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HomeMy WebLinkAboutWILLDAN HOMELAND SOLUTIONS (2) - 2010N-2010-114 sizo ? o Agreement No. INSURANCE ON FILE ?'. C? ? ?V?l^,Y'll Caw-s?r? WORK MAY PROCEED ??G?r,nc ?l-?v?? UNTIL INSURANCE EXPIRES ON-THE-JOB TRAINING AGREEMENT ?? - 9 - ?? ° UNDER THE WORKFORCE INVESTMENT ACT CLERK OF C Ui{?F?Q?Q DATEflEC THIS AGREEMENT is made and entered into this 7 day of September, 2010 between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California (hereinafter "CITY") and Willdan Homeland Solutions (hereinafter "EMPLOYER"). WITNESSETH Recitals: A. CITY has been designated a Local Workforce Investment Area ("LWIA") pursuant to Section 116 of the Workforce Investment Act ("WIA"), P.L. 105-220, 29 USC Section 2801, to receive federal funds to promote effective delivery of job training services to local area residents. B. The State of California has created the California Workforce Investment Board pursuant to Section 111 of the Workforce Investment Act, P.L. 105-220, 29 USC 2821 to administer the WIA programs operated by the State of California. C. As a LWIA, CITY is entitled to receive federal funds to establish programs to prepare eligible unskilled youth, adults and dislocated workers for entry into the labor market, and to provide job training to those individuals who face serious barriers in obtaining productive employment ("said Program"). D. EMPLOYER is able and willing to train eligible unskilled applicants for entry into the labor market and is willing to operate said program pursuant to the WIA and applicable federal, state and local laws. WHEREFORE, for and in consideration of the respective and mutual covenants and promises hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereto do hereby agree as follows: Term. The effective term of this Agreement is for the period beginning September 13th. 2010, and ending December 10th. 2010. The term of this Agreement may be extended upon agreement of all parties and execution of an amendment of the term. 2. Scone of Work. The EMPLOYER shall employ and train one employee (hereinafter "Trainee") in the occupation and in accordance with the OJT Training Outline set forth in Exhibit A, attached hereto and incorporated herein by this reference. Said Trainee shall be referred by the City of Santa Ana W/O/12/K Center. Training must significantly raise the Trainee from his/her prior position in both level of skill and salary by the end of the training period. Funding. CITY shall reimburse the EMPLOYER an amount not to exceed $8,775.00 in accordance with the Cost Computation included in Exhibit A. EMPLOYER shall bill the CITY monthly on an invoice provided by CITY for actual and reasonable cost for providing the services described in this Agreement. Reimbursement of EMPLOYER under this Agreement shall be limited to the costs incurred during the basic work week, excluding overtime and any paid holidays or sick leave. 1 8/201 O 4. Subcontracting Prohibited. The EMPLOYER shall not subcontract or assign the OJT Training. Any attempt by the EMPLOYER to delegate or assign OJT training duties under this Agreement shall void, and permit CITY to immediately terminate, this Agreement. 5. Employer Obligations. During the training, the EMPLOYER shall ensure that the Trainee: a. is on the EMPLOYER'S payroll, not paid as a contracted employee/independent contractor; and, b. receives the same benefits as EMPLOYER'S other employees performing similar work; and, c. is paid the salary as indicated in Exhibit A with appropriate payroll taxes withheld and reported; and, d. is provided Worker's Compensation Insurance coverage, pursuant to state law; and, e. is provided by EMPLOYER with safety instructions and equipment necessary for reasonable protection against injury and damage. CONTRACTOR shall maintain appropriate standards for health and safety in work and training situations. Where special clothing or equipment is provided to the EMPLOYER'S regular employees, EMPLOYER shall provide the same type of clothing or equipment to the Trainee performing similar work. 6. Employment of Trainee. The EMPLOYER shall employ the Trainee as a regular member of EMPLOYER'S work force. If EMPLOYER wants to continue to employ the Trainee upon the successful completion of the training period under this Agreement, said employment shall be subject to the same conditions of employment applied to EMPLOYER's other regular employees, including termination for unsatisfactory performance. 7. Patent. Copvri?hts and Riehts in Data. The EMPLOYER will disclose to the CITY any invention, written product, computer program developed or data assembled as a result of performance of work under this Agreement within seventy four (74) days of invention, development or assembly. The CITY, State of California, and U.S. Department of Labor will have the right to patent any invention and copyright any written product or computer program or data generated by EMPLOYER. Upon written request, EMPLOYER will transfer all pertinent information, specifications and right, title and interest to the designated agency. INVENTIONS, PATENTS AND COPYRIGHTS. A. Reporting Procedure. If any project produces patentable items, patent rights, processes, or inventions in the course of work under a U.S. Department of Labor (DOL) grant or agreement, the CONTRACTOR shall report the fact promptly and fully to the CITY. The CITY shall report the fact to the Grant Officer, at the DOL. Unless there is a prior agreement between the CITY and the DOL and its representative on these matters, the DOL shall determine whether to seek protection on the invention or discovery. The DOL and its representative shall determine how the rights in the invention or discovery, including rights under any patent issued thereon, will be allocated and administered in order to protect the public interest consistent with the "Governmental Patent Policy" (President's Memorandum for Heads of Executive Departments and Agencies, August 23, 1971, and Statement of Government Patent Policy). 2 B. Copyright Policy. S/20 I O 1 . Unless otherwise provided in the terms of the grant or agreement, when copyright-able material is developed in the course of or under a DOL Grant or agreement, the author and the CITY which developed the work is free to copyright material or to permit others to do so. The EMPLOYER and the Workforce Investment Board (WIB) shall have aroyalty-free, nonexclusive and irrevocable license to reproduce, publish, use and to authorize others to use all copyrighted material. 2. The DOL reserves aroyalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for Federal Government purposes: (a) The copyright in any work developed under any grant, sub-grant, or contract under a grant or subgrant; (b) Any right of copyright to which a grantee, sub grantee or a EMPLOYER purchases ownership with grant support; and (c) EMPLOYER shall comply with the requirements of 29 CFR Part 97.34. C. Rights to Data. The DOL and the CITY shall have unlimited rights to any data first procured or delivered under this Agreement. 9. Hold Harmless. The EMPLOYER shall indemnify, defend and hold harmless CITY, and its officers, agents and employees, from and. against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of CITY, and shall indemnify, defend and hold harmless CITY, and its officers, agents and employees, from any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not limited to, workers' compensation claims, resulting from or arising out of the negligent acts, errors or omissions of EMPLOYER, its employees, agents or subcontractors. 1 O. Insurance. The EMPLOYER shall obtain at its sole cost and file with the City of Santa Ana -Santa Ana W/O/R/K Center, upon execution of this Agreement, and maintain for the period covered by this Agreement, a policy or policies of commercial general liability insurance or a certificate of such insurance, satisfactory to the City Attorney of CITY, naming CITY, and its officers, agents and employees, as insured or additional insured (see attached Additional Insured Endorsement, Exhibit C), which provides coverage not less than that provided in the form of a comprehensive general liability insurance policy against liability for any and all claims and suits for damages or injuries to persons or property resulting from or arising out of operations of EMPLOYER, and its officers, agents, or employees. Said policy or policies of insurance shall provide coverage for both bodily .injury and property damage in no less than One Million Dollars ($1,000,000). Said policy or policies shall also contain a provision that no termination, cancellation or change of coverage or of insured or additional insured shall be effective until after thirty (30) days notice thereof has been given in writing to CITY. EMPLOYER shall give to CITY prompt and timely notice of claims made or suit instituted against said policy. EMPLOYER shall procure and maintain at its own costs and expense, any additional kinds and amounts of insurance which, in its own judgment, may be necessary for its proper protection. 11. Record Keeping. CITY, the State of California and the United States government and/or their representatives shall have access for purposes of monitoring, auditing and examining of EMPLOYER'S activities, performance, books, documents, papers, and records of EMPLOYER'S subcontractors, bookkeepers and accountants, and employees and participants related to this Agreement. Such agencies or representatives shall also schedule on-site monitoring in their discretion. Monitoring activities may also include, but are not limited to, questioning employees and participants and entering any premises or onto any site in which any of the services or activities funded hereunder are conducted or in which any of the records of EMPLOYER are kept. Nothing herein shall be construed to require access to any privileged or confidential information as set forth in federal or state law. 3 8/201 O In the event EMPLOYER does not make the above-referenced documents available within the City of Santa Ana, California, EMPLOYER agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. All accounting records and evidence pertaining to all costs of EMPLOYER and all documents related to this Agreement shall be kept available at the location where EMPLOYER conducted the program, as well as in the County of Orange, for the duration of this Agreement and thereafter for three (3) years after completion of an audit. Records which relate to (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement, or (b) costs and expenses of this Agreement to which CITY, the State of California or the United States Government take exception, shall be retained beyond the three (3) years until resolution of disposition of such appeals, litigation, claims, or exceptions. 12. Government Funding. This Agreement is valid and enforceable only if sufficient funds are made available to the State by the United States Government for the same Fiscal Year as for this Program. In addition, this Agreement is subject to any additional restrictions, limitations, or conditions enacted by Congress or any statute enacted by Congress which may affect the provision, terms or funding of this Agreement in any manner. 13. Payment Cap. Based on the size of EMPLOYER, CITY's OJT payments to EMPLOYER shall not exceed a maximum of fifty percent (50%) of the wages paid by EMPLOYER during the training period specified in Exhibit A. 14. Amendment of Agreement. No alteration or variation of the terms of this Agreement shall be valid and/or binding unless made in writing and signed by both parties. There are no oral understandings or agreements between the parties. 15. Breach/Sanctions. If, through any cause, EMPLOYER violates any of the terms and conditions of this Agreement, or if EMPLOYER reports inaccurately or if any Audit Report makes disallowances, EMPLOYER shall promptly remedy its acts or omissions and/or repay CITY all amounts due CITY as a result of EMPLOYER'S violation. For any such failures or violations, CITY shall also have the right at its sole discretion to either: (1) discontinue program support until such time as EMPLOYER fulfills its obligations or remedies all violations of this agreement or prior agreements; and/or (2) collect outstanding amounts as determined by CITY due CITY by offsetting or debiting from current claims or invoices, if after thirty (30) days' written notice EMPLOYER has failed to repay same or a repayment schedule has not been made; and/or (3) terminate this Agreement by giving written notice to EMPLOYER of such termination in accordance the notice provision in Paragraph XVIII herein below. 16. Termination. Either party may terminate this Agreement upon thirty (30) days prior written notice to the other party. However, the CITY may immediately terminate this Agreement at such time as funds are not made available to CITY through the United States Department of Labor or the State of California Employment Development Department for the purpose of carrying out this Agreement. 17. Independent Contractor. The EMPLOYER, and any agents and employees of the EMPLOYER, in the performance of this Agreement, shall act in an independent capacity as independent contractors and not as officers, employees, or agents of the CITY. This Agreement is not intended nor shall it be construed to create an employer-employee relationship between EMPLOYER and CITY, nor a joint venture relationship. The EMPLOYER shall not subcontract in the name of the CITY. 4 8/201 O 18. Equal Emnlovment Opportunities. The EMPLOYER warrants that it will comply with Title VI of the Civil Rights Act of 1964, and the requirements relating to equal employment opportunities set forth in Executive Order No. 11246, as amended by E.O. 11375 and supplemented by the requirements of 41 CFR Part 60. EMPLOYER will also comply with all applicable federal and state laws and regulations, and particularly those assurances and certifications set forth in Exhibit B attached hereto and by this reference incorporated herein. 19. Prohibitions. The EMPLOYER shall not use any of the training funds provided under this Agreement for political or sectarian activities. 20. Grievance Procedure. The EMPLOYER shall continue to operate, or shall establish and maintain a grievance or complaint handling procedure relevant to the terms and conditions of employment and the EMPLOYER's activities and programs, which shall meet at a minimum the requirements set forth in Section 101(31) of the Act and 663.700-71 O and regulations promulgated by the State 'or Federal Government. Employers that do not have a grievance or complaint handling procedure shall use the procedures prescribed by the CITY. 21. Guidelines. The CITY shall make the WIA applicable federal regulations and policy guidelines available to EMPLOYER at CITY - W/O/R/K Center, 1000 E. Santa Ana Blvd., Suite 200, Santa Ana, California 92701. The CITY shall also inform the EMPLOYER of changes in the WIA regulations or policy guidelines if such changes affect the operation of this Agreement. EMPLOYER shall comply with applicable terms from The American Recovery and Reinvestment Act of 2009 (the "Recovery Act") as set forth in Exhibit F attached hereto and incorporated herein by this reference. 22. Drug Free Workplace. The EMPLOYER agrees to provide adrug-free work place and to execute a certification as set forth in Exhibit D attached hereto and incorporated herein by this reference. 23. Notices. All notices, reports and correspondence between the parties hereto respecting this Agreement shall be in writing and deposited in the United States mail, postage prepaid, addressed as follows: CITY: City of Santa Ana -Santa Ana W/O/R/K Center 1000 E. Santa Ana Blvd., Suite 200 Santa Ana, CA 92701 Attention: WORK Center Director EMPLOYER: Willdan Homeland Solutions 240'1 E. Katella Ave. #220 Anaheim. CA 92806 5 8/20l O 24. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 29 CRF Parts 97.35 and 98.510. EMPLOYER must review and sign Exhibit E "Debarment", which is attached hereto and incorporated herein by this reference. 24. Merger. This Agreement, together with the attachments hereto, expresses the total understanding of the parties. There are no oral understandings of the parties or terms and conditions other than as stated herein. 25. Validity. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 26. 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. 6 S/201 O IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council CITY OF SANTA ANA ????? David N. Ream City Manager APPROVED AS TO FORM: Joseph W. Fletcher City Attorney !??? ` -_ By: Lisa Storck Assistant City Attorney RECOMMENDED FOR APPROVAL: r-- ?" Cynthia J. Nelso ,Deputy City Manager for Development Services EMPLOYER: Name: Victor R_ ies Title: President & CEO Tax ID#/SS#: 26-0099886 Federal 245-4326-6 State 7 Agreement # Exhibit A TRAINING PLAN I. GENERAL 1 . Name of OJT Employer: Willdan Homeland Solutions 2. Address of OJT Work-site: 2401 E. Katella Ave.. Suite 220. Anaheim. California 92806 3. Phone Number: 714-940-6300 4. Training Supervisor: Patty Magallanes 5. Name of OJT Trainee: Lan Nguyen 6. Enrollment Case Number of Trainee: 1012208 7. Proportion of trainees/employees: (at time Agreement entered into) a. Total number of employer's regular employees 30 b. Cumulative number of trainees currently in OJT O 1 II. OCCUPATION AND ON-THE-JOB TRAINING OUTLINE: 1 . Vendor #: 2. Occupation/Product or Service: Homeland Security Analyst I 3. Length of Time in Business: 6 years 4. ONET Code: 15-2031.00 SVP Level: 8.0 and above 5. Hourly Starting Wage: $33.75 Start Date: 09/13/2010 End Date: 12/10/2010 Hours: 520 or Days 65 or Weeks: 13 6. State and Federal Tax I.D.: State: 24543266 Federal: 26-0099886 7. Basic Work Week Hours: 40 1 8. Outline of On-the-Job Training Plan and Method of Assessment: ELEMENTS OF TRAINING HOURS OF TRAINING 1. Understanding the history, features and principles, and organizational structure of the Incident Command System, the National Incident Management System, Comprehensive Emergency Management, Integrated Emergency Management 130 System, and the National Response Framework during domestic incidents. Measurement Method: Q 8c A, tasK observation and inspection. Goal is to achieve rate of proficiency within first Month and a half of training. 2. Concept of continuity planning in the case of catastrophic events and basics of emergency management exercises, including the specifics of the Homeland 130 Security Exercise and Evaluation Program (HSEEP) and the National standard Exercise Curriculum (NSEC). Measurement Method: Q 8c A, tasK observation and inspection. Goal is to achieve rate of proficiency within subsequent three and a half months. 3. Coordinating and leading exercise development meetings within Federal, State and local clients. Assessing and implementing exercise requirements as 130 determined by the exercise planning committee. Monitoring and conducting exercise evaluations. Measurement Method: Q 8c A task observation and inspection. Goal is to achieve rate of proficiency within subsequent three and a half months. 4. Researching, analyzing exercise data, and reviewing current plans and procedures. Identifying and compiling information to prepare an After Action 130 Report (AAR) based on HSEEP models. Measurement Method: Q 8z A task observation and inspection. Goal is to achieve rate of proficiency within subsequent three and a half months. RATING LEVELS: Measurement method: how will it be determined if OJT participant acquired the skill? QBcA, observation, product review/inspection, etc. PROFICIENT MODERATE MARGINAL II. COST COMPUTATION Reimbursement rate: 50% of $33.75 oer hour Hourly Reimbursement: $16.875 Hours: 520 cost Per Trainee _ $8,775 III. Person(s) authorized Print Name P,-rT7 l,I AlG!ill Print Name to sign payment invoices i igna e Sgnat for EMPLOYER- O'??eJ! Title ,-?Il7 /d sC'Oi!°-P?b21/ls 1512. Title Date Exxisi?r s ASSURANCES A. The EMPLOYER assures that: 1. It will comply with the requirements of the Workforce Investment Act (WIA), the California Unemployment Insurance Code, as amended, and the regulations and policies promulgated thereunder. 2. No OJT participant displaces a regular employee nor shall an OJT participant fill a position of a person who has been laid off from the same or similar position. 3. No current employees are receiving unemployment insurance benefits as a result of layoffs or work reductions. 4. No person in the United States shall on the grounds of race, color, sex, religion, national origin, age, disability, sexual orientation, or marital status be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity for which the applicant receives federal financial assistance and will immediately take any measure necessary to effectuate this Agreement. 5. It will comply with provisions of the Hatch Act, if applicable, which limits the political activities of employees. 6. Individuals receiving training on the job shall be compensated by the EMPLOYER at such rate, including periodic increases, as may be deemed reasonable under regulations prescribed by the Secretary of Labor, but in no event at a rate less than that specified in Section 6 (a) (1) of the Fair Labor Standards Act of 1 938 or, if higher, under the applicable State or local minimum wage law. 7. Services and activities provided under this Agreement will be administered by or under the supervision of the EMPLOYER. 8. No relative by blood, adoption or marriage' of the EMPLOYER may be trained under this Agreement. 9. Appropriate standards for health and safety in work and training situations will be maintained. 1 O_ Conditions of employment or training are appropriate and reasonable with regard to the type of work, the geographical region, and the proficiency of the trainee. 11. Training will not be for any occupation which requires less than six weeks of training according to the Specific Vocational Preparation Table (SVP Code). 12. Training will, to the maximum extent practicable, be consistent with every individual's fullest capabilities and lead to employment possibilities. 13. The program will, to the maximum extent feasible, contribute to the occupational development or upward mobility of individual participants. 14. Training will be in accordance with the training plan, which plan incorporates documentation that must be completed by EMPLOYER before end of contract. i 15. EMPLOYER must use the "Dot and ?"`SVP code books to determine length of OJT period. The training time may not be longer than the SVP Code allows; however, contractors are encouraged to negotiate shorter training periods whenever applicable. 16. OJT trainees shall not number more than 40% of the EMPLOYERS work force. 17. All EMPLOYER training payments (reimbursements) must be exclusive of any and all EMPLOYER fringe benefits, paid holidays, paid sick days and overtime compensation. 18. The participating EMPLOYER must keep an accurate and up-to-date time sheet for the OJT trainee. 19. Payroll records, time and attendance records and job duties retained on file by the partici sting EMPLOYER for each OJT trainee are subject to review. 09/07/ 1 O Service Provider ignature Date Print First Name Thies Print Last Name Willdan Homeland Solutions Organization Name 2401 E. Katella Ave. #220: Anaheim CA 92806 Organization Address Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide adrug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; . (b) Establishing adrug-free awareness program to inform employees about - (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining adrug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. EXHIBIT D Pg. 2 (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain adrug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Dated: osio?i?o Program Operator EXHIBIT D DIVISION OF EMPLOYMENT SERVICES PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: Victor R Thies Name of Contractor: Willdan Homeland Solutions Contractor Number: Date: o9io?ii o The Contractor shall insert in the space provided below the site(s) expected to be used for the pertormance of work under the contract covered by the certification: Place of Pertormance (include street address, city, county, state, zip code for each site): Willdan Homeland Solutions 2401 E_ Katella Ave. #220 Anaheim. CA 92806 EXHIBIT D Exhibit E Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register (pages 19160-19211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION - Attached) (I) The prospective recipient of federal assistance funds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Victor R Thies. President and CEO Name and Title of Authorized Representative Signdt'ure v ? Date INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL) may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," " "participant," person,' primary covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. EXHIBIT F ARRA CONTRACT REQUIREMENTS 1 . The American Recovery and Reinvestment Act of 2009 (the "Recovery Act") includes provisions for WIA Adult and Dislocated Worker funds, WIA Youth funds including summer youth employment activities, and Wagner-Peyser Act funds for reemployment services. 2. EMPLOYER has experience in offering education, occupational development, business training, lay-off aversion and employment programs for the labor market participants in the City of Santa Ana ("said program"). 3. EMPLOYER is willing to operate said program pursuant to the Act and California law. 4. EMPLOYER agrees to provide benefits to individuals who participate in the activities and services funded by this Agreement ("participants") in accordance with the standards and requirements set forth in Workforce Investment Act of 1998, Public Law 105-220 and the American Recovery and Reinvestment Act of 2009 ("Recovery Act"). 5. EMPLOYER agrees to include prominent labels and tags in program announcements and literature that clearly distinguish them as "Recovery Act" programs. 6. EMPLOYER shall adhere to the Labor Standards described in the Act including Section 181 of the Act. 7. As a condition of this award of financial assistance under the Act to EMPLOYER from CITY, EMPLOYER assures, with respect to operation of all programs or activities funded with funds provided pursuant to the Act, and all agreements or arrangements to carry out such programs or activities, that it will comply fully with the nondiscrimination and equal opportunity provisions of the Act (Section 188); the Nontraditional Employment for Women Act of 1991; Title VI of the Civil Rights Act of 1964, as amended; section 504 of the Rehabilitation Act of 1973, as amended; the Age Discrimination Act of 1975, as amended; the Americans with Disabilities Act of 1990; and with all applicable requirements imposed by or pursuant to regulations implementing those laws, including, but not limited to, 29 CFR part 37. The United States, the State of California and CITY have the right to seek judicial enforcement of this assurance. 8. EMPLOYER agrees that no participant(s) shall commence training prior to completion of a specialized assessment that demonstrates an ability to benefit from program. 9. EMPLOYER agrees that no participant(s) shall commence training prior to the approval of funding pursuant to Section 123 of the Act. 10. EMPLOYER agrees to provide priority of services for veterans and eligible spouses pursuant to 20 CFR Part 1010 and the regulations implementing priority of service for veterans and eligible spouses in Department of Labor job training programs under the Jobs for Veterans Act published at 73 Fed. Reg. 78132 on December 19, 2008. 11. The parties hereto agree that EMPLOYER shall comply with all applicable federal and state laws and regulations, including, but not limited to the Performance Standards (Exhibit B) and general program requirements described in Sections 106 and 141 of the Act (29 USC Sections 1516 and 1551) and applicable regulations, the Recovery Act and the U.S. Department of Labor guidelines and regulations, including amendments or revisions made during the terms of this Agreement. Said applicable laws are hereby incorporated by reference and made as part of this Agreement as though fully set forth herein. 12. EMPLOYER also assures and certifies that: A. EMPLOYER shall comply with Title VII of the Civil Rights Act of 1964 (P.L. 83-354) and in accordance with Title VII of the Act, no person shall, on the grounds of race, color, religion, sex, age, handicap or national origin be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Agreement. B. EMPLOYER shall comply with any and all federal laws limiting the political activity of employees hired under this Agreement. C. EMPLOYER shall comply with the requirements that no program under the Act shall involve political activities. D. RECORD INSPECTION. EMPLOYER shall provide the U.S. Department of Labor and the Controller General, by and through any authorized representative, as well as the WIB Administrative Office, access to and the right to examine all records, books, papers or documents relating to the accounting and use of funds under this Agreement for a three-year period from and after the effective date of this Agreement. E. No person with responsibilities in the operation of any program under the Act shall discriminate with respect to any program participant or any application for participation in such program because of race, creed, color, national origin, sex, political affiliation or beliefs. F. EMPLOYER shall maintain appropriate standards for health and safety in work and training situations. G. EQUAL OPPORTUNITY. Any literature distributed by EMPLOYER for the purpose of apprising businesses, participants, or the general public of its programs under this Agreement shall state that its programs are supported by the City of Santa Ana and the Santa Ana Workforce Investment Board, and shall state that the program is an "equal opportunity employer/program" and that "auxiliary aids and services are available upon request to individuals with disabilities." H. Based on the population eligible to be served, or likely to be directly affected by the WIA program or activity, the services or information may need to be provided in a language other than English in order to allow such population to be effectively informed about or able to participate in the program or activity. Pursuant to 29 CFR 37.35, the EMPLOYER must take reasonable steps to provide services and information in appropriate languages after considering the scope of the program or activity, and the size and concentration of the population that needs services or information in a language other than English. 13. EMPLOYER certifies that all property, finished or unfinished documents, data, studies and reports prepared or purchased under this Agreement, will be disposed of in accordance with the direction of the CITY. In addition, any tools and/or equipment furnished to the EMPLOYER by the CITY and/or purchased by the EMPLOYER with funds pursuant to this Agreement, will be limited to use within the activities outlined in this agreement and will remain the property of the United States Government and/or CITY. Upon termination of this Agreement, EMPLOYER will immediately return such tools and/or equipment to the CITY or dispose of them in accordance with the direction of the CITY. 14. EMPLOYER certifies that this Agreement does not provide for the advancement or aid to any religious sect, church or creed, or sectarian purpose nor does it help to support or sustain any school, college, university, hospital or other institution controlled by any religious creed, church, or sectarian denomination, as specified by Article XVI, Section 5, of the Constitution of the State of California, regarding separation of church and state. 15. PATENT, COPYRIGHTS AND RIGHTS IN DATA. The EMPLOYER will disclose to the CITY any invention, written product, computer program developed or data assembled as a result of performance of work under this Agreement within seventy four (74) days of invention, development or assembly. The CITY, State of California, and U.S. Department of Labor will have the right to patent any invention and copyright any written product or computer program or data generated by EMPLOYER. Upon written request, EMPLOYER will transfer all pertinent information, specifications and right, title and interest to the designated agency. 16. INVENTIONS, PATENTS AND COPYRIGHTS. A. Reporting Procedure. If any project produces patentable items, patent rights, processes, or inventions in the course of work under a U.S. Department of Labor (DOL) grant or agreement, the EMPLOYER shall report the fact promptly and fully to the CITY. The CITY shall report the fact to the Grant Officer, at the DOL. Unless there is a prior agreement between the CITY and the DOL and its representative on these matters, the DOL shall determine whether to seek protection on the invention or discovery. The DOL and its representative shall determine how the rightsin the invention or discovery, including rights under any patent issued thereon, will be allocated and administered in order to protect the public interest consistent with the "Governmental Patent Policy" (President's Memorandum for Heads of Executive Departments and Agencies, August 23, 1971 , and Statement of Govenmment Patent Policy as printed in 36 FR 16889). B. Copyright Policy. 1. Unless otherwise provided in the terms of the grant or agreement, when copyright-able material is developed in the course of or under a DOL Grant or agreement, the author and the CITY which developed the work is free to copyright material or to permit others to do so. The EMPLOYER and the Workforce Investment Board (WIB) shall have aroyalty- free, nonexclusive and irrevocable license to reproduce, publish, use and to authorize others to use all copyrighted material. 2. The DOL reserves aroyalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for Federal Government purposes: (a) The copyright in any work developed under any grant, sub-grant, or contract under a grant or subgrant; (b) Any right of copyright to which a grantee, subgrantee or a EMPLOYER purchases ownership with grant support; and (c) EMPLOYER shall comply with the requirements of 29 CFR Part 97.34. C. Rights to Data. The DOL and the CITY shall have unlimited rights to any data first procured or delivered under this Agreement. 17. CLEAN AIR /CLEAN WATER ACT. If the grant hereunder exceeds $100,000, EMPLOYER must comply with Section 306 of the Clean Air Act [(42 USC 1875(h)]; Section 508 of the Clean Water Act (33 USC 1368); Executive Order 11738 and Environmental Protection Agency ("EPA") regulations (40 CFR Part 15) as any may now exist or be hereafter amended. Under these laws and regulations, the EMPLOYER assures that: (a) No facility to be utilized in the performance of the proposed grant has been listed on the EPA List of Violating Facilities; (b) It will notify CITY prior to award of the receipt of any communication from the Director, Office of Federal Activities, U.S. EPA, indicating that a facility to be utilized for the grant is under consideration to be listed on the EPA List of Violating Facilities; (c) It will notify the CITY and the EPA about any known violation of the above laws and regulations. C. EMPLOYER agrees to adhere to the following STANDARDS OF CONDUCT: 1. General Assurance. Every reasonable course of action will be taken by EMPLOYER in order to maintain the integrity of this expenditure of public funds and to avoid favoritism. This Agreement will be administered in an impartial manner, free from errors to gain personal, financial political gain. EMPLOYER, its officers and employees, in administering this Agreement, will avoid situations which give rise to a suggestion that any decision was influenced by prejudice, bias, special interest or desire for personal gain. 2. Employment of Former State or CITY Employees. EMPLOYER will ensure that any of its employees who were formerly employed by the State of California or CITY, in a position that could have enabled such individuals to impact policy regarding or implementation of programs covered by this Agreement, will not be assigned to any part or phase of the activities conducted pursuant to this Agreement for a period of not less than two years following the termination of such employment. 3. Conductine Business Involving Relatives. No relative by blood, adoption or marriage of any executive or employee of EMPLOYER will receive favorable treatment when considered for enrollment in programs provided by, or employment with, EMPLOYER. 4. Conducting Business Involvine Close personal Friends and Associates. Executives and employees of EMPLOYER will be particularly aware of the varying degrees of influence that can be exerted by personal friends and associates and, in administering this Agreement, will exercise due diligence to avoid situations which give rise to an assertion that favorable treatment is being granted to friends and associates. When it is in the public interest for EMPLOYER to conduct business with a friend or associate of an executive or employee of EMPLOYER, an elected official in the area or a voting or non-voting member of the Workforce Investment Board (WIB), a permanent record of the transaction will be retained. 5. Avoidance of Conflict of Economic Interest. No executive or employee of EMPLOYER, elected official in the area, or voting or non-voting member of a WIB, will solicit or accept money or any other consideration from a third person, for the performance of an act reimbursed in whole or part by EMPLOYER or CITY. Supplies, materials, equipment or services purchased with Agreement funds will be used solely for purposes asserted or allowed under this Agreement. No voting member ofthe WIB will cast a vote on the provision of services or vote on any matter which would provide direct financial benefit to that member or any business or organization which the member directly represents. 6. Salary and Bonus Limitations. All Subrecipients of WIA program funds are required to comply with federal requirements regarding the limitations on salary and bonus payments in accordance with Public Law 109-149, Section 7013. ACORO CERTIFICATE OF LIABILITY INSURANCE DATE (MM/OD/YY) ? 1 201 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Dealey, Renton Sr Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE P. O. Box 10550 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1 G,( Santa Ana CA 92 711-05 5 0 ? / [?fl i""1 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. _.- / / , ?l/ r7? lJ CJ -1 INSURERS AFFORDING COVERAGE INSUREb INSURER A: 7.'raVElerS Pro ert Ca sualt Co o£ Ameri Willdan Homeland Solutions 2 wsuRERe:Catlin 2nsurance Company. Snc_ 401 E. Katella Avenue, Ste. 220 _ Anaheim CA 92$06 INSURER C: INSURER D: INSURER E: COVEI2YG ES HE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE SNSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. OTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS ERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED HY THE POLICIES DESCRIBED HEREIN SS SUBJECT TO ALL THE ERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMSTS SHOWN MAY HAVE BEEN REDUCED BY. PAID CLAIMS. INSR TypE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS A GENERAL LIABILITY 630115$PO2O 11/9/2010 11/9/2011 EACH OCCURRENCE , 000 $1, 000 X COMMERCIAL GENERAL LIABILITY FIRE DAMAGE (Any one Fre) _ $1 O O O O O O CLAIMS MADE ? OCCUR MED EXP (Any one parson) $ 1 O O O O X ont tactual PERSONALSADV INJURY $1 000 QQQ X BFPD. XCU GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG $ 2 O O O O O O POLICY X PRO- LOC - A AUT OMOBILE LIABILITY 8 1 0 115 8 P 0 2 0 11 / 9/ 2 0 1 0 11 / 9/ 2 011 COMBINED SINGLE LIMIT (Ea accitlan[) g 1, O O O, O O O X ANY AUTO ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) $ HIRED AUTOS )RY D $ X NON-OWNED AUTOS TO FO M (Par acci ant APPR VED S PROPERTY DAMAGE $ (Per accitlanp GAR AGE LIABILITY RCK AUTO ONLY-EA ACCIDENT $ LISA E. STO ANY AUTO OTHER THAN EA ACC $ Assistant ity Attorney AUTO ONLY: AGG $ EXCESS LIABILITY l EACH OCCURRENCE $ OCCUR ? CLAIMS MADE , AGGREGATE $ DEDUCTIBLE RETENTION $ $ A WORKERS COMPENSATION AND UB 13 0 2 P 7 9 0 11 / 9 / 2 01 0 11 / 9 / 2 0 11 X We sTATU- oTH- EMPLOYERS' LIABILITY E.L. EACH ACCIDENT $1 OOO OOO E.L. DISEASE-EA EMPLOYEE $1 OOO OOO E.L. DISEASE -POLICY LIMIT $1 O O O O B OTHER AED977441111 11/9/2010 11/9/2011 Par Claim $1,000,000 Professional Liabilit Y Annual Aggregate $2,000,000 Claims Made DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS enaral Liability policy excludes claims arising out of the performance o£ professional services. Independent Contractors are included as respects to General Liability- e: Homeland security training andaxarcise program, JN 770050-1000-77010 City of Santa Ana, its officers, agents, olunteers, and employees are Additional Insured as respects General Liability as required by written contract. (HOMELAND SOLUTIONS) ?..CR 1 Ir II..N 1 C r1VLUCR AppIT10NAL INSURED; INSURER LETTER: lJA1VGCLLA I IVIV P m HOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED EFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER City Of Santa Ana SLL ENDEAVOR TO MASL 30 DAYS WRITTEN NOTICE TO THE Attn: Clerk O£ tYlE: City COUnCil ERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO 20 Civic Canter P13Za (M-30) HALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON Santa Ana CA 92702-1988 HE INSURER, STS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATI ACORD 255 (7/97) O ACORD CORPORATION 1968 ..... TRAVELERS J WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76(00) - 00'1 POLICY NUMBER: us1302P790 WAIVER OF OUR RIGHT TO RECOVER FROM OTHER_ S ENDORSEMENT CAL-IFORNiA (BLANKET WAIVER) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 3.00 % of the California workers' compensation premium otherwise due on such remuneration. Person or Organization ALL PERSONS OR ORGANIZATIONS THAT REQUIRES YOU TO OBTAIN EXECUTED THE CONTRACT BEFORE Schedule Job Description THAT ARE PARTIE TO A CONTRACT THIS AGREEMENT, PROVIDED YOU THE LOSS. APPRQV U A9 T© FORM ?L SA E. STORCK Assistant City Attorney ?/ DATE OF ISSUE:11/a/ZOio ST ASSIGN: cza onios COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. GENERAL DESCRIPTION OF COVERAGE -This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D_ EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS F. HIRED AUTO - LIMITED WORLDWIDE COVERAGE -INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE -GLASS H. HIRED AUTO PHYSICAL DAMAGE - LOSS OF USE -INCREASED LIMIT 1. PHYSICAL DAMAGE - TRANSPORTATION EXPENSES -INCREASED LIMIT J. PERSONAL EFFECTS K_ AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1 ., Who Is An Insured, of SECTION II - LIABILITY COV- ERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- C ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1 ., Who Is An Insured, of SECTION !1 -LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Liability Cover- age, but only for damages to which this insurance applies and only to the extent that person or or- ganization qualifies as an "insured" under the Who Is An Insured provision contained in Section 11. EMPLOYEE HIRED AUTO i. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II - LI- ABILITY COVERAGE: An "emplayee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. _ ?? .???`.?? AYR©.??p?/?..a?- CA T3 53 03 10 ©20?o The Travelers Indemnity Company. "-? qq-?pRCK Page 7 of 4 Includes copyrighted material of Insurance Services Office, Inc. t?$¢m?fesRSn PttOrney ??s-``start City J ) COMMERCIAL AUTO 2. The following replaces Paragraph b. in 6.5., within such country or jurisdiction, for Liability Other Insurance, of SECTION IV - BUSI- Coverage for any covered "auto" that you NESS AUTO CONDITIONS: lease, hire, rent or bon'ow without a driver for b. For Hired Auto Physical Damage Cover- a period of 30 days or less and that is not an age, the following are deemed to be cov- "auto" you lease, hire, rent or borrow from ered "autos" you own: any of your "employees", partners (if you are (1) Any covered "auto" you lease hire a partnership), members (if you are a limited , , liability company) or members of their house- rent or borrow; and holds. (2) Any covered "auto" hired or rented by " " (a) With respect to any claim made or "suit' your employee under a contract in " ' brought outside the United States of that individual employee s" name, America, the territories and possessions with your permission, while perform- of the United States of America, Puerto ing duties related to the conduct of Rico and Canada: your business. " " (1) You must arrange to defend the "in- However, any auto that is leased, hired, sured" against, and investigate or set- rented or borrowed with a driver is not a " " tie any such claim or "suit" and keep covered auto . us advised of all proceedings and ac- D. EMPLOYEES AS INSURED tions. The following is added to Paragraph A.1., Who Is (11) Neither you nor any other involved An Insured, of SECTION 11 - LIABILITY COV- "insured" will make any settlement ERAGE: without our consent. Any "employee" of yours is an "insured" while us- (III) We may, at our discretion, participate ing a covered "auto" you don't own, hire or borrow in defending the "insured" against, or in your business or your personal affairs. in the settlement of, any claim or E. SUPPLEMENTARY PAYMENTS - INCREASED "suit". LIMITS (iv) We will reimburse the "insured" for 1. The following replaces Paragraph A.2.a.(2), sums that the "insured" legally must " of SECTION 11 -LIABILITY COVERAGE: pay as damages because of bodily Injury" or "property damage" to which $3,000 for cost of bail bonds (in- (2) UP to this insurance applies, that the "in- cluding bonds for related traffic law viola- sured" pays with our consent, but tions) required because of an "accident" only up to the limit described in Para- we cover. We do not have to furnish graph C., Limit Of Insurance, of SEC- these bonds. TION 11 - LIABILITY COVERAGE. 2. The following replaces Paragraph A.2.a.(4), (v) We will reimburse the "insured" for of SECTION 11 - LIABILITY COVERAGE: the reasonable expenses incurred (4) All reasonable expenses incurred by the with our consent for your investiga- "insured" at our request, including actual tion of such claims and your defense loss of earnings up to $500 a day be- of the "insured" against any such cause of time off from work. "suit", but only up to and included F. HIRED AUTO - LIMITED WORLDWIDE COV- within the limit described in Para- graph Limit Of Insurance, of ERAGE - INDEMNITY BASIS SECTION N 13 - LIABILITY COVER- The following replaces Subparagraph (5) in Para- AGE, and not in addition to such limit. graph B.7., Policy Period, Coverage Territory, Our duty to make such payments of SECTION IV - BUSINESS AUTO CONDI- ends when we have used up the ap- TIONS: plicable limit of insurance in pay- (5) Anywhere in the world, except any country or ments for damages, settlements or jurisdiction while any trade sanction, em- defense expenses. bargo, or similar regulation imposed by the (b) This insurance is excess over any valid United States of America applies to and pro- and collectible other insurance available hibits the transaction of business with or ?© FARM AS 7110 Page 2 of 4 ® 2010 The Travelers Indemnity Cer++p_h CA 3 03 10 Includes copyrighted material of Insurance Services Office, Inc. will p ss K RC L{SA F_ g7O tant Gty Attorney i s Ass yes COMMERCIAL AUTO G H. to the "insured" whether primary, excess contingent or on any other basis. (c) This insurance is not a substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada. You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law_ Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance_ WAIVER OF DEDUCTIBLE -GLASS The following is added to Paragraph D., Deducti- ble, of SECTION 111 - PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. HIRED AUTO PHYSICAL DAMAGE -LOSS OF USE - lNCREASED LIMIT The following replaces the last sentence of Para- graph A.4.b., Loss Of Usa Expenses, of SEC- TION III -PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expanses for loss of use is $65 per day, to a maximum of $750 for any one "accident". PHYSICAL DAMAGE - TRANSPORTATION EXPENSES -INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION I11 - PHYSICAL DAMAGE COVER- AG E: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. J. PERSONAL EFFECTS The following is added to Paragraph A.4., Cover- age Extensions, of SECTION 111 - PHYSICAL DAMAGE COVERAGE: Personal Effects We will pay up to $400 for "loss" to wearing ap- pare) and other personal effects which are: (1) Owned by an "insured"; and (2) In or on your covered "auto". This coverage applies only in the event of a to#ai theft of your covered "auto". No deductibles apply to this Personal Effects coverage_ K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION 111 - PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.'I.b. and A.'I.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not in#entionaEly inflated. We wil! pay up to a maximum of $1,000 for any one "loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV -BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you area limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporatian or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss". ?pRpVE? ACg?T© FORM CA T3 53 03 10 m 20 to The Travelers Indemnity Company. (/ f ?-?oRCK Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. r?r??prE. S Attorney Assistant City ?? ?' COMMERCIAL AUTO M_ BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.S., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV - BUSINESS AUTO CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract signed and executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of operations contemplated by Page 4 of 4 such contract. The waiver applies only to the person or organization designated in such contract- N. UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Paragraph 6.2., Con- cealment, Misrepresentation, Or Fraud, of SECTION IV -BUSINESS AUTO CONDITIONS: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. How- ever this provision does not affect our right to col- lect additional premium or exercise our right of cancellation or non-renewal. TO FARM AppROVED AS ._ ST ORCK L\SA E- Attorne`/ C?tY psslstant ® 20'1 O The Travelers Indemnity Company- /'? CA T3 53 03 90 Includes copyrighted material of Insurance Services Office, Inc. with f[s permission. (? 9 COMMERCIAL GENERAL LIABILITY THfS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED -WRITTEN CONTRACTS (ARCHITECTS, ENGINEERS AN-D SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION I! -WHO IS plies only to such "bodily injury" or "property AN INSURED: damage" that occurs before the end of the pe- Any person or organization that you agree in a riod of time for which the "written contract re- ?? written contract requiring insurance" to include as quiring insurance" requires you to provide an additional insured on this Coverage Part, but: such coverage or the end of the policy period, wfiichever is earlier. a_ Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and 2. The following is added to Paragraph 4.a- of SEC- TION IV - COMMERCIAL GENERAL LIABILITY b. If, and only to the extent that, the injury or CONDITIONS: damage is caused by acts or omissions of you or your subcontractor in the performance The insurance provided to the additional insured of "your work" to which the "written contract is excess over any valid and collectible "other in- requiring insurance" applies. The person or surance", whether primary, excess, contingent or organization does not qualify as an additional on any other basis, that is available to the addi- insured with respect to the independent acts tional insured for a loss we cover. However, if you or omissions of such person or organization. specifically agree in the "written contract requiring insurance" that this insurance provided to the ad- insurance provided to such additional insured ditional insured under this Coverage Part must is limited as follows: apply on a basis or a primary primary and non- c. In the event that the Limits of Insurance of contributory basis, this insurance is primary to this Coverage Part shown in the Declarations "other insurance" available to the additional in- exceed the limits of liability required by the sured which covers that person or organization as "written contract requiring insurance", the in- a named insured for such lass, and we will not surance provided to the additional insured share with that "other insurance". But this insur- shail be limited to the limits of liability required ance provided to the additional insured still is ex- by that "written contract requiring insurance". cess over any valid and collectible "other insur- This endorsement shall not increase the limits ance", whether primary, excess, contingent or on of insurance described in Section 111 - Limits any other basis, that is available to the additional Of Insurance. insured when that person or organization is an d_ This insurance does not apply to the render- additional insured under any "other insurance". ing of or failure to render any "professional 3. The following is added to SECTION IV - COM- services" or construction management errors MERCIAL GENERAL LIABILITY CONDITIONS: or omissions- Duties Of An Additional Insured e. This insurance does not apply to "bodily in- As a condition of coverage provided to the addi- jury" or "property damage" caused by "your tional insured: work" and included in the "products- completed operations hazard" unless the a. The additional insured must give us written " "written contract requiring insurance" specifi- notice as soon as practicable of an occur- cally requires you to provide such coverage rence" or an offense which may result in a for that additional insured, and then the insur- claim. To the extent possibla?gU1 notice TO fr should include: c ance provided to the additional insured ap- A a pR Ap CG D4 14 04 08 ® 2008 The Travel SyOA tornevage 1 of 2 `SA E ers Companies, Inc. ` C nt psslsta COMMERCIAL GENERAL LIABILITY i_ How, when and where the "occurrence" or offense took place; ii. The names and addresses of any injured persons and witnesses; and iii. The nature and location of any injury or damage arising out of the "occurrence" or offense. b_ If a claim is made or "suit" is brought against the additional insured, the additional insured must: I. Immediately record the specifics of the claim ar "suit" and the date received; and ii. Notify us as soon as practicable. The additional insured must see to it that we receive written natice of the claim or "suit" as soon as practicable. c. The additional insured must immediately send us copies of all legal papers received in con- nection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and oth- erwise comply with all policy conditions. d. The additional insured must tender the de- fense and indemnity of any claim or "suit" to any provider of other insurance which would cover the additional insured for a loss we cover. However, this condition does not affect whether this insurance provided to the addi- tional insured is primary to that other insur- ance available to the additional insured which covers that person or organization as a named insured. 4. The following is added to the ?EFINITlONS Sec- tion: "Written contract requiring insurance" means that part of any written contract or agreement under wFiich you are required to include a person or or- ganization as an additional insured on this Cover- age Part, provided that the "bodily injury" and "property damage" occurs and the "personal in- jury" is caused by an offense committed: a. After the signing and execution of the contract or agreement by you; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. Page Z Of 2 ®2008 The Travelers Companies. Inc. ApYg©? F • S? ?RCKney LISA C\t`J Atto Asslstar?t '-' / ? C G D4 14 04 08 COMMERCIAL GENERAL LIABILITY POLICY NUMBER: 6301158P020 ISSUE DATE: 11/09/10 TIiIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. 1NANER OF TRANSFER dF RIGF-ITS dF RECdVERY RG?tNST OTHERS Td US This endorsement modifies insurance provided under the following: COMMERGkAL GENERAL LfAB1L1TY COVERAGE PART NAME OF PERSON OR ORGANFZA7iON SCFiEDU L6 BLANKET AS REQUIRED BY WRITTEN CONTRACT (If no entry appears above, information required to com as applicable to this endorsement) The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition {Section IV- COMMERCIAL GENEf2AL LIABILITY CONDITIONS) Is amended by the addition of the following: We waive any rlgimt of recovery we may have against the parson or organization shown in the Schedule above because of payments we make of injury or plete this endorsement wit{ be shown in the Declarations damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazards." This waiver applies only to the person or organisation shown in the Schedule above. R? STarFO AYpg?V£? A ? L?Sp` E-' S y?A to«ey amt C ?S?st ?1 f CG 24 04 40 93 Copyright, Insurance Services Office, inc., 1992 Page 1 of 1