Loading...
HomeMy WebLinkAbout25E - AGMT - TRAFFIC IMPACT STUDYREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 20, 2016 TITLE: AGREEMENT FOR ENVIRONMENTAL CONSULTING SERVICES WITH KOA CORPORATION TO PROVIDE A TRAFFIC IMPACT STUDY FOR THE METRO EAST MIXED USE OVERLAY DISTRICT EXPANSION PROJECT (STRATEGIC PLAN NO. 3,2 B; 5,3 A, B, C) {SURPLUS ALLOCATION FUNDING} C�fY MANAG RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: F.1:7 000=1W ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute the attached agreement with KOA Corporation ("KOA") for environmental consulting services to prepare a traffic impact study with an aggregate amount not to exceed $80,518.75 for a one-year term expiring on December 31, 2017, subject to non -substantive changes approved by the City Manager and City Attorney. Project in accordance with the Council approved Surplus Allocation Plan as of October 20, 2015. Department: Project: Category Total Funding: Planning and Building Metro East Zone Expansion Investment $100,000 BACKGROUND The City Council allocated $100,000 in funds to the Planning and Building Agency in Fiscal Year 2015-2016 for the purposes of procuring environmental consultants to prepare the required technical studies for the Metro East Mixed Use Overlay District expansion project. After conducting an Initial Study in-house, staff identified the need for three distinct technical studies to facilitate the expansion project: an air quality and greenhouse gas emissions study, a traffic impact study, and an innovative and phased parking solutions study. To ensure an equitable procurement process, staff issued three requests for proposals (RFPs) for each of the identified studies. On August 16, 2016, staff issued RFP No. 16-100 to procure a consultant to prepare a traffic impact study. Five (5) responses were received, and the City selected KOA Corporation as the recommended firm with which to enter an agreement based on relevant experience and competitive pricing. 25E-1 Agreement with KOA Corporation December 20, 2016 Page 2 DISCUSSION The City of Santa Ana requested proposals from planning and environmental consulting firms for preparation a traffic impact study required for the Metro East Mixed Use (MEMU) Overlay District expansion project, which will extend the MEMU designation westward along First Street to Grand Avenue. The scope of work includes any and all work efforts related to preparation of a traffic impact study for the expansion project, including analysis, preparation, community outreach and related compliance with CEQA. Expanding the MEMU Overlay District west along primarily First Street will affect up to 48 vacant, underdeveloped, or abandoned parcels (33.52 acres) currently developed with or entitled to allow a variety of commercial and residential land uses. The expansion of the MEMU overlay district designation to these properties would allow development of residential and/or mixed-use projects. The expansion project will also amend the MEMU document to update and refine existing development standards and allowable land uses within both the new and existing MEMU Overlay District areas. Expansion of the Metro East Overlay District is expected to produce up to 1,888 new residential units (3,776 residents), a maximum of approximately 2,835,000 square feet of new building area, which includes 944,500 square feet of non-residential square footage. The expansion project will create additional housing development opportunities that are consistent with opportunity sites identified in the City's 2014-2021 Housing Element. KOA is an experienced planning and engineering consulting firm in Southern California that has prepared technical studies for environmental documents for projects throughout the region, including traffic studies in Santa Ana required for the Transit Zoning Code environmental impact report, the Main and MacArthur environmental impact report, and the original MEMU Overlay District and addendum. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy B (update the City's Zoning Ordinance to be consistent with the updated General Plan and include equitable, innovative, business friendly zoning practices); Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods), Strategies A, B, and C (to increase opportunities for mixed-use residential projects, ensure compliance with the City's Housing Opportunity Ordinance, and provide that Santa Ana residents, employees, artists and veterans receive priority for affordable housing created under the City's Housing Opportunity Ordinance or with City funding to the extent allowed under state law). 25E-2 Agreement with KOA Corporation December 20, 2016 Page 2 FISCAL IMPACT Funds in the amount of $80,518.75 are available in FY 2016-17 PBA Council Special Project account (05016018-62300). Hassan HagL ani, ATcP Executive Director Planning and Building Agency SM:rb sm\RFCA — KOA Traffic 12-20-2016 Exhibit: 1. Consultant Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez az Executive Director YO Finance & Management Services Agency 25E-3 25E-4 CONSULTANT AGREEMENT THIS AGREEMENT is made and entered into this 20'h day of December 2016 by and between KOA Corporation (KOA) a California Corporation (hereinafter "Consultant'), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City`). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of environmental consulting services, City desires to have a traffic impact study performed for the Metro East Mixed Use Overlay District Expansion Project. 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: SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement for the preparation of an environmental document to analyze traffic impacts associated with the Metro East Mixed Use Overlay District Expansion project. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed Eighty Thousand Five Hundred and Eighteen Dollars and Seventy -Five Cents ($80,518.75) during the term of this Agreement. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2017. unless terminated earlier in accordance with Section 15, below. The Term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney, EXHIBIT 1 25E-5 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. 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 anyway in its use of the Documents and Data at anytime, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury; including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit C upon execution of this Agreement. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. 25E-6 C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The 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 25E-7 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. 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 minirnum 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 Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 25E-8 12. 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 communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 Copies to: Executive Director of Planning & Building Agency City of Santa Ana 20 Civic Center Plaza (M-20) P.O. Box 1988 Santa Ana, California 92702 Fax 714-647-5897 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-6515 Consultant: KOA Corporation Min Zhou, PE 2141 W. Orangewood Ave., Suite A Orange, CA 92868 Tel. (714) 573-0317 Fax. (714) 573 -9534 Email - mzhou@koacorp.com A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by 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. 13. 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 25E-9 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 are 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 completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement.. 16. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it Is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 0 25E-10 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 permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. 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. (Signature Page Follows} 7 25E-11 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 APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By:G- Lisa torck Assistant City Attorney RECOMMENDED FOR APPROVAL: Hassan Haghani, AICP Executive Director Planning & Building Agency 25E-12 CITY OF SANTA ANA DAVID CAVAZOS City Manager CONSULTANT Min Zhou, PE Vice President Tax ID# 95-4515908 EXHIBIT A SCOPE OF SERVICES The scope of services presented below is intended to meet the City of Santa Ana's requirements for the preparation of an environmental document to analyze traffic impacts associated with this Metro East Mixed Use Overlay District Expansion project. TASK I — INITIATION OF THE PROJECT KICK-OFF KOA senior staff will meet with City staff to discuss the project, study area, the proposed method of analysis, agency coordination, and other relevant considerations. We will verify our approach and any additional specific study requirements prior to any data collection. We will discuss potential traffic issues with City staff to identify any additional concerns and recommendations. Since we prepared the previous study, there is no need for us to spend a lot of time reviewing the relevant documents and understanding the project context. TASK 2 — STUDY AREA REFINEMENT A total of 32 study intersections are listed in the RFP, as demonstrated in the map below. However, three intersections are redundant, per the list in the RFP. Another 15 intersections are suggested to be chosen when the study area is refined. Up to 47 intersections may be chosen for the study, based on our initial investigation and the 50 -trip threshold measures. Most of the 15 extra intersections are supposed to be located west of Interstate 5, while some intersections could be located in the City of Tustin. Our budget assumes that a total of 47 intersections will be analyzed. In addition to intersection analysis, approximately 20 roadway segments will be chosen and analyzed by the KOA team, with the City's approval. 25E-13 TASK 3 _. DATA COLLECTION & FIELD REVIEW Traffic Data Peak weekday intersection turn movement counts will be compiled from existing and new count data for up to 47 roadway intersections. Intersection turn movement counts will be conducted from 7:00 a.m. to 9:00 a.m. and from 4:00 p.m. to 6:00 p.m. during weekday periods. We will check with the City and see whether any City -conducted counts and/or counts from other area traffic studies could be utilized for some study intersections. Weekday daily traffic counts will be conducted for 20 roadway segments. KOA will also conduct a comparison of traffic count data (the new 2016 traffic counts with the 2007 counts) to understand the traffic pattern/circulation changes and volume growth or decreases within the study area. Field Review KOA will review the roadway segments and intersections in the field to observe and inventory roadway geometries, existing traffic operations, base line width, striping patterns, and traffic. Signal timing and phasing information will be obtained from the City as well. Cumulative/Area Projects A list of cumulative/area projects will be compiled in the surrounding area, from both the City of Santa Ana and the City of Tustin. Trip distribution patterns for those cumulative projects will be provided by KOA for City staff's review and approval before assigning those cumulative projects to the roadway system. Land -use GIS Database KOA will provide a traffic analysis zone (TAZ) map to the City, for use in processing land use data. It is assumed that geographic information systems (GIS) files will be exchanged directly between KOA and the City for this purpose. Land use totals provided by the City, including residential unit totals and commercial/industrial square footage values, will be input into the traffic analysis and analyzed for incremental impacts of new development. Land use data for both existing land use intensities and planned intensities at buildout will be required from the City. Land use data will be used as the input for long range traffic volume forecasts through the traffic analysis model. Related Documents KOA will review relevant traffic and parking studies and documents containing traffic analysis conducted in the area. Other documents, such as the City's general plan updates and the recent downtown and central Santa Ana complete streets plans, will also be reviewed. TASK 4 — REPORT PREPARATION & DEFINITIONS KOA will prepare a traffic study report that will include the following (at a minimum): • Existing Conditions Intersections k Roadway Segments * Transit Service • Project Related Traffic Volumes Accident Data and Safety Evaluation Pedestrian and Bicycle Circulation Traffic Changes Based Upon Circulation System Improvements Trip Generation 10 25E-14 Trip Distribution and Roadway Assignment Ultimate Build -out Scenario, Using the Latest OCTA Traffic Model (OCTAM) to Produce a Long Range Condition Baseline • Traffic Impact Analysis * Existing Conditions (2016) Existing plus Project Conditions (2016) Opening year without Project Conditions Opening year with Project Conditions Future Project Design Year without Project Conditions * Future Project Design Year with Project Conditions Site Access and Circulation • Evaluation of Need of Additional On-site and/Off-site Traffic Controls Mitigation Measures for Intersections/Roadways with Levekof-Service Worse than a Value of °D" Compliance with CEQA Guidelines • Conclusions TASK S -- SUBMITTAL AND REVIEW OF REPORT The traffic study will be submitted to the City for review. Any proper or reasonable revisions will be incorporated into the traffic study in order to be fully responsive to the scope of services. Reasonable revisions include any corrections to the report within the general scope of work, but exclude any traffic data collection or analysis at any locations, except as specified in our proposal. TASK 6 —ATTENDANCE AT MEETINGS In addition to the kick-off meeting under Task I, KOA will attend these meetings: • Three progress meetings with City staff • One Planning Commission General Plan & Zoning Subcommittee Meeting or Study Session • One Planning Commission Hearing • One City Council Hearing 11 25E-15 FEE SCHEDULE (OR) RATES AND CHARGES KOA - FEE SCHEDULE 12 25E-16 ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective this endorsement form as a part of Policy # Issued to Named Insured Countersigned by Authorized Representative 13 25E-17 25E-18