Loading...
HomeMy WebLinkAbout04960 - RICHTER GROUP RADIO CONSULTING FIRE DEPARTMENT Richter Group Radio Consulting Services AGREEMENT 44960 CM signed 9-2-04 CITY OF PALM SPRINGS CONTRACT SERVICES AGREEMENT FOR Radio Communications Consulting Services HIS CONTRACT SERVICES AGREEMENT(herein"Agreement")is made and entered into thisJL day of September, 2004, by and between the CITY OF PALM SPRINGS, a municipal corporation (herein "City") and Richter Group (herein "Contractor"). NOW, THEREFORE, the parties hereto agree as follows: 1.0 SERVICES OF CONTRACTOR 1.1 Scope of Services. In compliance with all of the terms and conditions of this Agreement, the Contractor shall perform the work or services set forth in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by reference. Contractor warrants that all work and services set forth in the Scope of Services will be performed in a competent, professional and satisfactory manner. 1.2 Compliance With Law. All work and services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency of competent jurisdiction. 1.3 Licenses, Permits, Fees and Assessments. Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. 2.0 COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to this Agreement, Contractor shall be compensated in accordance with the "Schedule of Compensation" attached hereto as Exhibit "B" and incorporated herein by this reference, but not exceeding the maximum contract amount of ten thousand eight hundred Dollars ($10,800.00) ("Contract Sum"). 2.2 Method of Payment. Provided that Contractor is not in default under the terms of this Agreement, Contractor shall be paid as outlined in Exhibit "B", Schedule of Compensation. 3.0 COORDINATION OF WORK 3.1 Representative of Contractor. Dr. Henry Richter, PhD., P.E., is hereby designated as being the principal and representative of Contractor authorized to act in its behalf with respect to the work and services specified herein and make all decisions in connection therewith. 3.2 Contract Officer. Fire Chief Blake Goetz is hereby designated as being the representative the City authorized to act in its behalf with respect to the work and services specified herein and make all decisions in connection therewith ("Contract Officer"). The City Manager of City shall have the right to designate another Contract Officer by providing written notice to Contractor. 3.3 Prohibition Against Subcontracting or Assignment. Contractor shall not contract with any entity to perform in whole or in part the work or services required hereunder without the express written approval of the City. Neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Any such prohibited assignment or transfer shall be void. 3.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its agents or employees, perform the services required herein, except as otherwise set forth. Contractor shall perform all services required herein as an independent contractorof City and shall remain underonlysuch obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. 4.0 INSURANCE, INDEMNIFICATION AND BONDS 4.1 Insurance. The Contractor shall procure and maintain,at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance: (a) Commercial General Liability Insurance. A policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of a least $1,000,000 bodily injury and property damage including coverages for contractual liability, personal injury, independent contractors, broadform property damage, products and completed operations The General Liability Policy shall name the City of Palm Springs, its officers, employees, and agents, as additional insured in accordance with standard ISO additional insured endorsement form CG2010(1185) or equivalent language. (b) Worker's Compensation Insurance. A policy of worker's compensation insurance in such amount as will fully comply with the laws of the State of California and which will include $1,000,000 employer's liability. (c) Business Automobile Insurance. A policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of $1,000,000 bodily injury and property damage, Said policy shall include coverage for owned, non-owned, leased and hired cars. (d) Additional Insurance. Policies of such other insurance, including professional liability insurance in a minimal amount of$1,000,000 if contract has professional liability exposure, as may be required in the Special Requirements. All of the above policies of insurance shall be primary insurance. The insurer shall waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents, and their respective insurers. In the event any of said policies of insurance are canceled, the Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 4.1 to the Contract Officer. No work or services under this Agreement shall commence until the Contractor has provided the City with Certificates of Insurance or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. The contractor agrees that the provisions of this Section 4.1 shall not be construed as limiting in any way the extent to which the Contractor may be held responsible for the payment of damages to any persons or property resulting from the Contractor=s activities orthe activities of any person or person for which the Contractor is otherwise responsible. In the event the Contractor subcontracts any portion of the work in compliance with Section 3.3 of this Agreement the contract between the Contractor and such subcontractor shall require the subcontractor to maintain the same polices of insurance that the Contractor is required to maintain pursuant to this Section. 4.2 Indemnification. Contractor agrees to indemnify the City, its officers, agents and employees against, and will hold and save them and each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities, (herein "claims or liabilities")that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work,operations or activities of Contractor, its agents, employees, subcontractors, or invitees, provided for herein, or arising from the negligent acts or omissions of Contractor hereunder, or arising from Contractor's negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, whether or not there is concurrent passive or active negligence on the part of the City, its officers, agents or employees but excluding such claims or liabilities arising from the sole negligence or willful misconduct of the City, its officers, agents or employees, who are directly responsible to the City, and in connection therewith: (a) Contractor will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith; (b) Contractorwill promptly pay anyjudgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Contractor hereunder; and Contractor agrees to save and hold the City, its officers, agents, and employees harmless therefrom; (c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Contractor hereunder, Contractor agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys'fees. 5.0 TERM 5.1 Term. Unless earlier terminated in accordance with Section 5.2 below, this Agreement shall continue in full force until November 5,2004. 5.2 Termination Prior to Expiration of Term. Either party may terminate this Agreement at any time, with or without cause, upon thirty(30) days'written notice to the other party. Upon receipt of the notice of termination, the Contractor shall immediately cease all work or services hereunder except as maybe specifically approved by the Contract Officer. In the event of termination by the City, Contractor shall be entitled to compensation for all services rendered prior to the effectiveness of the notice of termination and for such additional services specifically authorized by the Contract Officer and City shall be entitled to reimbursement for any compensation paid in excess of the services rendered. 6.0 MISCELLANEOUS 6.1 Covenant Against Discrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this Agreement. Contractor shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion,sex, marital status, national origin or ancestry. 6.2 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Agreement. 6.3 Conflict of Interest. No officer or employee of the City shall have any financial interest,director indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his financial interest or the financial interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 6.4 Notice. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first=class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer, CITY OF PALM SPRINGS, P.O. Box 2743, Palm Springs, California 92263, and in the case of the Contractor, to the person at the address designated on the execution page of this Agreement. 6.5 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 6.6 Integration;Amendment. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 6.7 Severability. In the event that part of this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competentjurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 6.8 Waiver. No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 6.9 Attorneys' Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees,whether or not the matter proceeds to judgment. 6.10 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that(i)such party is duly organized and existing, (ii)they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. Rev! nd and approwed by IN WITNESS WHEREOF,the parties have executed and entered into this Agreement as of the date first written above. ATTEST: CITY OF PALM SPRINGS, a municipal corporation By City Clerk By City Manager i CONTRACTOR: Richter Group Check one: Individual_Partnership_Corporation 2755 Alondra Way Palm Springs, CA 92264 Corporations require two notarized signatures: One from each of the following: A. Chairman of Board,President,or any Vice President:AND B Secretary,Assistant Secretary,Treasurer,Assistant Treasurer, or Chief Financial Officer), LBy _ I Signature(notarized) Signature(notarized) Name: t V) �� (C bt � Name. / Title: A,0C:,1 W1r,. A!f-t U �PEi'Di,i_ Title: State of iJ State of D County of I Iss County of Dss Onbefore me, On before me, personally appeared personally appeared personally known to me(or proved to me on the basis of personally known to me(or proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) satisfactory evidence)to be the person(s)whose name(s) is/are subscribed to the within instrument and is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s) acted, or the entity upon behalf of which the person(s) acted, executed the instrument. executed the instrument. WITNESS my hand and official seal. WITNESS my hand and official seal Notary Signature: Notary Signature: Notary Seal Notary Seal: �d 14(%pr,d'i U U,°iiM i.,��G �� C) ,(f rrr EXHIBIT "A" SCOPE OF SERVICES Contractor shall provide communications consulting services to the Palm Springs Fire Department as follows: Task 1 —Fixed Radio Sites: Contractor shall provide the identified services for two fixed radio sites, one located on Edom Hill and the second located adjacent to the Palm Springs Police Department Training Facility: Task 1.1 Examination and Documentation of Fixed Radio Sites: For each fixed radio site Contractor shall: • Examine the radio vaults and antenna towers and: o Document the contents; o Prepare a site and interior plan; o Document existing equipment as to function and ownership; o Document and diagram electrical power supply; o Document and diagram backup power supply; o Document and diagram the telephone and cable facilities; o Document and diagram antennas on the towers; o Document and diagram features such as earthquake bracing and equipment securement; o Document and diagram site security; o Document and diagram the Civic Center Control Center interconnection equipment. Task 1.2 Evaluation of Fixed Radio Sites and Preparation of Recommendations for Side Operation/Maintenance • Evaluate general condition of sites and make recommendations for clean up and upgrade; • Evaluate site security and make recommendations for maintenance/improvement; • Evaluate existing site management with respect to co-located equipment, recommend a form of site lease agreement for outside agencies/parties that own such co-located equipment, and make recommendations related to site management; • Evaluate the interconnection to the Civic Center control equipment, analyze various methods of replacing this link and make recommendations to do so; • Make any other recommendations warranted by contractor evaluation of existing conditions at the fixed radio sites. Task 1.3 Prepare Scope of Work for Recommended Repairs/Upgrades • Contractor shall prepare a scope of work of sufficient detail for City to compete (bid) recommended fixed site facility and electrical repairs/upgrades. Task 2 — Overall System Performance Contractor shall perform an analysis of the overall performance of the Fire Department radio system. Included in the analysis shall be: • An analysis of reception interference issues; • An analysis of coverage; • A discussion of possible alternatives to improve coverage, including voter-receiver operation • Any other issues affecting radio system effectiveness. Contractor shall recommend to City courses of action that may be taken to mitigate any identified deficiencies. Task 3 — Radio System Reconfiguration Task 3.1 Reconfiguration Plan • Contractor shall prepare a plan to convert the City's existing trunked radio system to a conventional system. The plan, identifying the steps required to remove the trunking controllers/configuration and conversion to conventional analog repeater operation,shall be designed in a phased approach such that the radio system remains in continuous operation throughout the reconfiguration. Task 3.2 Prepare Scope of Work for Reconfiguration • Contractor shall prepare a scope of work of sufficient detail for City to compete (bid) the necessary reconfiguration work. Schedule of Performance: Task 1 to be completed by September 17, 2004 Task 2 to be completed by October 15, 2004 Task 3 to be completed by November 5, 2004 EXHIBIT "B" SCHEDULE OF COMPENSATION Total compensation for radio consulting services shall not exceed $10,800. After completion of each task, Contractor shall be paid in lump sum amounts by task as follows: Task1 $4200 Task 2 $2400 Task $4200 CONTRACT ABSTRACT Contract Company Name: Richter Group Company Contact: Henry Richter, P.E. Summary of Services: Radio Consulting Services Contract Price: $10,800.00 Funding Source: 3600-53020 Contract Terns: Through November 5, 2004 Contract Administration Lead Department: Fire Department Contract Administrator: Blake Goetz Contract Approvals Council/Cormimnity Redevelopment Agency Approval Date: N/A Minute Order/Resolution Number: N/A Agreement No: Contract Compliance Exhibits: Attached Signatures: Contractor Signatures Complete Insurance: Attached(Worker's Comp not applicable) Bonds: None Contract prepared by: Brice Johnson Submitted on: By: R icn tar ci-aLIP 760 525 7964 F. 02 .I Interinsurance Exchange of the Automobile Club P.O.BOX 26001,SANTA ANA,CALIFORNIA 92799�5001 Additional Insured Notice _.. Forming a part of Policy No. G 6524617 issued by Ilse INTERINSURANCE EXCHANGE OF THE AUTOMOON-E CLUB to RIGHTER, HENRY L AND BEVERLY C Effective 10-15-03 12:01 A.M. Pacific Standard Time PHI CITY OF PALM SPRINGS 10-14-03 3200 E TAH UITZ CANYON WAY DESIGNATED AUTOMOBILE(L PALM SPRINGS CA 92262-6959 01 OLDS IGGKD54YBWU761387 9$ CAD 1G6KD5AYSWU761387 ADDITIONAL INSURED It Is agreed that in the event of: material change to this policy;or suspension or nonrenewal of this policy;of cancellation of this policy at the request of other than the Interfnsurance Exchange;or cancellation of this policy at the request of the Interinsurance Exchange for nonpayment of premium; 10 days'written notice thereof will be given by regular mail to the additional insured named above. In the event or cancellation of this policy by the Interinsurance Exchange for other than nonpayment of premium,20 days'written notice thereof will be given by regular mail to the additional Insured named above. All provisions of your Policy not affected by this endorsement remain unchanged. ACSC Management Services,mc. ATTORNEY-IN-FACT CERTIFICAIfE OF INSURANCE Name of Insured requiring Certificate of Insurance: R 1 CHTER, HENRY L This is to certify to the additional Insured named above that the Interinsurance Exchange of the Automobile Club has issued the above listed —Member's AutomOU(10 PONeY to the P41eyholder named EbS ve.SUDJoct to its terms and provisions,this policy, including any applicable endorsement,provides the following coverages and limits of liability for the designated automobile(s): A INJURY PROPERTY DAMAGEILITY LIABILITYTHOUSAND THOUSANDDOLLARS DOLLARSEACH EACHOCCURRENCE OCCURRENCE500 100Insurance is not an Insurance policy and does not amend,extend or alter the coverages afforded by and the terms and conditions applicable to the policy to which It pertains. ACSC Management Services,Inc. ATTORNEY-IN-FACT T5m2lA SDI ceomw Ea3P�03 Richter GrouF- 760 S2S 7364 t r: Interinsurance Exchange of the Automobile Club Premium Discounts Applied to Your Automobile Policy Auto Policy Number; G 6524617 _. The following show all automobile premfunl discounts offered by the Interinsurance Exchange for qualifying drivers and/or vehicles. Discounts that currently apply to your policy premium are indicated with a"Yes." POLICY DISCOUNTS Multi-Policy Select Prof.8 claims Cost Homeowners Condominium Renler6 WatercraftMultl•vehicls Groups Persistency Reduction YES YES YES YEs DRIVER DISCOUNTS _ Driver Good Good priver Improvement Certificate --`-'" Number Name-- - -t7dver.-- _Swdent'. (valid 9 years) New Mafure priver prlving Course Driver-- 1 RICHTER,HENRY L 2 RICHTER, BEVERLY C YES 'Good Student•Full-time high school,collage,or university study(minimum of 12 units per term)with lass than nine years driving experience who have attained a current or cumulative grade point average of at least 3.0. VEHICLE DISCOUNTS Vehicle Anti-Theft Device•'• Number Year Make Model Air Bags"" Electronic Garage Locator Other Parking 2 2001 OLDS ALERO GL YES NO YES YES 3 19S6 CAD DEVILLE YES NO NO YES •'Air Bags-Discount applies if Medical Payments and Uninsured Motorist Bodily Injury coverage Is purchased(refer to page one of me declarations). "^ Ann-Theft Device-Discount applies if Comprehensive coverage Is purchased. If you need additional information about any of the above discounts,please rater to the AVailable Automobile Premium Discounts booklet included with your renewal offer(or the insert provided with your application). If you have any additional questions about premium discounts or your auto policy,please call us at 1-877-422-2100. If you would like to request a quote for one of our other Insurance products and find out more about the Multi-Policy Discount, please visit our web-site at www.aaa-callf.com/insurance or contact PALM SPRINGS District Office at(760)320.1121. rrsmsrn ea"o�ro INSURANCE APPROVAL FORM PROJECT NAME: Radio System Consulting Service CONTRACTOR NAME: Richter Group - Dr. Henry Richter, P.E. PROJECT NUMBER: N/A TYPE OF INSURANCE: Worker's Compensation NAME OF INSURER: None RATING OF INSURER: None EXPLANATION FOR WAIVER: Worker's Compensation not required as Contractor has no employees.. BRUCE)OH SON Pr urementk Contracting Manager DAVID H. READY City Manager Client#: 38007 2RICHGRO ACORD,. CERTIFICATE OF LIABILITY INSURANCE 08/26//04DIYYYY) PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION HRH Insurance Services of ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Southern Calif LIC#0684503 HOLDER.THIS CERTIFICATE DOES NOTAMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 9166 Anaheim Place, Suite 105 Rancho Cucamonga, CA 91730 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURERA Golden Eagle 10375 Richter Group INSURER B: Dr. Henry Richter INSURER C 2755 Alondra Way INSURER D. Palm Springs, CA 92264 INSURER E: COVERAGES 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 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 AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN SR UD' POLICY EFFECTIVE POLICY EXPIRATION LTR INSR TYPE OF INSURANCE POLICY NUMBER DATE MM/DD/YY DATE MMIDDIYY LIMITS A GENERAL LIABILITY CBP9609335 07/01/04 07/01/05 EACH OCCURRENCE $1000000 X COMMERCIAL GENERAL LIABILITY PREMSESAMAGE OEaaNcu�nce $100000 CLAIMS MADE 51 OCCUR MED EYE(Any one person) s5 000 PERSONAL B ADV INJURY S1,000,000 GENERAL AGGREGATE s2,000,000 GEN'L AGGREJLIMIT APPLIES PER PRODUCTS-COMP/OP AGG s2,000,000 POLICY PRO- LOG ECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) HIREDAUTOS This certificate is issued isamatter of BODILY INJURY $ NON.OWNEDAUTOS information only and con leirs no rights (Peraccidenl) Upon the certificate holdi r.This certificate does not amen 1,extend or PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY mentioned, AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHERTHAN EA ACC S AUTO ONLY: AGG $ A EXCESSIUMBRELLA LIABILITY CU9609735 07/01/04 07/01/05 EACH OCCURRENCE $1000000 X OCCUR 11 CLAIMS MADE AGGREGATE $1,00,000 S DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND WCSTATU- OTH- - TORV LIMITS ER EMPLOYERS'LIABILITY ANY PROPRIETORVARTNERflEXECUTIVE E.L.EACH ACCIDENT $ EXCLUDED? OFFICEP✓MEMBER EXCLUDED? EL DISEASE-EA EMPLOYE $ IF yes,descnbe under SPECIAL PROVISIONS be. E L.DISEASE-POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Except 10 day notice of non payment of premium. Certificate holder is named as additional insured with respects to general liability per attached form GECG602(07/03) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION City of Palm Springs Department DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 'in DAYS WRITTEN of Procurement and Contracting NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL Attn: Bruce Johnson IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR 3200 Tahquitz Canyon Way REPRESENTATIVE& Palms Springs, CA 92262 AUTHORIZED REPRESENTATIVE iYJIGu /ULt-�� ACORD 25(2001/08) 1 of 1 #S141758/M141751 / 2LCOR f© ACORD CORPORATION 1988 THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. COMMERCIAL LIABILITY GOLD ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SECTION I—COVERAGES COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY 2. Exclusions Item 2.g. 2) is replaced with the following. 2.g. 2) A watercraft you do not own that is: a) less than 50 feet long; and b) Not being used to carry persons or property for a charge. Item 2.g. 6) is added., 6) An aircraft in which you have no ownership interest and that you have chartered with crew. The last paragraph of 2. Exclusions is replaced with the following: Exclusions c.through n. do not apply to damage by fire, explosion, sprinkler leakage,or lightning to premises while rented to you,temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner. A separate limit of insurance applies to this coverage as described in Section III—Limits of Insurance. SECTION I COVERAGES COVERAGE B. PERSONAL AND ADVERTISING INJURY LIABILITY If Personal Injury Liability or Advertising Injury Liability or Personal and Advertising Injury Liability Coverage is provided by this policy, the following is changed: This insurance does not apply to: a. is replaced with the following: a. "Personal and advertising injury": 1) Caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict' personal and advertising injury' 2) Arising out of oral or written publication of material, if done by or at the direction of the insured with knowledge of its falsity; 3) Arising out of oral or written publication of material whose first publication took place before the beginning of the policy period; 4) Arising out of a criminal act committed by or at the direction of any insured; Includes copyrighted material of Insurance Services Offices Inc,with its permission r_crr_ an9 lnWrok) Page 1 Of 7 5) For which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement; 6) Arising out of a breach of contract, except an implied contract to use another's advertising idea in your"advertisement' 7) Arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your"advertisement'; 8) Arising out of the wrong description of the price of goods, products or services stated in your "advertisement"; 9) Committed by an insured whose business is advertising, broadcasting, publishing or telecasting. However, this exclusion does not apply to Paragraphs 14.a., b. and c.of"personal and advertising injury" under the Definitions Section; or 10) Arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of"pollutants" at any time. 11) Arising out of"discrimination" directly or indirectly related to the past employment, employment or prospective employment of any person or class of persons by any insured; or 12) Arising out of"discrimination"by or at your direction or with your knowledge or consent; or 13) Arising out of "discrimination" directly or indirectly related to the sale, rental, lease or sub-lease or prospective sale, rental, lease or sub-lease of any dwelling, permanent lodging, or premises by or at I he direction of any insured; or 14) Fines, penalties, specific performance, or injunctions levied or imposed by a governmental entity, or governmental code, law,or statute because of"discrimination". SECTION I—COVERAGES COVERAGE C. MEDICAL PAYMENTS If Medical Payments Coverage is provided under this policy, the following is changed: 2. Exclusions f. Included within the "products-completed operations hazard". However, this exclusion does not apply to expenses for dental services. 3. Limits The medical expense limit provided by this policy shall be the greater of: a. $10,000; or b. The amount shown in the declarations. Coverage C. Medical Payments is primary and not contributing with any other insurance, even if that other insurance is also primary. Includes copyrighted material of Insurance Services Offices Inc.with Its permission =r.r, R1717 lV/= Page 2 of 7 The following is added: COVERAGE D. PRODUCT RECALL NOTIFICATION EXPENSES Insuring Agreement We will pay"product recall notification expenses" incurred by you for the withdrawal of your products, provided that: a. Such withdrawal is required because of a determination by you during the policy period, that the use or consumption of your products could result in"bodily injury"or"property damage'; and b. The"product recall notification expenses" are incurred and reported to us during the policy period. The mostwe will pay for"product recall notification expenses"during the policy period is$100,000. SUPPLEMENTARY PAYMENTS—COVERAGES A AND B Item b. and d. are replaced with: b. The 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 bonds. c. 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$500 a day because of time off from work. SECTION II—WHO IS AN INSURED Item 4. is replaced with: 4. Any subsidiaries, companies, corporations, firms, or organizations you acquire or form during the policy period over which you maintain a controlling interest of greater than 50% of the stock or assets, will qualify as a Named Insured if: a) you have the responsibility of placing insurance for such entity; and b) coverage for the entity is not otherwise more specifically provided; and c) the entity is incorporated or organized under the laws of the United States of America. However; coverage under this provision does not apply to "bodily injury" or"property damage"that occurred before you acquired or formed the entity, or"personal injury" or"advertising injury" arising out of an offense committed before you acquired or formed the entity. Coverage under this provision is afforded only until the end of the policy period, or the twelve (12) month anniversary of the policy inception date whichever is earlier. SECTION III—LIMITS OF INSURANCE Paragraph 2 is amended to include: The General Aggregate Limit of Insurance applies separately to each 'location"owned by you, rented to you, or occupied by you with the permission of the owner. Includes copyrighted material of Insurance Services Offices Inc.with its permission rcrn cno rmmm Page 3 of 7 Paragraph 6. is replaced with the following: 6. Subject to 5. above,the Fire Damage Limit is the most we will pay under Coverage A for damages because of "property damage" to premises while rented to you, temporarily occupied by you with permission of the owner, or managed by you under a written agreement with the owner, arising out of any one fire, explosion or sprinkler leakage incident. The Fire Damage Limit provided by this policy shall be the greater of: a. $500,000.or b. The amount shown in the Declarations. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS Item 2. a. is replaced with: 2. Duties In The Event of Occurrence, Offense, Claim or Suit a. You must promptly notify us. Your duty to promptly notify us is effective when any of your executive officers, partners, members, or legal representatives is aware of the "occurrence", offense, claim, or "suit". Knowledge of an "occurrence", offense, claim or"suit" by other employee(s) does not imply you also have such knowledge.To the extent possible, notice to us should include: 1) How, when and where the"occurrence"or offense took place; 2) The names and addresses of any injured persons and witnesses; and 3) The nature and location of any injury or damage arising out of the "occurrence", offense, claim or "suit". Item 4. b. 1)b)is replaced with: b. Excess Insurance 1) b) That is Fire, Explosion or Sprinkler Leakage insurance for premises while rented to you, temporarily occupied by you with permission of the owner, or managed by you under a written agreement with the owner; or Item 6. is amended to include: 6. Representations d. If you unintentionally fail to disclose any hazards existing at the inception date of your policy, we will not deny coverage under this Coverage Part because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal. Item 8. is replaced with: 8. Transfer of Rights Of Recovery Against Others To Us a. 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 OFtransferthose rights to us and help us enforce them. b. If required by a written "insured contract", we waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your ongoing operations or"your work"done under that written "insured contract"for that person or organization and included in the"products-completed operations hazard". Includes copyrighted material of Insurance Services Offices Inc.with its permission ^^ ""^ ",'All Page 4 of 7 Item 10. and Item 11. are added: 10. Cancellation Condition If we cancel this policy for any reason other than nonpayment of premium we will mail or deliver written notice of cancellation to the first Named Insured at least 60 days priorto the effective date of cancellation. 11. Liberalization If we adopt a change in our forms or rules which would broaden your coverage without an extra charge, the broader coverage will apply to this policy. This extension is effective upon the approval of such broader coverage in your state. SECTION V—DEFINITIONS The following definitions are added or changed: 1. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: b., d. and e. are replaced with the following: b. Malicious prosecution or abuse of process. d. Oral, written, televised, electronically transmitted, or videotaped publications of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; e. Oral, written, televised, electronically transmitted, or videotaped publication of material that violates a person's right of privacy; h. is added h. Embarrassment or humiliation, mental or emotional distress, physical illness, loss of earning capacity or monetary loss,arising out of"discrimination." 9. "Insured contract" a. Is changed to: a. 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, explosion or sprinkler leakage to premises while rented to you, or temporarily occupied by you with permission of the owner, or managed by you under a written agreement with the owner is not an "insured contract". 22, 23 and 24 are added: 22. "Discrimination" means the unlawful treatment of individuals based solely on race, color, ethnic origin, age, gender, or religion. 23. "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. 24. "Product recall notification expenses" means the reasonable additional expenses (including, but not limited to, cost of correspondence, newspaper and magazine advertising, radio or television announcements and transportation cost), necessarily incurred in arranging for the return of products, but excluding costs of the replacement products and the cash value of the damaged products. Includes copyrighted material of Insurance Services Offices Inc.with its permission ..�n.4 enn msmz� Page 5 of 7 The following Provisions are also added to this Coverage Part: A. ADDITIONAL INSUREDS—BY CONTRACT, AGREEMENT OR PERMIT 1. Paragraph 2.under SECTION II—WHO IS AN INSURED is amended to include as an insured any person or organization when you and such person or organization have agreed in writing in a contract, agreement or permit that such person or organization be added as an additional insured on your policy to provide insurance such as is afforded under this Coverage Part. Such person or organization is not entitled to any notices that we are required to send to the Named Insured and is an additional insured only with respect to liability arising out of: a. Your ongoing operations performed for that person or organization; or b. Premises or facilities owned or used by you. With respect to provision 1.a. above, a person's or organization's status as an insured under this endorsement ends when your operations for that person or organization are completed. With respect to provision 1.b. above, a person's or organization's status as an insured under this endorsement ends when their contract or agreement with you for such premises or facilities ends. 2. This endorsement provision A.does not apply: a. Unless the written contract or agreement has been executed, or permit has been issued, prior to the "bodily injury", "property damage" or"personal and advertising injury"; b. To"bodily injury"or"property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, in the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the site of the covered operations has been completed; or (2) 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; c. To the rendering of or failure to render any professional services including, but not limited to, any professional architectural, engineering or surveying services such as: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys,field orders, change orders or drawings and specifications; and (2) Supervisory, inspection, architectural or engineering activities; d. To "bodily injury", "property damage" or "personal and advertising injury" arising out of any act, error or omission that results from the additional insured's sole negligence or wrongdoing; e. To any person or organizaiion included as an insured under provision B.Of'this endorsement; f. To any person or organization included as an insured by a separate additional insured endorsement issued by us and made a part of this policy. Includes copyrighted material of Insurance Services Offices Inc.with its permission r_crr_ An,) rn7ln'11 Page 6 of 7 B. ADDITIONAL INSURED—VENDORS Paragraph 2. under SECTION 11—WHO IS AN INSURED is amended to include as an insured any person or organization (referred to below as "vendor") with whom you agreed, in a written contract or agreement to provide insurance such as is afforded under this policy, but 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; d. Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or 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 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. To "bodily injury" or "property damage" arising out of any act, error or omission that results from the additional insured's sole negligence or wrongdoing. 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 such products. Includes copyrighted material of Insurance Services Offices Inc.with its permission none cn� rn7rna) Page 7 of 7