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HomeMy WebLinkAboutA7142 - MARTHA'S VILLAGE AND KITCHEN INC. CONTRACT ABSTRACT Contract Company Name: Martha's Village & Kitchen Company Contact: Linda Barrack, President & Chief Executive Officer Summary of Services: Homeless Wrap-Around Services Contract Price: $150,000 Funding Source: 001-1402-43240 Homeless Program —Social Services Contracts and Desert Heatlhcare Foundation Match Funds Contract Term: July 1, 2019—June 30, 2020 Contract Approvals City Council Approval Date: November 6, 2019 o - Agenda Item No./ Resolution Number: Item 1.P Agreement No: A7142 n o orn o= c-n .y T G Contract Administrations Lead Department: Community & Economic Development Contract Administrator: Dale. E. Cook, Jr., Community Development Administrator Jay Virata, Director of Community & Economic Development Contract Compliance Exhibits: Yes Signatures: Yes Insurance: N/A Bonds: N/A Contract prepared by: Jay Virata ad! Submitted on: December 5, 20196 By: Annie Rodriquez, Housing Program Assistan FIRST AMENDMENT TO CONTRACT SERVICES AGREEMENT For Homelessness Wrap-Around Services (Martha's Village & Kitchen, Inc.) THIS FIRST AMENDMENT TO CONTRACT SERVICES AGREEMENT ("Amendment") is made by and between Martha's Village & Kitchen, Inc., "Contactor" and CITY OF PALM SPRINGS, a California charter city and a municipal corporation ("City"), effective July 1, 2019, and amends that certain Contract Services Agreement dated as of June 14, 2018, by and between Contractor and City ("Agreement'). All terms defined in the Agreement shall have the same meaning when used herein. RECITALS A. Contractor has agreed to provide to City and City has agreed to purchase from Contractor the Services which are the subject of the Agreement. B. Contractor and City now mutually desire to amend the Agreement as set forth below. NOW THEREFORE, in consideration of the mutual covenants set forth herein and for other good and valuable consideration, the receipt_and sufficiency of which is hereby acknowledged. Contractor and City mutually agree to amend the Agreement as follows: AGREEMENT 1. Section 3.1 of the Agreement shall be replaced in its entirety and amended to read asfollows: 3.1 Compensation of Contractor. For the services rendered, pursuant to this Agreement, Contractor shall be compensated in accordance with the "Schedule of Costs" attached hereto as Exhibit "A" and incorporated herein by reference, but not exceeding One Hundred Fifty Thousand Dollars ($150,000) ("Contract Sum") for services in any given fiscal year commencing on July 1, 2019. 2. Exhibit A, Schedule of Costs attached hereto and incorporated herein, is hereby restated and replaced. 3. Except as expressly provided herein, all other terms and conditions of the Agreement shall remain in full force and effect. [End — Signatures on Next Page] IN WITNESS WHEREOF, Contractor and City have executed this Amendment as of the date first written above. "CITY" City of Palm Springs Date: 7B7y: David H. Ready, PhD City Manager APPROVED AS TO FORM: ATTEST c B By: BffIAgerjo0" n ony Meji City Attorney City Clerk "CONTRACTOR" Martha's Village & Kitchen, Inc. Date: — 3 —�o�9 By: 1291ida Barrack President and Chief Executive Officer Date: — 3— z� /SZ� z Henry BurpMCKW Board esident APPROVED BY CITY COUNCIL EXHIBIT A Schedule of Costs EXHIBIT "A" CONTRACTOR'S SCOPE OF SERVICES/WORK Services to be provided shall include, but not limited to • Case manager and an employment specialist; • Assist individuals to obtain permanent housing and supportive housing; • Assist individuals with securing health,disability,social security and other benefits; • Computer skills, internet searches for employment, completing on-line employment applications, and interview techniques; • Employment assessment - Determine an individual's strengths and weaknesses; • Basic First Aid=some employers require basic first aid; and/or • Food Handlers Certificate—Required for food handler jobs.. Schedule of Costs Personnel— 1.0 FTE Case Manager 1.50 FTE Employment Specialist- .20 FTE Program Manager /Case Manager - .20 FTE Senior Program Manager-20 FTE Reporting Specialist,,, $85,474 Rent— $700 monthly all utilities included plus $700 deposit - $400 deep cleaning:_:.. Phone— Two Lines . . . :: .: $9,500 $1,500 Internet— For staff and client connection-Monthly"fee and install•-r_:,_, ;:,•:; ,,,•$1,500 Travel— Staff—Mileage&Van/Client-.Bus Passes, Uber, etc.., $15,119 Advertising.................::.:..:.....ii:. - $500 ._........_ ..... .. _......,. Bldg& Equipment Maintenanca/Repair,,,_... W _ $700 Office Supplies........... $3,400 ....._._......._ ....oa .... ... _.. Client Supplies(Birth Certs, Licenses,Certifications, IDs, Uniforms,etc.) _•__ �•. $4,500 Insurance ........................._...... ............... ;.. _...._...:.........—::.... ........,... ». :....... Computers . Printers....................................... 5600 Office Furnishings — Case Management"- Desk, chairs, meeting table, printer stand,etc..................... $2,500 Miscellaneous ._...... $1,500 Sub-Total __:......... ... ..._ ............,...... - $133,193 Admin 9.925%—All eligible activities-Accounting,HR, Payroll, etc...... $13,219 Total $ 1�.ry 12 Revised:1131118 ' T0599:1 AC o® CERTIFICATE OF LIABILITY INSURANCE °AT7`MW°° ""' 12/03/2019 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 ad endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Cynthia Quevedc NAME: y Garda Insurance Inc PHONE (760)320-1111 FAX Eat: AIC,No: (760)320-1115 AIC No 2099 1-Tahquitz Canyon Way EdMIL ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC4 Palm Springs CA 92262 INSURERA: Wa5C0 Insurance ) INSURED INSURER B: Cypress Insurance Martha's Village&Kitchen;Inc. I INSURER C: 83791 Date Avenue INSURER D: INSURERS: India CA 92201 INSURER F: COVERAGES CERTIFICATE NUMBER: CL1931606103 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TOALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR UCY TYPE OF INSURANCE INSD MO POUCYNUMBER AbUBR IWDD�nYYY MNVDD P LIMITS COMMERCIAL GENERALIJABIUTY EACH OCCURRENCE S 1.000.000 CLAIMS-MADE cc N OCCUR PREMISES Eeeuaence $ 100,000 Liquor Liability MEDEXP(Anyoropersoal $ 5,000 A Y Y WPP159749201 03/03/2019 03/0312020 PERSONAL&ADVINJURY S 1,000.000 GENLAGGREGATE UMITAPPUES PER 3,000,000 GENERALAGGREGATE S POLICY JECa LOG PRODUCTS-COMP/OPAGG S 3,000,000 OTHER: Professional Liability S 1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE UNIT y Ea ac,deni ANYAUTO BODILY INJURY(Per percent $ 1,000,000 y{ IOWNED SCHE�U ED WPPI59749201 03/03/20ig 03/03/2020 BODILY INJURY(Par mddent) S AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY PeraccIdent Medical,payments S 5.000 UMBRELLA LIAB OCCUR EACH OCCURRENCE S 5,000,000 A EXCESS LIA0 CLAIMS-MADE VVPPI59749201 03/03/2019 03/03/2020 AGGREGATE S DED I I RETENTION S I S WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LJABIUTY Y/N STATUTE ER ANY PROPRIETORlPARTNERIIXECUTIVE E.L.EACHACCIOENT S 1,000,000 B OFFICERIMEMBER EXCLUDED? NIA Y MAWCO24183 03/03/2019 03103/2020 (Mandatory In NHl EL DISEASE-EA EMPLOYEE I S 1,000,DDO If yes,desW a unas, DESCRIPTION OF OPERATIONS Was EL DISEASE-POLICY UMIT S 1.000,C00 Each Claim $1,000.000 A Directors and Officers SMLIS41980 02 03/0312019 03/03/2020 Retention $10.000 DESCRIPTION OF OPERATIONS I LOCATIONS IVEHICLES (ACORD101,Addigonal Remarks Schadula,may be attached It more apace is required) I The City of Palm Springs,ifs officials,employees,and agents are named as additional insureds.This insurance is primary and non-contributory.Waiver of submgaton applies. '10 day notice of cancellation may be issued for nonpayment of premium. i I i CERTIFICATE HOLDER CANCELLATION I SHOULDANYOF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Palm Springs ACCORDANCE WITH THE POLICY PROVISIONS. 3200 E.Tahqulfz Canyon Way AUTHORIZED REPRESENTATIVE Palm Springs CA 92262 ©1988.2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks ofACORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY GENERAL LIABILITY ENHANCEMENT: NONPROFIT This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM It Is understood and agreed that the following extensions only apply In the event that no other specific coverage for i the Indicated loss exposure Is provided under this policy. If such specific coverage applies, the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on i this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages,consult the policy contract wording. Coverage Applicable Limit of Insurance Page# Extended Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $100,000 limit 2 Non-Owned Watercraft Less than 58 feet 2 Dame a to Property You Own Rent,or occupy 9 P Y $50,000limit 2 Damage to Premises Rented to You $1,000,000 2 HIPAA Clarification 3 Medical Payments $20,000 4 Medical Payments—Extended Reporting Period 3 year 4 Athletic Activities Amended 4 Supplementary Payments—Ball Bonds $10,000 4• Supplementary Payment—Loss of Earnings $1,500 per day 4 Employee Indemnification Defense Coverage $25,000 4 Key and Lack Replacement—Janitorial Services Client Coverage $20,000limit 4 Additionallnsured—Newly Acquired Time Period Amended 5 Additional Insured—Medical Directors and Administrators Included 5 Additional Insured—Managers and Supervisors (with Fellow Included 5 Employee Coverage) Additional Insured—Broadened Named Insured Included 5. Additional Insured—Funding Source Included 6 Additional Insured—Home Care Providers Included 6 Additional Insured—Managers, Landlords, or Lessors of Premises Included 6 Additionallnsured-Lessor of Leased Equipment Included 6 Additional Insured—Grantors of Permits Included 6 Additionallnsured—Vendor Included 6 Additionallnsured—Franchisor Included 7 Additional Insured—As Required by Contract Included 7 Additionallnsured—Owners, Lessees,or Contractors Included 7 Additional Insured—State or Political Subdivisions Included 7 Additional Insured—Trustees, Officials, Members of the Board of Included 8 Governors, Rabbi,Clergymen or Deacons Duties In the Event of Occurrence, Claim or Suit Included 8 GL990252 0717 Includes Copyrighted Material of the Insurance Services Ogice,Inc. Page 1 of 9 Used with permission Unintentional Failure to Disclose Hazards Included 8 Transfer of Rights of Recovery Against Others To Us. Clarification 8 Liberalization Included 8 Bodily Injury—includes Mental Anguish Included 8 Personal and Advertising Injury—includes Abuse of Process, Included 9 Discrimination Aggregate Limit Per Location Included 9 I A. Extended Property Damage i l Section 1—Coverages,Coverage A Bodily Injury and Property Damage Llability,Subsection 2.Exclusions, Paragraph a.Is deleted In its entirety and replaced by the following: I a. Expected or Intended Injury "Bodily injury" or property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily Injury' or"property damage" resulting from the use of reasonable force to protect persons or property, B. Limited Rental Lease Agreement Contractual Liability Section I—Coverages,Coverage A Bodily Injury and Property Damage Liability,Subsection 2.Exclusions, Paragraph b. Contractual Liability is amended to include the following: (3) Based on the named Insured's request at the time of claim,we agree to indemnify the named insured for their liability assumed Ina contractor agreement regarding the rental or lease of a premises on behalf of their client, up to $10o,00o. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. C. Non-Owned Watercraft Section I—Coverages, Coverage A Bodily Injury and Property Damage Liability,Subsection 2.Exclusions, Paragraph g. (2)is deleted in Its entirety and replaced by the following: (2) A watercraft you do not own that Is: (a) Less than 58 feet long;and (b) Not being used to carry persons or property for a charge•, This provision applies to any person, who with'your consent, either uses or is responsible for the use of a watercraft.This insurance Is excess over any other valid and collectible insurance available to the Insured whether primary,excess or contingent. D. Damage to Property You Own, Rent or Occupy Section 1—Coverages,Coverage A Bodily Injury and Property Damage Liability,Subsection 2.Exclusions, Paragraph j.Damage to Property, Item(1)is deleted in its entirety and replaced with the following: (1) Property you own,rent, or occupy,Including any costs or expenses incurred by you,or any other person, organization or entity,for repair,replacement,enhancement,restoration or maintenance of such property for any reason, including prevention of Injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a$50,000 limit.A client is defined as a person under your direct care and supervision. E. Damage to Premises Rented to You 1. If damage by fire to premises rented to you Is not otherwise excluded from this Coverage Part,the ward"fire" Is changed to "fire, lightning, explosion, smoke, or leakage from automatic fire protective systems"where it appears In: a. The last paragraph of Section I — Coverages, Coverage A Bodily Injury and Property Damage Llability, Subsection 2.Exclusions; is deleted in Its entirety and replaced by the following: I i GL990252 0717 Includes Copyrighted Material of the Insurance Services Office,Inc. Page 2 of 9 I Used with permission Exclusions c,through n.do not apply to damage by fire,lightning,explosion,smoke,or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with .permission of the owner. A separate limit of Insurance applies to this coverage as described in Section 111--Limits of Insurance. b. Section III—Limits of Insurance, Paragraph S. is deleted in its entirety and replaced by the following: Subject to Paragraph 5, above, the Damage To Premises Rented To You Limit Is the most we will es ecause of e rented to You, u,oerIn the case of damage A for e by fire,lightning, explosion smoke or leaka anyone ge from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. 1 c. Section V—Definitions, Paragraph 9.a.,Is deleted in its entirety and replaced by the following: A contract for a tease of premises. However,that portion of the contract for a lease of premises that ' indemnifies any person or organization for damage by fire, lightning explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temp You with permission of the owner is not an 'Insured contract"; orarily occupied by 2. Section IV— Commercial General Liability Conditions, Subsection 4. Other Insurance, Paragraph b. Excess Insurance, (1) (a) (li) Is deleted In Its entirety and replaced by the following: That is insurance for fire, lightning, explosion,smoke,or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner; 3. The Damage To Premises Rented To You Limit Section of the Declarations Is amended to the greater of: a) $1,000,000;or b) The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event,whether such damage results from fire, lightning, explosion, smoke, or leaks from automatic fire protective systems or any combination thereof. F. HIPAA Section 1—Coverages, Coverage A Bodily Injury and Property Damage Liability,is amended as follows: 1. Paragraph 1.Insuring Agreement is amended to include the following: We will pay those sums that the Insured becomes legally obligated to pay as damages because of a vielation(s)"of the Health Insurance Portability and Accountability Act(HIPAA). We have the right and the duty to defend the Insured against any "suit," "Investigation,° or "civil proceeding" seeking these damages. However, we will have no duty to defend the Insured against any"suit" seeking damages, "investigation,"or"civil proceeding"to which this Insurance does not apply. 2. Paragraph 2.Exclusions Is amended to Include the following additional exclusions: This insurance does not apply to: a) Iritentlonal,Willful, or Deliberate Violations Any willful, Intentional,or deliberate"Vlolation(s)"by any Insured, b) Criminal Acts Any'violation"which results In any criminal penalties under the HIPAA. c) Other Remedies Any remedy other than monetary damages for penalties assessed. d) Compliance Reviews or Audits Any compliance reviews by the Department of Health and Human Services. � I GL9902520717 Includes Copyrighted Material of the insurance Services Office, Inc, i Used with permission Page 3 of 9 r I '3. Section V-Definitions is amended to Include the following additional definitions: a. "Civil proceeding"means an action by the Department of Health and Human Services(HHS)arising out of"vlolations." b. "Investigation" means an examination of an actual or alleged "violation(s)" by HHS. However, "Investigation"does not include a Compliance Review. c. "Violation"means the actual or alleged failure to comply with the regulations Included in the HIPAA. G. Medical Payments—Limit Increased to$20,000,Extended Reporting Period If Coverage C—Medical Payments Is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit Is changed subject to all of the terms of Section III—Limits of Insurance to the greater of: a. $20,000;or b. The Medical Expense Limit shown in the Declarations of this Coverage Part 2. Section I—Coverage, Coverage C Medical Payments, Subsection 1. Insuring Agreement,a.(3)(b) Is deleted in its entirety and replaced by the following: b) The expenses are incurred and reported to us within three years of the date of the Accident. H. Athletic Activities Section 1 — Coverage, Coverage C Medical Payments, Subsection 2. Exclusions, Paragraph e. Athletic Activities Is deleted In Its entirety and replaced with the following: e. Athletic Activities To a person Injured while taking part In athletics. I. Supplementary Payments Section I—Coverages, Supplementary Payments—Coverage A and Bare amended as follows: 1.b.is deleted in its entirety and replaced by the following: 1.b. Up to$10,000 for cost of ball bands required because of accidents or traffic law Violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies.We do not have to furnish these. 1.d,is deleted in its entirety and replaced by the following: 1.d. Ali reasonable expenses Incurred by the insured at our request to assist us in the Investigation or defense of the claim or"suit", Including actual loss of earnings up to $1,500 a day because of time off from work. J. Employee Indemnification Defense Coverage Section 1—Coverages, Supplementary Payments—Coverage A and B the following is added: We will pay, on your behalf, defense costs incurred by an "employee"in a criminal proceeding occurring in the course of employment. The most we will pay for any"employee"who Is alleged to be directly involved in a criminal proceeding is $25,000 regardless of the numbers of"employees; claims or "suits" brought or persons or organizations making claims or bringing"suits. K. Key and Lock Replacement—Janitorial Services Client Coverage i Section I—Coverages,Supplementary Payments—Coverage A and B is amended to Include the following: We will pay for the cost to replace keys and locks at the"clients"premises due to theft or other loss to keys entrusted to you by your"client;up to a$10,000 limit per occurrence and$20,000 policy aggregate. ; i GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 4 of 9 j Used with permission j j 1 We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners,members,officers,"employees","managers",directors,trustees, authorized representatives co anyone to wham ersyou entrust the keys of a "client" for any purpose commit, whether acting alone or in collusion with other persons. The following, when used on this coverage, are defined as follows: a. "Client" means an individual, company or organization with whom you have a written contractor work order for your services for a described premises and have billed for your services. b. "Employee"means: (1) Any natural person: (a) While In your service or for 30 days after termination of service; (b) Who you compensate directly by salary,wages or commissions;and (0) Who you have the right to direct and control while performing services for you;or ' (2) Any natural person who is furnished temporarily to you: (a) To substitute for a permanent"employee"as defined in Paragraph (1) above, who Is on leave; or (b) To meet seasonal or short-term workload conditions; while that person Is subject to your direction and control and performing services for you. (3) "Employee"does not mean: (a) Any agent, broker, person leased to you by a labor leasing firm, factor, commission merchant, consignee, Independent contractor or representative of the same general character,or (b) Any"manager,"director or trustee except while performing acts coming within the scope of the usual duties of an"employee." c. "Manager"means a person serving in a directorial capacity for a limited liability company. L. Additional Insureds Section It—Who Is An Insured is amended as follows: 1. If coverage for newly acquired or forted organizations Is not otherwise excluded from this Coverage Part, Paragraph 3,a, is deleted In it's entirely and replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 2. Each of the following is also an Insured: a. Medical Directors and Administrators — Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not Include the . furnishing or(allure to furnish professional services of any physician or psychiatrist in the treatment of a patient. b. Managers and Supervisors—Your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. Managers and supervisors who are your"employees' are also insureds for"bodily injury'to a co-"employee"while In the course of his or her employment by you or performing duties related to the conduct of your business. This provision does not change Item 2.a. (1)(a)of form CG 00 01 as it applies to managers of a limited j liablllty .cornpany. c. Broadened Named Insured—Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part, However, coverage does not apply to any organization or subsidiary not named In the Declarations as Named Insured, If they are also-insured under another similar policy, but for its termination or the exhaustion of Its limits of insurance, ' GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. f Used with Permission Page 5 of 9 i i d. Funding Source—Any person or organization with respect to their liability arising out of: (1) Their financial control of you;or (2) Premises they own,maintain or control while you lease or occupy these premises This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Horne Care Providers —At the first Named Insured's option, any person or organization under your direct supervision and control while providing for your private home respite or foster home care.for the developmentally disabled. I f. Managers, Landlords, or Lessors of Premises — Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: I 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 that person or organization. 9. Lessor of Leased Equipment—Automatic Status When Required in Lease Agreement With You— Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization Is to be added as an additional Insured on your policy. Such person or organization Is an Insured 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 or organization. A person's or organization's status as an additional Insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the Insurance afforded to these additional insureds,this insurance does not apply to any occurrence"which takes place after the equipment lease expires. h. Grantors of Permits—Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards.for which the state or political subdivision has,issued a permit in connection with the premises you own,rant or control and to which this Insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings,sidewalk vaults,street banners or decorations and similar exposures; (b) The construction, erection, or removal of elevators;or (c) The ownership, maintenance,or use of any elevators covered by this Insurance. 1. Vendors—Only with respect to"bodily Injury°or"property damage"arising out of'your products"which are distributed or sold In the regular course of the vendor's business, subject to the following additional exclusions: (1) The insurance afforded the vendor does not apply to: (a) °Bodily Injury"or"property damage"for which the vendor is obligated to pay damages by reason of the assumption of liability Ina contractor agreement.This exclusion does not apply to liability for damages that the vendor would have In the absence of the contractor agreement; (b) Any express warranty unauthorized by you: (c) Any physical or chemical change in the product made Intentionally by the vendor; . I GL990252 0717 Includes Copyrighted Material of the Insurance Services office, Inc. Page 6 of 9 Used with permission i i (d) Repackaging,exceptwhen unpacked solelyforthe purpose of inspection, demonstration,testing, or the substitution of parts under Instructions from the manufacturer,and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products. (f) Demonstration, installation,servicing or repair operations,except'such operations performed at the vendor's premises in connecticn.with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container,part or ingredient of any other thing or substance by or for the vendor;or (h) "Bodily injury"or"property damage"arising out of the sole negligence of the vendor for its own acts or omissions or those of Its employees or anyone else acting on its behalf. However, this exclusion does not apply to: i r The exception contained In Sub-paragraphs(d).or(f);or (11)Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make In the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not'apply to any insured person or organization,from whom you have acquired such products,or any Ingredient,part or container, entering Into, accompanying or containing. J. Franchisor—Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract—Any person or organization where required by a written contract executed prior to the occurrence of a loss.Such person or organization is an additional insured for"bodily Injury," "property damage"or"personal and advertising injury"but only for liability arising out of the negligence of the named insured.The limits of insurance applicable to these additional Insureds are the lesser of the policy limits or those limits specified in a contract or agreement.These limits are included within and not In add ition'to the limits of Insurance shown In the Declarations I. Owners, Lessees or Contractors —Any person or organization, but only with respect to liability for "bodily injury,""property damage"or"personal and advertising injury"caused,in whole or in part, by: (1) Your acts or omissions;or (2) The acts or omissions of those acting on your behalf; In the performance of your ongoing operations for the additional Insured when required by a contract. With respect to the insurance afforded to these additional Insureds, the following additional exclusions apply. This insurance does not apply to"bodily injury"or"property damage"occurring after: (a) All work,including materials, parts or equipment furnished in connection with such work,on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional Insured(s)at the location of the covered operations has been completed;or (b) That portion of"your work"out of which the injury or damage arises has been put to Its Intended !use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. m. State or Political Subdivisions—Any state or political subdivision as required, subject.to the following i provisions: (1) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has Issued a permit, and Is required by contract. (2) This insurance does not apply to: GL990252 0717 Includes Copyrighted Material of the Insurance Services Office,Inc. Page 7 of 9 Used with permission i i j (a) °Bodily injury; "property damage"or"personal and advertising injury"arising out of operations performed for the state or municipality;or (b) Bodily Injury"or"property damage"Included within the"products-completed operations hazard." n. Your trustees, officials, members of the board of governors, Rabbi, Clergymen or Deacons but only with respect to their duties as such. M. Duties in the Event of Occurrence, Claim or Suit Section IV—Commercial General Liability Conditions,Paragraph 2. Is amended as follows: a. Is amended to include: i This condition applies only when the"occurrence°or offense is known to: (1) You, if you are an Individual i (2) A partner, if you are a partnership; or (3) An executive officer orinsurance manager,if you are a corporation. b. is amended to include: This condition will not be considered breached unless the breach occurs after such claim or"suit" is known to: (1) You,If you are an individual; (2) A partner, if you are a partnership:or (3) An executive officer or insurance manager,if you are a corporation. N. Unintentional Failure To Disclose Hazards Section IV — Commercial General Liability Conditions, 6. Representations Is amended to include the following: It is agreed that, based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part,we shall not deny coverage under this Coverage Part because of such failure, O. Transfer of Rights of Recovery Against Others To Us Section IV— Commercial General Liability Conditions, 6.Transfer of Rights of Recovery Against Others To Us Is deleted in Its entirety and replaced by the following: If.the insured has rights to recover all or part of any payment we have made under this Coverage Part,those rights are transferred to us. The Insured must do nothing after loss to Impair them. At our request, the insured will bring"suit"or transfer those rights to us and helps us enforce them. Therefore, the Insured can waive the Insurer's rights of recovery prior to the occurrence of loss, provided the waiver is made in a written contract. P. Liberalization Section IV—Commercial General Liability Conditions,is amended to Include the following: If we revise this endorsement to provide more coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the daythe revision Is effective in your state. Q. Bodily Injury—Mental Anguish Section V—Definitions, Paragraph 3. Is deleted In its entirety and replaced by the following: l"Bodily Injury"means: a. Bodily injury,sickness or disease sustained by a person,and includes mental anguish resulting from any Of these;and b. Except for mental anguish, includes death resulting from the foregoing (Item a.above)at any time GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. PageI Used with permission 8 of 9 i , R. Personal and Advertising Injury—Abuse of Process,Discrimination If Coverage B Personal and Advertising Injury Liability Coverage is not otherwise excluded from this coverage Part, the definition of°personal and advertising injury"Is amended as follows: 1. Section V—Definitions, Paragraph 14.b. is deleted in its entirety and replaced by the following: b. Malicious prosecution or abuse of process; 2. Section V—Definitions, Paragraph 14. Is amended byadding the following: Discrimination based on race,color, religion, sex,age or.national origin, except when: a. Done Intentionally by or at the direction of,or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer, director, stockholder,partner or member of the Insured; b. Directly or indirectly related to the employment, former or prospective employment, termination ' of employment, or application for employment of any person or persons by an insured; c. Directly or Indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any insured;or d. Insurance for such discrimination is prohibited by or held in violation of law, public policy, legisiation,court decision or administrative ruling. The above does not apply to fines or penalties Imposed because of discrimination. S. Aggregate Limit Per Location Section III—Limits of Insurance and Section V—Definitions 1. Under Section III —Limits of Insurance, the General Aggregate Limit applies separately to each of your "locations"owned by or rented to you. 2. Under Section V—Definitions,the following definition is added as follows: "Location" means premises involving the same or connecting lots, or premises whose connection is Interrupted only by a street, roadway,waterway or right-of-way of a railroad. i t i 1 i I 1 I I � GL900252 0717 Includes Copyrighted Material of the Insurance Services Office,Inc. Page 9 of 9 Used with permission i j i i COMMERCIAL GENERAL LIABILITY CG 20 01 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: j COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other Insurance available to the This insurance Is primary to and will not seek additional insured. contribution from any other Insurance available to an additional insured under your policy provided that: (1) The additional,Insured Is a Named Insured under such other Insurance:and i i i CG 20 01 0413 ©Insurance Services Office, Inc.,2012 Page 1 of 1 Aco CERTIFICATE OF LIABILITY INSURANCE DATE / 03/0404/2024 Y) 024 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(ies) 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 NAME: CONTACT Quetha Rodriguez Garcia Insurance Inc AHCO No Ext : (760) 320-1111 FAX C No (760) 320-1115 2099 E. Tahquitz Canyon Way ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC p Palm Springs CA 92262 INSURER A: Wesco Insurance INSURED INSURER B : Service American Indeminty Co. Martha's Village & Kitchen, Inc INSURER C : Admiral Insurance Company 83791 Date Avenue INSURER D : INSURER E: Indio CA 92201 INSURER F COVERAGES CERTIFICATE NUMBER: ULz434Ud1Ub KtVIJtUry IvumtstK: THIS IS TO CERTIFY THAT THE POLICIES 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE 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 INSR LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY EFF MM/DDIYYYY POLICY EXP MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAUE TO RENTED100,000 CLAIMS -MADE OCCUR PREMISES Ea occurrence $ MED EXP (Any one person) $ 5,000 A Y WPP159749206 03/03/2024 03/03/2025 PERSONAL & ADV INJURY S 1,000,000 GEN'LAGGREGATELIMITAPPLIESPER- GENERAL AGGREGATE S 3,000,000 3,000,000PRO S X POLICY ❑ JECT LOC Professional Liability s 1,000,000 OTHER COMBINED SINGLE LIMIT $ A AUTOMOBILE LIABILITYaccident) Ea BODILY INJURY (Per person) $ 1,000,000 ANY AUTO BODILY INJURY (Per accident) S A OWNED X SCHEDULED WPP1597492 06 03/03/2024 03/03/2025 AUTOS ONLY AUTOS HIRED �/ NON -OWNED X X PROPERTY DAMAGE Per accident $ AUTOS ONLY AUTOS ONLY Medical payments S 5,000 X UMBRELLA LIAR OCCUR EACH OCCURRENCE $ 5,000,000 AGGREGATE S A EXCESS LIAB CLAIMS -MADE VVPP1597492 06 03/03/2024 03/03/2025 DED I I RETENTION $ $ WORKERS COMPENSATION X1 STATUTE EORH AND EMPLOYERS' LIABILITY YIN 1,000,000 B ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ NIA SATIS0539501 03/03/2024 03/03/2025 E.L. EACH ACCIDENT $ E.LDISEASE - EA EMPLOYEE . $ 1,000,000 OFFICERIMEMBEREXCLUDED? (Mandatory in NH) E.L. DISEASE - POLICY LIMIT 1,000,000 S If yes, describe under DESCRIPTION OF OPERATIONS below Directors and Officers $3,000,000 C Directors and Officers DCP-2174418-PI 03/03/2024 03/03/2025 Empl Practices Liab Ins $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RECEIVED �D City of Palm Springs is named as additional insureds. A n R O 7 *10 day notice of cancellation may be issued for nonpayment of premium. MAR / 2024 City Hall Reception Desk rwHl � nvw�r� SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Palm Springs ACCORDANCE WITH THE POLICY PROVISIONS. 3200 E. Tahquitz Canyon Way AUTHORIZED REPRESENTATIVE Palm Springs CA 92262 Li Itfoo-LU-ID M%,UMlJ t. Vr[r•VRMI IVIV. M I I I I U I IW I -I VC ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY GENERAL LIABILITY ENHANCEMENT: NONPROFIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies, the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page # Extended Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $100,000 limit 2 Non -Owned Watercraft Less than 58 feet 2 Damage to Property You Own, Rent, or Occupy $50,000 limit 2 Damage to Premises Rented to You $1,000,000 2 HIPAA Clarification 3 Medical Payments $20,000 4 Medical Payments — Extended Reporting Period 3 years 4 Athletic Activities Amended 4 Supplementary Payments — Bail Bonds $10,000 4 Supplementary Payment — Loss of Earnings $1,500 per day 4 Employee Indemnification Defense Coverage $25,000 4 Key and Lock Replacement — Janitorial Services Client Coverage $20,000 limit 4 Additional Insured — Newly Acquired Time Period Amended 5 Additional Insured — Medical Directors and Administrators Included 5 Additional Insured — Managers and Supervisors (with Fellow Employee Coverage) Included 5 Additional Insured — Broadened Named Insured Included 5 Additional Insured — Funding Source Included 6 Additional Insured — Home Care Providers Included 6 Additional Insured — Managers, Landlords, or Lessors of Premises Included 6 Additional Insured — Lessor of Leased Equipment Included 6 Additional Insured — Grantors of Permits Included 6 Additional Insured —Vendor Included 6 Additional Insured — Franchisor Included 7 Additional Insured —As Required by Contract Included 7 Additional Insured — Owners, Lessees, or Contractors Included 7 Additional Insured — State or Political Subdivisions Included 7 Additional Insured —Trustees, Officials, Members of the Board of Governors, Rabbi, Clergymen or Deacons Included 8 Duties in the Event of Occurrence, Claim or Suit Included 8 GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 1 of 9 Used with permission Unintentional Failure to Disclose Hazards Included 8 Transfer of Rights of Recovery Against Others To Us Clarification 8 Liberalization Included 8 Bodily Injury — includes Mental Anguish Included 8 Personal and Advertising Injury — includes Abuse of Process, Discrimination Included 9 Aggregate Limit Per Location Included 9 A. Extended Property Damage Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions, Paragraph a. is deleted in its entirety and replaced by the following: a. Expected or Intended Injury "Bodily injury" or property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury' or "property damage" resulting from the use of reasonable force to protect persons or property. B. Limited Rental Lease Agreement Contractual Liability Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions, Paragraph b. Contractual Liability is amended to include the following: (3) Based on the named insured's request at the time of claim, we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to $100,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. C. Non -Owned Watercraft Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions, Paragraph g. (2) is deleted in its entirety and replaced by the following: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person, who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent. D. Damage to Property You Own, Rent or Occupy Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions, Paragraph j. Damage to Property, Item (1) is deleted in its entirety and replaced with the following: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a $50,000 limit. A client is defined as a person under your direct care and supervision. E. Damage to Premises Rented to You 1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part, the word "fire" is changed to "fire, lightning, explosion, smoke, or leakage from automatic fire protective systems" where it appears in: a. The last paragraph of Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions; is deleted in its entirety and replaced by the following: GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 2 of 9 Used with permission Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III — Limits of Insurance. b. Section III — Limits of Insurance, Paragraph 6. is deleted in its entirety and replaced by the following: Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage Afor damages because of "property damage" to anyone premises, while rented to you, or in the case of damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. c. Section V — Definitions, Paragraph 9.a., is deleted in its entirety and replaced by the following: A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract; 2. Section IV — Commercial General Liability Conditions, Subsection 4. Other Insurance, Paragraph b. Excess Insurance, (1) (a) (ii) is deleted in its entirety and replaced by the following: That is insurance for fire, lightning, explosion, smoke, or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner; 3. The Damage To Premises Rented To You Limit Section of the Declarations is amended to the greater of: a) $1,000,000; or b) The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke, or leaks from automatic fire protective systems or any combination thereof. F. HIPAA Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, is amended as follows: 1. Paragraph 1. Insuring Agreement is amended to include the following: We will pay those sums that the insured becomes legally obligated to pay as damages because of a "violation(s)" of the Health Insurance Portability and Accountability Act (HIPAA). We have the right and the duty to defend the insured against any "suit," "investigation," or "civil proceeding" seeking these damages. However, we will have no duty to defend the insured against any "suit' seeking damages, "investigation," or "civil proceeding" to which this insurance does not apply. 2. Paragraph 2. Exclusions is amended to include the following additional exclusions: This insurance does not apply to: a) Intentional, Willful, or Deliberate Violations Any willful, intentional, or deliberate "violation(s)" by any insured. b) Criminal Acts Any "violation" which results in any criminal penalties under the HIPAA. c) Other Remedies Any remedy other than monetary damages for penalties assessed. d) Compliance Reviews or Audits Any compliance reviews by the Department of Health and Human Services. GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 3 of 9 Used with permission 3. Section V — Definitions is amended to include the following additional definitions: a. "Civil proceeding" means an action by the Department of Health and Human Services (HHS) arising out of "violations." b. "Investigation" means an examination of an actual or alleged "violation(s)" by HHS. However, "investigation" does not include a Compliance Review. c. "Violation" means the actual or alleged failure to comply with the regulations included in the H IPAA. G. Medical Payments — Limit Increased to $20,000, Extended Reporting Period If Coverage C — Medical Payments is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit is changed subject to all of the terms of Section III —Limits of Insurance to the greater of: a. $20,000; or b. The Medical Expense Limit shown in the Declarations of this Coverage Part 2. Section I — Coverage, Coverage C Medical Payments, Subsection 1. Insuring Agreement, a. (3) (b) is deleted in its entirety and replaced by the following: b) The expenses are incurred and reported to us within three years of the date of the Accident. H. Athletic Activities Section I — Coverage, Coverage C Medical Payments, Subsection 2. Exclusions, Paragraph e. Athletic Activities is deleted in its entirety and replaced with the following: e. Athletic Activities To a person injured while taking part in athletics. I. Supplementary Payments Section I — Coverages, Supplementary Payments — Coverage A and B are amended as follows: 1.b. is deleted in its entirety and replaced by the following: 1. b. Up to $10,000 for cost of bail bonds required because of accidents or traffic law Violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these. 1.d. is deleted in its entirety and replaced by the following: 1. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit', including actual loss of earnings up to $1,500 a day because of time off from work. J. Employee Indemnification Defense Coverage Section I — Coverages, Supplementary Payments — Coverage A and B the following is added: We will pay, on your behalf, defense costs incurred by an "employee" in a criminal proceeding occurring in the course of employment. The most we will pay for any "employee" who is alleged to be directly involved in a criminal proceeding is $25,000 regardless of the numbers of "employees," claims or "suits" brought or persons or organizations making claims or bringing "suits. K. Key and Lock Replacement — Janitorial Services Client Coverage Section I — Coverages, Supplementary Payments — Coverage A and B is amended to include the following: We will pay for the cost to replace keys and locks at the "clients" premises due to theft or other loss to keys entrusted to you by your "client," up to a $10,000 limit per occurrence and $20,000 policy aggregate. GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 4 of 9 Used with permission We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners, members, officers, "employees", "managers", directors, trustees, authorized representatives or anyone to whom you entrust the keys of a "client" for any purpose commit, whether acting alone or in collusion with other persons. The following, when used on this coverage, are defined as follows: a. "Client" means an individual, company or organization with whom you have a written contractor work order for your services for a described premises and have billed for your services. b. "Employee" means: (1) Any natural person: (a) While in your service or for 30 days after termination of service; (b) Who you compensate directly by salary, wages or commissions; and (c) Who you have the right to direct and control while performing services for you; or (2) Any natural person who is furnished temporarily to you: (a) To substitute for a permanent "employee" as defined in Paragraph (1) above, who is on leave; or (b) To meet seasonal or short-term workload conditions; while that person is subject to your direction and control and performing services for you. (3) "Employee" does not mean: (a) Any agent, broker, person leased to you by a labor leasing firm, factor, commission merchant, consignee, independent contractor or representative of the same general character; or (b) Any "manager," director or trustee except while performing acts coming within the scope of the usual duties of an "employee." c. "Manager" means a person serving in a directorial capacity for a limited liability company. L. Additional insureds Section II —Who Is An Insured is amended as follows: 1. If coverage for newly acquired or formed organizations is not otherwise excluded from this Coverage Part, Paragraph 3.a. is deleted in it's entirely and replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 2. Each of the following is also an insured: a. Medical Directors and Administrators — Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. b. Managers and Supervisors — Your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. Managers and supervisors who are your "employees" are also insureds for "bodily injury" to a co- "employee" while in the course of his or her employment by you or performing duties related to the conduct of your business. This provision does not change Item 2.a. (1) (a) of form CG 00 01 as it applies to managers of a limited liability company. c. Broadened Named Insured — Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However, coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 5 of 9 Used with permission d. Funding Source — Any person or organization with respect to their liability arising out of: (1) Their financial control of you; or (2) Premises they own, maintain or control while you lease or occupy these premises This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Home Care Providers — At the first Named Insured's option, any person or organization under your direct supervision and control while providing for your private home respite or foster home care for the developmentally disabled. f. Managers, Landlords, or Lessors of Premises — Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: 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 that person or organization. g. Lessor of Leased Equipment — Automatic Status When Required in Lease Agreement With You — Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as an additional insured on your policy. Such person or organization is an insured 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 or organization. A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. h. Grantors of Permits — Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or control and to which this insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners or decorations and similar exposures; (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. i. Vendors — Only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: (1) The insurance afforded the vendor does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you: (c) Any physical or chemical change in the product made intentionally by the vendor; GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 6 of 9 Used with permission (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exception contained in Sub- paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing. j. Franchisor —Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract — Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for "bodily injury," "property damage" or "personal and advertising injury" but only for liability arising out of the negligence of the named insured. The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations I. Owners, Lessees or Contractors — Any person or organization, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured when required by a contract. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: (a) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (b) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. m. State or Political Subdivisions — Any state or political subdivision as required, subject to the following provisions: (1) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit, and is required by contract. (2) This insurance does not apply to: GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 7 of 9 Used with permission (a) "Bodily injury," "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (b) Bodily injury" or "property damage" included within the "products -completed operations hazard." n. Your trustees, officials, members of the board of governors, Rabbi, Clergymen or Deacons but only with respect to their duties as such. M. Duties in the Event of Occurrence, Claim or Suit Section IV — Commercial General Liability Conditions, Paragraph 2. Is amended as follows: a. is amended to include: This condition applies only when the "occurrence" or offense is known to: (1) You, if you are an individual (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. b. is amended to include: This condition will not be considered breached unless the breach occurs after such claim or "suit" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership: or (3) An executive officer or insurance manager, if you are a corporation. N. Unintentional Failure To Disclose Hazards Section IV — Commercial General Liability Conditions, 6. Representations is amended to include the following: It is agreed that, based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. 0. Transfer of Rights of Recovery Against Others To Us Section IV — Commercial General Liability Conditions, 8. Transfer of Rights of Recovery Against Others To Us is deleted in its entirety and replaced by the following: If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and helps us enforce them. Therefore, the insured can waive the insurer's rights of recovery prior to the occurrence of loss, provided the waiver is made in a written contract. P. Liberalization Section IV — Commercial General Liability Conditions, is amended to include the following: If we revise this endorsement to provide more coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. Q. Bodily Injury — Mental Anguish Section V — Definitions, Paragraph 3. Is deleted in its entirety and replaced by the following: "Bodily injury" means: a. Bodily injury, sickness or disease sustained by a person, and includes mental anguish resulting from any of these; and b. Except for mental anguish, includes death resulting from the foregoing (Item a, above) at any time GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 8 of 9 Used with permission R. Personal and Advertising Injury — Abuse of Process, Discrimination If Coverage B Personal and Advertising Injury Liability Coverage is not otherwise excluded from this Coverage Part, the definition of "personal and advertising injury" is amended as follows: 1. Section V — Definitions, Paragraph 14.b. is deleted in its entirety and replaced by the following: b. Malicious prosecution or abuse of process; 2. Section V — Definitions, Paragraph 14. is amended by adding the following: Discrimination based on race, color, religion, sex, age or national origin, except when: a. Done intentionally by or at the direction of, or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer, director, stockholder, partner or member of the insured; b. Directly or indirectly related to the employment, former or prospective employment, termination of employment, or application for employment of any person or persons by an insured; c. Directly or indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured; or d. Insurance for such discrimination is prohibited by or held in violation of law, public policy, legislation, court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. S. Aggregate Limit Per Location Section III — Limits of Insurance and Section V — Definitions 1. Under Section III - Limits of Insurance, the General Aggregate Limit applies separately to each of your "locations" owned by or rented to you. 2. Under Section V — Definitions, the following definition is added as follows: "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad. GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 9 of 9 Used with permission