HomeMy WebLinkAboutIDS GROUP, INC. (4)4=� mSURANCE ON FILE
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`Q�I� lJr1+UU Lp�GZ AGREEMENT TO PROVIDE DESIGN SERVICES FOR
CIVIC CENTER PERIMETER ELECTRICAL LIGHTING
A-2020-177
THIS AGREEMENT is made and entered into this 1st day of September, 2020 by and
between IDS Group, Inc. ("Consultant"), and the City of Santa Ana, a charter city and
municipal corporation organized and existing under the Constitution and laws of the State of
California ("City").
RECITALS
A. On February 25, 2020, the City issued Request for Proposal No. 20-026, by which
it sought a qualified consultant to provide design services for the Civic Center
perimeter electrical lighting.
B. Consultant submitted a responsive proposal that was selected by the City.
Consultant represents that it is able and willing to provide the services described in
the scope of work that was included in RFP No. 20-026.
C. In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably
be expected from a professional contracting 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
Consultant shall perform the services described in the scope of work that was included in
RFP No. 20-026 and that is attached as Exhibit A, and as further delineated in Consultant's
proposal, which is attached as Exhibit B and incorporated in full.
2. COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its services
under this Agreement, the rates and charges identified in Exhibit C. The total sum
to be expended under the term of this Agreement, including any extension periods,
shall not exceed $186,000. This sum is comprised of (1) the base amount of
$172,592 and (2) a contingency in the amount of $13,408 for additional services at
the City's sole discretion.
b. Payment by City shall be made within forty-five (45) days following receipt of
proper invoice evidencing work performed, subject to City accounting procedures.
Payment need not be made for work which fails to meet the standards of
performance set forth in the Recitals and Scope of Work, which may reasonably be
expected by City.
Page 1 of 8
3. TERM
This Agreement shall commence on the date first written above and terminate on August
31, 2023, unless terminated earlier in accordance with Section 17, below. The term of this
Agreement may be extended for one 1-year period upon a writing executed by the City
Manager and City Attorney.
4. PREVAILING WAGES
Consultant is aware of the requirements of California Labor Code Section 1720, et seq.,
and 1770, et seq, as well as California Code of Regulations, Title 8, Section 16000, et seq.,
("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the
performance of other requirements on "public works" and "maintenance" projects. If the services
being performed are part of an applicable "public works" or "maintenance" project, as defined by
the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to
fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the
City, its elected officials, officers, employees and agents free and harmless from any claim or
liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
5. INDEPENDENT CONTRACTOR
Consultant shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended nor shall
it be construed to create an employer -employee relationship, a joint venture relationship, or to
allow the City to exercise discretion or control over the professional manner in which Consultant
performs the services which are the subject matter of this Agreement; however, the services to be
provided by Consultant shall be provided in a manner consistent with all applicable standards and
regulations governing such services. Consultant shall pay all salaries and wages, employer's social
security taxes, unemployment insurance and similar taxes relating to employees and shall be
responsible for all applicable withholding taxes.
6. 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 Consultant under this Agreement ("Documents & Data"). Consultant
shall require all subconsultants to agree in writing that City is granted a non-exclusive and
perpetual license for any Documents & Data the subconsultant prepares under this Agreement.
Consultant represents and warrants that Consultant has the legal right to license any and all
Documents & Data. Consultant makes no such representation and warranty in regard to
Documents & Data which were provided to Consultant 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.
Page 2 of 8
INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall maintain
and shall require its subconsultants, if any, to obtain and maintain insurance as described below:
a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, employees, agents,
volunteers and representatives as additional insured(s) and shall include, but not
be limited to protection against claims arising from bodily and personal injury,
including death resulting therefrom and damage to property, resulting from any
act or occurrence arising out of Consultant's operations in the performance of this
Agreement, including, without limitation, acts involving vehicles. The amounts
of insurance shall be not less than the following: single limit coverage applying to
bodily and personal injury, including death resulting therefrom, and property
damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the
aggregate. Such insurance shall (a) name the City, its officers, employees, agents,
volunteers and representatives as additional insured(s); (b) be primary 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 California Labor Code,
Consultant, if Consultant 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, Consultant agrees
to obtain and maintain any employer's liability insurance with limits not less than
$1,000,000 per accident.
d. If Consultant is or employs a licensed professional such as an architect or engineer:
Professional liability (errors and omissions) insurance, with a combined single limit
of not less than $1,000,000 per claim with $2,000,000 in the aggregate.
e. The following requirements apply to the insurance to be provided by Consultant
pursuant to this section:
(i) Consultant shall maintain all insurance required above in 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 cancelled
or reduced in coverage or changed in any other material aspect, by
Consultant, without thirty (30) days prior written notice to the City.
(iv) Consultant shall supply City with a fully executed additional insured
endorsement.
Page 3 of 8
f. If Consultant fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to furnish the City with required proof that insurance has
been procured and is in force and paid for, the City shall have the right, at the City's
election, to forthwith terminate this Agreement. Such termination shall not affect
Consultant's right to be paid for its time and materials expended prior to notification
of termination. Consultant waives the right to receive compensation and agrees to
indemnify the City for any work performed prior to approval of insurance by the
City.
8. INDEMNIFICATION
Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers,
agents, employees, Consultants, special counsel, and representatives from liability: (1) for personal
injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for
personal injury, including death, and claims for property damage, which may arise from the
negligent operations of the Consultant or its subcontractors, agents, employees, or other persons
acting on their behalf which relates to the services described in section 1 of this Agreement; and
(2) from any claim that personal injury, damages, just compensation, restitution, judicial or
equitable relief is due by reason of the terms of or effects arising from this Agreement. This
indemnity and hold harmless agreement applies to all claims for damages, just compensation,
restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the
events referred to in this Section or by reason of the terms of, or effects, arising from this
Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the
defense of the City, including fees and costs for special counsel to be selected by the City,
regarding any action by a third party challenging the validity of this Agreement, or asserting that
personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal
or property rights arises by reason of the terms of, or effects arising from this Agreement. City
may make all reasonable decisions with respect to its representation in any legal proceeding.
Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code
Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section
2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful
misconduct of the Consultant.
9. INTELLECTUAL PROPERTY INDEMNIFICATION
Consultant shall defend, indemnify and hold harmless the City, its officers, agents,
representatives, and employees against any and all liability, including costs, and attorney's fees,
for infringement of any United States' letters patent, trademark, or copyright contained in the work
product or documents provided by Consultant to the City pursuant to this Agreement.
10. RECORDS
Consultant shall keep records and invoices in connection with the work to be performed
under this Agreement. Consultant shall maintain complete and accurate records with respect to
the costs incurred under this Agreement and any services, expenditures, and disbursements
charged to the City for a minimum period of three (3) years, or for any longer period required by
Page 4 of 8
law, from the date of final payment to Consultant under this Agreement. All such records and
invoices shall be clearly identifiable. Consultant shall allow a representative of the City to
examine, audit, and make transcripts or copies of such records and any other documents created
pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all
work, data, documents, proceedings, and activities related to this Agreement for a period of three
(3) years from the date of final payment to Consultant under this Agreement.
11. CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such
information is reasonably understood to be confidential and/or proprietary, Consultant agrees that
it shall not use or disclose such information except in the performance of this Agreement, and
further agrees to exercise the same degree of care it uses to protect its own 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
Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant
without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e)
is independently developed by the Consultant without reference to information disclosed by the
City.
12. CONFLICT OF INTEREST CLAUSE
Consultant covenants that it presently has no interest and shall not have interests, direct or
indirect, which would conflict in any manner with performance of services specified under this
Agreement.
13. 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: Cleric 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
Executive Director
Public Works Agency
Page 5 of 8
City of Santa Ana
20 Civic Center Plaza (M-21)
P.O. Box 1988
Santa Ana, CA 92702
To Consultant: IDS Group, Inc.
1 Peters Canyon Road, Suite 130
Irvine, CA 92606
Attn: Said Hilmy, Principal
A party may change its address by giving notice in writing to the other party. Thereafter,
any communication shall be addressed and transmitted to the new address. If sent by mail,
communication shall be effective or deemed to have been given three (3) days after it has been
deposited in the United States mail, duly registered or certified, with postage prepaid, and
addressed as set forth above. If sent by fax, communication shall be effective or deemed to have
been given twenty-four (24) hours after the time set forth on the transmission report issued by the
transmitting facsimile machine, addressed as set forth above. For purposes of calculating these
timeframes, weekends, federal, state, County or City holidays shall be excluded.
14. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and
Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral
or written, between the parties. In the event of a conflict between the terms of this Agreement and
any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be
modified except by written instrument signed by the City and by an authorized representative of
Consultant. The parties agree that any terms or conditions of any purchase order or other
instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not
bind or obligate Consultant or the City. Each party to this 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 are not embodied herein.
15. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior
written consent of the City and any such assignment, transfer, delegation or subcontract without
the City's prior written consent shall be considered null and void. Nothing in this Agreement shall
be construed to limit the City's ability to have any of the services which are the subject to this
Agreement performed by City personnel or by other Consultants retained by City.
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
Page 6 of 8
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. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant
compensation for all services performed by Consultant prior to receipt of such notice of
termination, subject to the following conditions:
a. As a condition of such payment, the Executive Director may require Consultant to
deliver to the City all work product completed as of such date, and in such case
such work product shall be the property of the City unless prohibited by law, and
Consultant consents to the City's use thereof for such purposes as the City deems
appropriate.
b. Payment need not be made for work which fails to meet the standard of
performance specified in the Recitals of this Agreement.
18. NON-DISCRIMINATION
Consultant shall not discriminate because of race, color, creed, relation, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited
by applicable law, in the recruitment, selection, training, utilization, promotion, termination or
other employment related activities or in connection with any activities under this Agreement.
Consultant affirms that it is an equal opportunity employer and shall comply with all applicable
federal, state and local laws and regulations.
19. 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.
20. PROFESSIONAL LICENSES
Consultant shall, throughout the term of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder
and required by the laws and regulations of the United States, the State of California, the City of
Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and
in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and
exemptions. Said inability shall be cause for termination of this Agreement.
Page 7 of 8
A-2020-177
21. 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:
Daisy Gomez OV-0
Clerk of the Council
APPROVED AS TO FORM
SONIA R. CARVALHO
City Attorney
By: 04')It"
J&n M.Funk-
Assistant City Attorney
COMMENDED FOR APPROVAL
Nabil Saba
Executive Director
Public Works Agency
CITY OF SANTA ANA
Kristine
City Manager
CONSULTANT
Name: Said Hilmy
Title: President
Page 8 of 8
Digitally signed by Fandneq.
Francine R. Villareal Villareal
Date: 2020.09.101636:15
All CERTIFICATE OF LIABILITY INSURANCE
DAM(MMIDDIYYYY)
9/9/2020
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 Risk Stratagles Company
CONTACT
NAME: Risk Strategies Company
2040 Main Street, Suite 450
Irvine, CA 92614
PHONEAf 949_242-9240 a N.I.
E-MAIL
ADDRESS: S oun risk -strata ies.com
INSURERS AFFORDING COVERAGE
NAICA
INSURERA: Travelers Indemnity Company of CT
25682
www.risk-strategies.com CA DOI License No. OF06675
INSURED
IDS Group,
1 Peters Canyyon Rd., Ste 130
INSURER B: Travelers Property Casualty Co of America
25674
INSURER c: Travelers Casual and Sure CO America
31194
INSURER D:
Irvine CA 92606
INSURER E :
INSURER F :
UUVtKAUI=N CERTIFICATF NIJMRFR' SYdROAQT RPVlglnm Nfulli
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
ADDLSUBR
POLICYNUMBER
POLICY EFF
IMNVDDrfYYY
POLICY UP
IMM/DDIYYYYI
LIMITS
COMMERCIALGENERALLIABILITY
CLAIMS -MADE OCCUR
F/
6809H717919
5/1/2020
5/1/2021
EACH OCCURRENCE
$ 2000000
DAMAGE TO PREMISES Ea OcRENcurrence
$$1,000 QOO
MED EXP(My one person)
$$10,000
PERSONAL&ADV INJURY
$$2,000000
AGGREGATE LIMIT APPLIES PER:
POLICY �✓ JEa LOC
GENERALAGGREGATE
$$4,000,000
GEN'L
PRODUCTS-COMP/OP AGO
$$4,000,000
s
OTHER:
A
AUTOMOBILE
LIABILITY
BABF335897
5/1/2020
5/1/2021
ECOMBINEDa NtSINGLE LIMIT
$$1 00Q QQQ
a/
BODILY INJURY (Per person)
$
ANY AUTO
OWNED SCHEDULED
AUTOS ONLY AUTOS
BODILY INJURY Per accident)
( )
$
✓
HIRED NON -OWNED
AUTOS ONLY ✓ AUTOS ONLY
PROPERTY DAMAGE
Par acatlent
$
B
✓
UMBRELLA LIAR
�/
OCCUR
CUP7K299343
5/1/2020
5/1/2021
EACH OCCURRENCE
s$9000000
AGGREGATE
$$9 QQQ QQQ
EXCESS LIAR
CLAIMS -MADE
DED ✓ RFrENHON$O
$
B
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY YIN
ANYPROPRIETOWPARTNEWEXECUTIVE
OFFICER/MEMBEREXCWDEDT
NIA
UB4K463295
5/1/2020
5/1/2021
✓ 1 PER
STATUTE aRH
E.L. EACH ACCIDENT
$$1,000,000
E.L. DISEASE - EA EMPLOYEE
$ 1 QO
(Mandatory In NH)
If yes, describe intler
DESCRIPTION OF OPERATIONS below
E.L. DISEASE -POLICY LIMIT
$ 1 000 000
C
Professional Liability
107008332
11/12/2019
11/12/2020
Per Claim: $3,000,000
Aggregate: $3,000,000
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
Projects as on file with the insured including but not limited to RFP 20-026, Civic Center Perimeter Electrical Lighting Design Services.
City of Santa Ana, officers, agents, employees, and volunteers are named as additionally insured on this policy pursuant to written contract,
agreement, or memorandum of understanding. Such insurance as is afforded by this policy shall be primary, and any insurance carried by City
shall be excess and noncontributory.
The above policies contain a 30-day notice provision for non -renewal and cancellation, 10-day notice for non-payment of premium.
Citof Santa Ana
y
Risk Management Division
20 Civic Center Plaza
Santa Ana CA 92701
ACORD 25 (2016/03)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORVED REPRESENTATIVE
Michael Christian r
The ACORD name and logo are registered marks of ACORD
9962037 1 20-21 GL-AL-UL-WC, 19-20 PL I Shealy Young 19/9/2020 10:09:59 AN (PDT) I Page 1 of 3
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Risk Management Analyst
Insured: IDS Group, Inc.
Policy No.:6809H717919
Effective Date: 5/1/2020
COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED
(ARCHITECTS, ENGINEERS AND SURVEYORS)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
1. The following is added to SECTION II — WHO IS
AN INSURED:
Any person or organization that you agree in a
"written contract requiring insurance" to include as
an additional insured on this Coverage Part, but:
a. Only with respect to liability for "bodily injury",
"property damage" or "personal injury"; and
b. If, and only to the extent that, the injury or
damage is caused by acts or omissions of
you or your subcontractor in the performance
of "your work" to which the "written contract
requiring insurance" applies, or in connection
with premises owned by or rented to you.
The person or organization does not qualify as an
additional insured:
c. With respect to the independent acts or
omissions of such person or organization; or
d. For "bodily injury", "property damage" or
"personal injury" for which such person or
organzation has assumed liability in a
contract or agreement.
The insurance provided to such additional insured
is limited as follows:
e. This insurance does not apply on any basis to
any person or organization for which
coverage as an additional insured specifically
is added by another endorsement to this
Coverage Part.
f. This insurance does not apply to the
rendering of or failure to render any
"Professional services".
g. In the event that the Limits of Insurance of the
Coverage Part shown in the Declarations
exceed the limits of liability required by the
"written contract requiring insurance", the
insurance provided to the additional insured
shall be limited to the limits of liability required
by that "written contract requiring insurance".
This endorsement does not increase the
limits of insurance described in Section III —
Limits Of Insurance.
h. This insurance does not apply to "bodily
injury' or "property damage" caused by "your
work" and included in the "products -
completed operations hazard" unless the
"written contract requiring insurance"
specifically requires you to provide such
coverage for that additional insured, and then
the insurance provided to the additional
insured applies only to such "bodily injury" or
"property damage" that occurs before the end
of the period of time for which the "written
contract requiring insurance" requires you to
provide such coverage or the end of the
policy period, whichever is earlier.
2. The following is added to Paragraph 4.a. of
SECTION IV — COMMERCIAL GENERAL
LIABILITY CONDITIONS:
The insurance provided to the additional insured
is excess over any valid and collectible other
insurance, whether primary, excess, contingent or
on any other basis, that is available to the
additional insured for a loss we cover. However, if
you specifically agree in the "written contract
requiring insurance" that this insurance provided
to the additional insured under this Coverage Part
must apply on a primary basis or a primary and
non-contributory basis, this insurance is primary
to other insurance available to the additional
insured which covers that person or organizations
as a named insured for such loss, and we will not
share with the other insurance, provided that:
(1) The "bodily injury" or "property damage" for
which coverage is sought occurs; and
(2) The "personal injury" for which coverage is
sought arises out of an offense committed;
after you have signed that "written contract
requiring insurance". But this insurance provided
to the additional insured still is excess over valid
and collectible other insurance, whether primary,
excess, contingent or on any other basis, that is
available to the additional insured when that
person or organization is an additional insured
under any other insurance.
CO D3 81 0915 02015 The Travelers Indemnity Company. All rights reserved.
Includes the copyrighted material of Insurance Services Office, Inc., with its permissi
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57462837 1 20-21 GL-AL-M-WC, 19-20 PL I Sherry Young 19/9/2020 10:09:54 AM (PDT) I Page 2 of 3
COMMERCIAL GENERAL LIABILITY
3. The following is added to Paragraph 3., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV — COMMERCIAL GENERAL
LIABILITY CONDITIONS:
We waive any right of recovery we may have
against any person or organization because of
payments we make for "bodily injury", "property
damage" or "personal injury" arising out of "your
work" performed by you, or on your behalf, done
under a "written contract requiring insurance" with
that person or organization. We waive this right
only where you have agreed to do so as part of
the "written contract requiring insurance" with
such person or organization signed by you
before, and in effect when, the "bodily injury" or
"property damage" occurs, or the "personal injury'
offense is committed.
4. The following definition is added to the
DEFINITIONS Section:
"Written contract requiring insurance" means that
part of any written contract under which you are
required to include a person or organization as an
additional insured on this Coverage Part,
provided that the "bodily injury" and "property
damage" occurs and the "personal injury" is
caused by an offense committed:
a. After you have signed that written contract;
b. While that part of the written contract is in
effect; and
c. Before the end of the policy period.
Page 2 of 2 ® 2015 The Travelers Indemnity Company. All rights reserved.
Includes the copyrighted material of Insurance services Office, Inc., with its permissi
RiekMuaganenf Division
a RemE &APPROVED BY:
F P. vj&,u1
Risk Management Analyst
57462837 120-21 GL-A-UL-WC, 19-20 PL I Sherry Young 19/9/2020 10:09:54 AM (PTYT) I Page 3 of 3