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HomeMy WebLinkAboutELLIOTT AUTO SUPPLY CO. INC. (DBA FACTORY MOTOR PARTS)ji5taRANCE tLJON FILE Woj� KI AYN T'PROCEED CLERK OF COUNCIL DATE: in p 2 2019 clgV4(p \o w to1, kl AGREEMENT WITH FACTORY MOTOR PARTS TO PROVIDE MISCELLANEOUS VEHICLE PARTS THIS AGREEMENT is made and entered into on this 4TH day of June, 2019 by and between Elliott Auto Supply Co., Inc. dba Factory Motor Parts, a Minnesota corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On March 29, 2019, the City issued Request for Proposal No. 19-017 ("RFP") by which it sought a contractor to establish a vendor -owned inventory (consignment) based model to provide miscellaneous fleet vehicle parts and accessories. B. Contractor submitted a responsive proposal that was selected by the City. Contractor represents that it is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall perform during the term of this Agreement, the tasks and obligations required to supply an on and off -site inventory of parts and shop supplies necessary to maintain, repair and operate the City's fleet of vehicles and equipment including but not limited to, a full line of light and heavy duty equipment parts, Original Equipment Manufacturer (OEM) parts, small engine parts, hydraulic hoses, fasteners, tires, steel, welding supplies, safety supplies, chemicals, equipment, and all fluids associated with automotive vehicles (i.e. lubricants, antifreeze, brake fluids, etc.) as described and set forth in Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges provided by the Contractor's proposal and identified in Exhibit B, attached hereto, and the Contractor's full list for prices on the aforementioned parts and shop supplies which shall be incorporated by reference, as though fully set forth herein. The total amount to be expended during the tern of this Agreement shall not exceed $1,700,000. This sum shall be comprised of a not -to - exceed annual amount of $340,000 during the term of this agreement and for any extension periods granted per Section 3, below. Pagel of 8 b. Prices identified above shall remain fixed during the first year of this Agreement and shall include all freight and delivery charges. After the first year, the Contractor shall provide an updated price list to the City for that year. The Executive Director managing the department handling this Agreement, or their designate, shall provide written confirmation of the City's consent of the new prices at a rate not -to -exceed 2%. c. Any increase in costs will not be reflected by a change in the overall compensation noted in Section 3.a., above. Any increase in compensation to Contractor shall require approval by the City Council. d. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on July 1, 2019 and continue for a three (3) year term until June 30, 2022 with the option for the City to grant up to two (2) one (0-year renewals, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Page 2 of 8 Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self- insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: i. Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. iv. Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts provided by the certificates of insurance shall be incorporated by reference into the Agreement. Page 3 of 8 V. Contractor shall supply City with a fully executed additional insured endorsement. e. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. L 5901K17all 17I Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements Page 4 of 8 charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 10. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any Page 5 of 8 terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. Page 6 of 8 18. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director, Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-5635 To Contractor: Elliott Auto Supply Co. Inc. Attn: Dana Carney 2610 S. Birch St. Santa Ana, CA 92707 E-mail: d.carney2fm cp o.com Fax: 702-459-0432 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and Page 7 of 8 addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA w� ri Norma Mitre Kri<ine Ridge 1 Acting Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: *�, T� John Funk Assistant City Attorney FOR APPROVAL: e0 PE, PLS Executive 1pirector Public WorVs Agency CONTRACTOR: Vaha Ca�hey Dana Carney Fleet Sales and Operations Manager Page 8 of 8 EXHIBIT A CITY OF SANTA ANA REQUEST FOR PROPOSALS 19-017 FOR MISCELLANEOUS FLEET VEHICLE PARTS & ACCESSORIES The Fleet Maintenance Division of the Public Works Agency maintains over 650 active fleet vehicles including sedans, trucks; vans, motorcycles, large heavy trucks, and police patrol sedans at the Corporate Yard facility located at 215 S. Center Street, Santa Ana, CA 92703. It is the responsibility of Fleet Maintenance to conduct routine maintenance on all vehicles, and replace all worn or broken parts. Parts for vehicles are ordered for Inventory stock as well as parts required on an "as -requested" basis, The City desires to establish a prime and exclusive relationship with an auto parts and accessories distributor through a vendor -owned Inventory (consignment) based business solution program providing a full line of equipment, products, accessories and services related to parts for the maintenance and repair of autos, trucks and other equipment to best serve the overall needs of the City. The City will provide the on -site staff to operate Its Parts Counter Operation. General Parts Information The successful vendor shall supply parts and shop supplies necessary to maintain, repair and operate the City's fleet of vehicles and equipment Including but not limited to, a full line of tight and heavy duty equipment parts, Originai Equipment Manufacturer (OEM) parts, small engine parts; hydraulic hoses, fasteners, tires, steel, welding supplies, safety supplies, chemicals, equipment, and all fluids associated with automotive vehicles (i.e. lubricants, antifreeze, brake fluids, etc.) Original equipment quality parts, supplies, and equipment, or the equivalent or better are required. The Fleet Maintenance Division reserve the right to purchase parts and other supplies that cannot be provided by the vendor within the time frames specified, or that do not meet original equipment quality, or that have been deemed Inferior or unacceptable by Fleet Maintenance Division, Fleet Maintenance Division reserves the right to solicit repairs from any private vendor where said vendor may provide parts and/or labor for the repair of fleet equipment. Fleet Maintenance Envision further requires that In every application where the City determines to be reasonable and acceptable the Contractor provide rebuilt, refurbished, recycled or refined products that meet or exceed OEM, SAE, UL, Mil -spec, ANSI or other industry quality standards. The Fleet Maintenance Division reserves the right over the course of the contract period to determine which products must be new, refurbished, recycled or retreaded. The Contractor shall also accept Industry standard cores for rebuilding where the parts are acceptable as core exchanges Including water pumps, alternators, etc. The Fleet Maintenance Division will work with the Contractor throughout the contract period to determine the parts, supplies and equipment to .carry in Inventory. This determination may be based on usage, fleet size, and parts ordering turnaround time, or any combination of these factors. Vendor Requirements The vendor shall have access to and control over sufficient inventory„ either in an off -site location, or on- site in the vendor's own warehouse, preferably to be within a 1-hour delivery time to the City of Santa Ana RFP 19-017 Pagei7 Fleet Maintenance shop. The vendor shall also have the ability to purchase Originai Equipment Manufacturer parts by negotiation with one or several local dealer parts operations. The vendor shall have the capacity to furnish an 86% fill rate for the CitVs on -hand parts Inventory requirements. The vendor shall evaluate the usage history of the current Inventory of vehicle parts and supplies and thereafter on a monthly basis to identify those that should be removed from stock, added to stock, and to determine the stocking levels of those that should remain in stock. The vendor shall adhere to the stock reorder plan detailed in the proposal. Prompt response time to parts requests Is crucial to establish and maintain a high level of 'maintenance shop productivity. Any decision to make changes that will Impact response times must be mutually agreeable with designated City staff and the vendor, The vendor shall provide stock and non -stock original equipment parts, supplies and equipment, or aftermarket Items in equal or higher quality. A minimum of Grade 8 is required on all fasteners. All hydraulic equipment, components and parts must meet JIC and SAE specifications. City Fleet Maintenance Division reserves the right to Inspect the quality of materials, supplies and equipment proposed to be furnished and to reject any item(s) deemed not to meet original equipment standards and performance. All such Items provided by the selected vendor for resale to the city will remain the property of the vendor until purchased by the city. At Its discretion, the -City may elect to °purchase and maintain ownership of certain specialized items. The city reserves the right to purchase parts and/car services from other sources If the vendor cannot; provide the desired part(s) by end of business the day following request, and In emergency situations to procure parts Immediately If the vendor cannot supply the part(s) in an acceptable time frame. The vendorshalt not issue parts or supplies to city personnel without a ,proper work order requisition. The vendor shall give a receipt containing specific Information with items delivered to the City's employee for each work order requisition. A second copy of the receipt will be given to the fleet management administrative section; The receipt shall contain specific tracking information, i.e.„ equipment number, reference number, receiving employee name, parts quantities, part number and alpha description, price detail and any other data deemed necessary for effective accounting tracking. A duplicate of each transaction must be provided with the billing for verification of accounting transactions. The vendor shall maintain warranty records of items sold to the City and Issue any credits including labor and parts, due to the City that are covered under these warranties. All Items must Include full manufacturer's warranties and guarantees. The Contractor must guarantee all Items purchased for equipment repair and maintenance applications will fit the Intended application and further guarantee that the product will work on the Intended application. On -site replacement for defective, Inferior or non -fit Items must be guaranteed. The Citywill require vendor to conduct an inventory reconciliation every ninety (90) days and a report is to be submitted to staff by City of Santa Ana parts number. The selected vendor will be required to have the inventory ready for use as of July 1, 2019, General lnformatlan it is the intent and expectation of this solicitation to award a vendor contract to the bast responsive and responsible bidder offering the best overall selection of products, supplies, equipment and services that meet the most commonly requested specifications. In the event no responding bidder Is able to service such a contract, the City reserves the right to award to multiple bidders in order to meet the Clty's requirements.. City of Santa Ana RFP 19-017 Pages& All bids received will be evaluated based on their ability to provide the greatest utility to the City across the widest spectrum of products and services. The City Invites all responding bidders to bid your entire product line to the extent that those products fall under the definition of "Auto and Truck Farts and Accessories." All equipment, products, and services are to meet or exceed all Industry standards and requirements as defined, understood, established, and set forth by those accepted standards. This REP Is for an infinite quantity of products and services, Any quantities and/or sales volume stated herein are based on "potential" usage by the City, and no guarantee of sales volume or quantity is expressed nor Implied. A response to this RFP, in addition to the included line item. pricing sheet, shall be In the form of a percentage discount from a catalog or a category purchasing contract. A response to this RFP Is an offer to contract with the Citybased on the goals, intent, terms and conditions, and scope of products and services contained' herein. Delivery Time Orders placed as "Non -Stocked" will be price quoted at the time of ordering and delivered within twenty-four (24) hour or sooner. For "Non -Stocked"` items that are not delivered within the allowed twenty-four (24) Maur period, vendor will forego the mark-up cost on that part. The exception will be when the selected vendor does not have the part readily available and must reach out to a second party vendor to obtain the part in which .case the City will allow for fair and reasonable delivery time as defined by the City. Vendor -owned (consignment) Inventory parts ordered will be delivered within a 24-hour period. All deliveries are to be to the City Corporate Yard, Zia S. Center St., Santa Ana, CA. As the City's fleet is perpetually changing, the City maintains the option to add or remove vendor - owned (consignment) Inventory parts for the duration of the contract period. The successful bidder Wit agree to supply added items at the pricing structure consistent with like parts and/or manufacturer, and/or at the stated catalog and/or category purchasing discount rate as existing inventory. All parts shall be warranted In accordance with the manufacturer's warranty. IIIW CITY OF SANTA ANA REQUEST FOR PROPOSALS 19.017 FOR MISCELLANEOUS FLEET VEHICLE PARTS & ACCESSORIES CityStock Number 02-5665 02-71425 02-71435 02-71895 02-7193 02-7200 02-7201 02-7250 02.7251 03-6015 04-3017 05-0303 05-7199 05.0306 05-2880 05-4258 05-4500 05.4505 05-4600 05.4605 RFP 19-019MISCELLANEOUS VEHICLE PARTS CITY OF SANTA ANA ALTERNATE MIN PRICE MFG FG MFG PART# APPLICATION CITY OFFERED OFFERED CLEANER,BRAKE CRC 05050 SPRAY 36 ,$ 3.15 I ROTOR, BRAKE, 'q FRONT WAGNER BD125785E ;CROWN VIC03.11 10 ;$ 52.92 ROTOR, BRAKE, REAR WAGNER DD1251abt CROWN VIC 03-11 6 .:$ 30.10 MOTORCRAFT BRSD931A .$ 40.94 PAD, BRAKE, FRONT CROWN VIC 03.11, 12 PAD, BRAKE, REAR ( MOTORCRAFT BRF1040 ,CROWN VIC 03-11 8 $ 41.72 BRAKEPADS, MOTORCRAFT BRF1475 '$ 37.08 FRONT PPV UTILITY I4-17 12 BRAKE PADS, REAR MOTORCRAFT BRF1383 1PPV UTILITY14-17 12 "$ 52.87 ROTORS, FRONT MOTORCRAFT' HRRF318 PPV UTILITY 14.17. 12 $ 61,14 ROTOR, REAR MOTORCRAFT BRRF92 PPV UTILITYI4.17 12 $ 50.03 SPARKPLUG MOTORCRAFT SP405 CROWN VIC 11 16 $ 2,9G SERP. BELT GATES K060923 CROWN VIC 06.11 6 $ 20.59 ANTI FREEZE MOTORCRAFT VC76 LATE MDL FORD 12 '$ 12.88 WATER, DISTILLED, 11475018 1GALLON ARROWHEAD ANTI FREEZE, DEX- SHELL 9404006021 COOL EXT WIPER BLADE ANCO 91.22 FUEL CAP STANT ' 10840 COOLINGFAN MOTORCRAFT RF272 ASEMBLY COOLING FAN 'MOTORCRAFT RR28 MODULE BLOWERMOTOR MOTORCRAFT M.M929 BLOWER MOTOR, MOTORCRAFT YH1717 RESISTOR BLOWER 18 $1.15 12 $ B.26 CROWN VIC 40 $ 3.69 CROWN VIC 05-13 4 $ 5.82 CROWN VIC 3 $ 176,31 CROWN VIC 3 $ 08.32 CROWN VIC 2 $ 37.42 CROWN VIC 2 $ 19.66 FORDMOTOR FOZZIBA287A OS•461D MOTOR,CLIP CROWN VIC 3 $ 6.22 05-4650 S.I.R3EWEL FORDMOTOR BWIZIOA936A CROWN VIC 4 $ 12,79 05.6500 WATER PUMP MOTORCRAFT PW464 CROWN VIC 3 $ 38.92 05-6525 FUEL SENDING MOTORCRAFT PFS616 UNIT CROWN VIC____3 27B.30 ,;�;$ City of Santa Ana RFP 19-017 Page128 MOTORCRAFT BRRF266 MOTORCRAFT ;BRRF271 CON 4060922 FVP MGC839 RFP 19-019 MISCELLANEOUS VEHICLE PARTS CITY OF SANTA ANA City Stock MIN ALTERNATE PRICE MFG WASH, PEAK PXNOK3 1-56 05-7210 WINDSHIELD 12 ',$ BATTERY, SIDE/TOP'AC DELCO 73DTPS 06-0391 POST 6 $ 77.61 BATTERY, GRP 34 OPTIMA 8014.045-ABS 06.0405 j 750CCA CROWN VIC 8 $ 82.68 06.2358 8ULB3157 PHILLIPS 3157CP $ .46 STROBE, 2-HOLE SOUND OFF ETUCOC-P 29.33 06.2361 ? FLANGE 12 ;$ BULB, HEADLAMP PFIIliLIP5 9007CI 06-2770 9007 12 $ 2.50 07-5046 FILTER, OIL MOT*RCRAFT±: FL820S CROWN VIC 08 15 07.5116 i FILTER, OIL IMOTORCRAFT FL910S !CROWN VIC 09-11 24 3$ 3.38 07.5120 ' FILTER, OIL wIX ' 57502 PPV UTILITY 14-1( 24 ;$ 2.76 07-5126 FILTER, OIL wIX 51042 LATE MDLGM 8 07-8658 FILTER, AIR 3MOTORCRAFTI FA1783 ,CROWN VIC 07-11i 20 4$ 8.20 07.9100 FILTER, AIR wtx ' 46935 iPPV UTILITY 13.17 24 1$ 5.35 07-9541 I FILTER, TRANS w1X r 58955 CROWN VIC 8 $ 8.29 07.9543 'i TRANS GASKET FORD MOTOR , F2VY7A191A ! CROWN VIC 1 12 $ 4.50 07.9828 FUEL FILTER wIX 33595 CROWN VIC 11 12 i$ 4.44 61-1450 : OIL QUART SW-20 i AC DELCO Iq 9267 60 `$ 1.79 61.1455 i OILQUART5W-30 '' ACDELCO 10-9271 60 $ 1.79 Total Bid 1$1330.67 SPLASHWASH ACDELCO34PG WAGNER 3157 FVP6W20SBQT FVP5W208BQT i THIS,F,QRM MCI§T BE COMPLETED AND INC U Et2 WITH THE PROP05AL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. THE FULL OF STOCKED CONSIGNMENT PARTS WILL BE PROVIDED UPON REQUEST,. City of Santa Ana RFP 19-017 Page 129 EXHIBIT B CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR MISCELLANEOUS FLEET VEHICLE PARTS & ACCESSORIES •;�•• 0 Firm Name: FACTORY MOTOR PARTS It would not be practical to list all parts / components that may be used by the city. The RFP Proposal Pricing List on the previous page is a general representation of a cross section of vehicle parts and an Indicator, of most frequent usage for bid response purposes only. The manufacturer numbers for Items listed in the RFP Proposal Pricing List on the previous page are to serve as a reference and assist prospective bidders in Identifying the corresponding ltem(s) in their own product lines. Responsive bidders may need to cross reference part numbers for bid response purposes. The City in no way restricts the products to be offered by proposers to the stated brand(s) only. For parts and accessories not specifically listed on the RFP 'Proposal Pricing List, Bidders must submit a fixed percentage discount off the Bidder's most current price list, for all automotive parts, components, accessories, and all other products and services offered by the Bidder, for the life of the contract. The discount percentages offered shall apply to the entire parts catalog for the brand and category listed. Please Indicate the discount percentage and Base Price List from which the discount percentage Is calculated, i.e., List, Wholesale, Jobber, Etc. The discount being offered is VARIES % off of the LIST price list. If the discount varies from manufacturer to manufacturer, please list in the space below. Manufacturer Price List Dis ount Percentage SEE ATTACHED THIS ARM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE, City of Santa Ana RFP 19-017 Page 130 lffill� MOW- ACDELCO AC FILTERS 59% LIST ACDELCO AC FUEL PUMPS 57% LIST ACDELCO AC SPARK PLUGS 56% LIST ACDELCO AIR CONDITIONING 53% LIST ACDELCO AIR FILTERS 59% LIST ACDELCO BATTERIES 45%1 LIST ACDELCO BEARINGS _ 53% LIST ACDELCO BELTS & HOSES 539/o LIST ACDELCO BRAKE PARTS 53% LIST ACDELCO CHASSIS 53% LIST ACDELCO CHEMICALS 53% LIST ACDELCO DELCO TRANSMISSION 53% LIST ACDELCO ELECTRONICS 53% LIST ACDELCO EMISSION CONTROL 53% LIST ACDELCO FUEL FILTERS 59% LIST ACDELCO FWD PRODUCTS 53% LIST ACDELCO IGNITION PARTS 53% LIST ACDELCO LIGHTING 53% LIST ACDELCO OIL 53% LIST ACDELCO RADIATORS 40% LIST ACDELCO SHOCKS & STRUTS 53% LIST ACDELCO SMALL MOTORS 53% LIST ACDELCO STARTERS/ALTERNATORS 53% LIST ACDELCO STEERING 53%' LIST ACDELCO SUSPENSION 53% LIST ACDELCO THERMOSTATS & CAPS 53% LIST ACDELCO TRANSMISSION FILTERS 59% LIST ACDELCO VALVE LIFTERS 53% LIST ACDELCO WATER PUMPS 53% LIST ACDELCO WINDOW REGULATOR 53% LIST ACDELCO WIPER PRODUCTS 53%1 LIST ACDELCO WIRE & CABLE 53% LIST ANCO WIPER PRODUCTS 76%u LIST BETTER BRAKE PARTS BRAKE HARDWARE 80% LIST CENTRIC BRAKE PARTS 7lVoo' LIST CHAMPION SPARK PLUGS 55% LIST CONTINENTAL BELTS & HOSES 63% LIST CRC CHEMICALS 5b% LIST DELPHI DELPHI PRODUCTS 60% LIST DENSO DENSO PRODUCTS 65% LIST DORMAN DORMAN PRODUCTS 65% LIST EDELMANN BRAKE LINES 70610 LIST FEDERAL MOGUL BEARINGS/SEALS 63% LIST FELPRO GASKETS 71%' LIST FOX CHEMICALS 71% LIST FVP BELTS 71% LIST FVP CAP & THERMOSTAT 61% LIST FVP ALTERNATORS/STARTERS 67% LIST FVP BALL101NTS 67% LIST FVP BATTERIES 71% LIST FVP BRAKE ROTORS/DRUMS 71% LIST FVP CONDENSERS 71% LIST _ FVP FILTERS 71%1 LIST FVP FUEL PUMPS 71% LIST FVP NEW WATER PUMPS 71% LIST FVP POWER STEERING 71% LIST FVP RADIATORS 71% LIST FVP U-JOINTS 71% LIST GPD AIR CONDITIONING 58% LIST GROTE LIGHTING 58% LIST IDEAL CLAMPS 71% LIST KIMBERLY CLARK PAPER PRODUCTS 71% LIST KYB SHOCKS & STRUTS 710/. LIST LITTLEFUSE FUSES 51% LIST LUCAS OIL PRODUCTS 40.% LIST MMM CHEMICALS 50%1 LIST MONROE SHOCKS &STRUTS 63% LIST MOOG SUSPENSION 69% LIST MOTORCRAFT AIRCONDITIONING 48% LIST MOTORCRAFT BATTERIES 48% LIST MOTORCRAFT BEARINGS 48% LIST MOTORCRAFT BELTS & HOSES 48% LIST MOTORCRAFT BRAKES 48% LIST MOTORCRAFT CHASSIS 48% .LIST MOTORCRAFT CHEMICAL 38% LIST MOTORCRAFT EMISSION PARTS 48% LIST MOTORCRAFT FILTERS/PCV VALVES 48% LIST MOTORCRAFT FRONT WHEEL DRIVE 48% LIST MOTORCRAFT _ FUEL PUMPS 48% LIST MOTORCRAFT HUBS 48% LIST MOTORCRAFT IGNITION PARTS 48% LIST MOTORCRAFT MOTOR OIL 38% LIST MOTORCRAFT MOTORCRAFT REMANS 48% LIST MOTORCRAFT POWER STEERING 48% LIST MOTORCRAFT RADIATORS 38% LIST MOTORCRAFT REFRIGERANT 48%1 LIST MOTORCRAFT SHOCKS & STRUTS 48% LIST MOTORCRAFT SPARK PLUGS 48% LIST MOTORCRAFT SPARK PLUGS 70% LIST MOTORCRAFT STARTERS/ALTERNATORS 48% LIST MOTORCRAFT THERMOSTATS & CAPS 48% LIST MOTORCRAFT WATER PUMPS 48% LIST MOTORCRAFT WIPER BLADES 38%1 LIST MOTORCRAFT WIRE & CABLE 48% LIST PENRAY CHEMICALS 62% LIST PERMATEX CHEMICALS 60% LIST SACHS CLUTCH 66% LIST SPLASH WIPER BLADES 71% LIST STANDARD IGNITION PARTS 71% LIST SUPERCLEAN CHEMICALS 60% LIST TEC CHEMICALS 68% LIST _ TROJAN BATTERIES 58% LIST WAGNER BRAKES 71% LIST WAGNER LIGHTING 71% LIST WIX FILTERS 62% JOBBER DATE (MMIDD/YYYY) ��oKoQa CERTIFICATE OF LIABILITY INSURANCE 6/19/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Elizabeth Nicholson Arthur J. Gallagher Risk Management Services, Inc. PHONE rAX 4200 Corporate Drive Ste 160 N. Ext). _ • 515-457-8964 E-?._6 Elizabeth Nicholson a.eom West Des Moines IA 50266 ARgRl�53'e;_ INSURED Elliott Auto Supply Co., Inc. Factory Motor Parts 1380 Corporate Center Curve, Suite 200 Eagan, MN 55121 rnVFRAnPA rFRTIFIrATF NI IMRFR• RQR'2nQF7Q INSURERS AFFORDING COVERAGE NAIC# INSURER A: Employers Mutual Casualty Company 21415 INSURER B : EMCASCO Insurance Company 21407 INSURER C : INSURER D : INSURER E : INSURER F : Pr-VIRION NIIMRFR- 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. INSR LTR TYPE OF INSURANCE POLICY ER POLICY EFF POLICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y 2D39543 11/15/2018 11/15/2019 EACHOCCURRENCE $1,000,000 CLAIMS -MADE � OCCUR PA TORE TE r -Da a $ 1,000,000 MED EXP (Any one arson $ 5.000 PERSONAL 8 ADV INJURY $ 1,000.000 GEN'LAGGREGATELIMIT APPLIES PER: GENERAL AGGREGATE $2,000.000 PRO E LOC POLICY I JECT RO- PRODUCTS - COMP/OP AGG $ 2,000,000 Property Damange $ 1,000,000 .C:THER: A AUTOMOBILE LIABILITY Y 2E39543 11/15/2018 11/15/2019 COMB ,( a accidentINEDSiNGLELIMIT $1,000,000 BODILY INJURY (Per person) $ X ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) _ $ $ „X HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTYDAMAGE^ r accident , Ded Comp/Collision $1,000 A X UMBRELLALIAB X OCCUR 2J39543 11/15/2018 11/15/2019 EACH OCCURRENCE $3,000,000 AGGREGATE $ 3,000,000 EXCESS LIAR CLAIMS -MADE DED I X I RETENTION $ $ B A A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY y�N ANYPROPRIETOR/PARTNER/EXECUTIVE rNJ OFFICER/MEMBER EXCLU E (Mandatory in NH) N I A 2N39543 2P39543 21V39543 11/15/2018 11/15/2018 11/15/2018 11/15/2019 11I15I2019 11/15/2019 X MUTE ER SfatutD E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 F l- DISEASE - POLICY LIMIT $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below A GARAGE LIABILITY 2E39543 11/15/2018 11/15/2019 Auto Only- Ea Acc Other Than - Ea Acc $500,000 $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Elliott Auto Supply Co., Inc. inclusive of Factory Motor Parts. RE: Project #14-6809 / Arterial Street Slurry Seal 2013-2014. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702; Its officers, employees, agents and volunteers are included as Additional Insured under the General Liability policy per form CG7184 (10/13) and auto (lability policy per form CA7270 (03/07) as per written contract requirement pursuant to and subject to the policy's terms, definitions, conditions, and exclusion. The insurance provided In the General Llabiilty policy Is Primary and Non -Contributory and any other insurance shall be excess only, and not contributing per form CG7184 (10/13) as per written contract requirement pursuant to and subject to the insureds General Liability form policy's terms, definitions, condtolons, and exclusion. Waiver of Subrogation applies to the Additional as respects to the per CG7555 (4113), pursuant to and subject to the policy's terms when required In a written contract or agreement per form rFRTIFIr ATF writ nFR I i A r.ANrFI 1 ATIf7N SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE R THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Santa Ana ACCORDANCE WITH THE POLICY PROVISIONS. Risk Management Divisi AUTHORIZED REPRESENTATIVE 20 Civic Center Plaza Santa Ana CA 92702 Q'Ift Man da entt 1V 6IOt1 'AA I/rf,%0­4, r -0 1 © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTO AMENDMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM The BUSINESS AUTO COVERAGE FORM is amended to include the following clarifications and extensions of coverage. With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. A. BLANKET ADDITIONAL INSURED SECTION Il — LIABILITY COVERAGE, A.I. Who Is An Insured is amended by adding the following: d. Any person or organization who is a party to a written agreement or contract with you In which you agree to provide the type of insurance afforded under this Business Auto coverage Form. This provision applies to claims for "bodily injury" or "property damage" which occur after the execution of any written agreement or contract. S. NEWLY FORMED OR ACQUIRED ORGANIZATIONS SECTION 11— LIABILITY COVERAGE, A.I. Who Is An Insured is amended by adding the following: e. Any organization which you acquire or form after the effective date of this policy in which you maintain ownership or majority interest. However: (1) Coverage under this provision is afforded only up to 180 days after you acquire or form the organization, or to the end of the policy period, whichever is earlier. (2) Any organization you acquire or form will not be considered an "insured" if: (a) The organization is a partnership or a joint Ventura; or (b) That organization 'is covered under other similar insurance. (3) Coverage under this provision does not apply to any claim for "bodily injury" or "property damage" resulting from an "accident" that occurred before you formed or acquired the organization. C. SUBSIDIARIES AS INSUREDS SECTION it -- LIABILITY COVERAGE, A.1. Who Is An Insured is amended by adding the following: f. Any legally incorporated subsidiary in which you own more than 50% of the voting stock on the effective date of this policy. However, "Insured" does not Include any subsidiary that is an "insured" under any other automobile liability policy or was an "insured" under such a policy but for termination of that policy or the exhaustion of the policy's limits of liability. D. COVERAGE EXTENSIONS — SUPPLEMENTARY PAYMENTS SECTION II — LIABILITY COVERAGE, A.2.a. Coverage Extensions, Supplementary Payments (2) and (4) are replaced by the following: (2) Up to $3,000 for the cost of bail bonds (Including bonds for related traffic law violations) required. because of an "accident" we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "Insured" at our request, including actual loss of earnings up to $350 a day because of time off from work. E. PHYSICAL DAMAGE — TOWING SECTION III — PHYSICAL DAMAGE COVERAGE, A.2. Towing is replaced with the following: We will pay for towing and labor costs incurred, subject to the following: a. Up to $100 each time a covered "auto" of the private passenger type is disabled; or b. Up to $500 each time a covered "auto" other than the private passenger type is disabled. However, the labor must be performed at the place of disablement. F. 'LOCKSMITH SERVICES SECTION III — PHYSICAL DAMAGE COVERAGE, AA. Coverage Extensions is amended by adding the following: We will pay up to $50 per occurrence for necessary locksmith services for keys locked inside a covered private passenger "auto" for which Comprehensive coverage is provided. The deductible is waived for these services. G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES SECTION III — PHYSICAL DAMAGE COVERAGE, A.4. Coverage Extensions subparagraph a. Transportation Expenses is replaced -by the following: CA7270(7-14) Includes copyrighted material of ISO Properties, Inc. with its permission. I� IG Page 1 of 3 (1) We will pay up to $75 per day to a maximum of $1,000 for temporary transportation expense Incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Cause Of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". (2) If the temporary transportation expenses you incur arise from your rental of an "auto' of the private passenger type, the most we will pay is the amount it costs to rent an "auto" of the private passenger type which is of the same like kind and quality as the stolen covered "auto". H. AUDIO, VISUAL, AND DATA ELECTRONIC EQUIPMENT COVERAGE ADDED LIMITS In addition to the Each Accident Limit of Insurance and subject to the provisions of Paragraph C.2, of Section III Physical Damage of the coverage form, we will pay up to $1,000 for "loss" in any one "accident" to all electronic equipment that reproduces, receives, or transmits audio, visual or data signals. . I. HIRED AUTO PHYSICAL DAMAGE SECTION III — PHYSICAL DAMAGE COVERAGE, AA. Coverage Extensions is amended by adding the fallowing- If hirers "autos" are covered "autos", for Liability Coverage, and if Comprehensive, Specified Causes of Loss, or Collision coverage is provided for any "auto" you own, then the Physical Damage coverages provided are extended to "autos" you hire, subject to the following limit and deductible: 1. The most we will pay for loss to any hired "auto" Is the lesser of Actual Cash Value, $75,000, or Cost of Repair, minus the deductible. 2. The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage. No deductible applies to 'loss" caused by fire or lightning. 3. Subject to the above limit and deductible provisions, we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own. J. PERSONAL PROPERTY OF OTHERS SECTION III — PHYSICAL DAMAGE COVERAGE, AA. Coverage Extensions is amended by adding the following: We will pay up to $500 for loss to personal property of others in or on your covered "auto". This coverage applies only in the event of "loss" to your covered "auto" caused by fire, lightning, explosion, theft, mischief or vandalism, the covered "auto's" collision with another object, or the covered "auto's" overturn. No deductibles apply to this coverage. K. RENTAL REIMBURSEMENT SECTION III — PHYSICAL DAMAGE COVERAGE, A.4. Coverage Extensions is amended by adding the following: 1. This coverage applies only to a covered "auto" for which PHYSICAL DAMAGE COVERAGE is provided on this policy. 2. We will pay for rental reimbursement expenses incurred by you for the rental of an "auto" because of "loss" to a covered "auto". Payment applies in addition to the otherwise applicable amount of each coverage you have on a covered "auto". No deductibles apply to this coverage. 3. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending, regardless of the policy's expiration, with the lesser of the following number of days: a. The number of days reasonably required to repair or replace the covered "auto". If "loss" Is caused by theft, this number of days is added to the number of days it takes to locate the covered "auto" and return it to you; or b. 30 days. 4. Our payment is limited to the lesser of the following amounts: a. Necessary and actual expenses incurred; or b. $50 per day, subject to a $1,500 limit. 5. This coverage does not apply while there are spare or reserve "autos" available to you for your operations. 6. If "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided for under the Physical Damage — Transportation Expense coverage extension included in this endorsement. 7. Coverage provided by this extension is excess over any other collectible Insurance and/or endorsement to this policy I. V CA7270(7-14) Includes copyrighted material of 180 Properties, Inc. with Its permission. V7 Page 2 of 3 L. AIRBAG COVERAGE SECTION III — PHYSICAL DAMAGE COVERAGE, B.3.a. Exclusions is amended by adding the following: If you have purchased Comprehensive or Collision Coverage under this policy, the exclusion relating to mechanical breakdown does not apply to the accidental discharge of an airbag. M. LOSS TO TWO OR MORE COVERED AUTOS FROM ONE ACCIDENT N. I9 SECTION III — PHYSICAL DAMAGE COVERAGE, D. Deductible Is amended by adding the following: If a Comprehensive, Specified Causes of Loss or Collision Coverage "loss" from one "accident" involves two or more covered "autos", only the highest deductible applicable to those coverages will be applied to the "accident". This provision only applies if you carry Comprehensive, Collision or Specified Causes of Loss Coverage for those vehicles, and does not extend coverage to any covered "autos" for which you do not carry such coverage. WAIVER OF DEDUCTIBLE — GLASS REPAIR OR REPLACEMENT SECTION III — PHYSICAL DAMAGE COVERAGE, D. Deductible is amended by adding the following: If a Comprehensive Coverage deductible is shown in the Declarations it does not apply to the cost of repairing or replacing damaged glass. DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT, OR LOSS SECTION IV -- BUSINESS AUTO CONDITIONS, •A.2. Duties In -the Event of Accident, Claim, Suit or Loss is amended by adding the following: d. Your obligation to notify us promptly of an "accident", claim, "suit" or "loss" is satisfied if you send us the required notice as soon as practicable after your Insurance Administrator or anyone else designated by you to be responsible for insurance matters Is notified, or in any manner made aware, of an "accident", claim, "suit" or "loss". CA7270(7-14) P. UNINTENTIONAL FAILURE TO DISCLOSE EXPOSURES SECTION IV -- BUSINESS AUTO CONDITIONS, B.2. Concealment, Misrepresentation, or Fraud is amended by adding the following: if you unintentionally fail to disclose any exposures existing at the inception date of this policy, we will not deny coverage under this Coverage Part solely because of such failure to disclose. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non - renewal. Q. MENTAL ANGUISH SECTION V — DEFINITIONS, C. is replaced by the following: "Bodily injury" means bodily injury, sickness or disease sustained by a person, including mental anguish or death resulting from bodily injury, sickness or disease. R. LIBERALIZATION If we revise this endorsement to provide greater coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. Includes copyrighted material of ISO Properties, Inc. with Its permission. Page 3 of 3 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, ADDITIONAL INSURED - MANAGERS OR LESSORS OF PREMISES - AUTOMATIC STATUS WHEN REQUIRED IN WRITTEN CONTRACT OR AGREEMENT - PRIMARY AND NONCONTRIBUTORY This endorsement modifies the insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM A. Section II — Who Is An Insured is amended to Include as an additional insured: 1. Any person or organization from whom you lease real property when you and such person or organizaticn have agreed in writing In a contract or agreement that such person or organization be added as an additional insured on your policy; and 2. Any other person or organization you are required to add as an additional insured under the contract or agreement described in Paragraph 1, above. Such person(s) or organization(s) is an additional insured only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole. or in part, by the ownership, maintenance or use of that part of the premises [eased to, you and subject to the following exclusions: This insurance does not apply to: 1. Any "occurrence" which takes place after you cease to be a tenant in that premises. 2. Structural alterations, new construction, or demolition operations performed by or on behalf of the additional insured. However, the Insurance afforded to such additional insured described above: B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: The most we will pay on behalf of the additional Insured is the amount of insurance: 1. Required by the contract or agreement described in Paragraph A.1.; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever Is less. This endorsement shall not Increase the applicable Limits of Insurance shown In the Declarations. C. The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary and Noncontributory Insurance This insurance Is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 1. Only applies to the extent permitted by law; and D. All other terms and conditions of this policy remain 2. Will not be broader than that which you are unchanged. required by the contract or agreement to provide for such additional insured. CG7184(10-13) Includes copyrighted material of ISO Properties, Inc. with Its permission. Page 1 of 1 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - MANAGERS OR LESSORS OF PREMISES - AUTOMATIC STATUS WHEN REQUIRED IN WRITTEN CONTRACT OR AGREEMENT - PRIMARY AND NONCONTRIBUTORY This endorsement modifies the insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM A. Section II — Who Is An Insured is amended to include as an additional insured: 1. Any person or organization from whom you lease real property when you and such person or organization have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy; and 2. Any other person or organization you are required to add as an additional insured under the contract or agreement described in Paragraph 1. above. Such person(s) or organization(s) is an additional insured only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by the ownership, maintenance or use of that part of the premises leased to you and subject to the following exclusions: This insurance does not apply to: 1. Any `occurrence" which takes place after you cease to be a tenant in that premises. 2. Structural alterations, new construction, or demolition operations performed by or on behalf of the additional insured. However, the insurance afforded to such additional insured described above: B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement described in Paragraph A.1.; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. C. The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary and NoncontribUtory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 1. Only applies to the extent permitted by law; and D. All other terms and conditions of this policy remain 2. Will not be broader than that which you are unchanged. required by the contract or agreement to provide for such additional insured. r n CG7184(10-13) Include= copyrighted material of 150 Properties, Inc. with Its permission. Page 1 of 1 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION WHEN REQUIRED IN A WRITTEN CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Conditions: We waive any right of recovery we may have against any person or organization against whom you have agreed to waive such right of recovery in a written contract or agreement because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products -completed operations hazard". CG7555(10-13) Includes copyrighted material of ISO Properties, Inc. with Its permission. A D Page 1 of 1