HomeMy WebLinkAboutZOOBEAN, INC. (2) INSURANCE—NOT ON FILE
WORK MAY NOT PROCEED N-2026-202
CITY CLERK
DATE:
o:�+bi1 AGREEMENT WITH ZOOBEAN INC TO PROVIDE ACCESS TO BEANSTALK
fl.0 ario CDz�
THIS AGREEMENT is made and entered into on this 28`h day of July, 2026 by and
between Zoobcan, Inc., a Delaware Corporation ("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("City").
RECITALS
A. The City desires to retain a Consultant having special skill and knowledge in the field of
providing a mobile-friendly site for local families to participate in the library's reading
challenges, including summer reading, winter reading, and activity challenges.
B. Consultant represents that Consultant is able and willing to provide such services to the
City.
C. In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth,the parties agree as follows:
1. SCOPE OF SERVICES
Consultant shall perform during the term of this Agreement, the tasks and obligations
including all labor, materials, tools, equipment, and incidental customary work required to fully
and adequately complete the services described and set forth in Scope of Services - Exhibit A,
attached hereto and incorporated by reference.
2. COMPENSATION
a, City agrees to pay, and Consultant agrees to accept as total payment for its services for
City,the rates and charges identified in Compensation-Exhibit B. The total amount
to be expended during the term of this Agreement shall not exceed$5,576.34.
b. Payment by City shall be made within forty-five(45) days following receipt of proper
invoice evidencing work performed, subject to City accounting procedures. City and
Consultant agree that all payments due and owing under this Agreement shall be made
through Automated Clearing House(ACH)transfers. Consultant agrees to execute the
City's standard ACH Vendor Payment Authorization and provide required
documentation. Upon verification of the data provided, the City will be authorized to
deposit payments directly into Consultant's account(s) with financial institutions.
Payment need not be made for work which fails to meet the standards of performance ,
set forth in the Recitals which may reasonably be expected by City.
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3. TERM
This Agreement shall commence on October 1, 2026, through September 30, 2027,unless
terminated earlier in accordance with Section 15,below.
4. MEPENDENT 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 A 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.
S. OWNERSHIP OF MATERIALS
This Agreement creates a non-exclusive and perpetual license for City to copy, use,
modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property
embodied in plans, specifications, studies, drawings, estimates, and other documents or works of
authorship fixed in any tangible medium of expression, including but not limited to, physical
drawings or data magnetically or otherwise recorded on computer diskettes,which are prepared or
caused to be prepared by Consultant under this Agreement ("Documents & Data'). Consultant
shall require all subcontractors to agree in writing that City is granted a non-exclusive and
perpetual license for any Documents & Data the subcontractor prepares under this Agreement.
Consultant represents and warrants that Consultant has the legal right to license any and all
Documents & Data. Consultant makes no such representation and warranty in regard to
Documents &Data which were provided to Consultant by the City. City shall not be limited in
any way in its use of the Documents and Data at any time,provided that any such use not within
the purposes intended by this Agreement shall be at City's sole risk.
6. INSURANCE
Insurance requirements are attached hereto as Exhibit C.
7. MEMNIFICCATION
Consultant agrees to defend,and shall indemnify and hold harmless the City, its officers,
agents,employees,contractors,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 death, and claims for property damage, which may arise from the
negligent operations of the Consultant, its subcontractors, agents, employees, or other persons
acting on its 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
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relief is due by reason of the terms of or effects arising from this Agreement.This indemnity and
hold harmless agreement applies to all claims for damages,just compensation,restitution,judicial
or equitable relief suffered, or alleged to have been suffered,by reason of the events referred to in
this Section or by reason of the terms of,or effects, arising from this Agreement. The Consultant
further agrees to indemnify, hold harmless, and pay all costs for the defense of the City,including
fees and costs for special counsel to be selected by the City,regarding any action by a third party
challenging the validity of this Agreement, or asserting that personal injury, damages, just
compensation,restitution,judicial or equitable relief due to personal or property rights arises by
reason of the terms of, or effects arising from this Agreement. City may make all reasonable
decisions with respect to its representation in any legal proceeding.Notwithstanding the foregoing,
to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity
shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of,
pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.
8. INTELLECTUAL PROPERTY INDEMNIFICATION
Consultant shall defend and indemnify the City, its officers, agents, representatives, and
employees against any and all liability, including costs, for infringement of any United States'
letters patent,trademark,or copyright infringement,including costs,contained in the work product
or documents provided by Consultant to the City pursuant to this Agreement.
9. RECORDS
Consultant shall keep records and invoices in connection with the work to be performed
under this Agreement. Consultant shall maintain complete and accurate records with respect to
the costs incurred under this Agreement and any services, expenditures, and disbursements
charged to the City for a minimum period of three(3) years, or for any longer period required by
law, from the date of final payment to Consultant under this Agreement. All such records and
invoices shall be clearly identifiable. Consultant shall allow a representative of the City to
examine„ audit, and make transcripts or copies of such records and any other documents created
pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all
work, data, documents, proceedings, and activities related to this Agreement for a period of three
(3)years from the date of final payment to Consultant under this Agreement.
10. 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
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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 lave; or(e)
is independently developed by the Consultant without reference to information disclosed by the
City.
11. CONFLICT OF INTEREST CLAUSE
a. 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.
b. No immediate family members of either the Mayor, City Council Member, or any
appointed City Official, including appointed board and commission members, as
defined under the City's Municipal Code,whose position with the City shall award or
influence the award of this Agreement, or any competing contract or amendment
thereof, shall be employed in any capacity by the Consultant or have any other direct
or indirect financial benefit or interest in this Agreement.
c, The section also prohibits the awarding of any agreement, contract, grant, or any
amendment to those awards, to any former full-time employee for one-year from date
of employee separation except for any CalPERS retiree as authorized by City Council
resolution
d, The Consultant must comply with all conflict of interest laws, ordinances, and
regulations now in effect or hereafter to be enacted during the term of this Agreement.
The Consultant warrants that it is not now aware of any facts which conflict with the
prohibitions defined above. If the Consultant hereafter becomes aware of any facts that
might reasonably be expected to create a conflict of interest,it must immediately make
full written disclosure of such facts to the City. Full written disclosure must include,
but is not limited to,identification of all persons implicated and a complete description
of all relevant circumstances. Failure to comply with the provisions of this paragraph
will be a material breach of this Agreement.
e. Consultant covenants that none of its directors, officers, employees, or agents shall
participate in selecting or administrating any subcontract supported(in whole or in part)
by City funds stemming from the Agreement where the awarding of the subcontract
has any direct or indirect financial benefit or interest to any individual, as defined in
subsections (b)and(c) above,
12. NON-DISCRIMINATION
Consultant shall not discriminate because of race,color,creed,religion,sex,marital status,
sexual orientation, gender identity, gender expression, gender, medical conditions, genetic
information, or military and veteran status, age, national origin, ancestry, or disability, as defined
and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization,
promotion, termination or other employment related activities or any services provided under this
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Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all
applicable federal, state and local laws and regulations,
1.3. 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,the terms and conditions hereof,shall not bind or obligate Consultant or 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 is not embodied herein.
14. 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.
15. 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(s) completed as of such elate, 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.
16. WAIVER
No waiver of breach, failure of any condition, or any right or remedy contained in or
granted by the provisions of this.Agreement shall be effective unless it is in writing and sighed by
the party waiving the breach,failure,right or remedy.No waiver of any breach, failure or right,or
remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not
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similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies.
17. JURISDICTION -VENUE
Thus 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.
18. 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 pen-its, licenses, approvals, waivers, and
exemptions. Said inability shall be cause for termination of this Agreement.
19, 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 fax or other telegraphic conu:nunication in
the manner provided in this Section,to the following persons:
To City:
City Clerk
City of Santa Ana
20 Civic Center Plaza(M-30)
P.Q.Box 1988
Santa Ana, CA 92702-1988
Fax: 714- 647-6956
With courtesy copies to:
Executive Director, Library Agency
City of Santa Ana
20 Civic Center Plaza(M-42)
P.O. Box 1988
Santa Ana, California 92702
Fax: 714-571-4261
Page 6 of
To Consultant:
Zoobean, Inc.
Attn:Felix Lloyd, CFO
Pp Box 826073
PWIadelphia, PA 19182
A art may change its address b giving notice in writing to the other Thereafter,
party Y �� Y� � g p�Y•
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) clays 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 fax, 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.
20. 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 tenus 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.
[signatures on page to follow]
Page 7 of 8
SIGNATURE PAGE TO AGREEMENT WITH ZOOBEAN INC TO PROVIDE ACCESS
TO BEANSTACK
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first
above written.
ATTEST: CITY OF SANTA ANA
ni er all y, Alvaro Nunez
City Cie City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO CONSULTANT:
City Attorney
B
Fefic hioyd u128.2025 21:27:43 EDT)
J than T. Martinez By: Felix Lloyd
Assistant City Attorney Title: CEO
RECOMMENDED FOR APPROVAL:
ff-
Brian 5 erg iJul 28.2026 17 18:30 PDT)
Brian Sternberg
Executive Director
Library Services Agency
Page 8 of 8
EXMIT A
SCOPE OF SERVICES
##2210885v1
Purchase terms
Product/Service Description
Beanstack provides a mobile-friendly site for local families to participate In the Library's reading challenges,
Including summer reading,winter reading,and activity challenges, Families gain tools to register,log their
reading,and earn incentives.Forstaff,Beanstack makes it easyto register users,create reading and activity
challenges,and produce extensive reports.
Product/Service Requirements
Beanstack Is a mobile responsive web application.It requires a modern web browser and can be accessed by
students,teachers,families,and staff inside and outside of the Library.
The license for the Plus Package will include the following:
Custom,mobile responsive site
Family,classroom,and group registration
Concurrent reading challenge system
Virtual badge system
Virtual points system
Reading logging system
Activity logging system
Doak reviews system
Site customization totals
Reading challenge set-up tools and templates
Administrative tools for staff to provide user service
Library staff"Add Reader"and"Find A Person"system
Prize and drawings system
Reading lists and activity track system and templates
Data reports and insights for admins
Logging by ISBN capture on mobile phones
Picture review system
The license for the Plus Package will include all features of the Beanstack Tracker mobile app,Including the
following.
Logging by ISBN scan
Timed reading sessions
Reading history and active reading log
Reader streaks and achievements
Deader statistics wizard by pages,minutes,days,and titles per day,week,month,and year
The license forthe Premium Package will include all features of the Essential&Plus licenses plus the
following:
Personalized book recommendation system for kids
Personalized book recommendation system for teens
Personalized event recommendations
Weekly personalized emails
Direct links to the library catalog
All licenses include the following:
Persistent user accounts
Ongoing new content and reading challenges
Virtual badge library
Print and digital marketing templates
On-demand video training access
Reading Fundraisers
Hosting,maintenance,and technical support as described in Exhibit A
Legal Terms&Conditions
1. Unless otherwise stated,the terms and conditions of this quotation constitute an offer by Zoobean to sell
products and services to the Library,and if accepted by the Library,constitute a legally-binding obligation by
the Library to purchase such products and services.
2. The Library retains ownership of all data created by the Library's users.This includes user contact
information,reading logs,and any user-created content such as reading lists,and book reviews.The software
requires username,first name,age,and password.The Library may choose to collect additional registration
fields including school,gender,grade level,zip code,local area,phone number,and email address,
3. Zoobean does not require the collection of personally Identifiable Information.If Library chcoses to
include registration fields that may classify as personally identifiable information,Zoobean will protect this
Information.The websits uses a Hypertext Transfer Protocol Secure(1-171-13s)to secure and encrypt user data
over computer networks.The use of cookies and online tracking is minimal and GpPR compliant.
4. Zoobean agrees to delete all data created by the Library's users at anytime upon receipt of a request for
deletion.The Library.shall give notice to Zoobean of any request for the deletion ofsuch information.
Zoobean shall then have three(3)days from the date It receives such notice to execute the deletion of all
data created by the Library's users.
5. Zoobean does not sell or trade user information for marketing,advertising,or other use under any-
circumstances.Zoobean may release user information when the company believes release is necessary to
comply with law,enforce our site policies,or protect ours or others'rights,property,or safety.
6. Unless otherwise specified in this quotation,payment terms for the products and services herein are net
sixty(60)days from the invoice date.
7. The terms and condltlon,s of this quotation maybe rejected,modified or superseded only by a written
agreement mutually signed specifying the rejection,modification or supersession of the terms and
conditions.
S. Payment for Zoobean prcducts and services constitutes-pre-payment for subscription for the 12 months
following the Effective Late.
9. Zoobean products will renew for twelve(12)month terms(a"Renewal Period")following the expiration of
the initial product term.The Library or Zoobean may cancel only by notifying the other party in writing of its
Intention not to renew at least ninety(80)days prior to the expiration of the current term.
10. Payment for Zoobean Renewal Periods is prepaid.Payment for any pro-rated portion of a Renewal period
is due to Zoobean within thirty(30)days of the date of receipt of an invoice from Zoobean for the pro-rated
term.
11. If Library fails to pay Zoobean any sums due under this quotation on a timely basis,Zoobean reserves the
right to discontinue maintenance,subscription and/or hosting services.
12, Zoobean's Client Success Department will contact Library after completion of this agreement:to arrange a
meeting to discuss the delivery/installatlon process and schedule at a date and time that is mutually
agreeable to the Zoobean and the Library.
13, Zoobean represents and warrants that all such products and services shall be performed in a professional
and workmanlike manner.Zoobean warrants that the products will be delivered and the services will be
performed and delivered according to provisions set forth In the License Agreement,
'14. Entire Agreement:This License Agreement,together with the tgrrras and conditions of Exhibit A,shall
constitute the complete and final agreement between Zoobean Inc.and the Library with respect to the
services listed above.
uaar Support
Zoobean will use commereially.reasonable efforts to provide Secondary Support to the Library.The Library
shall be responsible for providing primary Supprart to Its Users.Zoobean will ensure it has adequate staff and
resources to provide Secondary Support by phone or other electronic means during the Library's business
hours.
Uptime Requirement/Downtime
Excluding Scheduled Downtime,Zoobean guarantees a 99.5%uptime.
All scheduled maintenance Zoobean performs,Including platform maintenance,upgrades,or other servicing
of Its Digital Content Platform shall be during Off-Peak Hours,Scheduled Downtime will not normally exceed
thirty(30)minutes In duration,Zoobean shall provide the Library with forty-eight(48) hours advanco notice
of any Scheduled Downtime that Is expected to last less than four(4)hours,.In the event any Scheduled
Downtime Is expected to last over foul"(4)hours In duration,say for a major release,Zoobean shall notify
Library and its Users at least seventy-two(`2)hours In advance of that downtime.
Zoobean shall use its best efforts to limit Scheduled Downtime to a maximum of six(6)times within a 90-day
period;any Scheduled Downtime that exceeds this maximum limit shall be treated as Unscheduled
Downtime.
Performance Guarantees
if Unscheduled Downtime equals or exceeds four(4)hours In given calendar Month, Library shall be entitled
to a credit from Zoobean in an amount equal to one-twelfth (1/12)of the agreed-upon annual subscription
license fee for the then-current subscription year,times the applicable percentage(%) below,which Is based
upon the total number of hours of Unscheduled Downtime during a Calendar Month.
C gg of Credit:
4•to 7 hours-25%
7.1 hours to 16 hours.-50%
16.1 hours to 24 hours-7S%Over 24 hours-100%
Library may elect for Zoobean to apply the calculated credit to the next Invoice issued by Zoobean to Library
or for Zoobean to lssuo payment to Library for the calculated credit,to be paid within thirty(30)days.
Should Unscheduled Downtime exceed 168 hours during a 98-day period,said downtime may be considered
a Material Default bythe Library,and the Library may elect to enforce the termination provisions and
remedies provided in the Agreement for Material Default.
Questions?Contact me
tie
11b
Pachit Khandelwi;)l
rachlt zoobean,com
Zoobean
PO Box 826073
Philadelphia,PA 19182
us
COMPENSATION
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#221 Q88Svl
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Santa Ana Public Library �CA� .. 2026/27
Santa Ana Public Library(GA} Reference:2p26Q223-1543Q0792
26 Civic Center Plaza Contract created:February 23,2026
Santa Ana,California 927Q1 Contract expires:August 22,2p26
United States Contract created by:Rachit
rachit@zoobean.com
pyFan F7ario
ddario�santa-ana.org
eanstack
714-647-5118
Comments from Rachit Khandelwal
Products & Services
Item& Description Quantity Unit Price Total
Library- ■
Annual
First Year Amount $5,576.34
EXHIBIT C
INSURANCE REQUIREMENTS
#2210885v1
Insurance Requirements
Consultant shall procure and maintain for the duration of the agreement, the following insurance
coverages:
MINIMUM SCOPE AND LIMIT OF INSURANCE
Consultant shall maintain limits of insurance coverage in the following minimum amounts and .
shall be at least as broad as:
• Commercial General Liability (COL): Insurance Services Office Forth. CO 00 01
covering CGL on an "occurrence" basis, including products and completed operations,
property damage, bodily injury and personal & advertising injury with limits no less than
$1,000,000 per occurrence and$2,000,000 aggregate.
• Workers' Compensation (WC): as required by the State of California, with statutory
limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per
accident, per employee, per policy for bodily injury or disease. This requirement can be
waived if Consultant has no employees. Consultant attests that its workers' compensation
coverage extends to all persons who will be working with.the City under the agreed scope
of services.
If Consultant maintains broader coverage and/or higher limits than the minimums shown
above, City requires and shall be entitled to the broader coverage and/or the higher limits
maintained by Consultant. Any available insurance proceeds in excess of the specified
minimum limits of insurance and coverage shall be available to City.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain,the following provisions:
1. CGL policy: City of Santa Ana, its City Council, its officers, officials, employees,
agents, and volunteers are to be covered as additional insureds with respect to liability
arising out of work or operations performed by or on behalf of the Consultant including
materials, parts, equipment, and personnel furnished in connection with such work or
operations.
2. CGL and WC policies: Insurance conipany(ies) agrees to waive all rights of
subrogation/recovery against City, its City Council, its officers, officials, employees,
agents, and volunteers for losses paid under the terms of any policy which arise from
work performed by Consultant for City.
3. All required insurance policies: For any claims related to this contract, Consultant's
insurance coverage shall be primary and any insurance maintained by City, its City
Council, its officers, officials, employees, agents, or volunteers shall not contribute
with it.
i
4. All required insurance policies: A severability of interest provision must apply for all
the additional insureds, ensuring that Consultant's insurance shall apply separately to
each insured against whom a claim is made or suit is brought, except with respect to
the insurer's limits of liability.
5. Each insurance policy required herein shall provide that coverage shall notbe canceled,
suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or
materially changed except after thirty(30) days prior written notice has been given to
City.Ten(10)days prior written notice shall be provided to City for policy cancellation
or non-renewal due to non-payment.
d. Certificate Folder on each Evidence of Insurance certificate shall be: City of Santa
Ana, Attention; (Name of Department Staff Responsible for Agreement), Address of
Department Responsible for Agreement, M-XX, Santa Ana, CA 92701.The name and
location of the event should be included in the Description of Operations section of
each certificate.
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City. City may require the
Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses
and related investigations, claim administration, and defense expenses within the retention.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state of California
with a current A.M.Best rating;of no less than A;VII,unless otherwise acceptable to City, I
Verification of Coverage
Consultant shall furnish City with original Certificates of Insurance including all required
amendatory endorsements (or copies of the applicable policy language effecting coverage
required by this clause) and a copy of the Declarations and Endorsement Page of the CGL
policy listing all policy endorsements to Entity before workbegins.However,failure to obtain
the required documents prior to the work beginning shall not waive Consultant's obligation to
provide them. City reserves the right to require complete, certifies[ copies of all required
insurance policies, including endorsements required by these specifications, at any time,
Sub-contractors
Consultant shall require and verify that all sub-vendors maintain insurance meeting
all the requirements stated herein,and Vendor shall ensure that City is an additional
insured on insurance required from sub-vendors,
Special Disks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of
the risk,prior experience,insurer, coverage, or other special circumstances.
Zoobean Inc. - APPVD AS TO FORM
Final Audit Report 2026-07-29
Created: 2026-07-29
By: Dylan Dario(ddario@santa-ana.org)
Status: Signed
Transaction ID: CBJCH BCAABAAF4kfl7VTxDd-3xwLm FWpYsM I DWI X0zBL
"Zoobean Inc. - APPVD AS TO FORM" History
'a'! Document created by Dylan Dario (ddario@santa-ana.org)
2026-07-29-0:13:41 AM GMT
�P Document emailed to Brian Sternberg (bsternberg@santa-ana.org)for signature
2026-07-29-0:13:47 AM GMT
Ll Email viewed b Brian Sternber bsternber y g ( g@sanka-ana.org)
2026-07-29-0:14:01 AM GMT
6Q Document e-signed by Brian Sternberg (bsternberg@santa-ana.org)
Signature Date:2026-07-29-0:18:30 AM GMT-Time Source:server-Signature Appearance Selected:DRAW
E7. Document emailed to Felix Lloyd (felix@joyfulreading.com)for signature
2026-07-29-0:18:32 AM GMT
1 Email viewed by Felix Lloyd (felix@joyfulreading.com)
2026-07-29-1:27:29 AM GMT
&o Document e-signed by Felix Lloyd (felix@joyfulreading.eom)
Signature Date:2026-07-29-1:27:43 AM GMT-Time Source:server-Signature Appearance Selected:TYPE
Q Agreement completed.
2026-07-29-1:27:43 AM GMT
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