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Home My WebLink AboutMVR - 2017(:\.'• I-7vt: ON FILL NSURANCr EXPIRES —0K OF COUNCIL CONSULTANT AGREEMENT N-2017-025 O; p)(VA [)AI .., WR 17 20 CITE' OF SANTA ANA 6*c1c 1 • THIS AGREEMENT is made and entered into this 14th day of March, 2017 by and between MVR Consulting ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a consultant to create a Timesheet Keeper Access Database for the City's Public Works Agency and update the existing database for requests for service. S. Consultant represents that it 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: l.. SCOPE OF SERVICES Consultant shall furnish the services that are described in E xhibit A to this Agreement. 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 A, The total sum to be expended under this Agreement shall not exceed $13,975. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall coixunence on the date stated above and continue through September 30, 2017, unless tenninated earlier in accordance with Section 14, below. The term of the Agreement may be extended by a writing executed by the City Manager and the City Attorney. 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 maimer 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. 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. Such insurance shall (a) naive the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. If driving or operating vehicles in connection with the services to be performed, 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. Workers' Compensation Insurance. In accordance with the California Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for workers' 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. d. 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. e. 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 Rill 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. 2 (iv) Consultant shall supply City with a fully executed additional insured endorsement, f. 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 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. 6. INDEMNIFICATION Consultant agrees to and shall indemnify, defend, 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 negligence or willful misconduct of the Consultant or its, 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. Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Consultant's indemnification obligations in this section shall survive expiration of this Agreement. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant. 7. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such infornnation 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 inforination 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 infonnation 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 an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with the performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified email, 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 With courtesy copies to: To Consultant: Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 MVR Consulting P.O. Box 236 Calimesa, CA 92320 Attn: Viii m -it Van Rooijen 4 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. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter therein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreernent 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. 12. 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. 13. WAIVER No waiver of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right, or remedy. No waiver of any breach, failure, right, or remedy shall be deemed a waiver of any other breach, failure, right, or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 14. 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, City 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. 5 b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 15. NONDISCRIMINATION 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 or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 16. 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. 17. 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. 18. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signattue herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: C` -/--i Maria D. T:Gzar 6 CITY OF SAN'T'A ANA Gerardo Mouet APPROVED AS TO FORM: SOMA It. CARVALHO City Attomey BY: .r- 3ohn . Funk - - Assis ant City Attomey ED �,o-r—,s Agency APPROVAL: CONSULTANT: Name: Title: ewAalL j SCOPE OF SERVICES Description Fee Develop Timesheet Keeper Access Database $9,925 Update existing Request for Service Database $2,625 Additional Programming and Training, as needed $1,425 Total $13,975 EXHIBIT A UTAT �l ConsuI t 1 n g P. 0. Box 236 Calimesa, CA 92320 Gell: (626) 379-1404 Office: (951) 845-4391 Vincent@mvrconsuiting.com DBEMC/58C February 23, 2017 William E. Galvez, City Engineer 20 Civic Center Plaza Santa Ana, CA 92701 Subject. Proposal for Timesheet Keeper Access Database Program Dear Mr. Galvez, We are pleased to submit the following proposal to create a Timesheet keeper ,Access Database program for the Santa Ana Public Works Agency (PWA), Below is an outline of the services to be provided, I. SCOPE OF SERVICES: 1. Develop ah Access database fortimesheet. keeplog which will. be used by PWA. 2. Different levels of access/perm 'isslons to the database will be established f.or employees, supervisors, principals, City Engin.eer, and the Director of the public Works, as well as accounting clerks. 3. The database program will.allow reports to be created for a timesheet, showing hours and cost spent on projects a nd activities, on a weekly, semi monthly, yearly, or user specified date range; 4. The program will provide for PWA to create summary repo is including, Labor Billing Report (labor hours, hourly rate, total.expenses and overhead) • Project Budget and Balance Total labor Hours 5.. As.progress is made on the program, updated versionsof the database will be sent to PWA for review to ensure the final product will be optimal. 6. Upon final delivery, training (for each level of access) will be given an how to use the database. 11. TIME OF COMPLETION: The above Scope of Services will be completed by May 15, 2017. IIL FEES; Programmer/Developer: Vincent van Rooijen BEE PWA Access Database Program Development for Timesheet Keeping, including Deslgn, Security, and creation of'Fables, Queries, Forms and Reports $6,1pp Trai_nirig for Staff/Users) $ 400 Katal Fee for' Basi Services $6,soo. ■ Additional Reports to be defined by City (approximately 5 @ $.400 per repori:) $2,000 H11g.h.1,evel Training for Supervlsars an.d .Report Customization. (approximately 15 hours) Total d' Addltiona.l Programming, Development, Updates and Services, as needed :ns�5 per Hour Consulting P, 0, Box 236 Calimesa, CA 92320 Phone: (951)845-4391 Celt: (626) 379»1404 Vincent@mvrconsulting, com b8VWSE/SBE February 23, 2017 William E. Galvez City Engineer i 20 Civic Center Plaza Sanaa Ana, CA 92701 Subject: Proposal for Request for Service (RFS) Database Update Dear Mr, Galvez, We are pleased to submit the following proposal to update the RFS Database program for the Santa Ana Public Works Agency (PWA). Below is an outllne of the services to be provided. I. SCOPE OF SERVICES: 1. Update kFS by adding two combo boxes to the database to determine who will be responsible for the RES, 2, Create interface that sends email to the respective employees for notification of the new RFS. 3. Add a button in Excel and have it export it Into RFS. 4, Add a combo box for parking permits by helghborhood, 5. Make search for RFS's. more user-friendly, F,g., utilize drop down menus -to search by District In the City,. Department, or other search criteria to be determined with PWA staff. 6; Upon final delivery, training will be given haw to use the updated database. 11. TIME OF COMPLETION: The above scope of services will be completed by May 15, 2017. ill. FEES: Peograrnrner/Developer: Vincent van Rooijen FEE ° Update RFS Database for PWA ■ Training for StaffUsers (approximately 15 hours $1,42! Total Fee for Base Services $2,625 Total $2,625 Additional Progia coming, Qeveloptent, Updates and Support Services, as needed 95 per Flour MVRCONS-02 GFIETSCH " DATEYYYY) .ft CERTIFICATE OF LIABILITY INSURANCE EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. � 3/12/201212017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License # 26480 CO TCT HUB International Mountain States Limited PHONE (AIC, Ne, Ex1): (208) 433-1000 Arc, No :(866) 898-4905 2600 Rose Hill, Suite 101 E-MAIL AD4REss PO Box 5815 Boise, ID 83705 10,000 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A; Sentinel Insurance Company, Ltd. _ _ 111000 INSURED INSURER B: MVR Consulting INSURER C: _ P.O. Box 236 IN ER D: Callmesa, CA 92320 I I INSURER E ; INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMHER: THIS IS TO CERTIFY THAT THE POLIC€ES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 1NSR ADDL SUER'. POLICY EFF 9 POLICY EXP '', TYPE OF INSURANCE 1NSp I WVD POLICY NUMBER p LIMITS A X COMMERCIAL GENERAL LIABILITY AUTHORIZED REPRESENTATIVE Santa Ana, CA 92702 EACH OCCURRENCE 2,000,000 CLAIMS -MADE X OCCUR X 348BMIJ6649 021221'2017 02/2212018 ' DAMAGE TO RENTED 1,ODD,OOD X131 MIB.iEa.szucurrslcP)---� —.. 00 X li Hired Auto & 10,000 _MED EXP (Any one person) -_ X Non -Owned Auto I I 2,000,000 PERSONAL &ADV INJURY $ GEN'LAGGREGATELIMITAPPLIESPER; - - — i GENERALAGOREGATE - $ 4,DOD,ODO X POLICY PZO- LOC J CT j ._... .. . 4,DOD,DDD PRODUCTS-.COMPIOPAGG__. S-,_____--____ OTHER: AUTOMOBILE LIABILITY I I ! i COMBINED SINGLE LIMIT ANY AUTO j BODILYINJURY(PeUersan) : $_---._.,,., ........._. OWNED ;� SCHEDULED —...- AUTOS ONLY _: AUTOS BODILY INJURY {Per accident , $ ._.. ._-. HIRED N�N-O NED If AUTOS ONLY A TOS ONLY -�Pe�acEcideAMAGE-- $ _ I $ UMBRELLA (-IAB —i OCCUR EACH OCCURRENCE S H EXCESS LIAe CLAIMS -MADE] , --- AGGREGATE DED RETENTEON$ WORKERS COMPENSATIONI AND EMPLOYERS' LIABILITY i PER : OTH- STAR TE.____I-EF2_......'',... YIN ANY PROPRIETORfPARTNERIEXECUTIVE E.L.NlA EACH ACCIDENT-_ oMyFMNEXCLUDED? O1(�MFaFnICdEatWrn E.L. DISEASE - EA EMPLOYEE - If yes, describe under DESCRIPTION OF OPERATIONS below' E,L. DISEASE - POLICY LIMIT', S DESCRIPTION OF OPERATIONS I LOCATIONS! VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) The City of Santa Ana, It's officers, employees, agents and representative are Additional Insureds with respects to General Liability when required by written contract per form SS0008, fVtEWCk BY: I UNiCE HE EPI (PG OF ) . . CERTIFICATE HOLDER CANCELLATION ACORD 25 (2016103) O 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City Cit of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Finance & Management Services Agency 20 Civic Center Plaza M-16 AUTHORIZED REPRESENTATIVE Santa Ana, CA 92702 ACORD 25 (2016103) O 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD BUSINESS LIABILITY COVERAGE FORK! P. OPTIONAL ADDITIONAL INSURED COVERAGES If listed or shown as applicable in the Declarations, one or more of the following Optional Additional Insured Coverages also apply. When any of these Optional Additional Insured Coverages apply, Paragraph 6. (Additional Insureds When Required by Written Contract, Written Agreement or Permit) of Section C., Who Is An Insured, does not apply to the person or organization shown in the Declarations. These coverages are subject to the terms and conditions applicable to Business Liability Coverage in this policy, except as provided below: 1. Additional Insured - Designated Person Or Organization WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing operations; or b. In connection with your premises owned by or rented to you. 2. Additional Insured - Managers Or Lessors Of Premises a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured - Designated Person Or Organization; but only with respect to liability arising out of the ownership, maintenance or use of that part of the premises leased to you and shown in the Declarations. b. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: (1) Any "occurrence" which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 3. Additional Insured - Grantor Of Franchise WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured - Grantor Of Franchise, but only with respect to their liability as grantor of franchise to you. 4. Additional Insured - Lessor Of teased Equipment a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured — Lessor of Leased Equipment, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). b. With respect to the insurance afforded to these additional Insureds, this insurance does not apply to any 'occurrence" which takes place after you cease to lease that equipment. 5. Additional Insured - Owners Or Other Interests From Whom Land Has Been Leased a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured — Owners Or Other Interests From Whom Land Has Been Leased, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land leased to you and shown in the Declarations. b. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: (1) Any 'occurrence" that takes place after you cease to lease that land; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 6. Additional Insured - State Or Political Subdivision -- Permits a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the state or political subdivision shown in the Declarations as an Additional Page 18 of 24 REV[EwEC3 BY_ EUNIC . Ew)m (P4 oF5) .. Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM Insured — State Or Political Subdivision - (e) Any failure to make such Permits, but only with respect to inspections, adjustments, tests or operations performed by you or on your servicing as the vendor has agreed behalf for which the state or political to make or normally undertakes to subdivision has issued a permit, make in the usual course of b. With respect to the insurance afforded to business, in connection with the these additional insureds, the following distribution or sale of the products; additional exclusions apply: (f) Demonstration, installation, This insurance does not apply to: servicing or repair operations, except such operations performed „ "" (1) "Bodily injury", property damage or at the vendor's premises in "personal and advertising injury" connection with the sale of the arising out of operations performed for product; the state or municipality; or (g) Products which, after distribution (2) "Bodily injury" or "property damage" or sale by you, have been labeled included in the "product -completed or relabeled or used as a operations" hazard. container, part or ingredient of any 7. Additional Insured —Vendors other thing or substance by or for a. WHO IS AN INSURED under Section C. is the vendor; or amended to include as an additional (h) "Bodily injury" or "property insured the person(s) or organization(s) damage" arising out of the sole (referred to below as vendor) shown in the negligence of the vendor for its Declarations as an Additional Insured - own acts or omissions or those of Vendor, but only with respect to "bodily its employees or anyone else injury," or "property damage" arising out of acting on its behalf. However, this "your products" which are distributed or exclusion does not apply to: sold in the regular course of the vendor's (i) The exceptions contained in business and only if this Coverage Part Subparagraphs (d) or (f); or provides coverage for "bodily injury'" or "property damage" included within the (ii) Such inspections, "products -completed operations hazard". adjustments, tests or servicing as the vendor has agreed to b. The insurance afforded to the vendor is make or normally undertakesto subject to the fallowing additional eXClU51an5: make In the Usual course of (1) This insurance does not apply to: business, in connection with (a) "Bodily injury" or "property the distribution or sale of the damage" for which the vendor is products. obligated to pay damages by (2) This insurance does not apply to any reason of the assumption of insured person or organization from liability in a contract or agreement. whom you have acquired such This exclusion does not apply to products, or any ingredient, part or liability for damages that the container, entering into, vendor would have in the absence accompanying or containing such of the contract or agreement; products. (b) Any express warranty S. Additional Insured —Controlling Interest unauthorized by you; WHO IS AN INSURED under Section C. is (o) Any physical or chemical change amended to include as an additional insured in the product made intentionally the person(s) or organization(s) shown in the by the vendor; Declarations as an Additional Insured -- (d) Repackaging, unless unpacked Controlling Interest, but only with respect to solely for the purpose of inspection, their liability arising out of: demonstration, testing, or the a. Their financial control of you; or substitution of parts under b. Premises they own, maintain or control instructions from the manufacturer, while you lease or occupy these premises. and then repackaged in the original container; lit Farm S5 00 08 04 05 ` I ( . � Page 19 of 24 RETIE d D 8Y: EUi�iBCE HEf. .. . P� p . ) BUSINESS LIABILITY COVERAGE FORM This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. 9. Additional Insured — Owners, Lessees Or Contractors — Scheduled Person Or Organization a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or organization(s) shown in the Declarations as an Additional Insured — Owner, Lessees Or Contractors, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the performance of your ongoing operations for the additional insured(s); or (2) In connection with "your work" performed for that additional insured and included within the "products - completed operations hazard", but only if this Coverage Part provides coverage for "bodily injury" or „property damage" included within the "products -completed operations hazard". b. With respect to the insurance afforded to these additional insureds, this insurance does not apply to "bodily injury" "property damage" or "personal an advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. 10. Additional Insured — Co -Owner Of Insured Promises WHO IS AN INSURED under Section C. is amended to include as an additional insured the person(s) or Organization(s) shown in the Declarations as an Additional Insured — Co - Owner Of Insured Premises, but only with respect to their liability as co-owner of the premises shown in the Declarations. The limits of insurance that apply to additional insureds are described in Section D. — Limits Of Insurance. Wow this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. — Liability And Medical Expenses General Conditions. G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 1 "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through: a. (1) Radio; (2) Television; (3) Billboard; (4) Magazine; (5) Newspaper; b. The Internet, but only that part of a web site that is about goods, products or services for the purposes of inducing the sale of goods, products or services; or c. Any other publication that is given widespread public distribution. However, "advertisement" does not include: a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network, 2. "Advertising idea" means any idea for an "advertisement". 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means a land motor vehicle, trailer or semi -trailer designed for travel on public roads, including any attached machinery or equipment. But "auto" does not include "mobile equipment". 5. "Bodily injury" means physical: a. Injury; b. Sickness; or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. 6. "Coverage territory" means: Wage 20 of 24 Form SS 00 06 04 05 FtEVIEFdtaECl BY: EUNICE HE X .(GOF WORKER.S'CONIPENSATION DECLARATION d A 1/6 jt�ereby affirm under penalty of perjury, the (Naaierrftle) following dedlaration: ��_42z2j4LZII I cortify on behalf of.. / -tant/ c)mr 24that during the term of my (Conw] Any Name contract for_. services wig the City of Santa Ana,l will not employ any person in any manner so as to become subject to the workers- competisation laws of Califoraia, and agree that if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions and provide proof of workers' compensation covcrage, DATE: 17 By. zz- Name- Title: Telephone: WARNING: FAILUR13 TO SEGURE WORKERS' COMPENSATTON COVEMACTE, IS UNLAWFUL, A NiD SHALL SUBJECT AN EMPLOYER TO CRIMINAL PFNAIXIES AND CIVIL FINES UP TO ONE T-WND1.M THOUSAND DOLLARS ($100,000). M ADDITION TO THE COST tali COMPENSKFION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR, CODE, INTEREST, AND ATTORNEY'S FEES. A A REVIEWED BY- E.U.NICEHER EDIA (p959F.5)