or arise out of, in connection with or by reason of this Agreement.
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15. 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 her inability to obtain or maintain such permits, licenses,
approvals, waivers, and exemptions. Said inability shall be cause for termination of this
Agreement.
16. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the power,
authority and right to bind their respective parties to each of the terms of this Agreement, and shall
indemnifY City fully, including reasonable costs and attorney's fees, for any injuries or damages to
City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set
forth in the body of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and
year first above written.
ATTEST:
C'@>-Q~-~'
PATRICIA E. HEdLY
C.:0Clerk of the Council
DAVID N. REAM
City Manager
APPROVED AS TO FORM:
JOSEPH W. FLETCHER
City Atto~ey
By:
Michael igliotta
Deputy City Attorney
r Bryce
. ector of Proj ects
Dl...3-;2;z.59'1J../9
Emloyer ID # or Individual SS
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ClorTec Systems
ClorTec
Power Supply Upgrades
Proposal for:
City of Santa Ana Water Department
Proposal No Q4-0909-C
August 12, 2005
SEVERN
TRENT
SERVICES
Severn Trent
Water Purification Inc
2660 Columbia Street
Torrance, CA 90503
Telephone: 800-524-6542
,EXHIBIT A
Severn Trent Water Purification, Inc.
Page 1 of 7
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Scope of Supply (Power Supply Upgrades)
Severn Trent, ClorTec proposes to replace the existing Astec and CND power supplies with
the following:
Fourteen
each
Expandable Bridge Rectifiers for T-series systems.
. The above listed service will be provided by a STS, ClorTec factory trained
Technician. STS is the only company authorized to perform the power supply
upgrade installation. Before the upgrade can be performed, the system must be in
operational condition. An authorized STS Technician will perform an evaluation prior to
starting any work. This quote also includes the following items:
. The documented system changes will be provided in AutoCAD 2000 or PDF, which
ever you prefer.
. The Power Supplies will be supported for a minimum period of three years.
. Upon completion of the upgrade, the entire system will be inspected and evaluated
in preparation for sign off. This will be accomplished by using the standard STS
validation procedure. Any additional repair work will be documented.
. An addendum pertaining to the upgrade work will be provided for insertion into your
o & M manual.
Price (Control Panel Upgrade)
Item Price Each Total Price
No. Qty. Description US$ US$
1 Ten Each Expandable bridge rectifier to $5,000.00 $50,000.00
upgrade existing CND power
supplies.
2 Four Each Expandable bridge rectifier with $6,000.00 $24,000.00
separate enclosure to upgrade
existinQ Astec power sunnlies.
3 One Lot Programming Included Included
4 One Lot Installation Included Included
5 One Lot Startup & Training Included Included
6 One Lot California State Use Tax $5,920.00 $5,920.00
Total: $79,920.00
Severn Trent Water Purification, Inc.
Page 2 of?
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Clarifications
.
A standard Severn Trent liability and workers compensation insurance policy is in
effect for this project. No other coverage will be allowed for without additional
compensation for the cost of policy riders, adders, etc. and the approval of Severn
Trent management.
Exclusions
.
Permits, Licenses and fees.
Civil, Structural, Architectural and Design work of any kind.
Interconnect pipe, valves and fittings not part of the equipment being purchased.
Electrical power to system, underground conduit and piping.
All testing and system verifications other than STS ClorTec standards.
Painting or special finishes.
All items not specifically listed.
.
.
.
.
.
.
Commercial Conditions
. Payment terms: Net 30 days.
. This price proposal is valid for 30 days.
. Delivery: FOB Jobsite.
. The Severn Trent proposal (No. Q4-0909-C) must be incorporated as a part of any
agreement if awarded this project.
. Any retainage is due and payable at startup or 180 days after shipping, whichever
comes first.
Product Warranty
Severn Trent Water Purification, Inc., a Severn Trent Services Inc. company (henceforth referred to
as STWP) warrants its ClorTec product line free from defects in materials and workmanship under
normal use and service of which its products were designed as defined by the ClorTec Standard
OoeratinQ Conditions document.
This warranty is provided in conjunction with STWP's ClorTec standard Terms & Conditions. At its
option, STWP will repair, provide replacement or refurbish components.
Domestic Installations (within ClorTec's U.S.A & Canadian Service Network)
System Warranty
The Power Supplies will be covered under warranty for a period of 12 months from the date
the system is deemed operational and signed off.
Exclusions
This warranty does not cover:
. "Acts of God" or unavoidable natural disasters including but not limited to floods, storms,
lightning, etc.
. Theft, vandalism, or other damaging acts.
. Intentional or accidental abuse, misuse, or neglect.
. Failures or repairs resulting from the negligence to perform preventative maintenance.
. Damages or defects in the product which were caused by initial start-up, repairs or attempted
repairs performed by anyone other than an STWP authorized service provider.
. Customer in default of any payment obligations to STWP.
Severn Trent Water Purification, Inc.
Page 3 of7
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. Abuse by abnormal system conditions including but not limited to temperature, chemical, or
debris.
. Goods that have been improperly stored by owner or its representatives prior to installation
and start-up.
. EquipmenUprogramming which has been revised or altered by others.
Standard Terms and Conditions of Sale
1. APPLICABLE TERMS The sale of goods and related services (if any) hereunder (collectively, the
"Product(s)") is limited to and made expressly conditional on Buyer's acceptance of these terms and
conditions of sale, which shall control over any inconsistent or additional terms or conditions proposed
or issued by Buyer or Seller. Seller expressly objects to any additional or different terms contained in
any order, acknowledgement, proposal or other communication, written or otherwise. Buyer's
acceptance of delivery or the full or partial payment of the purchase price hereunder, shall constitute
Buyer's acceptance of all the terms and conditions stated herein, notwithstanding any other
inconsistent terms and conditions, prior dealings or usage of trade.
2. PRICES AND PAYMENT TERMS All prices and payments shall be in U.S. currency. Buyer shall
pay the full purchase price as set forth on the face of this document or that certain document to which
these terms are attached ("Seller's Documentation"). Invoices for the sale of the Products will be
issued upon shipment, or where the purchase price is to be paid in progress payments, invoices will
be issued pursuant to the payment schedule set forth in Seller's Documentation. Payment terms are
Net Thirty (30) Days from date of invoice. No discounts shall apply unless otherwise agreed in writing.
Payment of retention, if any, shall be made no later than 30 days from Product Acceptance pursuant
to the terms hereof or 180 days from date of shipment, whichever occurs first. Any payments delayed
beyond thirty (30) days from the specified due date shall be assessed interest on the unpaid balance
at the rate of the lower of one and one-half (1-1/2%) percent per month or the maximum rate
permitted by applicable law. Seller reserves the right, among other remedies, to suspend further
deliveries in the event Buyer fails to pay for anyone shipment when payment becomes due. All
orders are subject to credit approval. Should Buyer's financial condition become unsatisfactory to
Seller, Seller shall have the right, at its option, to payment in advance, to cash payment upon delivery
or to satisfactory security. Unless specifically noted otherwise in Seller's Documentation, prices are
exclusive of any and all sales, use, excise, add valorem, property or other taxes due or applicable to
this transaction. Buyer shall pay directly or reimburse Seller immediately upon demand for any and all
such taxes.
Buyer hereby irrevocably grants Seller a security interest in the Products until such time as Buyer
makes full payment of the purchase price. Buyer agrees, if requested, to execute a financing
statement as may be necessary to perfect and maintain such security interest including the execution
and delivery to Seller of a UCC-1 financing statement.
3. DELIVERY AND RISK OF LOSS DELIVERY DATES: Delivery dates set forth in Seller's
Documentation are approximate and Seller will make all reasonable efforts to meet same. Timely
delivery is subject to prompt receipt from Buyer of accurate and complete technical and shipping
information. Seller reserves the right to make partial shipments, invoices for which shall be due and
payable in accordance with the payment terms specified in the Article above.
SHIPMENT: Unless otherwise modified by Seller's Documentation, shipping terms are F.O.B. Seller's
facility. All Products shall be shipped to the location specified by Buyer. Buyer must provide Seller
with specific written instructions as to Buyer's preferred method of shipment or common carrier. In the
absence of such instructions from Buyer, method of shipment shall be at Seller's discretion. All
shipping, handling and insurance costs are to be paid by Buyer. Buyer is liable for compliance with all
laws and regulations governing the unloading, storage, handling and use of all Products.
TITLE AND RISK OF LOSS: Whether or not installation services are performed by Seller, title and
risk of loss shali pass to Buyer at the time that the Products are piaced with a common carrier for
shipment to the location designated by Buyer. Claims for damages, loss or delay in transit should be
made immediately by Buyer directly to the carrier. In the event Buyer requests a postponement of
delivery beyond the date specified in Seller's Documentation, Seller may invoice the Buyer and title
and risk of loss shall pass to Buyer at such time as Products are made available for shipment, but in
no event earlier than the delivery date originally specified in Seller's Documentation. If delivery is
postponed by Buyer beyond the delivery date specified in Seller's Documentation, Seller shall
endeavor but shall not have the obligation at Buyer's expense to either store the Products or secure a
storage location based upon terms and conditions agreeable to the parties.
Products must be stored by Buyer in accordance with the storage instructions that may be a part of
Seller's instructions for Products installation, maintenance and care. In the absence of specific
instructions, Products must be stored prior to their installation in an enclosed space affording
protection form weather, dust and physical damage and providing appropriate temperature, humidity
and ventilation conditions to prevent deterioration. Buyer's failure to follow Seller's storage
Severn Trent Water Purification, Inc.
Page 4 of7
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instructions may cause damage to the Products and will void the warranties provided hereunder.
Seller shall have the right to inspect Products stored by Buyer prior to installation. If Products are
stored by Buyer for a period of 90 days or more, Buyer shall reimburse Seller for all reasonable costs
of inspection.
4. PRODUCT ACCEPTANCE Except for Products that are not assembled at Seller's facility, Buyer
has the right to inspect Products at Seller's facility prior to shipment provided that advance written
arrangements are made by Buyer and are confirmed in writing by Seller. Any and all costs associated
with inspection and testing requested by Buyer at Seller's facility will be paid by Buyer.
Buyer shall inspect the Products upon receipt at the destination. Unless Products are subject to an
Acceptance Test as specified below, the Buyer's failure to inspect the Products and give written notice
to Seller of any alleged defects or non-conformity within ten (10) days after receipt at the destination
shall constitute Buyer's Irrevocable acceptance of the Products delivered.
If Seller's Documentation provides that the Products are subject to specific acceptance testing (the
"Acceptance Tesf') in order to verify Product performance in accordance with agreed specifications,
the Products shall be deemed fully accepted when they have satisfied the requirements of the
Acceptance Test. If Buyer is responsible for conducting the Acceptance Test, the Acceptance Test
shall be conducted as soon as practicable, but in no event later than 90 days after delivery, failing
which the Products will be deemed to be automatically accepted without conducting the Acceptance
Test.
Notwithstanding any right conferred upon the Buyer to inspect or test the Products prior to
acceptance, any use or alteration of the Products by Buyer, its agents, employees or licensees, for
any purpose after delivery thereof, shall constitute Buyer's irrevocable acceptance of the Products.
Accordingly, in the event of any discovery by Buyer of a non-conformity or defect following such
acceptance of the Products, Buyer's sole recourse is a warranty claim pursuant to the warranty
provisions stated herein.
5. INSTALLATION AND/OR START UP SERVICES If Seller's scope of supply includes installation
supervision and/or start up services, Buyer will confirm to Seller at least two (2) weeks prior to the
date Seller's personnel will be required on site to perform such services that Buyer has fully completed
all work necessary for such installation and/or start up services in accordance with Seller's
instructions. In the event that the completion of such services is delayed by Buyer for any reason not
the fault of Seller following Seller's arrival on site, Buyer shall pay for any additional costs resulting
from the deiay.
To the extent that Seller's scope of supply includes supervising the installation of the Products, Seller
shall not be responsible for the means and methods selected for such installation, nor for the manner
in which such installation services are performed, including the efficiency, adequacy and safety of
same. Any recommendations or advice provided by Seller are an accommodation and Seller makes
no warranty, express or implied, with respect to such assistance.
6. CANCELLATION Unless otherwise provided in Seller's Documentation, if Buyer cancels or
partially cancels an order, Buyer shall promptly pay Seller for all work performed on account of the
Products prior to cancellation and for any other costs incurred by Seller as a result of such
cancellation, less the cost of any items that, in Seller's judgment, can be restocked, which shall be
subject to a 10% restocking fee. In addition, Buyer shall promptly pay Seller as liquidated damages
and not as a penalty an amount equal to 10% of the difference between the contract price hereunder
and the amounts due pursuant to the preceding sentence.
7. WARRANTY Subject to the conditions stated below, Seller warrants the Products against defects
in materials and workmanship for a period of eighteen (18) months from the date in which title has
passed to Buyer or twelve (12) months from the date of installation of the Products, whichever occurs
first. Seller shall, at its option, repair or replace any Products or components thereof that prove upon
examination to the satisfaction of Seller to be defective. Any alteration, disassembly, storage or use of
the Products not in accordance with Seller's instructions shall void the warranty. Buyer assumes full
responsibility in the event Buyer uses the Products in combination with other goods or in any manner
not stated in Buyer's specifications provided prior to sale. All costs associated with removing the
Products from service and re-installing same following examination, repair or replacement are to be
borne by Buyer. Seller may, in its sole discretion, require that the Products be shipped to Seller's
facility for examination, repair or replacement. All transportation costs to and from Seller's facility, if
required, are to be prepaid by Buyer. If so stated in Seller's Documentation, the Products or
designated components thereof are covered only by the warranty extended by the original
manufacturer and not by the terms of Seller's warranty as specified above. In the event of a warranty
issue regarding such Products or components thereof, Buyer should contact the original manufacturer
directly. Seller, at Buyer's request, will act as an agent between Buyer and the original manufacturer
to resolve warranty issues. If Seller acts as an agent for such purpose, Buyer must return the
Products, or the appropriate components, to the designated manufacturer's facility, shipping charges
prepaid. Buyer's sole remedy is the original manufacturer's warranty. SELLER MAKES NO
WARRANTY, EXPRESS OR IMPLIED, INCLUDING A WARRANTY OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO SUCH PRODUCTS OR
COMPONENTS. THE WARRANTIES SET FORTH HEREIN, IF ANY, ARE MADE EXPRESSLY IN
Severn Trent Water Purification, Inc.
Page 5 of7
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LIEU OF OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, AND
ANY IMPLIED WARRANTY OF MERCHANTABILITY OR WARRANTY OF FITNESS FOR A
PARTICULAR PURPOSE, EVEN IF THAT PURPOSE IS KNOWN TO SELLER, IS HEREBY
EXPRESSLY EXCLUDED. SELLER'S LIABILITY AND BUYER'S EXCLUSIVE REMEDY FOR ANY
FAILURE BY SELLER TO SUPPLY PRODUCTS THAT MEET THE FOREGOING WARRANTY IS
EXPRESSLY LIMITED TO, AT SELLER'S OPTION, THE REPAIR OR REPLACEMENT OF THE
NON-CONFORMING PRODUCTS. IN NO EVENT SHALL SELLER BE LIABLE FOR SPECIAL,
PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO,
LOSS OF USE, INCOME, PROFIT, CAPITAL OR BUSINESS OPPORTUNITY EVEN IF SELLER
HAS BEEN ADVISED OF SUCH POSSIBLE INCOME, PROFIT, CAPITAL, OR BUSINESS
OPPORTUNITY.
8. INDEMNIFICATION Buyer and Seller shall each defend, indemnify and hold the other harmless
from and on account of all bodily injury and property damage claims asserted by third parties as a
result of the other's negligent acts or omissions. To the extent that both Buyer and Seller are
determined by a finder of fact to be negligent and the negligence of both is a proximate cause of a
claim by a third party against either Buyer or Seller, then in such event, Buyer and Seller shall each be
responsible for a portion of the liability, including costs and expenses, attributable to its comparative
share of the total negligence. Seller agrees to indemnify and hold harmless Buyer against any third
party claim alleging that the Products infringe upon a valid and enforceable United States patent,
provided Buyer gives Seller written notice immediately when such claim is asserted, directly or
indirectly. Notwithstanding the foregoing, Seller shall have no liability to Buyer if any patent
infringement or claim thereof is based upon or arises out of (a) compliance with designs, plans or
specifications furnished by or on behalf of Buyer; (b) use of the Products in a manner for which the
Products were neither designed nor contemplated; or (c) the claimed infringement of any patent in
which the Buyer or any affiliate or subsidiary of Buyer has any direct or indirect interest by license or
otherwise.
9. INSURANCE Selier agrees to maintain the following ievels of insurance coverage:
a. Commercial General Liability insurance with limits of $1,000,000 per occurrence and
$2,000,000 aggregate. The Commercial General Liability insurance shall include coverage for bodily
injury, property damage, products/completed operations and contractual liability;
b. Automobile Liability insurance with a combined single limit of $1 ,000,000; and
c. Workers' Compensation insurance in compliance statutory limits and Employer's Liability
insurance with a limit of $1 ,000,000
Buyer agrees to maintain Commercial General Liability insurance with limits of $1,000,000 per
occurrence and $2,000,000 aggregate, including contractual liability.
1 o. LIMITATION OF LIABILITY In the event that any claim arising against Seller on account of this
contract is covered under Seller's insurance policies required hereunder, Seller shall not be
responsible for any claim, loss, damage or liability beyond the policy amounts contractually required of
the Seller hereunder and the limits and conditions of such policies. With respect to any other cause of
action and/or claim raised against Seller hereunder, Seller's liability shall not exceed the purchase
price payable hereunder. In no event shall Seller be liable, either directly or as indemnitor of Buyer,
for any special, punitive. indirect or consequential damages, inciuding but not limited to damages for
loss of use, loss of income or loss of profit. All of Buyer's claims or actions of any description
whatsoever against the Seller shall be brought not later than one (1 ) year after the occurrence of the
event upon which each such claim or action is based.
11. FORCE MAJEURE Seller shall not be liable for any delay in performance or for nonperformance
of any obligation hereunder if, and to the extent that, Seller is unable to perform because of the
occurrence of any event of Force Majeure as defined below. All additional costs of performance
incurred by Seller as a result of a Force Majeure event shall be borne by the Buyer. Force Majeure
herein shall mean any act, event or condition to the extent that it materially and adversely affects
Seller's ability to perform its obligations in accordance with the terms hereof if such act, event or
condition is beyond Seller's reasonable control and is not the result of Seller's willful negiect, error,
omission or failure to exercise reasonable due diligence. Force Majeure acts, events or conditions
shall include, but not be limited to: (a) an act of God, landslide, earthquake, fire, flood, hurricane,
explosion, bombing, war, act of terrorism, blockade, riot or similar occurrence; (b) a change in
applicable law, including a change in regulations resulting in Seller's increased cost of compliance; (c)
strikes, lockouts, work stoppages or labor disputes affecting Seller or any subcontractor of Seller; (d)
the inability to obtain or delays in obtaining permits or other private or governmental approvals; or (e)
the failure of any governmental agency or private utility to provide and maintain utilities required by
Seller in order to perform its obligations hereunder. In such event, Seller shall be required to resume
performance upon termination of the Force Majeure event and shall have reasonable additional time
for performance. in addition, as a consequence of a Force Majeure event, Seller shall have the right to
cancel the order or to apportion its Products among its customers in a manner as Seller may deem
equitable without incurring any liability to the Buyer.
12. DEFAULT AND TERMINATION The substantial failure of either party to comply with the terms of
this contract shall constitute default hereunder. Upon default by one party, the other party shall
Severn Trent Water Purification, Inc.
Page 6 of7
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provide written notice clearly specifying the nature of the default. The defaulting party shall have thirty
(3D) days to cure the default. If the default is capable of being cured within thirty (3D) days and is not
cured within thirty (3D) days, this contract may be terminated. In the case of default that cannot be
cured within thirty (3D) days, this contract shall not be terminated so long as the defaulting party has
given written notice of extension to the other party and the defaulting party has commenced and is
diligently pursuing a cure. In the event of any termination, Seller shall be paid for Products delivered
and services rendered (including Products specifically manufactured/assembled for the client that
have yet to be supplied) through the date of termination. For purposes of this contract, the failure of
Buyer to pay Seller in accordance with the payment terms hereunder shall be considered a substantial
default for which no cure period beyond 3D days shall be allowed. In the event of the Buyer's default,
Seller may, in addition to the right to terminate set forth in this paragraph, elect to suspend work until
the default has been cured. No delay or omission on the part of the Seller in exercising any right or
remedy hereunder shall constitute a waiver of any such right or remedy on any future occasion.
13. INTEllECTUAL PROPERTY All devices, equipment, designs (including drawings, plans and
specifications), estimates, prices, notes, electronic data and other documents or information prepared
or disclosed by Seller in connection with the Products sold hereunder shall remain Seller's exclusive
property. Buyer shall not disclose any such material to third parties without Seller's prior written
consent. Seller will retain soie ownership of all discoveries, improvements, inventions, patents,
trademarks, copyrights, know-how, trade secrets, or other intellectual property rights associated in any
way with the Products. The parties specifically agree that all improvements, inventions, discoveries
and copyright in works of authorship, including those in formative stages, made by either party hereto
(either alone or jointly with others) improving upon or related to the Products shall from the time of
conception or, in the case of works of authorship, from the time of creation, be the property of Seller.
14. MISCEllANEOUS PROVISIONS These terms and conditions constitute the entire contract of
sale and purchase between Buyer and Seller and supersede all prior or contemporaneous
communications, representations, understandings or agreements, whether written or oral, unless such
document states that it intends to modify this contract and is signed by both parties. No modification
of this contract (including changes in scope, specifications, price or delivery schedule) shall be of any
force or effect unless made pursuant to a writing signed by both parties. No course of dealing or
performance or usage of trade may be used to modify this contract. The failure on the part of either
party to enforce its rights as to any provisions herein shall not be construed as a waiver of its rights to
enforce such provisions in the future. Should any provision of this contract for any reason be declared
invalid or void, such declaration will not affect the remaining provisions of this contract, which shall
remain in full force and effect. Buyer may not assign or permit any other transfer of this contract
without Seller's prior written consent. Buyer shall strictly comply with and refrain from exporting or re-
exporting the Products in violation of, United States' laws regarding trade restrictions and embargoes,
as such laws may be amended from time to time. This contract is entered into solely between, and
may be enforced only by, the Buyer and Seller; and this contract shall not be deemed to create any
rights in third parties, including customers of the Buyer, or to create any obligations to any such third
parties. These terms and conditions shall be governed by and construed in accordance with the laws
of the Commonwealth of Pennsylvania.
Alison Trollier, EIT
Project Estimator
Severn Trent Water Purification, Inc.
Severn Trent Water Purification, Inc.
Page 7 of7
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EXHIBIT B
ADDDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL
LIABILITY POLICY
]Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy
# relating to the following:
1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its
officers, employees, agents, volunteers and representatives are named as additional insureds
("additional insureds") with regard to liability and defense of suits arising from the operations
and uses performed by or on behalf of the named insured.
2. With respect to claims arising out of the operations and uses performed by or on
behalf of the named insured, such insurance as is afforded by this policy is primary and is not
additional to or contributing with any other insurance carried by or for the benefit of the
additional insureds.
3. This insurance applies separately to each insured against whom claim is made or
suit is brought except with respect to the company's limits of liability. The inclusion of any
person or organization as an insured shall not affect any right which such person or organization
would have as a claimant ifnot so included.
4. With respect to the additional insureds, this insurance shall not be cancelled, or
materially reduced in coverage or limits except after thirty (30) days written notice has been
given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701.
(Completion of the following, including countersignature, is required to make this endorsement
effective. )
, this endorsement form as a part of
Effective
Policy #
Issued to
Named Insured
Countersigned by
Authorized Representative
8
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VERN
TRENT
'"'"
.....,
September 21, 2005
Joseph Fletcher
Deputy City Attorney
City of Santa Ana
P.O, Box 1988
Santa Ana, Ca. 92702
Subject: Consultant Agreement for our Proposal# Q4-0909.C dated 8/12/2005
Project Name: ClorTec Power Supply Upgrade
Dear Mr Fletcher:
We want to thank you for the above-referenced purchase order. In order to initiate our work and meet the
proposed delivery schedule, we would like to expedite agreement on the terms and conditions that will
apply to this transaction. Our proposal was expressly conditioned upon incorporation of the Proposal to
any subsequent agreement, and acceptance of our Standard Terms and Conditions of Sale, which were
attached to our proposal and are also attached to this letter.
The following are requested modifications to your Terms and Conditions of Sale:
The purchase order bears the name of Sevem !rent Services, Inc.. The iegal company name is: Sevem
Trent Water Purification, Inc, The consultant agreement and the resultant purchase order must be made
out to our legal name.
Point 5, Insurance, paragraph a. of the consultant agreement: Please delete "not less than" when
retelling to insurance coverage, Also note that we will provide a blanket indorsement of insurance rather
than the specified form in the agreement.
Point 6, Indemnification, of the consultant agreement: We ask that you please replace this paragraph in
it's entirety with the Indemnification clause included in the SIWP Terms and Conditions as ours include
mutual indemnification which we will require.
Until we have agreed Terms and Conditions of Sale signed by both parties please note that we are not
able to accept the consultant agreement or resultant purchase order, proceed with the work, or set a P,O.
effective date to establish the deiivery dates. Accordingly, please sign and retum one copy of this letter
confirming your acceptance of your Terms and Conditions as modified above as soon as possible to
enable us to proceed with the order. If you require any clarification of the terms or modifications, please
contact me at 310-618-9700 so that we may reach an agreement as quickly as possible.
We appreciate the opportunity to participate with you on this project.
,Sincerely, /"
,~.:; /~
James A. Bryce /
I" Director of Projects
:i~~
Title: . (' , .
Severn Trent Water Purification, Inc. . 2660 Columbia Street. Tarrance, Cp., 90503' T e: 310-618.9700' Fax 310-61 e-1384 .
www.severnrrentservlces.com
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PRODUCER
MARSH USA INC.
"TWO LOGAN SQUARE
PHILADELPHIA PA 19103-27lI7
AUn: KIRAAAG~SEN PHILAOELPHIA.CERTS@MARSH.COM
CERTIFICATE NUMBER
CLE-001422614.o1
'nI11 CERTFICATE 18 ISSUED AI A MATTER OF INfORMAnON CIILY AND CONfERS
NO RIGHT' UPDH lHE CERTlPlCAlE Ha.DER OTHER THAN THOSE PROVIDED IN THE
POLICY'.1H1I CERTFICATE DOEI NOT AMEND, EXTEND OR ALTER THE COVERAGE
JfFORDED BY' lHE POLICES DES~IBED HEREIN.
COMPANIES AFFORDINCl COVERAClE
27409-AlL-CAS1.05.o7
WAT-C lORRA NO
4MIL
CCJ/IP~V
A ZURICH AMERICAN INSURANCE COMPANY
t.laJRED
SEVERN TRENT WATER PURIFICATION, INC.
2660 COLUMBIA STREET
TORRANCE, CA 90503
CCJI1F'M1Y
B N/A
A - :A 005-.253
CQ\o1PANV
C N/A
CQ\o1PN>JV
D N/A
THIS IS TO CERTIFY THAT POJOE;S OF INSJRANCE DESCRlBB:I H!':R8N HA\IE= BEEN 1SSL;8) TO THE INSJRED N......,ED H~E'IN FOR THE FlQ..ICV PERIOCJ INDICATED
NcrTWTHSTAN)ING ANVREQJ~E:MENT, TERM OR CO'IIDITIOIi OF ANY CONTRACT OR OTH~ OOOJMENTWTH RE::FECTTO""""'Ia-! THE CERl1FICATE MAY BE 1S9JE;D OR MAY
PERTAI"'. THE IN9....'RANCE AFFORDED B'Y'THE PQL:OES DEBCRIB8) HER8N IS8UBJ!:CT TO ALL THE TERMS, CQN)1T1ONSAND EXCL:J90i'11S a: SUa-! POJOES AGGREGATE
LI rwrTS ~OM MAY --lAVE ElEEN REDUCED BY P "D a.A1MS
DEtCRFOON a: CPERAllONIILOCA110MSrvEHICLEIJaPEClAL IlEMa
CITY OF SANTA ANA, ITS OFFICERS, EMPLOYEES, AGENTS, IIOLUNlEERS AND REPRESENTATIVES ARE INCLUDED AS AODITIONAL INSUREO
WITH REGARDS TO lHE GENERAL AND AUTOMOBILE POUCIES WHERE REQUIREO BYWRITlEN CONTRACT PER IMlITTEN CONTRACT ANO
WHERE ALLOWED BY LAW. IF CONTRACT REQUIRES LESS LIMIT THAN WHAT'S SHO~ IN THE CERTIFICAlE, THE LOWER LIMIT WILL BE
APPLICABLE. lHlS INSURANCE IS PRIMARY ANO NON-CONTRIBUlORY SUBJECT TO POLICY TERMS.
, . '() r:c) 1"Z .ftcuoAHYCFTI-E POl.,CES OESC~I8ED I-EREIN !IE CANC8..'.EO l!IEFORETI-E EXPIMTION DATE T1-E~ECF,
, ", ' TM!!! IN&N!" "'f"P'OlIlOING <XM!u.~ WLL !Nl!!AVCft TO MI'.IL --..aa. DoIlV$ W"ITT!N MOTICl! TO Tit!!
CITY OF SANTA ANA lfj' )/') /) J j,' /.. C1'RT1FICA'I'!:HO..OER""~OI-ERI"IN.~FAILl.RI"TOtMlLaJa-INOnCl'att.LLI""~N008L1~T1CM<Jl.
ATTN:CLERKOFTHECITYCOUNCIL . 1\.( ";:U (I
20 CleVIe CENTER PLAZA (M-30)''':'" ". ... .._~':7m.. ILlTYCF AHtfK11t:I LPOHTlE IN8JlERAFFOA.OINGCClI/EMGE,ITSAGENTSOR REPREtiENTATII.ES, OR TI-E
P.O. BOX 1988-;' ,......-TH.c.....~.....TI!
SANTA ANA CA 92702-1988 - ,,- .
l . IAR8H UIA..e.
"'" Mary Rada..ewaki -tn~ all.4t-___~c
...vALiiiAsop;HiHio5
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11/11/2005 10:57 AM PAGE
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Severn Trenl Services, Inc.
Additional Insured - Automatic - Owners, Lessees Or
Contractors - Broad Form
g
ZURIC
Policy No. Eff. Date of Pol. Exp. Dele of Pol. Elf. Date of End. Produ"", Add'!. Prom Retum I'm1
3103373714-03 03131/2005 3/3112006 03/3112005 S Includod S
TlDS ENDORSEMENT CHANGES THE POLlCY. PLEASE READ IT CAREFULLY.
This endolllemml modifies insurance provided UI1der the:
Commerdal General LlabUlty Coveralle Part
A. WHO IS AN INSURED (Section IT) is amended to illc10de as an insured any peIllOn or OIganization whom yen are requ
to add as an additional insured on this policy under a written contracl or written agreeurenl
B. The insurance provided to additional insureds applies only to "bodily injury", "properly damage" or "personal and adve
ing ~ury" COveled under Section I, Coveraae A, BODILY INJURY AND PROPERTY DAMAGE LIABILITY
Coverage B, PERSONAL AND ADVERTISING INJURY LIABILITY, but only if:
I. The "bodily ~ury" or "property damaS"" results nom your negligence; and
2. The ''bodily ~ury", ''property damage" or "personal and advertising injury" results directly nom:
a. Your ongoing operations; or
b. ''Your work" completed as included in the "products-completed operations hazard",
performed for the additions! insured, which is the subject of the written contract or written agreement.
C. However, regardless of the provisions of paragraphs A. and B. above:
I. We will not ext:end any insurance coverage to any additional insured person or organization:
a. ThaI is DOl provided 10 yen in this policy; or
b. ThaI is any broader coverage than you are required 10 provide to the additional insured person or organization in 1
written contracl or written agreement; and
"D.
2. We wilIllOt provide Limits oflnsuraJlCe to any additional insured person or orgon;.,,!ion lhat exceed the lower of.
a. The Limits ofInsurance provided to yen in this policy; or
b. The Limits of IIISUW1CC you are required to provide in 1be written contract or written agreemem.
The insurance provided to the additional insured person or organization does not apply to:
I. ''Bodily injury", "property damage" or "peraonal and advertising injury" thaI results solely from negligence of tile ..
tional insured; or
Marsh, Inc.
11/11/2005 10:57 AM PAGE
4/004
Fax Server
2. "Bodily injUI}''', "property damage" or "personal and advertising injUI}''' arising out of the rendering or failure tc
render my professional architectura1, engineering OI surveying services ineluding:
a. The preparing, approving, OI failing 10 prepare or approve maps, shop drawings, opinions, reports, surveys, field
orders, change orders or drawings and specifications; and
b. SUPerviSOlY, inspection, architecturat OI engineering activities.
E. The additional insured nulst see to it lbat:
I. We are DOtilied as soon as practicable of an "occurrence" OI offense that may result in a claim:
2. We receive written notice ora claim or "suit" as.soon as practicable; and
3. A request fOI defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by an-
other insureI under which the additional insured also has righta as an insured OI additional insured.
F. The insurance provided by this endorsement is prinmy illSllIllD.Ce and we will not seek contnbution from any o!her in-
sllIlInce available 10 any additiOllllI insured person or organization unless the otheI insurance is provided by a contractor
other than you for the same operations and job location. Then we will share with that other insurance by the melhod de-
scribed in paragraph 4.e. of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDmONS.
AnyprovisiollS in this Coverage Part not changed by the terms and conditions of this endorsement contioue to apply as writ-
ten.
O-OD i) 'i ,~.J
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ACORD~
CERTIFICATE OF LIABILITY INSURANCE Page 1 of 3 04/0D:/E2006
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
B77-945-737B
PRODUCER
willis North America, Inc.
26 Century Blvd.
P. O. Box 305191
Nashville, TN 372305191
Regional Cert Center
INSURERS AFFORDING COVERAGE
NAIC#
INSURED
Severn Trent Water Purification,
2660 Columbia Street
Torrance, CA 90503
Inc.
INSURER A: Zurich American Insurance Company
INSURER B: Travelers Property Casual ty Company of Am
INSURER C: The Charter Oak Fire Insurance Company
INSURER D:
INSURER E:
16535-006
25674-009
25615-001
A. - dOcO -d-~
COVERAGES
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 CEATIFICATE 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
11~!fI ~ TYPE OF INSURANCE POL.ICY NUMBER P~AL.~~Y EFFECTIVE POLICY EXPIRATION LIMITS
A GENERAL. L.IABILlTY GL0337371404 3/31/2006 3/31/2007 EACH OCCURRENCE $ 2 000 000
-~~:fCOMMERCIAL GENERAL LIABILITY ~~~~~~~9E~~6~~nce\ $ 1 000 000
I I CLAIMS MADE [i] OCCUR MED EXP (Anyone person) $ 5 000
:::1 PERSONAL& ADV INJURY $ 2 000 000
GENERAL AGGREGATE $ 3 000 000
-;l'~ AGG~EnE ILlMIT APnS IPER PRODUCTS - COMP/OP AGG $ 3 000 000
X POLICY ~~,fl.,: LOC
B ~TOMOBILE L.IABILlTY TJCAPB23K1B19TIL06 3/31/2006 3/31/2007 COMBINED SINGLE LIMIT 1,000,000
(Eaaccidenl) $
JL ANY AUTO
- ALL OWNED AUTOS BODILY INJURY
$
SCHEDULED AUTOS (Per person)
~
e- HIRED AUTOS BODILY INJURY
$
f- NON-OWNED AUTOS (Peraccidenl)
f- PROPERTY DAMAGE $
(Peraccidenl)
H"AGE LIABILITY " " I, I AUTO QNL Y - EAACCIDENT $
. " ",
ANY AUTO "< EA ACC $
L//',J. I OTHER THAN
" J AUTO QNL Y: AGG $
EXCESS LIABILITY - - , / _,_~2~, ~i-.-Il "- EACH OCCURRENCE $
C OCCUR D CLAIMS MADE f AGGREGATE $
" " , $
R DEDUCTIBLE $
RETENTION $ $
C ! WORKERS COMPENSATION AND AOS TC20UBB23K179A 3/31/2006 3/31/2007 X 1r~~~JfTI~~ I To.r~-
EMPL.OYERS'LlABIL.ITY
B ANY PROPRIETOR/PARTNER/EXECUTIVE MA,AZ,WI TRJUBB23K1BO 'lIO'Ei1/2006 3/31/2007 E.L. EACH ACCIDENT $ 1 000 000
OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $ 1 000 000
If yes, describe under
SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT $ 1 000 000
OTHER
DESCRIPTION OF OPERATIONSlLOCATIONSlVEHICL.ES/EXCL.USIONS ADDED BY ENDORSEMENT/sPECIAL. PROVISIONS
NAMED INSURED (S) :
Formerly Capi tal Controls Company, Inc.
City of Santa Ana, its Officers, Employees, Agents, Volunteers and Representatives are included aB
Add~e~onal~;?sured with regards to the :~neral and Automobile Liability policies where required by
writ en con rac r.""'r writtAn contract an where "'llnwed bv law.
CERTIFICATE HOLDER
CANCELLATION
City of Santa Ana
Attn: Clerk of the City Council
20 Civic Center Plaza (M-30)
PO Box 1988
Santa Ana, CA 92702-1988
SHOUL.D ANY OF THE ABOVE DESCRIBED POL.ICIES BE CANCEL.L.ED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WIL.L. ENDEAVOR TO MAlL. ~ DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOL.DER NAMED TO THE L.EFT, BUT FAIL.URE TO DO SO SHAL.L.
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KINO UPON THE INSURER, ITS AGENTS OR
ACORD 25 (2001/08)
Co11:1591922 Tp1:457531
@ACORDCORPORATION1988
e...1.
WillIs
PRODUCER
CERTIFICATE OF LIABILITY INSURANCE Page 2 of 3 04/;;/"2006
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
877-945-7378
Willis North America, Inc.
26 Century Blvd.
P. O. Box 305191
Nashville, TN 372305191
Regional Cart Center
INSURERS AFFORDING COVERAGE
NAIC#
INSURED
INSURER A Zurich American Insurance Company 16535-006
INSURERS Travelers Property Casualty Company of Am 25674-009
INSURERC: The Charter Oak Fire Insurance Company 25615-001
INSURER D:
INSURER E:
DESCRIPTION OF OPERATlONS/lOCA1l0NSlVEHICLESlEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL. PROVISIONS
Severn Trent Water Purification. Inc.
2660 Columbia Street
Torrance, CA 90503
This insurance is Primary & Non-Contributory to any other insurance subject to policy ter.ms.
If contract requires less limit than what's shown in the certificate, the lower limit will be
applicable.
v~'..
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c:=l(,_
Coll:159l922 Tpl:457531 Cert:7152473
Page 3 of 3
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in iieu of such endorsement(s).
if SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain poiicies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this fonm does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affinmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD 25 (2001/08)
Coll:1591922 Tpl:457531 Cert:7152473