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HomeMy WebLinkAboutWILLDAN HOMELAND SOLUTIONS6 AGREEMENT TERMINATION Please complete this form when the attached agreement is no longer in AN JLW 29 FN 3: 47 Return form to the Deputy Clerk of the Council (M-30). Call 647-5238 if Wffivi ar*A CLERK ,y The agreement with Wtu-lX r,��yj fl�� No. , K— aq j was completed on and final payment has been made. Department Signature: Date: City of Santa Ana Clerk of the Council Revised 05-22-08 INSURANCE ON FILE ^lORK MAY PROCEED UNTIL INSURANCE EXPIRES t-CA;4 - CLERK OF COUNCIL A-2008-293 DATE: I I , 2-& D 5 CONSULTANT AGREEMENT f_0� 6 ,;,,� n ) THIS AGREEMENT, made and entered into this 17"i day of November, 2008 by and y +)42-,51l1 7'between WILLDAN HOMELAND SOLUTIONS, a California corporation (hereinafter "Consultant"), 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. City, acting through the Santa Ana Police Department in its capacity as a Core City and lead agency for the Anaheim / Santa Ana Urban Area under the FY07 Urban Areas Security Initiative ("UASI"), has applied for, received and accepted a grant from the federal Department of Homeland Security, Office of Domestic Preparedness, through the State of California, Office of Homeland Security, to enhance countywide emergency, preparedness, hereinafter referred to as "the Grant". B. The City desires to contract with an expert in the field of developing Continuity of Operations Plans ("COOP") for municipal governments. C. Consultant represents that they have the necessary skills and experience to provide assistance in developing such COOP's. D. Consultant has submitted a Proposal which identifies the scope, tasks and general time lines for providing the services and the costs thereof. D. 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: I. SCOPE OF SERVICES Consultant shall provide COOP planning, training, and exercise service to the Cities of Santa Ana, Anaheim, Fullerton, Huntington Beach, and Irvine in accordance with Consultant's Proposal, attached hereto as Exhibit A, and incorporated by reference. All services required hereunder shall conform in all respects to standards for such COOP development issued by the U.S. Department of Homeland Security. The parties anticipate that additional planning meetings, training and exercises will be planned and executed during the term of this Agreement. The City Manager and Chief of Police for the City of Santa Ana are hereby authorized to approve such additional meetings, training and exercises, in writing, as they determine will fulfill the objectives of the Grant. 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 $750,000 during the term of this Agreement. b. Payment by City shall be made following receipt of proper invoice evidencing the completion of milestones as set forth in Exhibit A, subject to the following process: 1. Consultant shall deliver a detailed invoice to the City of Santa Ana 2. At the time of delivery to City, Consultant shall deliver a copy of each invoice to the Designated Point of Contact for each Agency for which services were rendered. The effected Agency shall, within ten days of receipt, notify City of any discrepancies in the billing, or unsatisfactory delivery of services or materials. 3. If City does not receive a challenge from any Agency, City shall pay the invoice within thirty (30) days of receipt of the invoice, subject to City accounting procedures. c. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals that may reasonably be expected by City. 3. USE AND OWNERSHIP OF DOCUMENTS It is understood by and agreed to between the parties that all documents, outlines, materials distributed during classes, and any other written papers or materials prepared for the presentations hereunder, paid for with Grant funds, or composed utilizing information provided by Santa Ana, shall be the property of Santa Ana and shall be delivered to Santa Ana upon completion of the services hereunder. Santa Ana shall grant Consultant a license to utilize such property for its own business purposes so long as such use is not contrary to the interests of Santa Ana. 4. TERM This Agreement shall commence on the date first written above and terminate on satisfactory completion of all training and exercises and submission of required evaluation and After Action Reports to the City, which the parties agree should be substantially complete on or before March 1, 2010. 5. 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. 6. 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, 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 there from and damage to property, resulting from any covered act or occurrence arising out of Consultant's operations in the performance of this Agreement. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting there from, and property damage, in the total amount of $1,000,000 per occurrence. Consultant shall supply City with a fully executed additional insured endorsement to 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, 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. c. Professional Liability Insurance. Consultant shall provide professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim and not less than $2,000,000 annual aggregate. d. 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 without thirty (30) days prior written notice to the City. Ten (10) days notice if cancellation is due to non-payment of premium. e. 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. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, and special counsel from liability for personal injury, or just compensation, arising out of claims for personal injury, including health, and claims for property damage, to the extent they arise from the negligent or willful misconduct in the performance of operations or errors or omissions 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 of this Agreement. Inasmuch as measures to prevent or mitigate the effect of any act or terrorism are unique to the act, and the actions that may be taken in controlling, preventing or suppressing acts of terrorism are unique to the act, Consultant is not responsible to City for designing or advising on or otherwise taking measures to prevent or mitigate the effect of any act of terrorism or any action which may be taken in controlling, preventing, suppressing or in any way relating to an act of terrorism. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. 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. 10. 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: Santa Ana Police Department UASI / Homeland Security Division 60 Civic Center Plaza P.O. Box 1981 (M-97) Santa Ana, California 92702 Telefacsimile (714) 245-8745 Attn: Enrique Esparza 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: Jim Bailey Willdan Homeland Solutions 2401 East Katella Avenue, Suite 220 Anaheim, California 92806 telefacsimile (714) 940-4930 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, 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, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. It. 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 of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, that terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements n uce act ng on promises or agreements, orally or otherwise, have been made by any party, Y behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 14. 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. 15. 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. 16. 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 Ma and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. CONSULTANT CERTIFICATIONS a. Audit Records - With respect to all matters covered by this agreement all records shall be made available for audit and inspection by the City, the grant agency and/or their duly authorized representatives for a period of three (3) years from the termination of this Agreement. For a period of three years after final delivery hereunder or until all claims related to this Agreement are finally settled, whichever is later, Consultant shall preserve and maintain all documents, papers and records relevant to the services provided in accordance with this Agreement, including the Attachments hereto. For the same time period, Consultant shall make said documents, papers and records available to City and the agency from which City received grant funds or their duly authorized representative(s), for examination, copying, or mechanical reproduction on or off the premises of Consultant, upon request during usual working hours. b. Consultant shall provide to City all records and information requested by City for inclusion in quarterly reports and such other reports or records as City may be required to provide to the agency from which City received grant funds or other persons or agencies. C. Section 504 of the Rehabilitation Act of 1973 (Handicapped) - All recipients of federal funds must comply with Section 504 of the Rehabilitation Act of 1973 (The Act). Therefore, the federal funds recipient pursuant to the requirements of The Act hereby gives assurance that no otherwise qualified handicapped person shall, solely by reason of handicap be excluded from the participation in, be denied the benefits of or be subject to discrimination, including discrimination in employment, in any program or activity that receives or benefits from federal financial assistance. The Consultant agrees it will ensure that requirements of The Act shall be included in the agreements with and be binding on all of its contractors, subcontractors, assignees or successors. d. Americans with Disabilities Act of 1990 - (ADA) Consultant must comply with all requirements of the Americans with Disabilities Act of 1990 (ADA), as applicable. e. Political Activity - None of the funds, materials, property, or services provided directly or indirectly under this agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office, or otherwise in violation of the provisions of the "Hatch Act". f. Civil Rights Compliance and Notification of Findings - Consultant will comply, and all its contractors (or subrecipients) will comply, with the nondiscrimination requirements of the Omnibus Crime Control and Safe Streets Act of 1968, as amended, 42 USC 3789 (d), or victims of Crime Act (as appropriate); Title vI of the Civil Rights At of 1964, as amended; Section 504 of the Rehabilitation Act of 1964, as amended; Subtitle A, Title lI of the Americans with Disabilities Act (ADA) (1990); Title IX of the Education Amendments of 1972; the Age Discrimination Act of 1975; Department of Justice Non -Discrimination Regulations, 28 CFR Part 42, Subparts C, D, E, and G; and Department of Justice regulations on disability discrimination, 29 CFR Part 35 and 39. In the event a Federal or State court, Federal or State administrative agency, or the Consultant makes a finding of discrimination after a due process hearing on the grounds of race, color, religion, national origin, sex, or disability against a recipient of funds, the Consultant will forward a copy of the findings to the City which will, in turn, submit the findings to the Office of Civil Rights, Office of Justice Programs, U.S. Department of Justice. Ig. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. CITY OF SANTA ANA, a municipal Corporation of the State of California ATTEST: rx Patricia E._:-lealy Clerk of the Council APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney By: YCu.11G�jls L9 Laura Sheedy Assistant City Attorney DAVID N. REAM City Manager WILLDAN HOMELAND SOLUTIONS vv v v � M n JIM BAILEY Vice President Tax ID# EXHIBIT A Willdan is committed to providing the five cities supported under the Continuity of Operations Plan (COOP) project with the same outstanding level of practical, responsive, and forward -looking support the Anaheim/Santa Ana Urban Area has received in the past. We can make this assertion, in part, because our proposed Project Manager, Jim Bailey, and his core team staff —including Wendy Kleinman, Mike Hooper, and Alberto Martinez —have served as the primary contractor support staff to the ASAUA homeland security exercise program for the past 3 years. Supporting Willdan on the COOP project is SRA International who brings local COOP planning experience proven and refined on projects throughout southern California. Together, their insights into the ASAUA's needs, objectives, and operating procedures are unrivaled, and their ability to advise and support A II The Willdan team will provide the following COOP planning, training, and exercise services to the Cities of Santa Ana, Anaheim, Fullerton, Huntington Beach, and Irvine during the period of performance ending October 30, 2009: A. Phase I- Planning. The planning phase of this project will be conducted over a 7- month period that is subdivided into 5 events or milestones. Initial Planning Meeting. The purpose of the initial planning meeting will be to introduce the members of the Willdan team, review the approach and timeline, and discuss project roles and responsibilities. Members of the Willdan Team and the jurisdictional Stakeholder Project Managers will participate in this meeting. The outcome of this meeting will be an agreement between the Willdan Team and Stakeholder Project Managers on the approach and timeline of the project. The Willdan project manager will facilitate this meeting and his staff will coordinate the invite and track the RSVP's. Willdan will provide all of the planning materials for these meetings. 2. Kick Off Meeting. Each of the five cities will conduct a project kick off meeting. The purpose of the meeting will be to provide a larger audience, comprised of city department heads and planners, with a project overview/approach, COOP overview, project requirements, and planning team roles and responsibilities. These meetings will produce comprehensive project understanding among the planning participants at multiple levels. Willdan will coordinate and facilitate these meetings and provide all of the required reference materials. 3. Departmental Meetings. Willdan will coordinate and facilitate a series of planning meetings to develop each city's departmental COOP. We anticipate that approximately three planning meetings will be required for each city department. Moreover, each city will require one jurisdictional planning meeting to develop the overarching city COOP for each jurisdiction. Willdan, working in concert with each jurisdictional stakeholder project manager, will coordinate, facilitate, and provide the materials for each of these planning Willdan Proprietary For Official Use Only meetings. The data gathered by Willdan will be entered into the COOP Planning Development Portal (CPDP) by Wlldan personnel and provide back to each department for review. Additionally, Willdan will provide a single point of contact for each jurisdiction through which they may receive planning related information throughout the planning phase. 4. Mid- Project Review. Willdan will coordinate, facilitate, and conduct a mid - project review during the planning phase. The purpose of this meeting will be to review the project's progress, identify areas for improvement, and provide each stakeholder project manager with a status of their jurisdictional plans. Willdan will be responsible for providing all required planning materials in support of this planning event. 5. Draft jurisdictional COOP plans delivered for review. Willdan will draft 5 jurisdictional COOP plans for review in accordance with the guidance provided in FEMA Preparedness Circular- 65. The jurisdictional plans will include each city's departmental COOP and an overarching city COOP. Each stakeholder project manager will be afforded 30 days to review their respective plan and provide changes/comments back to Willdan. Willdan will be responsible for providing the personnel and materials necessary for each jurisdiction's COOP development. Total Cost Phase I: $428,171.00 B. Phase II- Training. The training phase of this project will be conducted over a 3- month period that is subdivided into 3 events or milestones. 1. Develop Training Materials. Willdan will develop the training materials required to deliver a three to four hour training session for each jurisdiction for a total of five training deliveries. Materials developed will include instructor and student manuals, multimedia PowerPoint presentations, and participant evaluation forms. Each student will receive a student manual for their use during the course and follow on reference. 2. Stakeholder Project Manager's Meetings. Wlldan will provide the training materials for stakeholder project manager review prior to delivering the training sessions. Willdan training staff and members from the planning team will review the materials produced and seek approval for those materials prior to training delivery. Stakeholder project managers will ensure the training is focused and meets the jurisdiction's requirements. Feedback from the project managers will be provided to Willdan for incorporation into final documents. 3. Conduct Training Sessions. Wlldan will conduct five COOP training sessions (one per jurisdiction). Willdan will provide an instructor manual, student manuals for each participating student, and the staff required to deliver each training session. Willdan will develop and deliver training session invitations and track the RSVP's for each session. Participant registration support and light refreshments will also be provided by Willdan Willdan Proprietary For Official Use Only staff. Willdan will provide a copy of the participant registration form to each stakeholder project manager upon training completion. Total Cost Phase ll: $56,793.00 C. Phase III- Tabletop Exercises. The exercise phase of this project will be conducted over a 3-month period that will include the standard planning events required by the U.S. Department of Homeland Security, Homeland Security Exercise and Evaluation Program (HSEEP). Conduct Tabletoo Exercises. Willdan will design, develop, and deliver five tabletop exercises in accordance with the guidance and direction provided by HSEEP doctrine. Each exercise will be three to four hours in length and will be conducted in a hybrid full plenum/breakout group format. Willdan will provide the facilitators and staff to conduct the exercise, as well as, the materials (Situation Manuals, badges, participant evaluation forms, etc.) required to support the exercises. The lessons learned from the exercises will be incorporated into the final draft of each jurisdiction's COOP. Total Cost Phase III: $139.739.00 D. Phase IV- COOP finalization. The final phase of this project will be conducted over a 2-month period that is subdivided into 3 events or milestones. 1. Incorporate Suggested TTX changes. The Willdan team will incorporate the changes gathered during the tabletop exercises into the draft COOPs. These changes will represent the final modifications to the plans prior to submission to the stakeholder project managers. 2. Deliver Draft Plans with Changes. Willdan will deliver a final plan to each jurisdiction. Each jurisdiction will receive three hard copy plans in 3-ring binders and two electronic copies of plans on CD ROM. Moreover, Willdan will provide electronic copies of all training and exercise materials as well. 3. Conduct Final Planning Meeting. Willdan will coordinate and facilitate a final planning meeting with each jurisdiction to review completion and quality of deliverables. Total Cost Phase IV: $64,402.00 Total ProiectCost: $689,105.00 Willdan Proprietary Page 11 of t 1 Y. CCAA WII I DAN V l1011lR. VJ1V ' ACORD,M CERTIFICATE OF LIABILITY INSURANCE 11f11/08Dm1 PRODUCER Dealey, Renton 81 Associates 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 P. O. Box 10550 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE Santa Ana, CA 92711-0550 714 427-6810 INSURED Willdan Homeland Solutions 2401 E. Katella Avenue, Ste. 220 INSURER N. Zurich American Insurance Co. INSURER B: American Automobile Ins. Co. INSURERC: XL Specialty Insurance Co. Anaheim, CA 92806 INSURERD: INSURER E: VVYGMVGV THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INN —SR TYPE OF INSURANCE POLICYNUMBER POLICY EFFECTIVE POLICY EXPIRATIONLTR LIMBS A GENERALLIABILRY GLO904316303 11109/08 11/09/09 EACH OCCURRENCE It 000000 FIRE DAMAGE (Anyone fire) $1 000 000 X COMMERCIAL GENERAL LIABILITY CLAIMS MADE Y OCCUR INDP. CONTRACTORS MED EXP (Any one parson) $10 000 PERSONAL $ ADV INJURY $1 000 000 X CONTRACTUAL INCLUDED X BFPO XCU GENERAL AGGREGATE s2,000,000 GEN'L AGGREGATE LIMITAPPLIES PER: PRODUCTS - COMPIOP AGG s2000000 POLICY X PRO LOC A AUTOMOBILE X LIABILITY ANY AUTO BAP904316203 11/09108 11/09109 COMBINED SINGLE LIMIT (Ea accident) E1,000,000 BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Pereccid.M) $ X X HIRED AUTOS NON -OWNED AUTOS PROPERTYDAMAGE $ a ) p !l0itm GARAGE LIABILITY AUTO ONLY m EA ACCIDENT $ OTHER THAN EAACC AUTO ONLY: AGG $ ANY AUTO — $ EXCESS LIABILITY OCCUR CLAIMS MADE Cy EACH OCCURRENCE $ AGGREGATE $ E $ DEDUCTIBLE $ RETENTION $ B WORKERS COMPENSATION AND WZP80967141 11/09/08 11/09/09 X WCSTATU- OTH- TS]EMPLOYERS' E.L. EACH ACCIDENT $1 000 000 LIABILITY E.L. DISEASE- EA EMPLOYEE$1,000000 E.L. DISEASE -POLICY LIMIT 1$1,000,000 Professional DPR9614659 11109/08 11/09/09 $1,000,000 per claim rOTHER Liability $2,000,000 annl aggr. DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTMPECIAL PROVISIONS General Liability policy excludes claims arising out of the performance of professional services Re: Continuity of Operations Plans (COOP) planning, training, and exercise services to the cities of Santa Ana, Anaheim, Fullerton, Huntington Beach, (See Attached Descriptions) City of Santa Ana Attn: Clerk of the City Council 20 Civic Center Plaza (M-30) PO Box 1988 Santa Ana, CA 92702-1988 OULD ANYOF TH EBOOVE D ESCRIBED POLICIES BE CANCELLED BEFORE TH E EXPIRATION TE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30._ DAYS W RITTEN �TECETOTHE CERTIFICATE HOLDERNAMED TOTHE LEFT, BUTFAILURE TODOSOSHALL POSE NOOBLIGATION ORLIABILITYOF ANYKIND UPON THE INSURER,ITS AGENTS OR ACORD 25-S (7/97)1 of 2 #M241908 RLL 198E 1, SCRft T` ", and Irvine City of Santa Ana, its officers, agents, volunteers, and employees are Additional Insured as respects General Liability as required by written contract. (HOMELAND SOLUTIONS) i i .. is AMS 25.3 (07197) 2 of 2 #M241908 WR Addifionai Insured— Automatic - Owners, Lessees Or Z'URIC'H Contractors - Broad Form Polic No. I Eff. Date of Pot I Ex . Date of Pol Eff. Date of End Producer I Add'l Pram. Rarum l? GL0904316303 11/09/08 11/09/09 11/09/08 Dealey, Renton S NIA S wA THIS ENDORSEMENT CHANGES THE POLICY PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part A. WHO IS AN IArSURBD (Section II) is amended to include as an insured any person or organization whom you are required to add as an additional insured on this policy wider a written contract or written agreement. B. The insurance provided to additional insureds applies only to "bodily injury", "property damage" or "personal and adverds- ing injury" covered under Section I, Coverage A, BODILY INJURY AND PROPERTY DAMAGE LIABILITY and Coverage B, PERSONAL AND ADVERTISING INJURY LIABILITY, but only if. 1. The "bodily injury" or "property damage" results from your negligence; and 2. The "bodily injury", "properly damage" or "personal and advertising injury" results directly from: e. Your ongoing operations; or b. "Your work" completed as included in the "products -completed operations hazard', performed for the additional insured, which is the subject of the written connect or written agreement. C. However, regardless of the provisions of paragraphs A. and B. above: 1. We will not extend any insurance coverage to any additional insured person or organization: a. That is not provided to you in this policy; or b. That is any broader coverage than you are required to provide to the additional insured person or organization in the written contract or written agreement; and 2. We will not provide Limits of Insurance to any additional insured person or organization that exceed the lower of: a. The Limits of Insurance provided to you in this policy; or b. The Limits of Insurance you are required to provide in the written contract or written agreement. D. The insurance provided to the additional insured person or organization does not apply to: 1. "Bodily injury", "property damage" or "personal and advertising injury" that results solely from negligence of the additional insured, or 2. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering or failure to render any professional architectural, engineering or surveying services including U-GL-1175-A CW (9103) Page I oft a The preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and b. Supervisory, inspection, architectural or engineering activities. E. The additional insured must see to it that: 1. We are notified as soon as practicable of an "occurrence" or offense that may result in a claim: 2. We receive written notice of a claim or "suit" as soon as practicable; and 3. A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured also has rights as an insured or additional insured. F. The insurance provided by this endorsement is primary insurance and we will not seek contribution from any other in- surance available to any additional insured person or organization unless the other 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 method de- scribed in paragraph 4.c. of SECTION TV - COMMERCIAL GENERAL LIABILTTY CONDITIONS. Any provisions in this Coverage Part not changed by the terms and conditions of this endorsement continue to apply as writ- ten. U-GL- 1175-A CW (9/03) Page 2 of 2 ate: 11/11/2008 Time: 1:35 PM TO: City Attorney @ 17146476515 10-452-2193 Page: 002 .L ACOR n- CERTIFICATE OF LIABILITY INSURANCE PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF ONLY AND CONFERS NO RIGHTS UPON THE Dealey, Renton & Associates HOLDER. THIS CER7IFICA7E DOES NOT AMEN P.O.Box10550 ALTER THE COVERAGE AFFORDED BY THE POI Santa Ana, CA 92711.0550 INSURERS AFFORDING COVERAGE 714 427.6810 -- INSURERA: Zurich American Insurance Co. INSURED Willdan Homeland Solutions INSURER B American Automobile Ins. Co. 2401 E. Kateila Avenue, Ste. 220 INSURER a XL Specialty Insurance Co. Anaheim, CA 92806 INSURERD: ._ DATE (MWDDIY'Y) 11/11108 OR COVERAGES THE POLICIES OF INSRANCETo ANY REQUIREMENT. TERM ORS TED CONDITIONWOF MAY PERTAIN, THE INSURANCE AFFORDED POLICIES. AGGREGATE LIMITS SHOWN NSR ryPE OF INSURANCE /.j GENERALLIABILRY --, )( COMMERCIAL GENERAL �LIABILITY CLAIMS MADE EX OCCUR IX—'CONTRACTUAL '.INCLUDED THE; ANY CONTRACTHAVE BEENDOR OT ERNSURED DOCUM NTMWITH ED BRESPECT TO WHICH OVE FOR THE BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, MAY HAVE BEEN REDUCED BY PAID CLAIMS. - _ - POLICY EFFECTIVE POLICYEXPIRATN)N POLICY NUMBE0. GLO904316303 11109108 11/09109 INDP. CONTRACTORS PERIOD YTHS 6DRiIFCATER MAY BE ZSU IDDIOR EXCLUSIONS AND CONDITIONS OF SUCH LIMITS EACH OCCURRENCE 51000000 _. FIREDAMAGE(AN cnefin.) MED FxP Any one Penonj. $10009-00 1s-0 0-00-- PERSONAL& ADV INJURY ,$1,001 �000 GENERA.. AGGREGATE £2 000 00O X BFPD XCU GENT AGGREGATE LMIT APPLIES PER: POLICY X PRO LOD A _AUTOMOBILE LIABILITY 1 X ANY AUTO _ ALLOWNEOAUWS SCHEOULEDAUTOS X HIRED AUTOS 'BAP904316203 11/09/06 11/09109 Z L, r = PRODUCTS COMP.'OPAGG s2,000,000 COMBINED SINGLE UMIT (Ea a,cidenry a1,000,000 (BODILY INJURY (PerPemcn) ----- $ - - $ BODILY INJURY (Per BODILYI N irX NON -OWNED AUTOS y 1 = ;,.� PROPERTY DAMAGE (Per accident] S GARAGE LIABILITY ANY AUTO 1 �r- Ii AUTO ONLY - EA ACCIDENT OTHER THAN EAACC AUTO ONLY AGO $_ I $ -- $ EXCESS LIABILITYEACH OCCUR CLAIMS MADE OCCURRENCE $ AGGREGATE £ DEDUCTIBLE RETENTION $ WORKERS COMPENSATION AND W2.PBO967141 11/09108 EMPLOYERS'LIABILITY 11/09/09 X We sraTu- OK 3 '011-"-' IE.L EACH ACCIDENTb1,0OD 000^_- E.LOISEASE-EAEMPLDYEE $1,000,000 _ E.L. CSEASE -POL CY LIMIT 11 000,000 C OTHER Professional 'DPR9614659 � 11109/08 �iability i 11109109 $1,000,000 per claim $2,000.000 annl aggr. DESCRIPTION OF OPERATIONSkO TWNSIVEHMLMEXCLUSIONS ADDED BY ENDORSEMENTMFECIAL PROVISIONS General Liability policy excludes claims arising out of the performance of professional services Re: Continuity of Operations Plans (COOP) planning, training, and exercise services to the cities of Santa Ana, Anaheim, Fullerton, Huntington Beach, (See Attached Descrlptions) ... s o.e..,I„m City of Santa Ana Attn: Clerk of the City Council 20 Civic Center Plaza (M-30) PO Box 1988 Santa Ana, CA 92702.1988 bXl'lVCL4NIIVn SHOULD ANYOFTHE ABOVE D ESCRIBED POUCESBECANCELLED BEFORETHEEXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TOMAIL3DDAYSWRITTEN NOMCE TOTHE CERTIFICATE HOLDERNAMED TOTH E LEFT, BUT FAILURE TOD OSOSHALL IMPOSE NOOBLIGATION ORLIASILITYOF ANYKIND UPON THE INSURER,ITS AGENTS OR ACORD 25-S (7197)1 of 2 #M241908 RLL © ACORO CORPORATION 1988 ate: 11/11/2008 Time: 1:35 PM To: City Attorney @ 17146476515 10-452-2193 Page: 003 po ate: 11/11/2008 Time: 1:35 PM To: City Attorney @ 17146476515 10-452-2193 Page: 004 9 Additional insured — Automatic - Owners, Lessees Or ZURICH Contractors - Broad Form THIS ENDORSEMENT CHANGES THE POLICY PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: commercial General Liability Coverage Part A. WHO IS AN 1NSLRED (Section II) is amended to include as an insured any person or organization whom you are required to add as an additional insured on this policy wider a written contract or written agreement B. The insurance provided to additional insureds applies only to "bodily injury", "property damage" or "personal and advertis- ing injury" covered under Section 1, Coverage A, BODILY INJURY AND PROPERTY DAMAGE LIABILITY and Coverage B, PERSONAL AND ADVERTISING INJURY LIABn ITY, but only if 1. The "bodily injury" or "property damage" results from your negligence; and 2. The "bodily injury", "properly damage" or "personal and advertising injury" results directly from a, Your ongoing operations; or b. "Your work" completed as included in the "products -completed operations hazard', performed for the additional insured, which is the subject of the written contract or written agreement. C. However, regardless of the provisions of paragraphs A. and B. move: I. We will not extend any insurance coverage to any additional insured person ar organization: a. That is not provided to you in this policy; or b. That is any broader coverage than you are required to provide to the additional insured person or organization in the written contract or written agreement; and 2, we will not provide Limits of Insurance to my additional insured person or organization that exceed the lower of: a. The Limits of Insurance provided to you in this policy; or b. The Limits of Insurance you are required to provide in the written contract or written agreement. D. The insurance provided ro the addition: insured person or organization does not apply to: 1. 'Bodily injury', "property damage" or "persona{ and advertising injury" that results solely from negligence of the additional insured, or 2. 'Bodily injury", "property damage' or "personal and advertising injury" arising out of the rendering or failure to render any professions; architectural, engineering or surveying services including U-GL-1175-A CW (9103) Page 1 q ate: 11/11/2008 Time: 1:35 PM To: City Attorney @ 17146476515 10-452-2193 Page: 005 a The preparing, approving, or foiling to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and b. Supervisory, inspection, architectural or engineering activities. F. The additional insured must see to it that. 1. We are notified as soon as practicable of on "occurrence" or offense that may result in a claim: We receive written notice of a claim m "suit" as soon as practicable; and i. A request for defense and indemnity If the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured also has rights as an in or additional insured. The insurance provided by this endorsement is primary insurance and we will not seex contribution from any other in- surance available to any additional insured person or organization unless the other insurance is provided by a contractor other than you for the 4 cf SECTION TVI�COMMFR.CIAI, GENERAL LIABILITY CONDITIONS.b location Then we will share with tht other insurance by tae m�b� de- scribed in paragraph Any provisions in this Coverage Part not changed by the terms and conditions of this endorsement continue to apply as wri-. ten. U-GL- 1175-A CW (9M) Page 2 of 2