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HomeMy WebLinkAboutL. L. CONSULTING - 2009G CDA(a) l ev r , E~ers INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES a-?~''!D CLERK OF COUNCIL oarE: CONSULTANT AGREEMENT N-2009-020 THIS AGREEMENT, made and entered into this 20`h day of February, 2009 by and between L. L. Consulting (hereinafter "Consultant"), and the City of Santa Ana, 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 economic revitalization to assist the Downtown Santa Ana Community Management District in organizing a sustainable structure. 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 standazds as may reasonably be expected from a professional consulting firm in the field. N 0 W T H E R E F 0 R E, 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 Consultant shall create and present a presentation on the Fundamentals of Economic Revitalization, asset forth in Consultant's Proposal dated January 23, 2009, attached hereto as Exhibit A, and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges set forth in Exhibit A. The total sum to be expended under this Agreement shall not exceed $2,000.00 during the term of this 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 standazds of performance set forth in the Recitals which may reasonably be expected by City. 3. DELIVERY OF WORK PRODUCT Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietazy or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the Project Manager and Consultant. 4. TERM This Agreement shall commence on the date first written above and terminate on completion of the project, unless terminated eazlier in accordance with Section 13, below. 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 anemployer-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 aze 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 similaz 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. Due to the nature of services provided, Commercial General Liability Insurance is not required. 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. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, 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 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. 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 caze it uses to protect its own information of like importance, but in no event less than reasonable caze. "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 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 copy to: Community Development Agency City of Santa Ana 20 Civic Center Plaza (M-25) P.O. Box 1988 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. 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 Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. 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. // 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. 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 Ana and all other governmental agencies. Consultant shall notity 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. 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 indemnity 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. II 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: PATRICIAE. HEALY Clerk ofthe Council APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney V ',) / By: L........ ._-".( A ...10-: ,~Jlv e j/( ,: Laura Sheedy ./ Assistant City Attorney RECOMMENDED FOR APPROVAL: ~'~~ C TRIA 1. JSON Deputy City Manager for Development Services CITY OF SANTA ANA ~~~ +DAVIDN. City Manager L. L. Consulting cYjuu;J/tJit LANI LOTT President Tax ID# ,-~YI& -tJl 7l/ 73 EXHIBIT A 6 (-- " r. . Downtown management and revitalization professionals Date: January 23, 2009 To: Tom Eidem From: L. L. Consulting Lani Lott, President Subject: Proposal to Conduct a Presentation for Downtown Incorporated and the Downtown Santa Ana Community Management District Understanding of the Project: In 2008, Downtown Santa Ana successfully formed a Community Management District, which encompasses over 50 blocks in the Historic Downtown. As part of the process, a new nonprofit corporation, Downtown Incorporated, has been formed to oversee and manage the District, and is currently the process of making the transition from a formation committee to selecting and seating the founding Board of Directors, establishing the organizational infrastructure, policies and procedures necessary to deliver the programs, and molding the services outlined in the Management Plan. To help ensure that the Board of Directors along with key stakeholders have a solid understanding of the importance of their role to the success of the organization as well as the importance of the organization as viable entity to spurring long term economic revitalization, the City of Santa Ana is considering hosting a series of presentations. L. L. Consulting has been asked to present a proposal for conducting a presentation on the "Fundamentals of Economic Revitalization." Ms. Lani Lott, President of L.L. Consulting has over 17 years of experience assisting communities with the economic revitalization and development of their historic downtown cores, traditional commercial districts, urban commercial corridors, and business improvement areas. Ms. Lott has worked with local governments, Main Street programs, redevelopment agencies, business associations, chambers of commerce, business improvement districts, community development corporations, downtown organizations and other nonprofits throughout the Southwest. Consulting services and technical assistance include organizational formation and training, Main Street Program development and management, business development strategies and programs, strategic planning and visioning, Board facilitation and training, and committee and volunteer management. 4340 E. Indian School Rd. Ste 21-200 Phoenix, AZ 85018 602-840-2317 Lani@L-Lconsulting.com EXHIBIT A City of Santa Ana Proposal for Presentation Prepared January 23,2009 Proposed Scope of Work: Task One: Preparation . To become familiar with the District and gain a better understanding of the needs of the stakeholders, consultant will conduct an on-site visit to Downtown Santa Ana. During the visit, the consultant will tour the district, meet with the key stakeholders to assess their needs and concerns, and meet with the Interim Downtown Manager to outline the specifics of the workshop presentation. . Consultant will review all documents related to the Community Management District including the Management Plan, downtown specific plans, etc. . Consultant will prepare a power point presentation and provide all handouts for the presentation itself. Task Two: Presentation "Fundamentals of Economic Revitalization" . Consultant will arrive on site and conduct "Fundamentals of Economic Revitalization." following key points: a two-hour presentation entitled The presentation will cover the o A Strong Organization is Key to a Successful Revitalization Effort . Vision, Mission, Values and Goals Role of the Board - Strategic and Individual Expectations Building Sustainable Coalitions and Partnerships Communication, Advocacy and Outreach Engaging Stakeholders . . . . o What is the Function or Role of A Downtown Management Entity in Supporting Economic Revitalization o Tools Utilized to Drive Successful Economic Revitalization . Tracking Benchmarks or Milestones . The National Main Street Four Point Approach 1M . Strategic Planning 2 4340 E. Indian School Rd. Ste 21-200 Phoenix, AZ 85018 602-840-2317 Lani@L-Lconsu/ting.com City of Santa Ana Proposal for Presentation Prepared January 23, 2009 Proposed Fee TASK HOURLY HOURS RATE TOTAL 6 $125 $750.00 3 $125 $375.00 TOTAL $1,125.00 $350.00 Task One: Preparation Task Two: Presentation Expenses- Two Trips: Airfare, rental car, one room night Printing TOTAL FEE $1,475.00 3 4340 E. Indian School Rd. Ste 21-200 Phoenix, AZ 85018 602-840-2317 Lani@L-Lconsu/ting.com : . L . 7 2' i'O , ~ l', ,I, ,.II) / ----., , ACORD8 l ..___' I PAODucm 4. 18 :''1 , JII'I, M~RTEN2 IN;U~ANCi AGi~CY \'.. 7511(; ~' . CERTIFICATE OF LIABILITY INSURANCE I VA"iMM""'",", 2/17/2009 I THIS CERTIFICATE IS ISSUED AS A MAnER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS C~RTI~ICATE DOES NOT AMEND, EXT~ND OR ALTER THE COVERAGE AFFOROED BY THE POLICIES BELOW. , MERTENS INSURANCE AGENCY 715 ZION ST NEVADA CITY, CA 95959 15301265-0621 IN","CD CAROL LOTT LL CONSULTING 4209 N 45TH ST PHOENIX, AZ 85018 , COVERAGES THE POLICIES OF INSURANCE LISTED 8ELOW IiAVF RFFN ISSUED TO THE INSURED NAMED ABOVE rOf{ IHF POLICY PERICJD rN:J1CATED. NOTWrTHSTAN()[NG ANY REQUIREMENT, TERM Of( CONOITIQN OF ANY CONTRACT OR OTHER DOCUMENT WITH' HESi=tF.CT TO WHICH THIS ::ERTrF1CATE MAY oe ISSUED OR MAY PEH1AltJ, lHE INSURANCE AFFORDED BYTHE POLJCIES DESCRIBED HEREIN IS SUBJlC'l TQ ALL THE TERMS, EXClL'SIONS AND CONlJl f'tONFi OF S~jCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REOUC!:.D BY PAID CLAIMS. IN8R 'L ..- POLICY ErFEci"IVE"'OL1CY ~.J(PIR^nt)N L.TR NaRD 1l'PF F IN::; rUIN C POlIt:y NuM8F.R nATC MMIODNYY"Y DATE M 1 YY COMPAI'''' I.~SURCR D. INSu~fR. (: INSURER 0 IN$URFR F. (;E.NFR^I IIllAfllTY et.Cll '.lccuRnENcE O.RFNT;::n 'f'RfJ/II~E5 i:fl' OlXlJrlinc"" MCD D ~ (AllY o"eo ~~ol"!2 PE~SOI'JA.1 A. N)vIN.JlJRY GENER-\~ AGl.;~I:C;AII::. PRonw, Tr. Cm~F'fOr AGG A X CGMMeRCIAl GENERAL LIABILITY ._~IClA'MSMAL>' [] OCCUR, 02/28/10 57 SBA AU0614 02/28/09 loe AU I OMORll I:; IIARlI ITY I ANY AUTO All. O\r'JNF.fI AUTOS SCHEDULED AUTOS HII<En AUTOS NON-OVVNEtl AU' OS COMCIN[D SINGLE liMn ([;I ;l.c<::'d~r!ll BOO'~'" NJUHv :1:'.., pe ~\!,,) BODilY INJU~Y . W",r ",~,,_i1eo!ll) GArv..r..>E lIAB1LIl.... ANYMIT:") \'RO\JbD ;...\' . ~ f"'Kf)I-'I:~I't OI\MMF." :r~r ~('''''<1""I't) AJ)TQ ONl.Y 1:,\ ACCID'7-~T ~ , fJl'icK !HAN AUTOCNLY eXCESS I UMBRELLA LIABILilY .1 UCCUR CI CI.A.IMSMAflF 'nt1 "UOrne Ci\~ " I;:ACH lCCURRF.Nr.r, AGGRE'.>~T.E L-I [)FriUr:T1AIr- j RETENTiUN $ WOI1KERS CUMf"'EN5A T IUN AND r::Mf'lOYFRS' llAAlIlTY ...N.... ~O~RIE.lo~""'~rNL~.LXLCtoll.'~ OFFICERIMEMBEFl EXCLL'OE07 (MII,,,twtOfyitlNHj ~r.~(;:2~~OV:~ONS nr.Jow Q":'HEI1 "" ~ W::STATJ- --.l.Q ,. Ei.., [^';IIIICCIDEN-:'" tL lll::,~ASF - r-A FMP: t'lYI:C $ I:.L DltEASE - POLICY Llrtll DESCRIPTION or O?EI1A-:"IONS ,. LOCA 110"l3 I VI:HICU".S 1I:;>I;t.lll$I(JNl=i ^DD[D OY CNDORSEMENT! SPECIAL f'AUVISIClN$ ~# , --j LIMITS '1.000.000' , 3.00,000 , 10.000 '....1.000, QQ.Q.; , 2 000 000 , 2,000.000 ., !, ., FA ACe $ AGt; ':J ~ ~_. U1H.' 'R i ! CERTIFICATE HOLDER CANCELLATION COMMUNITY REOE:VELOPMENT AGENCY THE CITY OF SANTA ANA AND THE CITY OF SANTA ANA OF $1~t1 ANI' OF THE ABOVE DESCRIBED POLICIES BE (;^NCELL.HI OI::'Ol'lIE THE EXJ'IRATIClN DATE THEfIlEOF. TIlE 1$."lUIffl:; IN~URElI: IMLL :~, I,. .. '" MAIL. 3 0 DAV'!l WRIT'T'EN NonCE TO THE lBI:TIFI{;,UE IltlLI}(" NAMED TO THE L.EFT,MAt-. DO ~O SItll,L.l IMPO$iI! ~t) lJ9l.IGAllON OR l..1ABlLITY OF ANY KIH[l UPON Ttll! IIrISUIIElI:, IT! AGENT8 OR I ,FAX: 714-647-6549 ACORD25(2009101) RE"RElENTATIVE5. AUTHORIZED RErREStN l/>.l1VF ~" u;.JuJtJ.1P- {I <f;;)1988.2009 ACORD CORPORATION. All rlghls reserved_ The ACORD name and logo are registered rnar'ks of ACORD ATTN: TERRI WORKERS' COMPENSATION DECLARATION I r:!aAM (ztruu' (~ hereby affirm under penalty of perjury, the (Namerritle) following declaration; I certify on behalf of L. /... . eO II S<.d,C Ilkl that during the term of my (Organization Name) contract with the , City of Santa Ana, I will not employ any person in any manner so as to become subject to the workers' compensation laws of California, and agree that if! should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions. DATE; ..3-5-09 By; (!aW :>ftUnAf~JffJl;f- Name: ClARo/ J:.(U71 /...0 If Title: PiRsJ tlfm- Telephone: feOP. - t'i~ -;-E/l WARNING; FAILURE TO SECURE WORKERS' COMPENSATION COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO CRIMINAL PENAL TIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000). IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY'S FEES. ,- I ACORD", r- --. CERTIFICATE OF LIABILITY INSURANCE p~~1 02-1:;009 THIS CEATIFICATE IS ISSUED AS.A MATTER OF INFORMATION- ONLY AND CONFEAS NO AIGHTS UPON THE CERTIFICATE HOLD EA. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELO~ i PRO/XICER Nw INS AGCY INC/PHS /WHOLESALE DVN 155624:< P: (866) 46~-8730 F: (877) 905-0457 POBOX 33015 jSAN ANTONIO TX '/3265 I _ ~SURERSAFFORDINGCOVERAGE_ ''''URfO ~5u"En..Hartford CasualtY---Lns Co INSUR~I-l E1~ I COMM(]NITY REDEVELOPMENT [THE CITY OF 8ANTA ANA THE CITY OF SANTA ,iliA 120 CIVIC CENTER PL:, [SANTA ANA, CA 9270~ 1- LL CONSDLl'ING 4340 E. INDIAN SCHOOL RD. STE 21-200 PHOENIX AZ 85018 COVERAGES r---ri..u= POLICIES UF'/NSUliANCE USICD BELOW I-lAVE BeEN ISSUED 10 THE INStmED NAMl:() ABOVE r OR THE POI.ICY PERIOO iNDICAIW. NOTwmisTANUlNG- ANY REQUIREMl:NT, TEnM OR CONDITION Of" ANY CON II1ACT OR OTHER DOCUMENT Willi RESPECT TO WHICt-r THIS Ct:nTIFICATt:- MAY BE ISSUED OR MAY PtrnAIN. THE INSURANCE 4FFOBDED BY"' HE POLICIES DESCRIBt:I) HEREIN IS SUBJECI TO All TH( TERMS. t-XCLUSIOI\IS AND r.ON:JITIQNS OF SUCH POI JetES, AGGnEGATE UMrTS SHOWN MAY !-IAVE BEEN UEDUCED RY PAID CLAIMS. rfM:_ rVPEOFiNSUlMNCJ:-f- _roLICYNUMB~ '-l"'''l'''J~'''''- _ - ~-"_ - _- ~~fllA''''''.ITY . ~Ar'HOCCUKHFNC= ~11 OO~OO~ I A p' . 'COMMFHCIAlG'N,,>eAlllABll<V ,57 SBA AU06l4 02/28/09 02/28/10 r",oAMAGElA",""""., ,3~ OOL I' I ClAIMS MAO' [Xl Olwn I MFD EX" 'A" M' "'''"' 11 0 , 0 Q..!L I' x Genet'al Liab PERSONA! &ADVIN.Jw'lY ~ll 000/000 ,- - -1' I:;;N'HAlAGGR'GAT' 1.2, 000, 000 lG'~"- AGGR[GAI~ LIMIT ",e',IES reR, ~OOUCTS. CUMNOP Aoili2 , 0 ci 0 . 009-, I. -.!:9"CY ~ j~8,-1.]{ l lie l t j' r: ~UT OM, OBI!!; lfAlill.fTY I I,:OMBINED SINGLE L~ $ - - I jAf\lYAUIO lEtlllC~'<1AIl{~ .--1 ALL OWNED ^U I Os I I DOUII Y INJURY I a I :=iC:HEDULl:D AVTOS WIN" Ill:lt~ur! - t t _I HIf1[D AUTOS I I DODILV INJUnV & G I """.OWN[Q ADTOS i I I ~::::::~M^G' 'I ---l. ~er ~~~~. _. GAfW;EUABJt"~ - - -",' IAUTOONlY'~CIU~~T:_ AN AUT!) 40111HITH^N F:A^CC tI _ I AUl(lONlY .-2GG ~ excJ:.$s UA8fUTY !,ACH OCCIIRRENCC ~ f : ~~"' :~ ""'"1 I ~~" - -f. - _~ rva~:~;~:::E~~~:ONAND -- J -f-.-i;~gl:I~I~'IIO~t'l1- EMPLOyER....UADJl.lrY f..L.FACH^CCIUF~ ~__. F.l. DISCASF'. EA EMPLOV* l r~ _ _ J _ . I r---'~ · DeSCRIPTION OF OPERA noNS/tDeA TIONSIVE'IICLEUXCLUSIONS ADDED Ry ENOO"~~MfflT~rilAL I'fWVJSNJNS Those usual to the Insured's Operations. Community Redevelopment Agency of The ICity of Santa Ana & The City of Santa Ana, its officers, agents, employees & volunteers are listed as an Additional Insured per the Business Lj.ability I Coverage Form 580008, attached to this policy. Coverage is primary & :..ggn-contributon pe~he Business Liability coverage. Form 550008, attached. CEAT.!.E.1CA"rEH.QlDEA .- t::z::=:~~TICNAt/N.S~ED;INSIH!!f!.J.ETT~R: _.,A_ CANCEllAr.I~ ._.. _ _ ._ ,_ SHOULD ANY OF THt' ABOVE Dt-SCRIBED POliCIES R( CANCElleD BEFOI~( THE EXI"IRATION DATe THERI;;UF, THE ISSUING INSURER WILL ('NDEAVeJll TO MAIL 30 DAYS WRITTEN NOTICE (10 DAYS FOil NON-Pt\YMENTI '10 THE CEHflFICATE liOLDER NAMED TO fifE LEFT, BUT FAllVIl[ TO DO SO SHALL IMPOSE NO OHLlGATION OR LlABlll'l '( OF ANY KIND UPON THE iNSURER, ITS AGENTS On KF;PRESENlATIVES. INSlJR~ IN~.D: lNSUR~R E; ..., -.J ~ -, , -.J I I -" AGENCY OF' ACORD 25-$ 17/971 AVTIJOIUZ..JI1--;;Rf8EII(TAnvt: . . ~.~L.,,,\-./ . ACOAD CORPORATION 1988 =d PI CL "\ ^JNJD~ JJN~~nS11 SN31~3~ ~V60:0i, 60rJ~ '81 'g;j BUSINESS LIABILITY COVERAGE FORM ThiS Paragraph f. applies separately to you anfJ any additional insured. 3. Financial Responsibility Laws a. When this pOlicy is certified as proof of financial responsibility for the future under the provisions of any motor vehicle financial responSibility law, the insurance provided by Ihe pOlicy for "bodily injury" liability and "property damage" liability will COmply with the provisions of the law to the extent of the coverage and limits of insurance required by that law. b. With respect to "mobile eqUipmenl" to which [hiS insurance applies, We will provide any Iiabilily, uninsured motorists, underinsured motorists, no-fault or other Coverage required by any motor vehiCle law. We will provide the required limits for those ccverages. 4. Legal Action Against Us No person or organization has a right under this Coverage Form: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To Sue us on this Coverage Form unless all of its terms have been fUlly complied with. A person or organiZation may sue us to recover on an agreed settiement or on a final jUdgment against an insured; but we will not be liable for damages that are not payable under the terms of this insurance or that are in excess of the applicable limit of insurance. An agreed seltJement means a settlemenl and release of liabilrty signed by us, the insured and the claimant or the claimanfs legal representative G Separation Of Insureds I Except With respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured, this Insurance appiies: a. As if each Named Insured were the only Named Insured; and b. Separatelv to each insured against whom a claim is 'llade or "suit" is brought. 6. Representations a. When You Accept This Policy By accepting this policy, you agree; (1) The statements in the Oeclaratlons are ac"urate and complete; (2) Those statements are based upon representations you made to us; and Page 16 of 24 [ 'd jJ I CL '\ ^JNJD~ JJN~~nS11 SNJ1~J~ Form SS 00 08 04 05 ~~60:0~ 600~ '81 'gij (3) We have issued this policy in reliance upon your representations, b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose ai' hazards relating to the conduct of your business at the inception date of this Coverage Part, we shall not deny any coverage under this Coverage Part because of such failure. 7, Other Insurance If other valid and colI"ctlbJe insurance is available for a loss we Cover under this Coverage Part, Our obligations are limited as follows: a. PrImary Insurance This insurance is primary except when b. below applies. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. b. Excess Insurance This insurance is excess OVer any of the other insurance, whether primary, excess. contingent or on any other basis. (1) YOur Work That is Fire, Extended Coverago, 8uilder's Risk, Installation Risk or similar COverage for "YOur work"; (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner, (3) Tenant Liability That is insurance purchaSed by you to COver your liability as a lenant for "property damage" 10 premises rented to you or temporarily occupied by you with permiSSion of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "aulos" or watercraft to the extent not subject to ExclUSion g. of Section A. - Coverages. (5) Property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion k. of Seclion A. _ Coverages. (6) When You Are Added As An Additional Insured To Other InSurance That is other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for Which you have been added as an additional insured by that insurance; or r1iV When You Add Others As An Additional Insured To This Insurance That is other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additionai insured under this Coverage Part: (a) Primary Insurance When Required By Contract Tllis insurance is primary if you have agreed in a written contract, written agreement or permit that thiS insurance be primary. If other insurance is also primary, we will share with all that other insurance b) the method described in c. SbelOW. (b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, wntten agreement or permit that this insurance is primary and non-contributory with the addilional insured'S own insurance, this insurance is prifnary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insurec has been added as an additional insured. When this insurance is excess, we will have no duty under this Coverage Part to defend the nsured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends. we will undertake to do so, but we will be enliUed to the inSured's rights against all those other insurers. Form 55 00 08 04 05 7j 'I" 'c,. v "L - '. ^JN38~ 3JN~!nSNI SN31!3~ Page 17 of 24 meal 60C~81 -geJ BUSINESS LIABILITY COVERAGE FORM When this insurance is excess over other insurance, we will pay only OUr share of the amount of the loss, if any, that eXceeds the sum of: (1) The total amount that all such other inSurance would pay for (he loss in the absence of this insurance, and (2) The total of all deductible and self- insured amounts under ail that other insurance. We wiil share the remaining loss, if any, with any other insurance that is not described in this !:xcess insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown rn the Declarations of this Coverage Part. c. Method Of Sharing If ail the other inSurance permits contribution by equal s hares, We will foilow this method also, Under this approacll, each 'insurer contributes equal amounts until it has paid its appliCable limit of inSurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we wil contribute by limits. Under this method, each insurer's share is based 0/1 the ratio of its applicable limit of insurance to the total applicable limils of Insurance of ail insurers. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured Ilas rights to recover all or part of any payment, including SUPPlementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured nlUst do nothing after ioss to Impair them. At OUr request, the insured will bring "suil" or transfer those rights to us and help us enforce them. This condition does not apply to Medical Expenses Coverage. b. Waiver Of Rights Of Recovery (Waiver Of SUbrogatio") if the insured has waived any rights of recovery against any person Or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right. provided the insured waived their rights of recovery against such person or organization in a contract, agreement Or permit that was executed prior to the injury or damage. VV 1I"\1~ I\lJl..r INLIt'HS /WI-fOLESAlE DVN o BUX 3301" AN ANTONiO TX, 18265 COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA THE CITY OF SANTA ANA 20 CIVIC CENTER PLZ SANTA ANA, CA 92701 -- -.'- - -, -"-' -, ---'-..-- ACORD 25 S 17/971 Sd t:U' 1 mm lJNmSNI 8U~3V1 IWOI :O~ 600G '81 'Q'i