Loading...
HomeMy WebLinkAboutYMCA OF ORANGE COUNTY -2010 INSURANCE ON FILE 1PVORK MAY PROCEED N-2010-053 UNTtL INSURANCE EXPIRES a~ 3-/- i/ CLERK OF COUNCIL DATE, Z JUL 1 5 2010 RECREATION SERVICES AGREEMENT pacs C ~ (~~~y~pt S~ THIS AGREEMENT, made and entered into this 26`h day of April, 201 O by and between YMCA of Orange County, a California non-profit public benefit corporation (hereinafter "Provider"), 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 recreation service provider having special skills, resources and knowledge to manage the City's aquatics programs at City pools. B. Provider represents that Provider is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Provider represents that it is knowledgeable in its field and that any services performed by Provider under this Agreement will be performed in compliance with such standards as may reasonably be expected. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES The Provider shall carry out all the services called for in this agreement between the City of Santa Ana and the YMCA, attached as Exhibit A to this Agreement. The purpose of this agreement is to provide support for personnel, scholarships and equipment for learn-to-swim lessons, swim team and water polo programs that benefit the youth of the City. 'The Provider shall provide support for 1,000 youth by managing all aquatics programming at the five city pools (Memorial, El Salvador, Jerome, Santa Anita, and Salgado), with the exception of recreation swim. The Provider shall be responsible for all program operation, payroll and related expenses as it relates to learn-to-swim lessons, swim team and water polo. The City shall be responsible for all maintenance, gas, water, electricity and related facility expenses, and recreation swim sessions at all five city pools. This Agreement is designed to benefit the youth and families of Santa Ana by offering additional aquatic programs to the community. 2. COMPENSATION In consideration for the right to use the City facilities, Provider shall be responsible f r ll program costs (except those facility costs to be assumed by the City as set forth in Exhibitl4 and shall have the right to set all fees and retain all program revenues. 3. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2010, unless terminated earlier in accordance with Section 12, below. The term of this Agreement may be extended upon a writing executed by the Executive Director of Parks, Recreation and Community Services and the City Attorney. 4. INDEPENDENT CONTRACTOR Provider 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 Provider performs the services which are the subject matter of this Agreement; however, the services to be provided by Provider shall be provided in a manner consistent with all applicable standards and regulations governing such services. Provider 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, Provider shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Provider shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Provider'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 persona] injury, including death resulting therefrom, and property damage, in the total amount of $1 ,000,000 per occurrence. Provider 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. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Provider, if Provider 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, Provider agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Provider is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. 2 e. The following requirements apply to the insurance to be provided by Provider pursuant to this section: (i) Provider shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Provider fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Provider's right to be paid for its time and materials expended prior to notification of termination. Provider waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Provider agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Provider 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; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Provider further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFLICT OF INTEREST CLAUSE Provider 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. 3 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 City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1 98 8 Fax 714- 647-6956 With copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 26 Civic Center Plaza (M-75) P.O. Box 1988 Santa Ana, California 92702 Fax 714-571-4221 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-6515 To Provider: YMCA of Orange County c/o David Stack, Program Director 1633 E. Fourth St. Suite 184 Santa Ana, Ca 92701 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. 4 9. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Provider, 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 Provider. 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 Provider 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 Provider, Provider 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. 11. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Provider shall be entitled to receive and the City shall pay Provider compensation for all services performed by Provider prior to receipt of such notice of termination. 12. DISCRIMINATION Provider 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. Provider 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. 5 14. 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. ATTEST: CITY OF S~ANTA~ANA/~ MARIA D. HLiIZAR DAVID N. REAM Clerk of the Council City Manager APPROVED AS TO FORM:_ RECOMMENDED FOR APPROVAL: v JO PH FL CHER GERARDO MOUE Ci Att Executive Director o the Parks, Recreation and Community Services PROVIDER Je ide, P s ent 8z Chief Executive Officer Tax ID # 6 EXHIBIT A SCOPE OF SERVICES PROGRAM DESCRIPTION The YMCA will continue to offer seasonal aquatic programs at all five City pools and will assume the management/coaching of the city-wide Swim and water Polo Teams. The YMCA will manage all registration for these program activities. The YMCA may add other programs with prior approval by the PRCSA. The YMCA will handle the collection and management of program fees and will retain 100% of the revenue generated by the aquatics programming at all five city pools. The Executive Director of PRBcCSA must approve any proposed increase in fees. Swim Lessons The YMCA will provide YMCA standard swim lessons. The program will operate on a schedule determined by the YMCA and approved by the City. A maximum of 6 students per instructor are enrolled with the exception of Parent and Me, which accommodates up to 1 O students with the support of parent involvement, which is a YMCA standard. The Swim Lesson fees will be $42.95 for Adults and $38.95 for Children. Swim Team The YMCA will provide the Swim Team Program, which will be conducted at each of the five city pools for Santa Ana residents, ages 5 to 17. The Swim Team program will operate on a schedule determined by the YMCA and approved by the City. Teams will compete in the City's traditional special events as well as the YMCA league competitions throughout Southern California. Participation within the YMCA swim meet program will provide additional opportunities to travel and experience a higher level of competition throughout Southern California. The Swim Team fee will be $38.95 for Youth. Water Polo The YMCA will train and manage a minimum of two water polo teams, one at Memorial pool and one at Jerome pool for the Santa Ana residents, ages 8 to 1 7. The Water Polo program will operate on a schedule determined by the YMCA and approved by the City. The program will enhance participant's competitive opportunities by entering tournaments throughout Southern California. The Water Polo fee will be $35.95 for Youth. Personnel The proposed program will be managed by YMCA experienced staff to provide over site and development of the Santa Ana programming. He/she will also oversee the new YMCA Aquatic Center under development by the YMCA of Orange County in Santa Ana. This center will feature an Olympic-size pool, a recreational lap pool and a specially designed swim/play feature pool for aquatic youth skill development and safety. The current City of Santa Ana aquatic staff will have priority to be hired by the YMCA and will continue to operate the existing programs for the summer. All staff will add to their resume National YMCA Aquatic trainings. All staff will have access to American Red Cross 7 Certification Training at no charge and the YMCA-Santa Ana will cover all training costs for Red Cross certifications. City Costs The City shall be responsible for all maintenance, gas, water, electricity and related facility expenses, and recreation swim sessions at facilities covered by this Agreement. 8 EXHIBIT B ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1 . The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701 ; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701 . (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective ,this endorsement form as a part of Policy # Issued to Named Insured Countersigned by Authorized Representative 9 R~-~~~K~~+~ CERTIFICATE OF LIABILITY INSURANCE °"TEOSiizizoioY~ rnonucr;n THIS CF,RTI FICATE IS ISSUED AS A MATTER OF INFORM/\"PION ONLY AOn Risk InsUranCe SerVl CeS West, InC. fka Aon Risk Se rvi ces , Inc- of S CA AND CONFERS NO RIGHTS UPON THE CERTI FICA'1'P; 1-IOI,DIi It. "1'Illti 1901 Main Street CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER'1'I-11? Sul to 300 COVERAGE AFFORDED HY THE POI,ICI ES I3E LO W. Irvine CA 92614 USA ruoNF;- 949 608-6300 1-\X- 0949 608-6451 INSURERS AFFORDING COVERAGE NAIC INSUrsIZn wsualea n: New Hamps hi re Ins co 23841 YMCA Of orange County i 13821 Newport Avenue, SUite 200 wsual_a H, Granite State insurance Company 23809 Tustin CA 92780 USA wsueelx North River Insurance Company 21105 'd INUne Lla u: c` INSUIt EIt F:1 O S covrancrs 'I'I II': I'OIJC11?S UP INSUItANCIf LI S'f14D RL:LOW I1AV1'_ BCEN ISSUIiD "f0 "FIiE INSU RI?D NAMED ABOVE POR'FIiE 1'O LICY PI!IiIOD INUICAI'I'U. NO'1'W I"Il ISIAN UI N(. ANY IU LOUIIt ICM I!Nl-. 'f L'KM OK CON DIIION OI~ ANY CU N'I'RACI' UR UTIIIYR DOCUM EN"1' WIT11121?S PI!C"F "IY) WIIICII "I-I 115 CI!RTIrIC'A'Il': MAV lil! ISSI'L'U (q: VLV1' I'I?R'fA1N.'I-I I1: INAIItANCIf APVOKDED Bl' "FI IE 1'OLICII`S DI'l5 C'ItIBI':D HEREIN IS SU KI EC'"1' TU ALL "rl Ili "I'P:ItMB, 1?XC LU910N5 AND C( 1N UI-PIONS OP 51 %('I I P( II .1('11(5. A<Hilt l!(fA'I'I! LIMI"fS 511OWN MAV I IAVI~: HI!I[N ItEDUCISD BV I'AIU CLAIMS. LIMITS SHOWN ARE AS REQUESTED INFIt nUU'1. 1: 1'R 1\'FIiU "1'1'1'P; (n~ INSUIL\N('E 1'(>I,IGV NUMHER POLICY F;FYF;C'1'IVIC POLICY EX PIIi A'll(IN LIMI"IS D,YI'E(M MNp/YYYV DA'I'E(M M/I>I>/VYYY) A O1Lx0032347283 03/01/2010 03/01/2011 I n(n O(~(vula N( If 81,000,000 <<®I±Rnl.l In HU.rl'Y _ x ruMYI LItC'Inl-(ILNrltnl-Llnllu.IlY un MnuL-ru ItI NILn A300.000 (9.:AI VI41rIn U1-. ® (1C'('Ult Iltl Mltil(ti (I ccl MI U ' (A Y I - ^:1 I I au)Nnl-.v nuv IN.u net 8.1. ~ 000, 000 ~ (Il~:waenl. n(~elu:(Inrr: ~,2, 000,000 m (II. N'I nUUIU (GA I L LIYII-I nl'I'l ll'S 1'IIIL 'b ru(nna"1 :9 ruMr/nr nc(~ 1,.1 .000000 0 r(nlrr 0 I•Itu ~ I ur 0 B nL'roM Un n.e LL\m Ll'1"v 02 -CA-005 54 5 349-3 O 03/01/2011 IOMIIINP:IJ 11 N(:I If LIMIT O x nNYnIITO APP VED AST FORM (1~:.~::cclalcu,l xl.ooo,ooo i IH )WILY 1Nl U1fY vrl mnul Icn nurrn t r~~ r=~".n J( IIIIU (n ,a 111 l\ JO H F~ R L Ill )I )ILY INIUKY U NON llAA'N I-.U nII IOV AT ~ EY O'~'~:~:=clJCnll 1'KOI'1'R"Il' Un MnUI_ lI'u .~~~iJCinl G.V2n GI': 1.1,Ut11.1'I-V' nIITU t)N Ll' - Ifn n('('ll)P. N'I' nNl' nl I'n ~ OI'llLlt '1'IInN I(n n('[' n 11'I't) UN LY _ n(:(: IiYCL;AS / Unlll11 K1.L,A I,IA I[I1.1'fY IiA('ll l)('C'U 111 N:N<'1' t)('('l llf ~ (l AIMR Ylnnl'. n(a:Rli(Inll( IJI[nl'("1'1111.1( I1 PI n-.Nll(>N C J( wc' VIN'I'1l- (YI'II- WORILP; 11\ C(Mi195 N.ti.\'1'IUN ,\NU F;n11'LI IA'1!12 V' 1.1,A lil 1.1'11' " IOItY LIMITti I-.It IL'"1`}Jgl 1 I.Ifn('li n(('Inl!N'I' N1.,000,000 nNl' I'It )1'Itllfl-OR I'.\H'fNl(It I.S r.['l I'I~I VIf t)I'I'I<T It MI(Mlq'It I..CC'1-I IUI'. n-' I I_ I>I SP:nG. l-:n l-:MPIl)YI(I'. 81 000 , 000 (NIanJUl ury in NIO _ I/vc-,. dcscrihc uudcr wrh('Inl-ruuvl.wONS bclu... IL.1_1>ISIin9l rull(v llnq l'I' 81.000.000 o l' I u<le U li.ti ('RII' WON OI' 1)P P:Itn Tl<)N V/I (H'n I IONS/V P.I 11( I 1 A/1-:S<'LUAIUNti nUnICD 131' 1'Nt>Oli$EM GN'I~/51'lit'IAL 1'ItOV IAIUNS Activity: Aquatics Program. Contract Effective Dates: 3/1/10 - 3/1/11. City of Santa Ana shall be an adcl -itional insured in accordance with all the terms, conditions, and limitations of the policy and then only with respect to liability caused by the negligent acts or omissions of the Named insured and then only with respect to the CE RTIFICATF HOLDER CANCELLATION CI tY of Santa Ana SIIUULU nNV UP"1'lll'nHt>vLIJESC'It11313D P[)LI('ll-..9111:c'nN(1.1.1.1-.U 61iPOltlalll. I.CI'lltnl ll)N _ Attn= Athena Ma rtl neZ f)/YL6 THIiRHUF, "fl ll`: IStiUIN(i INti U12Cai WIL1. I-:NUL-:nv(n<'n) wnll. 26 Ci viC Center Plaza }u ants Wlll"1'ITiN NUI'1('H ~fU llle. clax'ru=l('TI~P.IIOLUGI1 NnM1':U'fll ll ll(1.1111. Santa Ana CA 92702 USA 1111"fl'nI1.Ula 1'_l(I IJU SU SIlA111MPOSIE NU UIiIJ(:n'nON O1(LInIf I1J'I'V' UP nNY FINU UI'UN "fl1H IN\UI1 LIt, I'1'ti n(:IiN'fS OIt It lCl'It l~a l(Nl'nll Vl'.5. nU'l llUltl%[in RIZPRGSEN'1'nTIVL: a.~ofs~~~~~~~~~~~:~~~ ACORD 25 (2 1111 9 /11 1) ©1988-2009 ACORD C:URPO RATION_ All ri;;hls rescrvcd- Thc ACORD name and Int:,o arc re~istm~ed marks ol" ACURD ~ Attachment to ACORD Certificate for YMCA of Orange county "hhe tp-ms, conditions and provisions noted below arc hereby attached to the captioned eertitieate as additional description of the u)ecru t!c atto riled by the insu rcr(s)_ This attachment dots not contain all terms, conditions, coverages or exclusions contained in the policy. INSURER msrn2yco vrvlCa of Orange County 1NSU RER 13821 Newport avenue, SUi to 200 Tustin Ca 92780 usa IN SU RGR iNSURER INSURER ADDITIONAL POLI CI CS I1 a policy below does not include limit information, refer ro the corresponding policy on the /~CY)RU cerdticarc form for policy luniis. INFH .AnU'1. 1'OLIC'Y NUM 6E1t PULICY 1'U IJCV 1:1'12 INSItn 'I'\'1'I(()1' INAUIi.\Nt'1~: 1't q.ICY UFSCRIf'"r10N 1'IF FF,C'"rIVE {';X YIIi A'r1UN I,I NI I'IK nA"I"IS UA"r F. IILtiC If IPIIUN OF <)PI Jtn fl<)NS/I f)['/)'lll)N piA 1;1 n('1.1-.5/L'X('1 IJtiIUNti AUUILD nY CNDURSLMIiN I%tiP HC'IAL PRUV IRIUN.ti acti vi Ly listed above. Certificate No : 570038807485 THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. This endorsement, effective 12:01 a.m. forms part of Policy No. 01-LX-003234728-3 BLANKET ADDITIONAL INSURED PROVISION This endorsement rnadifies insurance provided under the following: Cr~fv1MERClAL GENERAL LIABILITY COVERAGE FORM A. SECTION II -WHO 4S AN INSURED is amended advertising injury" arising o>it of th+r sole to includr. as an insured any person or negNgence of the additional insured. organization whom you are required to add as an addltional insured to this policy under a writtan 4. A person or organization's status as an contract, agreement or permit additional insured ends vdhen your op+ rations for that additional insured are completed. Currently in effect ar which will become C. The insurance provided to the additional insured effective during the term of the policy; and does not apply to °bodily injury"', '-prop',er`Ly 2. Executed prior to the "occurrence' which damage", or "personal and advertising irriury" results in "bodily injury" or `properly damage" arising out of an architect's. engineer's or urrdcr Coverage A, or the offense which surveyor's rendering or failure: to render any results in "personal ar~d advertising injury'" professional services including: under Coverage B. 1. The preparing, approving or~ failing to p~ e>l_+are B. Tho insurance provided to this additional insured or approve, maps, shop drawings. olnnioi~s. is lim,ted as folla~ws: reports. surveys. field orders. chango orders Th:at. person or organization is an addltional or drawings and specifir..atians:, and insured only with resper_t to liability: 2. Supervisory, inspection. architectural or engineering activitias. a. i-vrising out of premises you own, rent, Pease or occufay:. or D. Coverage provided by this endorsement is cu:cc•ss b. Caresed lay your ongoing operations aver any other valid and colPect Bale insurance performed for that additional insured as avai'.lable to the additional lnsrcrc.d v,~helher specified in the written contract, primary, excess, contingent ar an any aU-ier basis. agreement or permit When this insurance is excess. the will fra.,•e no 2. The limits of insurance applicable to the duty under COVERAGE A. BODILY INJURY AND adciilior~al insured are those specified in the PROPERTY DAMAGE LIABILITY or canVac agreement.. permit or in the COVERAGE B_ PERSONAL AND ADVERTISING De.claratians of this policy, whichever are less. INJURY LIABILITY to defend the additional Thurso limits of insurance are inclusive of and insured against 2ny "suit" iF any other insurer has not in addition to the Limits of Insurance a duty to defend the addltional insured agairtsl shown in the Declarations. that "suit". If no otl~er insurer defends. wc• may undertake to do so. but we will be entit'=..ed to [he 3. Coverage is not provided for "bodily injury", add itional insu red's rights against all those nlhea- "propcrty damage'- ar °persanal and insurers. All other terms and conditions of the policy remain the scree. APPROVE O FORM PH TCHER 89995 (2/09) .ITY ATTORNEY