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A4106 - INTEGRATED UTILITIES GROUP WWTP MO 6413
Integrated Utilities Group WWTP User Rate Study AGREEMENT #4106 M06413, 5-19-99 CONTRACT SERVICES AGREEMENT - — ---- WASTE WATER TREATMENT USER RATE STUDY THIS CONTRACT SERVICES p A�IUEEMENT(herein"Agreement"),is made and entered into this I day of��n� , 199$4 y and between the CITY OF PALM SPRINGS, a municipal corporation,(herein"CitS")and INTEGRATED UTILITIES GROUP,INC.(herein"Contractor"). (The term Contractor includes professionals performing in a consulting capacity.)The parties hereto agree as follows: 1.0 SERVICES OF CONTRACTOR 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the "Scope of Services" attached hereto asExhibit "A"and incorporated herein by this reference,which services may be referred to herein as the"services" or "work"hereunder. As a material inducement to the City entering into this Agreement,Contractor represents and warrants that Contractor is a provider of first class work and services and Contractor is experienced in performing the work and services contemplated herein and,in light of such status and experience,Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be of good quality, fit for the purpose intended. 1.2 Contractor's Proposal. The Scope of Services shall include the Contractor's proposal or bid which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement,the terms of this Agreement shall govern. 1.3 Compliance with Law. All 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 having jurisdiction in effect at the time service is rendered. 1.4 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. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest,which may be imposed by law and arise from or are necessary for the Contractor's performance of the services required by this Agreement,and shall indemnify,defend and hold harmless City against any such fees,assessments,taxes penalties or interest levied,assessed or imposed against City hereunder. 1.5 Familiarity with Work. By executing this Contract, Contractor warrants that Contractor (a) has thoroughly investigated and considered the scope of services to be performed, (b) has carefully considered how the services should be performed,and(c)fully understands the facilities,difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Contractor discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Contractor shall immediately inform the City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the Contract Officer. 1.6 Care of Work. The Contractor shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans,studies and/or other components thereof to prevent losses or damages,and shall be responsible for all such damages,to persons or property,until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. 1.7 Further Responsibilities of Parties. Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments,prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. 1.8 Additional Services. City shall have the right at any time during the performance of the services,without invalidating this Agreement,to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in(i)the Contract Sum, and/or(ii)the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor. Any increase in compensation of five percent(5%)or less of the Contract Sum,or in the time to perform of one hundred eighty(180)days or less may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively must be approved by the City Council. It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services or reasonably contemplated therein. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefore. 1.9 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements"attached hereto asExhibit"B" and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit"B" and any other provisions of this Agreement,the provisions of Exhibit "B" shall govern. 2.0 COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to this Agreement,the Contractor shall be compensated in accordance with the"Schedule of Compensation"attached hereto as Exhibit"C"and incorporated herein by this reference, but not exceeding the maximum contract amount of Thirty Eight Thousand Fifty Five Dollars (herein "Contract Sum"), except as provided in Section 1.8. The method of compensation may include: (i)a lump sum payment upon completion, (ii)payment in accordance with the percentage of completion of the services, (iii)payment for time and materials based upon the Contractor's rates as specified in the Schedule of Compensation, but not exceeding the Contract Sum or(iv) such other methods as may be specified in the Schedule of Compensation. Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expense, transportation expense approved by the Contract Officer in advance, and no other expenses and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Contractor at all project meetings reasonably deemed necessary by the City;Contractor shall not be entitled to any additional compensation for attending said meetings. 2.2 Method of Payment. Unless some other method of payment is specified in the Schedule of Compensation, in any month in which Contractor wishes to receive payment,no later than the first(1 st)working day of such month,Contractor shall submit to the City in the form approved by the City's Director of Finance,an invoice for services rendered prior to the date of the invoice. Except as provided in Section 7.3, City shall pay Contractor for all expenses stated thereon which are approved by City pursuant to this Agreement no later than the last working day of the month. Page 2 3.0 PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the"Schedule of Performance"attached hereto asExhibit"D",if any,and incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty(180)days cumulatively. 3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to,acts of God or of the public enemy,unusually severe weather,fires,earthquakes,floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any an agency, including the City, if the Contractor shall within ten(10)days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor's sole remedy being extension of the Agreement pursuant to this Section. 3.4 Term. Unless earlier terminated in accordance with Section 7.8 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one (1)year from the date hereof, except as otherwise provided in the Schedule of Performance. 4.0 COORDINATION OF WORK 4.1 Representative of Contractor. The following principals of Contractor are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: C. (Kees)W. Corssmit Ph.D. or Greg Tilley It is expressly understood that the experience,knowledge,capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement,the foregoing principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. 4.2 Contract Officer. The Contract Officer shall be such person as may be designated by the City Manager of City. It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions Page 3 i • which must be made by City to the Contract Officer. Unless otherwise specified herein,any approval of City required hereunder shall mean the approval ofthe Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore,Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition,neitherthis Agreement nor any interest herein may be transferred,assigned,conveyed,hypothecated or encumbered voluntarily or by operation of law,whether for the benefit of creditors or otherwise,without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent(25%)of the present ownership and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder without the express consent of City. 4.4 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 herein. City shall have no voice in the selection, discharge, supervision or control of Contractor's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Contractor shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such 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. City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with Contractor. 5.0 INSURANCE, INDEMNIFBCATION AND BONDS 5.1 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) Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance written on a per occurrence basis.If the Contract Sum is$25,000.00 or less,the policy of insurance shall be written in an amount not less than either(i)a combined single limit of$500,000.00 or(ii) bodily injury limits of$250,000.00 per person, $500,000.00 per occurrence and$500,000.00 products and completed operations and property damage limits of$100,000.00 per occurrence and $100,000.00 in the aggregate. If the Contract Sum is greater than$25,000.00 but less than or equal to $100,000.00,the policy of insurance shall be in an amount not less than either(i)a combined single limit of$1,000,000.00 for bodily injury,death and property damage or(ii)bodily injury limits of$500,000.00 per person,$1,000,000.00 per occurrence and$1,000,000.00 products and completed operations and property damage limits of$500,000.00 per occurrence and$500,000.00 in the aggregate. If the Contract Sum is greater than$100,000.00,the policy of insurance shall be in an amount not less than $5,000,000.00 combined single limit. (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 shall indemnify,insure and provide legal defense for both the Contractor and the City against any loss,claim or damage arising from Page 4 any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Contractor in the course of carrying out the work or services contemplated in this Agreement. (c) Automotive Insurance. A policy of comprehensive automobile liability insurance written on a per occurrence basis in an amount not less than either (i) bodily injury liability limits of $250,000.00 per person and$500,000.00 per occurrence and property damage liability limits of$100,000.00 per occurrence and$250,000.00 in the aggregate or(ii)combined single limit liability of$500,000.00. 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, as may be required in the Special Requirements. All of the above policies of insurance shall be primary insurance and shall name the City,its officers, employees and agents as additional insureds. 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. All of said policies of insurance shall provide that said insurance may not be amended or cancelled without providing thirty(30)days prior written notice by registered mail to the City. In the event any of said policies of insurance are cancelled, the Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 5.1 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 5.1 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 or the activities of any person or persons for which the Contractor is otherwise responsible. In the event the Contractor subcontracts any portion of the work in compliance with Section 4.3 of this Agreement,the contract between the Contractor and such subcontractor shall require the subcontractor to maintain the same policies of insurance that:the Contractor is required to maintain pursuant to this Section 5.1. 5.2 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 willfid 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; Page 5 (b)Contractor will promptly pay any judgment 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 payto 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' bees. 5.3 Performance Bond. Concurrently with execution ofthis Agreement,Contractor shall deliver to City a performance bond in the sum of the amount of this Agreement,in the form provided by the City Clerk,which secures the faithful performance of this Agreement,unless such requirement is waived by the Contract Officer. The bond shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bond shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement. 5.4 Sufficiency of Insurer or Surety. Insurance or bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California,rated "A" or better in the most recent edition of Best Rating Guide,The Key Rating Guide or in the Federal Register,and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City due to unique circumstances. In the event the Risk Manager of City("Risk Manager") determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the performance bond required by this Section 5 may be changed accordingly upon receipt of written notice from the Risk Manager; provided that the Contractor shall have the right to appeal a determination of increased coverage by the Risk Manager to the City Council of City within 10 days of receipt of notice from the Risk Manager, 6.0 RECORDS AND REPORTS 6.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or,if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services,the estimated increased or decreased cost estimate for the project being designed. 6.2 Records. Contractor shall keep,and require subcontractors to keep,such books and records as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, Page 6 copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three(3)years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. 6.3 Ownership ofDocuments. All drawings,specifications,reports,records,documents and other materials prepared by Contractor,its employees,subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Contractor will be at the City's sole risk and without liability to Contractor,and the City shall indemnify the Contractor for all damages resulting therefrom. Contractor may retain copies of such documents for its own use. Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Contractor fails to secure such assignment,Contractor shall indemnify City for all damages resulting therefrom. 6.4 Release of Documents. The drawings, specifications,reports,records, documents and other materials prepared by Contractor in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 7.0 ENFORCEMENT OF AGREEMENT 7.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside,State of California,or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 7.2 Disputes. In the event of any dispute arising under this Agreement,the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligations hereunder so long as the injuring party commences to cure such default within ten(10)days of service of such notice and completes the cure of such default within forty-five (45)days after service of the notice,or such longer period as may be permitted by the injured party;provided that ifthe default is an immediate danger to the health,safety and general welfare,such immediate action may be necessary. Compliance with the provisions of this Section shall be a condition precedent to termination of this Agreement for cause and to any legal action,and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's or the Contractor's right to terminate this Agreement without cause pursuant to Section 7.8. 7.3 Retention of Funds. Contractor hereby authorizes City to deduct from any amount payable to Contractor(whether or not arising out of this Agreement)(i)any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Contractor's acts or omissions in performing or failing to perform Contractor's obligation under this Agreement. In the event that any claim is made by a third parry,the amount or validity of which is disputed by Contractor,or any indebtedness shall exist which shall appear to be the basis for a claim of lien,City may withhold from any payment due, without liability for interest because of such withholding, an amount Page 7 sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however,affectthe obligations of the Contractorto insure,indemnify,and protect City as elsewhere provided herein. 7.4 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. 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement,the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it,at the same or different times,of any other rights or remedies for the same default or any other default by the other party. 7.6 LLe al Action. In addition to any other rights or remedies,either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 7.7 Liquidated Damages. Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement,the Contractor and its sureties shall be liable for and shall pay to the City the sum of Zero Dollars ($0.00) as liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Schedule of Performance (Exhibit "D"). The City may withhold from any monies payable on account of services performed by the Contractor any accrued liquidated damages. 7.8 Termination PriortoEUirationOfTerm. This Section shall govern any termination of this Agreement except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Agreement at anytime,with or without cause,upon thirty(30)days' written notice to Contractor, except that where termination is due to the fault of the Contractor,the period of notice maybe such shorter time as maybe determined by the Contract Officer. In addition,the Contractor reserves the right to terminate this Agreement at any time upon,with or without cause,upon sixty(60)days' written notice to City, except that where termination is due to the fault of the City,the period of notice may be such shorter time as the Contractor may determine. Upon receipt of any notice of termination,Contractor shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized bythe Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event of termination without cause pursuant to this Section,the terminating party need not provide non-terminating party with the opportunity to cure pursuant to Section 7.2. 7.9 Termination for Default of Contractor. If termination is due to the failure of the Contractor to fulfill its obligations under this Agreement,City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated(provided that the City shall use reasonable efforts to mitigate Page 8 such damages), and City may withhold any payments to the Contractor for the purpose of setoff or partial payment of the amounts owed the City as previously stated. 7.10 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. Attorney's fees shall include attorney's fees on any appeal,and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 8.0 CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 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. 8.2 Conflict of Interest. No officer or employee of the City shall have any financial interest, direct or 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. 8.3 Covenant Against Discrimination. Contractor covenants that,by and for itself, its heirs,executors,assigns,and all persons claiming under orthrough 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 insure 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. 9.0 MISCELLANEOUS PROVISIONS 9.1 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. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72)hours from the time of mailing if mailed as provided in this Section. 9.2 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. Page 9 9.3 Integration:Amendment. It is understood thatthere 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. 9.4 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases,sentences,clauses,paragraphs,or sections 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. 9.5 Comorate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that(i)such parry 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 parry 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. Page 10 IN WITNESS WHEREOF,the parties have executed and entered into this Agreement as of the date first written above. ATTEST: CITY4ger S, ORNIA By: �1�- By. t� Ci > Ierk APPROVED AS TO FORM: 2PP2I v 95 ,RS'T�9 � F� dfl �' � 9s�. ( � /3 f City tto ey � ✓ f�f/vim CONTRACTOR: 1l Tn c _ 1nc.. (Chet ne: _individual, _partnership, corporation) (NOTARIZED) By: sty��a[we Print N e and it (NOTARIZED) By: ignature pTAR y` [Trepd^u, ti TI�eJ,b r Prinitle /'a/quo IcofoP`ae\ Mailing Address: Sza-_-)O'FGQkua MY COMMISSION EXPIRES: � � % II OCTOBER 1,2001 (� Q ,Cf0 9i0 11) (Corporatlons requireiwo signatures;onefrom eoch offlefollowing:A.Chairman ofSourd,President,and Vice President;AND B.Secmtary,Assistan[Secretary,Treasurer,Assistant Treasurer,or Cldeffinancial Officer). End of Signatures The forego ng instrument wa acknowlea ed before mein the County of'' I ^ 9 , State of Colo do, this r�i-ii dayof,_M—'— I El L .��hl�tafte of Colomdd Page 11 Exhibit "A" Scope of Services City of Palna Springs User Rate Study Task 1 : Review Available Data We will begin the study by analyzing the financial, customer, and growth-related data provided by the City. Our review will include any contracts the City has with its customers. Our subconsultant engineer will begin reviewing the unit processes of the treatment facilities and discuss the wastewater service parameters to which costs will be allocated, as well as collect data necessary to complete the engineering analysis. The data review will include a discussion with utility staff to identify the current data constraints. In addition, we will begin reviewing the rates and charges, as well as the City's existing rules and regulations as they pertain to the rates and charges. After reviewing the data provided, we will begin preparation of our first workshop with City staff. Task 2: Prepare Presentation for the First Workshop In order to provide a comprehensive and informative presentation to the utility staff, we will prepare a presentation covering pertinent aspects of the study. Prior to the workshop, we will provide the City's project manager an opportunity to review and comment on an outline of our presentation. Task 2.1 : Develop Preliminary Evaluation Criteria As part of the preparation, we will develop preliminary evaluation criteria to be used during the first workshop. Evaluation criteria provide a structure for comparing options. The preliminary evaluation criteria will be based on our initial assessment of the data review in Task 1 as well as our experience in similar studies. These preliminary evaluation criteria will be used to evaluate: ➢ Existing Customer Classes ➢ Customer Classes Based on Similar Flows and Loadings ➢ Current Rate Structure ➢ Alternative Rate Structures Existing Rules and Regulations (State and Federal) ➢ Data Constraints as They Relate to the Rate Model ➢ Others Once the preliminary evaluation criteria are developed, we will perform our initial evaluations of the topics listed above. Our initial evaluations will be documented on overheads and used during the first workshop to assist the utility staff in its decision making process. Exhibit A Task 3: Present Workshop to City Staff (Revised) The first step will be a workshop for five participants the City deems appropriate. The IUG project manager, lead economist, and the project engineer will attend this workshop. This workshop will serve to: 1. Kick-off the project with selected City staff and our key task leaders. This may include any unfinished administrative issues such as finalizing the scope of work and timeline, as well as an opportunity for the City's staff to become acquainted with our project manager and lead economist. 2. Provide an insightful analysis of COS principles, especially how these principles relate to challenges faced by the City. The overview will include information on the principles of rate setting for wastewater utilities, the current rate structure, the limitations of that rate structure, and alternative rate design approaches. In addition, we will talk about the process of converting the utility's revenue requirements and customer characteristics into revenue requirements by customer class and ultimately rates by customer class. 3. Review EPA regulations relating to wastewater user charges, and issues related to Proposition 218 and user charges. The rate study shall recommend rate schedules which will satisfy the following goals and objectives: 1. They shall satisfy the requirements of Proposition 218 and other applicable law including that the revenue shall not exceed the cost of providing service, the amount of the fee shall not exceed the proportionate cost of the service attributable to the parcel, no fee may be charged unless the service is available to the parcel. 2. Should the overall costs of operating the plant be reduced from the proposed 99-00 budget, everything else being equal, the rates shall be lower than what they would have been using the proposed 99-00 budget. 3. They shall establish appropriate rate structures either with or without completion of the current privatization program. The forgoing shall be determining factors in the evaluation criteria. This process will include a great deal of teaching and discussion. To assist in the workshop presentation, we will provide each participant with a project notebook that includes copies of the visual aides and handouts presented during the workshop. As part of the workshop we will present the preliminary evaluation criteria we developed for each occasion when alternatives need to be evaluated. We will ask for input from the workshop participants to refine our preliminary evaluation criteria. By the end of our comprehensive overview, we will have transformed our preliminary evaluation criteria into the final evaluation criteria. Using the final evaluation criteria, we will reassess our recommendations based on our initial evaluation. �rans o med o p eliminary e a u on crtt� ia 'nto the fin ev luation criteria. Us} g�th f@ final v al n c- terra, e will assess ou comme dati s based n r�ieiti�aj v iari6n. Task 4: Conduct Cost-of-Service Analysis The COS analysis will begin with a continuation of the data review in Task 1 and the benefit of the workshop in Task 2. Before the cost-of-service model can generate rates by customer class, the following data will need to be collected: ➢ The details relating to the operation and maintenance (O&M) costs after the privatization process has been completed. ➢ The details related to the capital costs of the planned improvements and the City's preferred method for collecting and applying future system development charges. ➢ Water consumption data by customer class, i.e., single-family, multi-family, residential, commercial, industrial, raw water, etc., presumably from the Desert Water Agency. We recognize the complications involved in obtaining this data. Although outside this scope of services, we would welcome the opportunity to work with the City of Palm Springs Wastewater Utility and the Desert Water Agency to try and negotiate an agreement whereby the City could obtain the water consumption records from the Desert Water Agency. Given the unavailability of some of these key data, the cost-of-service analysis in this scope of work will result in a computer model that, with minor alterations (which may include reformatting a few relevant tables to accommodate new data), generates rates when the necessary data become available. The reformatting may be necessary because it is difficult to anticipate the format in which the data will be provided. We will make every effort to accommodate the anticipated data in our cost-of-service model. This scope of work does not include estimating O&M costs after privatization or negotiating with the Desert Water Agency for water consumption records. Our understanding is that the payment to the privatizer will be known and available prior to the execution of the contract between JUG and the City. These data will be entered into the model as part of this scope of services. Additional tasks related to obtaining water consumption records can be added with an amendment to this scope of services. This scope of services is based on the assumption that IUG will only use data that is provided by the City prior to starting the model development. As part of the cost-of-service analysis, our project engineer will spend a half-day with the appropriate City staff to meet in Palm Springs, tour the facilities, and discuss the design/function of the unit processes. Taking into consideration the limitations on available data, we will begin developing the wastewater rate model. To conform with COS principles, the models require a number of steps that result in the allocation of costs by customer class. This allocation is based on the characteristics of the wastewater system and how the system is used by different customer classes. The analysis will include: 4.1 Developing a computer model that will take into account the utility's user charge revenue requirement. 4.2 Developing tables within the computer model that will identify the characteristics of the customer classes, including estimates of flow, BOD, TSS, and number of customers. 4.3 Developing the O&M and capital cost allocation tables, and to the extent possible, allocating O&M and capital costs to the system parameters, i.e., flow, BOD, TSS, and customer. (Requires assistance from our engineering subconsultant). The extent to which the costs can be allocated depends on the data that are available from the City. 4.4 Developing the section of the model that allocates the costs by wastewater service parameter to the customer classes based on each customer classes' characteristics. (Requires assistance from our engineering subconsultant). This task will be limited by the data made available as part of Task 1 of this scope of services. 4.5 Building the rate design section of the model for future use by the City. Task 5: Present City with Preliminary Report Upon completion of the computer model, we will draft a preliminary report that documents the City's adopted methodology, an explanation of how the computer model was developed, and our recommendations to the City. Eight copies of the preliminary report will be delivered to the City for its review. Task 6: Deliver Final Report to the City With the comments and endorsement of the City, we will submit eight copies of the final report documenting our findings. This report will include copies of the tables from the computer models. Task 7: Finalize Computer Models Following the presentation of the final report to the City, we will finalize the computer models and prepare them for delivery to City staff. These models will be authorized for use by City staff only and may not be commercialized by the City. We also request that all copies of the computer models remain within the City of Palm Springs. The models will be compatible with Excel 97, currently used by the City. Task 8: Prepare Computer Model Handbook We will develop a handbook to accompany the computer model, which will also assist in the computer model training. The handbook will provide a reference source for current users, and a training tool for future users of the model. Five copies of the handbook will be provided to the City. Task 9: Conduct Computer Model Training The final task in our scope will be up to a full-day computer model training course in Palm Springs to help the City institutionalize the workproduct of this study. Oftentimes, a half-day is sufficient, but to be cautious we want to set a full-day aside. We will send our lead economist to conduct the training seminar. The seminar should include no more than five City staff members. Schedule of Compensation Attached is our workplan for the tasks identified herein. The method of payment shall be lump sum of$38,055, billed on a monthly basis, in accordance with the percentage complete. Our workplan identifies our estimate of time required to complete each task by person. Additional tasks not identified above will require an amendment to the fee and possibly the timeline for this project. EXHIBIT'B" SPECIAL REQUIREMENTS" 1. Section 4.3 prohibits subcontracting without prior approval. Approval is hereby granted for a sub- consultant CGvL Engineers. 2. Section 5.3 Performance Bond shall not apply to this contract. Workplan and Cost by Task City of Palm Springs,California labor General Total Cost Tasks Corssmit Tilley Matthews Garcia support Total Coats Eve,.ses T 1 by Task Phase l Task 1: Review Available Data 2.0 so 80 1800 $2,080 $208 S2,288 Task 2: Prepare Presentation for Workshop with Utility Staff 8.0 16.0 2.0 4.0 30.00 3,210 321 3,531 Task 3: Workshop with Utility Smff 12.0 120 80 3200 4,060 406 1,500 5,966 Task 4: Develop Cost-of-Service Model ' 4.1 Develop Computer Model for User Charge Revenue Requirements 40 4.00 S380 S39 S418 4.2 Develop Model Section That Identifies Customer Characteristics 4.0 16.0 20.00 2,160 216 2,376 4.3 Develop Tables to Allocate Rev.Req to Unit Processes 12.0 20.0 32.00 3,640 364 4,004 Develop Tables to Allocate Unit Processes to Parameters 16.0 160 3200 3,520 352 3,872 4.4 Develop Tables to Allocate Costs by Parameter to Customer Class 10.0 lo.0o 950 95 1,045 4.5 Develop Tablesfor EvenmalR wDesign 20.0 10.0 30.00 3,100 310 3,410 Task 5: Deliver Preliminary Report to City 4.0 24.0 2.0 30.00 3,000 3W 3,300 Task 6: Based om Commean,Prepare and Deliver Find Report 20 12.0 2.0 16.00 1,540 154 1,694 Task 7: Final Model Development 4.0 4.0 8.00 860 86 946 Task E: Prepare Computer Model Handbook 14.0 3.0 2.0 1900 1,770 177 1,947 Task 9: Conduct Computer Model Training 24.0 24.00 2,280 229 750 3,25E 320 192.0 17.0 54.0 100 305.0 $32,550 $3,255 $2,250 S3E,055 EXHIBIT "D" SCHEDULE OF PERFORMANCE Calendar Days Following Task/Name Notice to Proceed Task I Review Data 30 Task 2 Prepare Presentation for Workshop 40 Task 3 Workshop with City 50 Task 4 Develop COS Model 70 Task 5 Preliminary Report 90 Task 6 Final Report 10 Task 7 Finalize Computer Model 120 Task 8 Prepare Computer Model Handbook 130 Task 9 Conduct Computer Model Training 135 Alk 08/31/99 7DUrEfl THIS CERTIFICATE IS ISSUED AS A MATTE F; OF INFORMATION DEBORD INSURANCE AGENCY ONLY AND CONFERS NO RIGHTS UPON \THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMENDi-EXTEND OR 1605 S. BELLAIRE ST. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. SUITE 400 COMPANIES AFFORDING COVERAGE DENVER CO 80222- COMPANY (303) 757-5722 A USF&G INSURED COMPANY INTEGRATED UTILITIES GROUP INC B CCIC 6, 5200 D T C PARKWAY, #530 C), COMPANY C GREENWOOD VILLAGE, CO 80111- COMPANY (303) 26710200 D MR 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 CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO POLICYEFFECTIVE PoucyExpjRAnoN LTH TYPE OF INSURANCE POLICY NUMBER BATE(MMIDD/YV) DATE(MMIDIVY10 LIMITS A GENERAL LIABILITY GENERAL AGGREGATE s2,0 0,000 X COMMERCIAL GENERAL LIABILITY BFS000000393456 07/28/99 07/28/00 PRODUCTS-COmP/OP AGG s-2-,0 0-0- 000 CLAIMS MADE FT]OCCUR PERSONAL&ADV INJURY $1,000,000 OWNERS IL CONTRACTOR'S PROT EACH OCCURRENCE S1,000P000 FIRE DAMAGE(Any om fire) $ 50,000 MED EXP(Any om pown) $ 10,000 A AUTOMOBILELIABILITY COMBINED SINGLE OMIT $ ANY AUTO BFS000000393456 07/28/99 07/28/00 1,000,000 ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Pw P�) X HIRED AUTOS BODILY INJURY X NON-OWNED AUTOS (Pff acddenj PROPERTY DAMAGE 8 GARAGE LIABILITY AUTO ONLY-EA ACCIDENT 6 ANYAUTO OTHER THAN AUTO ONLY: EACH ACCIDENT $ I AGGREGATE 5 EXCESS LIABILITY EACH OCCURRENCE S -UMBRELLA FORM AGGREGATE 6 OTHER THAN UMBRELLA FORM $ WORKERS COMPENSATION AND STATUTORY UNITS EMPLOYERS'LIABILITY W98AI84048 10/06/9a 10/D6/99 EACH ACCIDENT SI000000 THE PROPF=U TIVE INCL DISEASE-POLICY LIMIT $1000000 PARTNERS OFFICERS ARE: F111 EXCL ENSEASE-EACH EMPLOYEE $1000000 THEM DESCRIPTION OF OPERA'nON&IOCATIONS/VEHICLES/SPECiAL ITEMS ADDITIONAL INSURED. CITY OF PALM SPRINGS ................. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCEL I En BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFF, City Clerk, City of Palm Springs OUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY P. 0. Box 2743 OF ANY KIND UPON THE COMPANY, ITS AGENTS OR -REPRESENTATIVES. Palm Springs CA 922632743 AUTHORIZED REPRESENTATIVE .................. ................... AdmL ............ 08/31/99 al. SUF N., PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE DEBORD INSURANCE AGENCY HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1805 S. BELLAIRE ST. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. SUITE 400 COMPANIES A G COVERAGE DENVER CO 80222- COMPANY (303) 757-5722 A USF&G INSURED COMPANY2. INTEGRATED UTILITIES GROUP INC BCCIC 5200 D T C PARKWAY, #530 COMPANY C GREENWOOD VILLAGE, CO 80111- COMPANY (31�1�211 12 1 D THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED 13ELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TYPE OF INSUMNCE POUCYNUMBER POUCYEFFECTIVE POUCYEXPIRATION LIMITS LTR DATE(MM/DDNY) DATE(MM/DDNY) A GENERAL LIABILITY GENERAL AGGREGATE $2,000,000 X COMMERCLALGENERALUASILITY BFS000000393456 07/28/99 07/28/00 PRODUCTS-COMP/OP AGO 52,000,000 —�]CLAIMS MADE [X❑]OCCUR PERSONAL&ADV INJURY S1,000,000 OWNER'S&CONTRACTORS PROT EACH OCCURRENCE $1,000,000 FIRE DAMAGE(Any one fire) $ 50,000 MED EXP(Any one person) $ 10,000 A AUTOMOBILE LIABILITY COMBINED SINGLE UMIT $ ANY AUTO BFS000000393456 07128/99 07/28/00 1,000,000 ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) X HIRED AUTOS BODILY INJURY X NONOWNED AUTOS (Per A ldent) PROPERTY DAMAGE $ GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANYAUTO OTHER THAN AUTO ONLY: EACH ACCIDENT S AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ UMBRELLA FORM AGGREGATE S OTHER THAN UMBRELLA FORM 6 WORKERS COMPENSATION AND STATUTORY UM11 S EMPLOYERS'LIABILITY W98A184048 10/06/98 10/06/99 EAICHACCIDENT $1000000 THE PROPRIETO )FV !NCL DISEASE-POUCY LIMIT $1000000 PARTNERS/EXECUTIVE OFFICERS FlEXCL DISEASE-EACH EMPLOYEE 51000000 OTHER DESCRIPTION OF OPEMTIONS/LOCATIONSNEHICLESISPECIAL ITEMS ADDITIONAL INSURED: CITY OF PALM SPRINGS SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL XALVAIMIEM MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, City Clerk, City Of Palm Springs BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY P. 0. Box 2743 OF I AW KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. Palm Springs CA 922632743 AD THONZED NPRESENTATIVE .. ................... ACORD_ CERTIFICATE OF LIABILITY INSURANCE OPID TV GATE(MMIOOIYYI INTEG 1 O1/21/02 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Talty Insurance Agency, Inc. HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 1720 S. Bellaire St. #801 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Denver CO 80222 Phone: 303-756-7755 Fax: 303-756-7781 INSURERS AFFORDING COVERAGE INSURED INSURER Legion Indemnity Company INSURERS Saint Paul Insurance Company Integrated Utilities Group INSURER Pinnacol Assurance ^- 5200 DTC Parkway #530 wsuRERD Greenwood Village CO 80111 _ 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. INSft TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR GATE MMIOOIYY DATE MMIOOITY GENERALLIASILITY EACH OCCLRRENCE S1,000,000 B $ COMMERCIgLGENERALIJAEFFY BKO0960172 07/28/01 07/28/02 FIRE DAMAGE(Aw one nre) S300,000 CLAIMS MADE OOCCUR MED ENP(A,one peleon) S10,000 PERSONAL A ADV INJURY $ 1,000,000 GENERAL AGGREGATE 52,000,000 GENL AGGREGATE LIMIT APPLIES PER PRODUCTS-COMPIOPAGG 52,000,000 POLICY PROT- LUC JEC PUT GMOWILD LIABILITY COMBINED.oden SINGLE LIMIT S ]„OOO,OOO $ ANY AUTO (Ea acdtlent) ALL OWNED AUTOS SODILYIwwr s SCHEDULEDAUTOS llu,ernen, % HIRED AUTOS BKO0960178 07/28/01 07/28/02 BDOILYINJURY % NON-OWNED AUTOS (Per acnaenIP S PROPERTYOAMAGE $ (Per noDenD GARAGE LIABILITY AUTO ONLY EAACCIDENT £ ANY-TO EA ACC 8 OTHER THAN AUTO ONLY AGO 5 EXCESS LIABILITY EACH OCCLRRENCE 5 OCCUR ❑ CI-VMS MADE AGGREGATE S DEDUCTIBLE S RETENTION S $ WCETATU OTH- WORHERS COMPENSATION ANO Y TORY LIMITS ER C EMPLOYERS'LIABILITY 4030315 05/01/01 05/01/02 EL EACH ACCIDENT E100,000 EL DISEASE-EAEMPLOYEE S100,000 EL DISEASE-POUCYLIMIT a500,000 OTHER A Professional E&O IM40960834 08/25/01 08/25/02 $1000000 $5000 Ded DESCRIPTION OF OPEMTIONSMOCATIONSNEHICLESIE%CLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS CERTIFICATE HOLDER N ADDITIONAL INSURED:INSURER LETTER CANCELLATION CITYPAL SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL -0- GAYCWBITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO 50 SHALL City of Palm Springs IMPOSE NO OBLIGATION OR LIABILITY OF ANY HIND UPON THE INSURER,ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE Frank A. DeBord ACORD 25-S(7/97) ©ACORD CORPORATION 1988