HomeMy WebLinkAboutDOUBLETREE HOTEL 5City of Santa Ana
Clerk of the Cou ncil
AGREEMENT TERMINATION FORM
Please complete this form when the attached agreement and all
amendments (if any) are no longer in effect.
Return form to the Clerk of the Council Office (M -30).
Call 647 -6520 if you have any questions.
G 2007
rOF e Use Only
iC8: 19
C1 ANA
C NIC 1.
The agreement w, ith�/� I n
No.' Llbw U"1_ — — was completed on S U I and final payment has been made.
(List ail amendments. Use space below If needed.) y,�
AhYiw 0 Department :(Y���(/t 1 I►u/I f�'i I,C J C
W 7,00V Oy2 "p 11 Phone /Ext.: ���e�! 1
Signature:
Dale:
INSURANCE NOT ON FILE N- 2006 -092
WORK MAY NOT PROCEED
CLERK OF COUNCIL SPECIAL EVENT AGREEMENT
DATE: 9- "4
O . SAP n i Ma.K semen,
THIS AGREEMENT made and entered into this �� day of Vvc,+ , 2006 by
and between the Doubletree Hotel Santa Ana/Orange County Airport (hereinafter "Doubletree "),
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 Contractor having special skill and knowledge in the field of
holding special event banquets.
B. Doubletree represents that it is able and willing to provide such services to the City.
C. In undertaking the performance of this Agreement, Doubletree represents that it is
knowledgeable in its field and that any services performed by Doubletree under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional 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:
SCOPE OF SERVICES
Doubletree shall provide event services, including catering, servers, sound system and
facility, as set forth in Exhibit "A" attached hereto, for the Santa Ana Police Department
Awards Banquet to take place at the Doubletree Hotel Santa Ana/Orange County Airport,
on April 11, 2007 (hereinafter "said Event "). Doubletree services shall include:
• Use of the Champagne Ballroom.
• Provide tables, seating and equipment, including the sound system and podium;
• Catering of the event, including preparation and service, for approximately 250
people;
• Cash bar with bartender
• Parking, including valet parking
• Set up, take down and clean up of said Event.
2. COMPENSATION
a. City agrees to pay, and Doubletree agrees to accept as total payment for its services,
the rates and charges identified in Exhibit A. The total sum to be expended pursuant to this
Agreement shall not exceed $9,900.00 during the term of this Agreement.
b. City shall make payments and deposits as set forth in Exhibit A. 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.
3. TERM
This Agreement shall commence on the date first written above and terminate on June 30,
2007, unless terminated earlier in accordance with Section 11, below. The term of this
Agreement may be extended upon a writing executed by the Chief of Police and the City
Attorney.
4. INDEPENDENT CONTRACTOR
Doubletree 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
Doubletree performs the services which are the subject matter of this Agreement; however, the
services to be provided by Doubletree shall be provided in a manner consistent with all
applicable standards and regulations governing such services. Doubletree 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, Doubletree shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
a. Commercial General Liability Insurance. Doubletree shall maintain commercial
general liability insurance naming the City, its officers, agents, volunteers, and employees 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 froin any act or occurrence arising out of Doubletree'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. Doubletree shall supply City with a fully executed additional insured endorsement
in substantially the form attached hereto as Exhibit B upon execution of this Agreement and shall
be approved in form by the City Attorney.
b. Worker's Compensation Insurance. In accordance with the provisions of Section
3300 of the Labor Code, Doubletree, if Doubletree 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, Doubletree agrees to obtain and maintain any
employer's liability insurance with limits not less than $1,000,000 per accident.
C. The following requirements apply to the insurance to be provided by Doubletree
pursuant to this section:
(i) Doubletree 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.
d. If Doubletree 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.
6. INDEMNIFICATION
Doubletree agrees to and shall indemnify and hold harmless the City, its officers, agents,
employees, Contractors, special counsel, and representatives from liability 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 Doubletree or its contractors, subcontractors, agents, employees,
or other persons acting on their behalf which relates to the services described in section 1 of this
Agreement. Doubletree 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.
7. CONFIDENTIALITY
If Doubletree receives from the City information which due to the nature of such
information is reasonably understood to be confidential and /or proprietary, Doubletree 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.
8. 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 Council
City of Santa Ana
20 Civic Center Plaza (M -30)
Santa Ana, CA 92702 -1988
telefacsimile (714) 647 -6956
With courtesy copy to :
Chief of Police
60 Civic Center Plaza (M -97)
Santa Ana, California 92701
facsimile (714) 245 -8007
To SAPAEC: Doubletree Hotel
Catering Services
201 East MacArthur Blvd.
Santa Ana, California 92707
facsimile (714) 442 -1937
Attn: Tori Dileno
Catering Manager
9. EXCLUSIVITY AND AMENDMENT
This Agreement, with the attached Exhibit A, represents the complete and exclusive
statement between the City and Doubletree, and supersedes any and all other agreements, oral or
written, between the parties. This Agreement may not be modified except by written instrument
signed by the City and by an authorized representative of Doubletree. 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 Doubletree 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.
10. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Doubletree,
Doubletree 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 Contractors retained by City.
11. TERMINATION
This Agreement may be terminated by the City upon ninety (90) days written notice of
termination, as set forth in Exhibit A.
4
12. DISCRIMINATION
Doubletree 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. Doubletree affirms that it is an equal opportunity employer
and shall comply with all applicable federal, state and local laws and regulations.
13. JURISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this Agreement
shall be determined and governed by the laws of the State of California. Both parties further
agree that Orange County, California, shall be the venue for any action or proceeding that may
be brought or arise out of, in connection with or by reason of this Agreement.
14. MISCELLANEOUS PROVISIONS
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.
//
//
//
//
//
//
IN WITNESS WHLREOF. the parties hereto have executed this Agreement the day of
2006.
ATTEST:
C t 4- -
/. PATRICI A L. HEALY
li City Clerk
APPROVED AS TO FORM:
JOSEPH W FLETCHER
City Attomey tt
LaLWa Sheedy
Assistant City Attorney
RECOMMENDED FOR APPROVAI.
(2- v �1-
PAUL M. WALTERS
Chief of Police
CITY OF SANTA ANA
t:A,DAVID N. RLAIsQ
City Manager
DOUBLETREEIiOTEL
SANTA ANA/ORANGE
COUNTY AIRPORT:
TORI DEI,INO
Catering Manager
Tax m# 33'o�ta 1331
Q(�
DOUBLETREE
HOTEL'
SANTA ANA
ORANGE COUNTY AIRPORT
CATERING EVENT CONTRACT
Prepared on July 19, 2006
Commander Mark Steen
SANTA ANA POLICE DEPARTMENT
60 Civic Center Plaza Police Department / M -97
Santa Ana, CA 92702
Dear Mr. Steen:
The DoubleTree Hotel Santa Ana/Orange County Airport is honored to be hosting your up
coming event. A satisfied customer is our goal. We will strive to provide you with service that
exceeds your expectations.
FUNCTION SPACE:
Based on your requirements as you have indicated them to be, the DoubleTree Hotel is
pleased to offer the following arrangement for your program: Specific meeting room(s) cannot
be guaranteed and are subject to change.
Date
Time
Event
Set Up
Attendees
Room
Rental
April 11,
6:00 PM -
Cocktail
Other
250
$0.00
2007
7:00 PM
Reception
April 11,
7:00 PM -
Dinner
Rounds of 10
250
$0.00
2007
11:00 PM
PAYMENT ARRANGEMENTS:
A non - refundable deposit of $1,000.00 is required to reserve requested date and space on a
definite basis and begin the planning of your special event.
At this time, a form of payment is requested for our Accounting file. For your convenience, a
credit card authorization form has been included for completion and placed with our Accounting
file as a guarantee form of payment. Your event's balance must be paid in full three (3) days
prior to your arrival. All deposits and payments are non - refundable and will be applied towards
your final balance as satisfied.
MINIMUM GUARANTEE:
Based on the approximate number of guests set forth above, the minimum revenue guarantee
in food and hosted beverage outlined below is required for the contracted space to be reserved
for your event. It is agreed by both parties this amount is a financial commitment that SANTA
ANA POLICE DEPARTMENT is responsible for:
MINIMUM REQUIRED REVENUE: $7,600.00
This minimum revenue does not include (21 %) service charge, (7.75 %) sales tax, labor
charges, audio visual, or any other miscellaneous charges incurred. Should your final count
drop below the approximate number of guests listed above, we will be happy to advise you on
additional alternatives in food and beverage which will bring you to the agreed upon minimum
revenue figures for your function.
FOOD & BEVERAGE:
The DoubleTree Hotel Santa Ana/Orange County Airport is pleased to offer a 10% discount
on the dinner entree for the SANTA ANA POLICE DEPARTMENT.
The DoubleTree Hotel Santa Ana/Orange County Airport will set up (1) cash bar. In the
event that the minimum bar guarantee of $400.00 per bar is not achieved, a labor charge of
$75.00 plus 21 % service charge and 7.75% sales tax per bar will apply.
CANCELLATION CLAUSE:
The client agrees that should it cancel its event for any reason, including changing its meeting
site to another hotel, that the DoubleTree Hotel Santa Ana/Orange County Airport will suffer
damages. The closer in time to the date of your event that a cancellation occurs, the less likely
it is that the DoubleTree Hotel Santa Ana/Orange County Airport will be able to replace any or
all of your business with comparable business.
Cancellation between date of signing until six (6) months before event date: 10%
Cancellation between six (6) months and four (4) months before event date: 25%
Cancellation between four (4) months and (2) months before event date: 55%
Cancellation less than (2) two months before event date: 75%
Cancellation with in 30 days of your event will be: 100%
GUARANTEED ATTENDANCE:
In better preparation for private functions, a confirmation of your final attendance will be required
no later than 10:OOAM (3) working days prior to the commencement of the function. This
number will be considered a guarantee, not subject to reduction, and charges will be made
accordingly. The Hotel cannot be responsible for service to more that five (5 %) percent over the
guarantee for groups of 400 and above; and three (3 %) percent for groups of 399 and below.
SERVICE AND LABOR CHARGES:
All purchases, charges and fees are subject to a 21% service charge and 7.75% sales tax.
FOOD CONSUMPTION:
In order to control the quality of products served on our premises, and to ensure that all legal
requirements concerning health department and governmental regulatory agencies are met in a
professional manner, we must insist that no food or beverage to be brought into the facility or
removed from the facility by the patron or any guests or invitees of any function. Buffet dinners
are limited to 30 minutes of service after the last table is served.
PARKING:
The DoubleTree Hotel Santa Ana/Orange County Airport is pleased to provide the ultimate in
conveniences with our automobile Self and Valet Parking services for your guests. The current
per day charge is $8.00 per vehicle for Non - Hosted Valet and $6.00 per vehicle for Hosted
Valet. Self parking is complimentary upon availability. Overnight parking is not included in this
rate. Parking rates are subject to change without notice. The SANTA ANA POLICE
DEPARTMENT can make a separate payment to the Parking Company of America for all
hosted valet parking charges incurred for their function.
UNATTENDED ITEMS:
The DoubleTree Hotel Santa Ana/Orange County Airport will not assume or accept any
responsibility for damage to or loss of any merchandise or articles left in the hotel prior to,
during or following the SANTA ANA POLICE DEPARTMENT'S function.
BANQUET ROOM SPACE:
The SANTA ANA POLICE DEPARTMENT's function will be held in the entire Champagne
Ballroom.
BANQUET SET UP:
(1) 30" x 12' Registration table — Draped and Skirted
(1) Riser up to 8' x 24' x 24" — Skirted
(15) Chairs to be set next to riser
(3) 6' Tables — Draped and Skirted on Riser
(1) Podium @ N/C
(1) Microphone: Wired on Podium @ $35.00 Each, Plus 21% Service Charge and 7.75%
Sales Tax
DAMAGES:
SANTA ANA POLICE DEPARTMENT agrees to be responsible for any damage done to the
function room or any other part of the Hotel by the customer, his guests, invitees, employees,
independent contractors or other agents under customer's control.
PERMITS AND LICENSES:
In the event that SANTA ANA POLICE DEPARTMENT's function requires a permit or license
from any governing body (local, state or federal) customer is solely responsible for obtaining
such license or permit at the expense of SANTA ANA POLICE DEPARTMENT.
0
rc-'>e Dinner Duets &6
All Selections are served with Garden Greens, Warm Rolls and Butter, Fresh Seasonal Vegetables, Freshly Brewed
Coffee, Decaffeinated Coffee, Hot Herbal Tea and Iced Tea and Choice of Dessert
r,>- Chateau Duet -6
Sliced Beef Tenderloin with Bearnaise Sauce
and Tender Breast of Chicken with Madeira Sauce with Garlic Mashed Potatoes
$ 45.00 per Guest
r,5- Breast of Chicken and Salmon Roulade -6
Grilled Breast of Chicken paired with Baked Salmon stuffed with Crab, Herbed Mashed Potatoes
and Chardonnay Cream Sauce
$ 44.00 per Guest
r&- Surf and Sand -6-N
A Combination of Filet Mignon with Bordeaux Wine Sauce and Lobster Tail
with Mustard - Tarragon Cream Sauce, served with Potatoes au Gratin and Vegetables du Jour
$ 53.00 per Guest
rb- Prawns and Chicken Duet
Sauteed Breast of Chicken with Wild Mushroom Sauce and Jumbo Prawns
with Champagne Beurre Blanc and Rice Pilaf
$ 44.00 per Guest
A&- Prawns and Filet Duet -4�
Grilled Petite Filet Mignon with a Thyme Sauce
and Tiger Prawns with Cilantro Lime on a bed of Charred Corn Mashed Potatoes
$ 46.00 per Guest
All food & beverage functions subject to a 21% Taxable Service Charge and applicable Sales Tax.
Prices are Subject to Change. t A (72) Hour Guarantee is Required t
Im
Nov' 29 06 09:376 P 2
NOU -17 2006 15:22 FROM: DOOOLETREE SANTA ANA 714 - 442 -1937
70:92458770 P:2�2
DlnE1MML01[!T[)
CERTIFICATE OF LIABILITY INSURANCE pA lo'Du 10 23 06
Acofro-
AMY AEA1pCMLTn,TCAM OR CDNOTAy,O[.xv COxIRRGT D110MLADOCNERI WIiH 116}PECr TO RN1PITM6CFPiLGTE MLT PE 1.491fDOR _
TD ALLM TERMB• IX41UeDNS A4D CONDITgMp OPBUCn
VI.i I`GPTAX. TNDSaUR.W(.S ArTPP049 CV TMF RCLW�fg OC9(piROMfRfm B 9110aLT
THIS CERTInCATE 131SSUEC AS A MAI Of IWORNIATION
vROwDEA
ONLY AND CONFERS NO ROWS UPON THE CERTIRCATE
TPI O[NSIMYQ
NOLDEP- THIS CERTIFICATE DOES NOT 0, EXTEND OR
lffem= Ift
(PA) RaffernAn latnrence 8rkra
ALTER THE COMRADE AFFORDIED BY THE POLICES BELOW.
(BABA RoaD
}2,000.000
Palo Alto CA 94303
Phose:650 -842 -5200 F": 650 -842 -5201
INSURERS FORDING COVERAGE N.000
mgv ••..
Pscirie AS�Pp iecality CrfoJUuEg, Lt.0
11SN1FP A: iiDL
05/01/06
NgyR[R S' PREFER = CONCEPTS
e00 y HOtol OOPS , =t Ana
-
$5,000
Gran �OUbwnIS A.Lrpor'tSanLa
_
cRANGNnOG.lij
INSUMRD;
201 East Hsr1�r �ivr Blvd- ILr ('}Q
fJL 9 07 N 2010
PEaNaU}AwwR
;L,000,00
Santa AAnna
uavRCR G:
COVERAGES
TML roucsD ar �RyvnANa LaTEa snow wvE 1teN rssum TD TNe INaww uAMm.NOLE GPi THE POLICY vERiDD mL¢ATee, NmwrtraTAMwa
AMY AEA1pCMLTn,TCAM OR CDNOTAy,O[.xv COxIRRGT D110MLADOCNERI WIiH 116}PECr TO RN1PITM6CFPiLGTE MLT PE 1.491fDOR _
TD ALLM TERMB• IX41UeDNS A4D CONDITgMp OPBUCn
VI.i I`GPTAX. TNDSaUR.W(.S ArTPP049 CV TMF RCLW�fg OC9(piROMfRfm B 9110aLT
POUCICB. AAlmAOATELINOS 9RTYN LMV wVF tK W RENCEO m PAD Mau.
L
nit
TPI O[NSIMYQ
ROKTNSIa1M
xevnESV2raRa
E
LXR}
ffU10OLUaNFNCE
}2,000.000
A
%
Oa1Exµ 4AmLRT
1.UIDAL DCRmM LSauTr
TCj2083392671
05/01/06
05/01/07
5100,000
Mm cTP lAm ax R+NEN
$5,000
_
cRANGNnOG.lij
PEaNaU}AwwR
;L,000,00
DFN['ML AOa1[CdTE
32 DOD 000
- -'.�..
0}NVnWnInATE LMIT AMLIr5 IM
PROPUOTSm LomI ASD
}2w 0DO, 000
-
% rouc °qee °T LDC
AU.SVIONUEMASArtY
C INWO ft D UNIT
S 11 DOG, 000
A
X
AN'AUID
BUJL2083392761
D5/01/06
05/01/07
a.. RxNCx'
LL ".AUICI`
roDILY%Xm
}
r Rn ^I
SL'140ULCO AUTOS
e00ILY IWUM
}
%
.Auo .b}
mWA`WRn)
X
NONCIANLO AUros
X
1000 - Coll Deft
PRROr ANADE
}
X
1000 - COW Dedt
aMAOELIMLIW
AUTOONY.GAaTLN.
S
OTNER7H. LRAOC
S
ANY AUTO
s
.uTDONLY mo
TIaE9PVwIxLLAUANAnY
I:A:"o'LYmTIEMLI
110, 000,000
x0"In'n
110,000,000
Q
x 1 02Un ❑aINNSaoE
ADC532746402
05/01/06
05/01/07
s
}
Omucnac
_-
}
KTRNDON SO
MDIIRER9DPAER}ATDN M1RD
_
TO t. i.
LL UCN !OFM
1
PAPLPiEA4LaxV��
a�y�rIIC.NMrAES0.W[o c��
fL OL}LASESA EM0.0YE
}
E.LDKIbr• MLICVUMm
}
ipEOY r� IOVG febn
A
Property Section
810271013996
05/01106
05/01/07
Blkt Bldg 212,600,000
8lkt EPP 22,298,125
pEGLRxOON V[R[eRRrp115:..TWOIW210.05 f eRFW6IONEm e[nIWRIPlNT r3,lC Lw1WtlUN!
Re: Event for the Santa Ana Police Departutnt, 6/11/07 The City of Santa
Ana, its officers, mllployeea, agenta, volunteers, and representatives are
named as Additional Snsureda on the Cenral Liability policy. Endorsement to
fallow immadLately upon receipt from the carrier. •21) day notice of
cancellation for non - payment of PrenUmue.
CPRTIFIGATE WL.
SAMA19
mmuLeAa.ar.E AEDrraEx2eam[ou®es LAneElLesenwfTmeuRnawR
DATF+.snto•. rN[asuns: aaYPENWILL E2A14VM TD x.a 30 wTza
*Wirt TOT EUSHIN TE MMEN 1Ylw0[O Tif LET. AIR rA&VAC TOM ID WALL
Af09C ND 00YLATDX ON ILLNNTY OCYl/ IIANIIRDII ME INSwcP.,R AGExTSON
City of Santa APP
xevnESV2raRa
20 Civic Ceat er Plasm
Anvr
Santa Ana G 92701
u!. i,.MoQATn nm3
POLICY 112083392677
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
GENERAL LIABILITY EXTENSION ENDORSEMENT
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
Coverage afforded under this extension of coverage endorsement does not apply to any person or organization
covered as an additional insured on any other endorsement now or hereafter attached to this Coverage Part.
1. ADDITIONAL INSURED— BLANKET VENDORS
WHO IS AN INSURED (Section 11) is amended to include as an additional insured any person or organization
(referred to below as vendor) with whom you agreed, because of a written contract or agreement to provide
insurance, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are
distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions:
I. The insurance afforded the vendor does not apply to:
a. "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of
the assumption of liability in a contract or agreement. This exclusion does not apply to liability for
damages that the vendor would have in the absence of the contract or agreement:
b. Any express warranty unauthorized by you;
c. Any physical or chemical change in the product made intentionally by the vendor;
d. Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or
the substitution of parts under instructions from the manufacturer, and then repackaged in the original
container,
e. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to
make or normally undertakes to make in the usual course of business, in connection with the
distribution or sale of the products;
f. Demonstration, installation, servicing or repair operations, except such operations performed at the
vendors premises in connection with the sale of the product;
g. Products which, after distribution or sale by you, have been labeled or relabeled or used as a
container, part or ingredient of any other thing or substance by or for the vendor; or
It. "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or
omission or those of its employees or anyone else acting on its behalf. However, this exclusion does
not apply to:
(1) The exceptions contained in Subparagraphs d. or f.; or
(2) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally
undertakes to make in the usual course of business, in connection with the distribution or sale of
the products.
2. This insurance does not apply to any insured person or organization, from whom you have acquired such
products, or any ingredient, part or container, entering into, accompanying or containing such products.
3. This provision 1. does not apply to any vendor included as an Insured by an endorsement issued by us
and made a part of this Coverage Part.
4. This provision 1. does not apply if "bodily injury" or "property damage" included within the "products -
completed operations hazard" is excluded either by the provisions of the Coverage Part or by
endorsement.
2. MISCELLANEOUS ADDITIONAL INSUREDS
WHO IS AN INSURED (Section 11) is amended to include as an insured any person or organization (called
additional insured) described in paragraphs 2.a. through 2.g. below whom you are required to add as an
additional insured on this policy under a written contract or agreement but the written contract or agreement must
be:
1. Currently in effect or becoming effective during the term of this policy; and
2. Executed prior to the "bodily injury,' "property damage' or "personal injury and advertising injury," but
Only the following persons or organizations are additional insureds under this endorsement and coverage
provided to such additional insureds is limited as provided herein:
a. State or Political Subdivisions
A stale or political subdivision subject to the following provisions:
(1) This insurance applies only with respect to the following hazards for which the state or political
subdivision has issued a permit in connection with premises you own, rent, or control and to
which this insurance applies:
(a) The existence, maintenance, repair, construction, erection, or removal of advertising signs,
awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway
openings, sidewalk vaults, street banners, or decorations and similar exposures; or
(b) The construction, erection, or removal of elevators; or
(2) This insurance applies only with respect to operations performed by you or on your behalf for
which the state or political subdivision has issued a permit.
This insurance does not apply to 'bodily injury," "property damage" or "personal and advertising
injury" arising out of operations performed for the state or municipality.
b. Controlling Interest
Any persons or organizations with a controlling interest in you but only with respect to their liability
arising out of.
(1) Their financial control of you; or
(2) Premises they own, maintain or control while you lease or occupy these premises.
This insurance does not apply to structural alterations, new construction and demolition operations
performed by or for such additional insured.
c. Managers or Lessors of Premises
A manager or lessor of premises but only with respect to liability arising out of the ownership,
maintenance or use of that specific part of the premises leased to you and subject to the following
additional exclusions:
This insurance does not apply to:
(1) Any "occurrence" which takes place after you cease lobe a tenant in that premises; or
(2) Structural alterations, new construction or demolition operations performed by or on behaff of
such additional insured.
d. Mortgagee, Assignee or Receiver
A mortgagee, assignee or receiver but only with respect to their liability as mortgagee, assignee, or
receiver and arising out of the ownership, maintenance, or use of a premises by you.
This Insurance does not apply to structural alterations, new construction or demolition operations
performed by or for such additional insured.
e. Owners/Other Interests — Land is Leased
An owner or other interest from whom land has been leased by you but only with respect to liability
arising out of the ownership, maintenance or use of that specific part of the land leased to you and
subject to the following additional exclusions:
This insurance does not apply to:
(1) Any "occurrence" which takes place after you cease to lease that land; or
(2) Structural alterations, new construction or demolition operations performed by or on behalf of
such additional insured.
f. Co-owner of Insured Premises
A co -owner of a premises co -owned by you and covered under this insurance but only with respect to
the co- owners liability as co-owner of such premises.
g. Lessor of Equipment
Any person or organization from whom you lease equipment. Such person or organization are
insureds only with respect to their liability arising out of the maintenance, operation or use by you of
equipment leased to you by such person or organization. A person's or organization's status as an
Insured under this endorsement ends when their written contract or agreement with you for such
leased equipment ends
With respect to the insurance afforded these additional insureds, the following additional exclusions
apply:
This insurance does not apply:
(1) To any "occurrence" which takes place after the equipment lease expires; or
(2) To "bodily injury" or "property damage" arising out of the sole negligence of such additional
insured.
71 -5/17
3.
4.
Any insurance provided to an additional insured designated under paragraphs a. through g. above does not
apply to "bodily injury" or "property damage" included within the 'products-completed operations hazard"
As respects the coverage provided under this endorsement, Paragraph 4.b. SECTION IV — COMMERCIAL
GENERAL LIABILITY CONDITIONS is deleted and replaced with the following:
4. Other Insurance
b. Excess Insurance
This insurance is excess over:
Any other insurance naming the additional insured as an insured whether primary, excess, contingent
or on any other basis unless a written contract or agreement specifically requires that this insurance
be either primary or primary and noncontributing. Where required by written contract or agreement,
we will consider any other insurance maintained by the additional insured for injury or damage
covered by this endorsement to be excess and noncontributing with this insurance.
NEWLY FORMED OR ACQUIRED ORGANIZATIONS
Paragraph 4.a. of Section II — Who Is An Insured Is deleted and replaced by the following:
Coverage under this provision is afforded only until the end of the policy period or the next anniversary of this
policy's effective date after you acquire or forth the organization, whichever is earlier.
JOINT VENTURES I PARTNERSHIP I LIMITED LIABILITY COMPANY COVERAGE
A. The following is added to Section 11— Who Is An Insured:
5. You are an Insured when you had an interest in a joint venture, partnership or limited liability company
which terminated or ended prior to or during this policy period but only to the extent of your interest in
such joint venture, partnership or limited liability company. This coverage does not apply:
a. Prior to the termination date of any joint venture, partnership or limited liability company; or
b. If there is other valid and collectible insurance purchased specifically to insure the partnership, joint
venture or limited liability company.
B. The last paragraph of Section II —Who Is An Insured is deleted and replaced by the following:
Except as provided in 5. above, no person or organization is an insured with respect to the conduct of any
current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in
the Declarations.
5. PARTNERSHIP OR JOINT VENTURES
Paragraph 1.1b. of Section 11— Who Is An Insured is deleted and replaced by the following:
b. A partnership (including a limited liability partnership) or joint venture, you are an insured. Your
members, your partners, and their spouses are also insureds, but only with respect to the conduct of
your business.
B. EMPLOYEES AS INSUREDS — HEALTH CARE SERVICES
For other than a physician, paragraph 2.a(1)(d) of Section II — Who Is An Insured does not apply with respect to
professional health care services provided in the course of employment by you.
7. SUPPLEMENTARY PAYMENTS
A. Under Section I — Supplementary Payments — Coverages A and B, Paragraph 1.1b., the limit of $250
shown for the cost of bail bonds is replaced by $2.500:
B. In Paragraph 1.d., the limit of $250 shown for daily loss of earnings is replaced by $1,000.
8. MEDICAL PAYMENTS
A. Paragraph 7. Medical Expense Limit, of Section 111 — Limits of Insurance is deleted and replaced by the
following:
7. Subject to 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most we will pay under
Section — I — Coverage C for all medical expenses because of "bodily injury" sustained by any one
person. The Medical Expense Limit is the greater of:
(1) $15,000; or
(2) The amount shown in the Declarations for Medical Expense Limit.
B. This provision S. (Medical Payments) does not apply if Section I — Coverage C Medical Payments is
excluded either by the provisions of the Coverage Part or by endorsement.
C. Paragraph 1.a.(2) of Section 1— Coverage C — Medical Payments, is replaced by the following:
The expenses are incurred and reported to us within three years of the date of the accident; and
9. NON -OWNED WATERCRAFT
Under Section I — Coverage A — Bodily Injury and Property Damage, Exclusion 2.g., subparagraph (2) is
deleted and replaced by the following
(2) A watercraft you do not own that is:
(a) Less than 55 feet long; and
(b) Not being used to carry persons or property for a charge.
10. NON -OWNED AIRCRAFT
Exclusion 2.9. of Section 1 — Coverage A — Bodily Injury and Property Damage, does not apply to an aircraft
you do not own, provided that:
1. The pilot in command holds a currently effective certificate issued by the duly constituted authority of the
United States of America or Canada, designating that person as a commercial or airline transport pilot;
2. It is rented with a trained, paid crew; and
3. It does not transport persons or cargo for a charge.
11. LEGAL LIABILITY — DAMAGE TO PREMISES
A. Under Section I — Coverage A — Bodily Injury and Property Damage 2. Exclusions, Exclusion J. is
replaced by the following.
"Property damage" to:
(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 anther's
property;
(2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those
premises;
(3) Property loaned to you;
(4) Personal property in the care, custody or control of the insured;
(5) That particular part of real property on which you or any contractors or subcontractors working
directly or Indirectly on your behalf are performing operations, if the "property damage" arises out
of those operations; or
(6) That particular part of any property that must be restored, repaired or replaced because "your
work" was incorrectly performed on it.
Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never
occupied, rented or held for rental by you.
Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage (other than damage
by fire) to premises:
(1) rented to you;
(2) temporarily occupied by you with the permission of the owner, or
(3) to the contents of premises rented to you for a period of 7 or fewer consecutive days.
A separate limit of insurance applies to Damage To Premises Rented To You as described in
Section III — Limits Of Insurance.
Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack
agreement.
Paragraph (6) of this exclusion does not apply to "property damage" Included in the "products -
completed operations hazard".
B. Under Section 1 — Coverage A — Bodily Injury and Property Damage the last paragraph of 2. Exclusions
is deleted and replaced by the following.
Exclusions c. through n. do not apply to damage by fire to premises while rented to you or temporarily
occupied by you with permission of the owner or to the contents of premises rented to you for a period of 7 or
fewer consecutive days.
A separate limit of insurance applies to this coverage as described in Section III — Limits Of Insurance.
C. Paragraph 6. Damage To Premises Rented To You Limit of Section III — Limits Of Insurance is replaced
by the following:
S. Subject to 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the
most we will pay under Section — I — Coverage A for damages because of "property damage" to any one
premises while rented to you or temporarily occupied by you with the permission of the owner, including
contents of such premises rented to you for a period of 7 or fewer consecutive days. The Damage To
>>i7
Premises Rented To You Limit is the greater of:
a. $200,000; or
b. The Damage To Premises Rented To You Limit shown in the Declarations.
D. Paragraph 4.b.(1)(b) of Section IV — Commercial General Liability Conditions is deleted and replaced by
the following
(2) That is property insurance for premises rented to you or temporarily occupied by you with the
permission of the owner; or
E. This provision 11. (LEGAL LIABILITY — DAMAGE TO PREMISES) does not apply if Damage To Premises
Rented To You Liability under Section I — Coverage A is excluded either by the provisions of the Coverage
Part or by endorsement.
12. BROAD KNOWLEDGE OF OCCURRENCE
The following is added to paragraph 2. of Section IV — Commercial General Liability Conditions — Duties in
The Event of Occurrence, Offense, Claim or Suit:
You must give us or our authorized representative notice of an "occurrence ", offense, claim, or 'suit" only when
the "occurrence", offense, claim or "suit" is known to :
(1) You, if you are an individual;
(2) A partner, if you are a partnership;
(3) An executive officer or the employee designated by you to give such notice, if you are a
corporation; or
(4) A manager, if you are a limited liability company.
13. NOTICE OF OCCURRENCE
The following is added to paragraph 2. of Section IV — Commercial General Liability Conditions — Duties in
The Event of Occurrence, Offense Claim or Sult:
Your rights under this Coverage Part will not be prejudiced if you fail to give us notice of an "occurrence ", offense,
claim or "suit" and that failure is solely due to your reasonable belief that the "bodily injury" or "property damage"
is not covered under this Coverage Part. However, you shall give written notice of this "occurrence ", offense,
claim or "suit" to us as soon as you are aware that this insurance may apply to such "occurrence", offense claim
or "suit".
14. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS
Based on our reliance on your representations as to existing hazards, if unintentionally you should fail to disclose
all such hazards at the inception date of your policy, we will not deny coverage under this Coverage Part because
of such failure.
15. EXPANDED PERSONAL AND ADVERTISING INJURY
A. The following is added to Section V— Definitions, the definition of "personal and advertising injury":
h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but
only if such discrimination or humiliation is:
(1) Not done intentionally by or at the direction of:
(a) The insured; or
(b) Any "executive officer, director, stockholder, partner, member or manager (if you are a
limited liability company) of the insured; and
(2) Not directly or indirectly related to the employment, prospective employment, past employment or
termination of employment of any person or persons by any insured.
B. Exclusions of Section I — Coverage B —Personal and Advertising Injury Liability is amended to include
the following:
o. Discrimination Relating To Room, Dwelling or Premises
Caused by discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective
sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured.
p. Fines Or Penalties
Fines or penalties levied or imposed by a governmental entity because of discrimination.
C_ This provision 15. (EXPANDED PERSONAL AND ADVERTISING INJURY COVERAGE) does not apply to
discrimination or humiliation committed in the states of New York or Ohio. Also, EXPANDED PERSONAL
AND ADVERTISING INJURY COVERAGE does not apply to policies issued in the states of New York or
Ohio.
D. This provision 15. (EXPANDED PERSONAL AND ADVERTISING INJURY COVERAGE) does not apply if
✓' 1
6' %
Section 1 — Coverage B — Personal And Advertising injury Liability is excluded either by the provisions of the
Coverage Part or by endorsement.
16. BODILY INJURY
Section V — Definitions, the definition of "bodily injury" is changed to read:
"Bodily injury" means bodily injury, sickness or disease sustained by a person, including death, humiliation, shock,
mental anguish or mental injury by that person at any time which results as a consequence of the bodily injury,
sickness or disease.
17. EXPECTED OR INTENDED INJURY
Exclusion a. of Section I — Coverage A — Bodily Injury and Property Damage Liability is replaced by the
following:
a. "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 properly.
18. LIBERALRATION CLAUSE
If we
premium charge, your our
o will automatically provide the additional coverages as he d'ateuthenredv revision is
P 9 policy
effective in your state.
19. PROPERTY DAMAGE — ELEVATORS
With respect to Exclusions of Section I — Coverage A. paragraphs (3), (4) and (6) of Exclusion j. and Exclusion
k. do not apply to the use of elevators.
The insurance av r collectible property g y ance (including
any deductible) aillable to the inured, a d the Other In rance C d t on s chang d ordin