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IGOE ADMINISTRATIVE SERVICES
DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-085D559F77AE A-2020-200A CIT , INSURANCE NOT ON FILE WORK MAYaT PROCEED CLERK OF COUNCIL DATE: IGOE ADMINISTRATIVE SERVICES 0,�W-(1)(wm0 esv\nCtolut)Fk Business Associate Agreement Prepared for City of Santa Ana The terms of this contract reflect the business practices of Igoe Administrative Services and are not negotiable. Igoe Administrative Services promotes a fair and equal business practice and as a result extends the same services, allocation of responsibilities, and liability statements to all clients. l6[7F 40TILVISTRA II4E 5[nNt[S Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 1 r'` StEUFNKPIuM uo*ooignEnvelope ID: CroEzw4o'er3r-4pn4-8nCo'oo5o6woF7n\s Contents RenKo|s.—....~~..~.~~~~.~—..~~.~—~..~~.~.~_.~.~~~~...~.. _~,.......4 1. De0nb�ns—..~~—~.~..~~~~~~~~~.~.~~~~~.—~~~~~~.~~'... _~,......4 u. Breach. —.—..~~—~—~—~—~~—~~~~—~~~~~—.~'~~~^^~~~~—^ ,.......4 b. Breach Not��abooRule .....~~~~~—.~.~~~.~~~~—~.~~~~..~.~~~~—~.— 4 c Deu�natedRecord Set ...—.—~.'.~—~.~~.—~~—~.—.—~~.~~~'~~~~'~~.. 5 d, BeotrnnicProtected HeakhInformation .......—~~—~~~~—~~~.~'~..~~~~.~ 5 e. Be(tponicTransactions Rule .—..—..—~~~~~.~.~~'~'.~~..~~~~-.~.~~.~. J t Enforcement Rule . .—..—~—.~.~.~~~~~—~~~~~.~~'.~—~.—..~.—~.~..'.. 5 {� Genet�Information— ..—.~~,_,~_~,~~~',,~~,~~~~~,~,,~~,~'~,_~,'~. 5 h. H|PAARu|ey.....~~.~—~~~~~—.~~~—~~.~..~~..~.~.~~.—~~..~~ —..5 I. HHS ...—.—.~~.—~.~~—~.—~~—~^^~~~~^^~^—~~~^^~^^_~ ������.��� j. |odk/idunL.....~~.~.~~—~~.~~.~~~~~.~~—~.~~—~—.~'~.~~~~ ����� k Pr�acyRu�.....~.~~—~—~~~~.~~.~.~—~~.~~—~—~.—~.~.—.'~~—.. ��� i Protected Heokh|nfnnna1Nn—....—.~—~~.~.~~...~...~~.~..'~.—~~.~~~. � m. Required hyLaw .......—.~~~~~.—~~—~~—~'~.~~.'~~.~—~.~ ~—~� ....5 o. Secretary~,,,,,........J ....—~~~—~..~~—~._~~.~~_~,_,~',~_ ~_,~ o. SecurkyIncident ......~.~~~.~~~~.~~.'~.~—~..~—~.~~~.~...~..—..—~ 5 ;z Seoor�yRule .—....—~.~~~~~—~..~~—.~.~~.—~'~.~~..~.~~—.~~~~.. .5 �....~~—~~—~~~~—~..~~..~.~~.~..~.~~^'~—.� q. Subcontractor,......'6 � Transaction .....—~—.~—...~.~~..~~.~~.~.~~~~~.—~.~~'~... _.....�6 s. Unsecured Protected Heakh|nfonnadoo......—~.'~.~~—~~.~'~.~.—~~~~~~ 6 2, Permitted Uses and Disclosures ofPHI hyBusiness Associate ............................................................. 6 1 DubeyofBudnessA�odate8e|advetoPHL..—...~.—~~~.~~..~~—..—~.~—~^—~.~ 7 !k Temnand Termination ..—..~~~~~.~...~~.~.~..^.~~_~_~~~,~.^,~_~~_~� �..10 i) Tenn......—~—.~~~..~~~.~_.,~~~_,_,~~~~',~,,~~~ ~~,......—.1O ii\ TemoinoUonfor Cause ...---~~—~~~~~—~.~.~.~..~.~~—~..~—~.—~.~., 11 ill) Effect ofTennhoutWn......~~.—~~—.~~.~—~.~~~~.~~—~~...~.~...~.~. 11 5. CVnxideradun.......~~~~~~~~~..~.~~~~~—.~—.~~—.~~.~'~~~" ,......�11 6. Remed�sinEvent ufBreach ......~..—~~.~~~~....~~~—~—~—~_~.~~~~.-... 12 MUE ADMINISTRNMV 5PRVICES Document Generated onJune 16,mzo city aSanta Ana oou,eoAuuoimeAgreement client mmoir___--_-- DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE 7. Modification........................................................................................................................................12 8. Interpretation of this Contract to Other Contracts Between the Parties...........................................12 9. Compliance with State Law.................................................................................................................13 10. Miscellaneous.....................................................................................................................................13 i) Ambiguity....................................................................................................................................13 ii) Regulatory References................................................................................................................13 iii) Notice to Covered Entity/Business Associate.............................................................................13 11. Signature.............................................................................................................................................14 4-- AGUE 4[InIL\ISI ItgiRE 5F N41EE5 Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 3 STEVEM V. "W, DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE Recitals This Business Associate Agreement (the "Agreement") is made by City of Santa Ana in its capacity as Plan Administratorof City of Santa Ana Group Health Plan/Plans (herein referred to as "Covered Entity") and Igoe & Company Incorporated, dba Igoe Administrative Services (hereinafter known as 'Business Associate" or "Igoe"). Covered Entity and Business Associate shall collectively be known herein as the "Parties". WHEREAS, Covered Entity wishes to commence a business relationship with Business Associate that shall be memorialized in a separate administrative services agreement (the "Underlying Agreement") pursuant to which Business Associate may be considered a "business associate" of Covered Entity as defined in the Health Insurance Portability and Accountability Act of 1996 ("HIPAA") as amended by the Health Information Technology for Economic and Clinical Health Act provisions of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) (the "HITECH Act'); and WHEREAS, the nature of the prospective contractual relationship between Covered Entity and Business Associate may involve the exchange of Protected Health Information ("PHI") as that term is defined under HIPAA; and WHEREAS, Covered Entity and Business Associate wish to enter into this Agreement for the purpose of ensuring compliance with the requirements of HIPAA as amended by HITECH, and its implementing regulations through and including the "omnibus" final HIPAA/HITECH regulations published in January 2013; and with applicable privacy provisions of California law; NOW THEREFORE, in consideration of the mutual promises set forth herein and in the Underlying Agreement, the Parties, intending to be legally bound, hereby agree as follows: 1. Definitions The following terms used in this Agreement shall have the same meaning as those terms in the HIPAA Rules: Data Aggregation, Disclosure, Health Care Operations, Minimum Necessary, Notice of Privacy Practices, and Use. Other terms are as defined below: a. Breach. 'Breach" shall have the same meaning as the term "breach' in 45 CFR § 164.402, taking into account the exclusions set forth at 45 CFR § 164.402(1). b. Breach Notification Rule. 'Breach Notification Rule" shall mean the Standards and Implementation Specifications for Notification of Breaches of Unsecured Protected Health Information under 45 CFR Parts 160 and 164, subparts A and D. v-- c 'SOL ,1111115mP lllt 511i411'.f5 Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 4 4 -r i .-� � •• rtN!� DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE c. Designated Record Set. "Designated Record Set" shall have the same meaning as the term "designated record set" in 45 CFR §164.501. d. Electronic Protected Health Information. "Electronic Protected Health Information" or "Electronic PHI" shall have the same meaning as the term "electronic protected health information" in 45 CFR §160.103. e. Electronic Transactions Rule. "Electronic Transactions Rule" shall mean the final regulations issued by HHS concerning standard transactions and code sets under 45 CFR Parts 160 and 162. f. Enforcement Rule. "Enforcement Rule" shall mean the Enforcement Provisions set forth in 45 CFR Part 160 g. Genetic Information. "Genetic Information" shall have the same meaning as the term' "genetic information" in 45 CFR §160.103. h. HIPAA Rules. "HIPAA Rules" shall mean the Privacy, Security, Breach Notification and Enforcement Rules at 45 CFR Parts 160 and 164. i. HHS. "HHS" shall mean the U.S. Department of Health and Human Services. j. Individual. "Individual" shall have the same meaning as the term "individual" in 45 CFR §160.103 and shall include a person who qualifies as a personal representative in accordance with 45 CFR §164.502(g). k. Privacy Rule. "Privacy Rule" shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 CFR Part 160 and Part 164, Subparts A and E. I. Protected Health Information. "Protected Health Information" or "PHI" shall have the same meaning as the term "protected health information" in 45 CFR §160.103, limited to the information created, received, maintained or transmitted by Business Associate from or on behalf of Covered Entity pursuant to this Agreement. m. Required by Law. "Required by Law" shall have the same meaning as the term "required by law" in 45 CFR §164.103. n. Secretary. "Secretary" shall mean the Secretary of the U.S. Department of Health and Human Services or his or her designee. o. Security Incident. "Security Incident" shall have the same meaning as the term "security incident" in 45 CFR § 164.304, limited however by the provisions set forth in Section 3(c) below. p. Security Rule. "Security Rule" shall mean the Security Standards and Implementation Specifications at 45 CFR Parts 160 and 164, subparts A and C. --.�.—�c '�7�.fL A 11MIlm"Ar Sk VUU, Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 5 DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE q. Subcontractor. "Subcontractor" shall have the same meaning as the term "subcontractor' in 45 CFR § 160.103. r. Transaction. "Transaction" shall have the meaning given the term "transaction" in 45 CFR§ 160.103. s. Unsecured Protected Health Information. "Unsecured Protected Health Information" or "Unsecured PHI" shall have the meaning given the term "unsecured protected health information" in 45 CFR § 164.402. 2. Permitted Uses and Disclosures of PHI by Business Associate. a. General Use and Disclosure. Except as otherwise limited in this Agreement, Business Associate may use or disclose Protected Health Information in order to perform functions, activities, or services for, or on behalf of, Covered Entity, as specified in the Underlying Agreement, provided that such use or disclosure of Protected Health Information would not violate the Privacy Rule, including the Minimum Necessary requirement, if done by Covered Entity. b. Specific Uses and Disclosures by Business Associate. I. Except as otherwise limited in this Agreement, Business Associate may use or disclose PHI for the proper management and administration of Business Associate, or to carry out the legal responsibilities of Business Associate, provided that any disclosures of PHI are Required by Law, or Business Associate obtains reasonable assurances from the person to whom the information is disclosed that it will remain confidential and be used or further disclosed only as Required by Law or for the purpose for which it was disclosed to the person, and the person notifies Business Associate of any instances of which it is aware in which the confidentiality of the information has been breached. ii. Business Associate may use Protected Health Information to perform Data Aggregation services on behalf of the Plan as permitted by 45 CFR § 164.504(e)(2)(i)(B). iii. Business Associate may use Protected Health Information to create de -identified information consistent with the standards set forth at 45 CFR § 164.514. c. Covered Entity's Other Business Associates. In the course of fulfilling its duties hereunder, Business Associate may disclose PHI to, and receive PHI from, other business associates of Covered Entity to the same extent and degree as Covered Entity could disclose PHI to, or receive PHI from, such other of its business associates. Covered Entity is solely responsible for ensuring that it properly has entered into business associate agreements with its other business associates and Business Associate shall have no responsibility for confirming the ct— AWGaE AOMIM5iFAnW SrRNKF. Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement client Initials: Page 6 DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE existence of a business associate agreement between Covered Entity, on the one hand, and, on the other hand, another business associate of Covered Entity. Where required by service agreements and/or business associate agreements prepared by other business associates, Covered Entity shall expressly authorize transmission of PHI to Business Associate. Covered Entity promptly shall notify Business Associate of any changes to its relationships with other business associates with which Business Associate may have dealings in fulfilling its duties hereunder. 3. Duties of Business Associate Relative to PHI. a. Business Associate shall not use or disclose PHI other than as permitted or required by this Agreement or as Required by Law, and otherwise comply with all applicable provisions of the Privacy Rule. b. Business Associate shall use appropriate safeguards, and comply with Subpart C of 45 CFR Part 164 with respect to electronic protected health information, to prevent use or disclosure of protected health information other than as provided for by this Agreement, and otherwise comply with all applicable provisions of the Security Rule. Business Associate will report to Covered Entity any use or disclosure of Protected Health Information not provided for by this Agreement of which it becomes aware, including Security Incidents of which Business Associate becomes aware. Business Associate shall not, however be required to report to Covered Entity the ongoing existence and occurrence of "Attempted but Unsuccessful Security Incidents," defined as activity such as pings and other broadcast attacks on Business Associate's firewall, port scans, unsuccessful log -on attempts, denial of service and any combination of the above, so long as no such incident results in unauthorized access, use or disclosure of Electronic PHI as defined under the HIPAA Rules. d. Business Associate promptly shall notify Covered Entity of a Breach of Unsecured PHI upon Business Associate's discovery of same. Business Associate will treat any Breach as being discovered in accordance with 45 CFR § 164.410. Business Associate's notification to Covered Entity hereunder shall: (1) Be made to Covered Entity without unreasonable delay and in no event later than 60 calendar days after discovery of the Breach, except where a law enforcement official determines that a notification would impede a criminal investigation or cause damage to national security; AGUE VIhI1M1I51R\EI\E Sf Rlllii Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 7 S,Evar V. Mu�M' DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE (2) Identify the individuals whose Unsecured PHI has been, or is reasonably believed to have been, the subject of a Breach; and (3) Include any other available information that the Covered Entity requires in orderto complete a risk assessment under 45 CFR § 164.402 with respect to the Individuals affected by the Breach, or in order to notify such Individuals of the Breach, as well as the Secretary and the media, to the extent required under §13402(f) of the HITECH Act, 42 U.S.C. § 17932 and 45 CFR §§ 164.404, 164.406 and 164.408. Business Associate shall provide such information to Covered Entity promptly upon such information becoming available to Business Associate. Covered Entity solely shall be responsible for providing notification to any Individual, the Secretary, or the media with regard to a Breach. (4) Each party shall bear its own costs and expenses required to comply with notification duties resulting from a breach of Unsecured PHI as set forth in 45 CFR §§ 164,404, 164.406, and 164.408, with regard to Covered Entity, and as set forth in 45 CFR § 164.410, with regard to Business Associate. (5) Each party shall mitigate, to the extent practicable, any harmful effect known to them resulting from a use or disclosure of PHI in violation of this Agreement. In accordance with 45 CFR §§ 164.502(e)(1)(ii) and 164.308(b)(2), if applicable, Business Associate agrees to require that any of its Subcontractors that create, receive, maintain or transmit Protected Health Information from or on behalf of Business Associate agree in writing to the same restrictions, conditions, and requirements that apply to Business Associate with respect to such information, including the obligation promptly to notify Business Associate of any use or disclosure of PHI not provided for by the agreement between the Business Associate and the Subcontractor, and to report to Business Associate any Security Incident of which Subcontractor becomes aware, or Breach that Subcontractor discovers. ii. In the event Business Associate becomes aware of a pattern or practice of a Subcontractor that violates the privacy and security safeguard obligations made to Business Associate, Business Associate will take reasonable steps to cure such violation and otherwise will respond to non-compliance by a Subcontractor in the same way that Covered Entity is required to respond to non-compliance by Business Associate. Ill. Effective as of September 23, 2013, or the Effective Date of this Agreement, if later, Business Associate will refrain from engaging in the sale of any Protected IGUE ARNIONNTNATIVE 5LAVII ES Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 8 S71EUEn V. no, DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE Health Information other than with the written authorization of the Individual to whom the Protected Health Information pertains. iv. If Business Associate conducts in whole or part Electronic Transactions on behalf of Covered Entity for which HHS has established standards, Business Associate will comply, and will require any Subcontractor it involves with the conduct of such Transactions to comply, with each applicable requirement of the Electronic Transactions Rule. Business Associate shall also comply with the National Provider Identifier requirements, if and to the extent applicable. v. Business Associate will comply with requests for restrictions on use or disclosure to health plans for payment or health care operations purposes when the provider has been paid out of pocket in full consistent with 45 CFR § 164.522(a), provided that Covered Entity has first notified Business Associate of the application of such restrictions. vi. To the extent applicable, Business Associate shall provide access to Protected Health Information in a Designated Record Set at reasonable times, at the request of Covered Entity or, as directed by Covered Entity, to an Individual in order to meet the requirements under 45 CFR §164.524. vii. To the extent applicable, Business Associate shall make any amendment(s) to Protected Health Information in a Designated Record Set that Covered Entity directs or agrees to pursuant to 45 CFR §164.526 at the request of Covered Entity or an Individual. viii. Business Associate shall, upon request with reasonable notice, provide Covered Entity access to its premises for a review and demonstration of its internal practices and procedures for safeguarding PHI. Such access shall be granted no less frequently than annually, and also upon request and reasonable notice, in the event of a Breach or Security Incident as herein defined. ix. Business Associate agrees to document such disclosures of PHI and information related to such disclosures as would be required for a Covered Entity to respond to a request by an individual for an accounting of disclosures of PHI in accordance with 45 C.F.R. §164.528. Should an individual make a request to Covered Entity for an accounting of disclosures of his or her PHI pursuant to 45 C.F.R. §164.528, upon prompt notice of same, Business Associate agrees to promptly provide Covered Entity with information in a format and manner sufficient to respond to the individual's request. x. Business Associate shall make its internal practices, books, records, and any other material requested by the Secretary relating to the use, disclosure, and a -- JIGOF IMONISInt I6F SUM It LS Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 9 STEVEtQ9 V M M DocuSign Envelope ID: CFCE3443-EF37-4FD4-BDCD-D85D559F77AE safeguarding of PHI received from Covered Entity available to the Secretary for the purpose of determining compliance with the HIPAA Rules. The aforementioned information shall be made available to the Secretary in the manner and place as designated by the Secretary or the Secretary's duly appointed delegate. Under this Agreement, Business Associate shall comply and cooperate with any request for documents or other information from the Secretary directed to Covered Entity that seeks documents or other information held by Business Associate. xi. Business Associate may use Protected Health Information to report violations of law to appropriate Federal and State authorities, consistent with 42 C.F.R. §164.502(j)(1). xii. Effective as of September 23, 2013, or the Effective Date of this Agreement, if later, if Covered Entity requests an electronic copy of Protected Health Information that is maintained electronically in a Designated Record Set in the Business Associate's custody or control, Business Associate will provide an electronic copy in the form and format specified by the Covered Entity if it is readily producible in such format; if it is not readily producible in such format, Business Associate will work with Covered Entity to determine an alternative form and format that enable Covered Entity to meet its electronic access obligations under 45 CFR § 164.524. xiii. Business Associate will not use or disclose PHI for purposes of Marketing, as defined in 45 CFR § 164.501, otherthan in accordance with the HIPAA Rules, including the requirement, where applicable, to obtain priorwritten authorization for such use or disclosure for Marketing purposes. xiv. Effective as of September 23, 2013, or the Effective Date of this Agreement, if later, Business Associate will refrain from using or disclosing Genetic Information for underwriting purposes in violation of the HIPAA Rules. 4. Term and Termination. Term. The Term of this Agreement shall be effective as of the date the Underlying Agreement is effective, and shall terminate when all of the Protected Health Information provided by Covered Entity to Business Associate, or created, maintained or received by Business Associate on behalf of Covered Entity, is destroyed or returned to Covered Entity, or, if it is infeasible to return or destroy Protected Health Information, protections are extended to such information, in accordance with the termination provisions in this Section IV. J - JMME IUMIIISTR>II\F iLR'41S Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 10 ....,.. S1tMV P:rAM DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE ii) Termination for Cause. Upon Covered Entity's knowledge of a material breach of this Agreement by Business Associate, Covered Entity shall: (1) Provide an opportunity for Business Associate to cure the breach or end the violation and, if Business Associate does not cure the breach or end the violation within the time specified by Covered Entity, which shall be no less than thirty (30 days), terminate this Agreement; (2) Immediately terminate this Agreement if Business Associate has breached a material term of this Agreement and cure is not possible. iii) Effect of Termination. (1) Except as provided in paragraph 4(iii)(2) of this section, upon termination of this Agreement for any reason, Business Associate shall return or destroy all Protected Health Information received from Covered Entity, or created, maintained or received by Business Associate on behalf of Covered Entity. This provision shall apply to Protected Health Information that is in the possession of Subcontractors of Business Associate. Business Associate shall not retain any copies of the Protected Health Information. (2) In the event that Business Associate determines that returning or destroying the Protected Health Information is infeasible, Business Associate shall provide to Covered Entity written notification of the conditions that make return or destruction infeasible. After written notification that return or destruction of Protected Health Information is infeasible, Business Associate shall extend the protections of this Agreement to such Protected Health Information and limit further uses and disclosures of such Protected Health Information to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such Protected Health Information. (3) Should Business Associate make a disclosure of PHI in violation of this Agreement, Covered Entity shall have the right to immediately terminate any contract, other than this Agreement, then in force between the Parties, including the Underlying Agreement. 5. Consideration. The parties mutually recognize that the promises each has made to the other in this Agreement shall, henceforth, be detrimentally relied upon by each party in choosing to continue or commence a business relationship with the other party. j 1GDE ia�111h151111111E SI flWO[ Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 11 STEVEN V. MGM DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE 6. Remedies in Event of Breach. Business Associate hereby recognizes that irreparable harm will result to Covered Entity, and to the business of Covered Entity, in the event of breach by Business Associate of any of the covenants and assurances contained in this Agreement. As such, in the event of breach of any of the covenants and assurances contained in Sections 2 or 3 above, Covered Entity shall be entitled to enjoin and restrain Business Associate from any continued violation of Sections 2 or 3. Furthermore, in the event of breach of Sections 2 or 3 by Business Associate, Covered Entity is entitled to reimbursement and indemnification from Business Associate for Covered Entity's reasonable attorneys' fees and expenses and costs that were reasonably incurred as a proximate result of Business Associate's breach however not including attorneys' fees, expenses or costs incurred in claims or actions brought by third parties affected by the breach. The remedies contained in this Section 6 shall be in addition to (and not supersede) any action for damages and/or any other remedy Covered Entity may have for breach of any part of this Agreement. Covered Entity shall indemnify and limit the Business Associate's liability against any losses incurred as a result of communicating with the Covered Entity's designated contact, or from a use or disclosure of PHI by the City of Santa Ana's employees, agents, owners, directors, or by other business associates of Covered Entity. 7. Modification. This Agreement may only be modified through a writing signed by the Parties and, thus, no oral modification hereof shall be permitted. The Parties agree to take such action as is necessary to amend this Agreement from time to time as is necessary for Covered Entity to comply with the requirements of the HIPAA Rules. S. Interpretation of this Contract to other Contracts Between the Parties. Should there be any conflict between the language of this contract and any other contract entered into between the Parties (either previous or subsequent to the date of this Agreement), that pertains to duties and obligations under the HIPAA Rules, the language and provisions of this Agreement shall control and prevail. a— JIGOE 111111 INMI.TI\C SCIlllttl Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 12 $TEVIN V. MNM DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE 9. Compliance with State Law. Except to the extent its obligation to do so is preempted by the provisions of HIPAA, including provisions of the HITECH Act, Business Associate shall notify Covered Entity of any breach of unencrypted data owned or licensed by Covered Entity, and maintained by Business Associate, in accordance with applicable California law. 'Breach" for these specific purposes means acquisition of unencrypted data by an unauthorized person, orthe reasonable belief of such acquisition, that compromises the security, confidentiality, or integrity of "personal information" pertaining to California residents, as those terms are defined in California Civil Code §§ 1798.82(g) and (h), respectively, subject however to the good faith exception to "Breach" set forth in Civil Code § 1798.82(g). If the HIPAA Rules and the California Civil Code provisions cited herein conflict regarding the degree of protection provided for Protected Health Information, Business Associate shall comply with the more restrictive protection requirement. 10. Miscellaneous. i) Ambiguity. Any ambiguity in this Agreement shall be resolved to permit the Parties to comply with the HIPAA Rules. ii) Regulatory References. A reference in this Agreement to a section in the HIPAA Rules means the section as in effect or as amended. iii) Notice to Covered Entity/Business Associate. All Notices required hereunder shall be in writing and provided by electronic mail, and will be considered received as of the date of the electronic transmission. Notices to the Covered Entity shall be sent to the daily contact on file with the Business Associate. Notices to the Business Associate shall be sent to the daily contact on file with the Covered Entity. Both Parties agree that they are responsible for ensuring that such Notices are forwarded to the appropriate internal personnel for handling. If additional information is needed to take action related to a Notice, a request must be made in writing outlining all specific requirements and instructions and provided by electronic mail. iv) Governing Law. Interpretation and enforcement of this Agreement shall be governed by and construed in accordance with the laws of the state of California to the extent they are not preempted by the HIPAA Rules or other applicable federal law. v) Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, which shall remain in full force and effect. vi) No Third Party Beneficiary. Nothing expressed or implied in this Agreement is intended to confer, nor shall anything herein confer, upon any person other than the parties and the AGUE 10R11nI511NIM. SMU,5 Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 13 STEVFN V. " M DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE respective successors or assignees of the parties, any rights, remedies, obligations, or liabilities whatsoever. vii) Construction and Interpretation. The section headings contained in this Agreement are for reference purposes only and shall not in any way affect the meaning or interpretation of this Agreement. This Agreement has been negotiated by the parties at arm's-length and each of them has had an opportunity to modify the language of the Agreement. Accordingly, the Agreement shall be treated as having been drafted equally by the parties, and the language shall be construed as a whole and according to its fair meaning. Any presumption or principle that the language is to be construed against any party shall not apply. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same agreement. viii) Survival. The respective rights and obligations of Business Associate under Sections 2(a) and (b) and 4(iii)(2) and (3) shall survive the termination of this Agreement. 11. Signature. IN WITNESS WHEREOF and acknowledging acceptance and agreement of the foregoing, the Parties affix their signatures hereto. Covered Entity: Sign: Print: Kristine Ridge Title: City Manapr Date: Business Associate: DocuSlgned by Sign: I� A2�]9A5aF1184W... Print: Laura K. McKinlay Title: President/CEO 9/14/2020 Date: G:\18790\0001\DOGS\GU 9280. DOCX Attes Daisy Gomez, Clerk of Councils?_,. Approved as to form: Sonia R. Carvalho City Attorney By CRWlc3 A R� Laura A. Rossini Acting Chief Assistant City Attorney for Pham Director of Human Resources STP40 V. Plwl' a-__ MWE \OM1IIM1ItilniilbE S[Ilb lt!'S Document Generated on June 16, 2020 City of Santa Ana Business Associate Agreement Client Initials: Page 14 #.r , trl:i,s PocuSlgn Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE IGOE ADMINISTRATIVE SERVICES Spending Account Administrative Services Agreement Prepared for City of Santa Ana The terms of this contract reflect the business practices of Igoe Administrative Services and ar¬ 7 negotiable. Igoe Administrative Services promotes a fair and equal business practice and as a result extends the same services, allocation of responsibilities, and liability statements to all clients. J— ASUE 11muasrrurro1srncrtrs City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 1 Strim V. MUM DocuSign Envelope ID: CFCE3443-EF37-4FD4-SDCD-D85D559F77AE Recitals The Spending Account Administrative Services Agreement (Agreement) is entered into as of the Effective Date defined in Section 2.a herein, by and between Igoe & Company Incorporated, dba Igoe Administrative Services (Contract Administrative Firm) with principal offices at 10905 Technology Place, Suite A, San Diego, CA 92127 and City of Santa Ana (Client) with principal offices at 20 Civic Center Plaza, Santa Ana CA 92701. The Contract Administrative Firm and the Client, however otherwise designated, collectively are referred to herein as the "Parties". The Parties mutually agree and acknowledge that: Igoe provides a variety of administrative services to employers, including services related to the following types of spending accounts offered independently or as part of a cafeteria/flexible benefit plan under Internal Revenue Code (Code) § 125; • Medical Care Reimbursement Account (MCRA)— also referred to as medical or health flexible spending account (FSA) under Code § 105; • Dependent Care Reimbursement Account (DCRA) under Code § 129; • Limited Purpose Reimbursement Account (LPRA) — also referred to as a limited purpose medical or health FSA (LPFSA) under Code § 125 • Premium Reimbursement Account (PRA) based on Revenue Ruling 61-146; • Health Reimbursement Account (HRA) based on Revenue Ruling 2002-41; • Transit Reimbursement Account (TRA) under Code § 132; • Parking Reimbursement Account (PRA) under Code § 132 • As of the Effective Date set forth in 2.a or, if later, the specific service effective dates) as set forth in Exhibit B, Client wishes to engage Contract Administrative Firm to provide services related to spending accounts as identified in Exhibit B to this Agreement, which for the purposes of this Agreement collectively shall comprise and be referred to as the "Client's Spending Account Program". With regard to the Client's Spending Program as defined above, in consideration for the fees and charges detailed in Exhibit A to this Agreement, the Contract Administrative Firm hereby agrees to provide said administrative services to the following terms and conditions. SMM 1. pi111M AGUE City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 2 DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE 1. Terms and Conditions a. Spending Account Services -Contract Administrative Firm Duties i. In accordance with the terms of this Agreement, including language specific to each component of Client's Spending Account Program as identified in Exhibit B to this Agreement, but excluding language pertaining to components not selected as part of the Client's Spending Account Program or components selected by Client but administered by a third party firm other than Igoe, or by Client itself, the Contract Administrative Firm shall provide the following administrative and clerical functions: I. The Contract Administrative Firm shall consult with the Client on the design of the Client's Spending Account Program. The Contract Administrative Firm shall provide the Client with the following sample documentation in order to initiate the administrative function; a. Data collection forms and/or annual client verification forms that outline the specific details of the Client's Spending Account Program; b. Sample Spending Account documentation corresponding to the component reimbursement accounts comprising Client's Spending Account Program for review and potential adoption by the Client in its capacity as the Plan Administrator/Plan Sponsor as defined by the Employee Retirement and Securities Act of 1971 (ERISA) § 3(16) if applicable; c. Sample written summaries of the reimbursement accounts comprising Client's Spending Account Program explaining the rights and responsibilities of participants thereunder for review and potential adoption by Client in its capacity as the Plan Administrator/Plan Sponsor as defined by ERISA § 3(16) if applicable; d. A master set of spending account participant (Participant) communication and enrollment materials, if applicable, including: I. Election forms to be used during the enrollment process; and ii. Electronic file transfer specifications; and iii. Reimbursement request forms, which include instructions for filing requests. The Client is not required to use the sample election forms or enrollment materials provided, subject to review by the Contract Administrative Firm. The Contract Administrative Firm 4-- AGUE 1... +�lyisnr.nr neirvnt3 STEM V. PW City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 3 DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE SUM V.0" makes no warranties or representations regarding adequacy of alternate materials. Additional fees may apply if the Client uses alternate materials that have not been reviewed and approved by the Contract Administrative Firm and result in custom data entry. Such fees must be provided in writing by the Contract Administrative Firm and agreed to in writing by the Client before such materials will be submitted for data entry by the Contract Administrative Firm. Electronic file transmissions must meet the Contract Administrative Firm's file specifications. 2. The Contract Administrative Firm will process reimbursement requests, including the provision of written instructions to Participants for re- submitting reimbursement requests in instances where required information may be missing. In the event of an appeal by a Participant, the Contract Administrative Firm agrees to reimburse expenses based on a final, written approval by the Client. 3. The Contract Administrative Firm will use a designated checking account owned and managed by the Client ("Funding Account") for the purpose of funding the following Spending Account activity as applicable: a. All daily cumulative Benefits Card (Card) transactions via Automated Clearing House (ACH) transferfrom the Funding Account directly to the Card provider b. All daily cumulative Participant direct deposit transactions via ACH from the Funding Account directly to the Card provider. c. All weekly manual (check) Participant reimbursements accumulated during the previous week and disbursed from a designated account owned and operated by the Contract Administrative Firm. Such reimbursements are produced daily as applicable. The Contract Administrative Firm will process an ACH on a designated day of the week equal to the amount of funds disbursed by the Contract Administrative Firm during the previous week, unless other arrangements have been made allowing the Client to push such funds to the Contract Administrative Firm. If a fund push is approved, funds must be received by the Contract Administrative Firm on a designated day of the week. Should funds not be received by the designated day of the week, the Contract Administrative Firm will automatically pull funds from the Funding Account via ACH and additional processing fees will apply as listed in Exhibit A. 0---.- 'GWE neMiaiertunex snm¢[s City of Santa Ana Spending Account Administrative Services4grO"nt,,., r.rr, x Client Initials: PEPM17 Page 4 DocuSign Envelope ID: CFCE3443-EF37-4FD4-SDCD-D85D559F77AE 4. The Contract Administrative Firm will provide a check register or similar written report to the Client for all transactions posted during each reimbursement processing. 5. The Contract Administrative Firm will provide an electronic notification if the Client contracts Card services and a Participant uses his/her Card for a transaction that falls outside of the Card parameters set forth by the Internal Revenue Service (IRS). If no response is received within 14 days, a second request for substantiation will be sent. If no response is received within 7 days of this second request, the Card may be deactivated and the expense will be deemed ineligible. Once a transaction is deemed ineligible, resolution is required and can be made through one of the following methods: a. Submission of adequate receipts as substantiation to the Contract Administrative Firm within the corresponding plan year. Upon receipt, the transaction will be approved therefore reactivating the Card (if applicable); b. Refunding the applicable reimbursement account on an after- tax basis equal to the amount of the transaction. This refund must be made in accordance with the Client's internal policies. The Contract Administrative Firm will reverse the ineligible transaction and release the associated funds for future use upon written notification from the Client. c. A written report outlining unresolved and therefore ineligible transactions will be provided to the Client on a monthly basis. At the end of the plan year, all remaining ineligible transactions must be added to the Participant's W-2 as taxable income. 6. The Contract Administrative Firm will conduct at least one set of non- discrimination testing per component reimbursement account per year, if applicable, based on information provided in writing by the Client and will provide the Client with written interpretation of such testing following each enrollment period. Additional non-discrimination testing can be provided upon written direction. Additional fees may apply if additional testing is required based on the Client's failure to provide adequate and accurate information as requested in writing by the Contract Administrative Firm. 7. The Contract Administrative Firm will provide a written year-to-date report of reimbursement account balances, reimbursements paid, and scheduled payroll contributions (if applicable) for all Participants on a monthly basis. 8. The Contract Administrative Firm will attend any audit of hearing by a government agency or bureau regarding compliance issues directly 1617E City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 „t_':Page5 STEM V.Pkk% DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE pertaining to administrative services performed by the Contract Administrative Firm during the Term of this Agreement and will provide any and all requested documents in their possession. 9. The Contract Administrative Firm will respond to inquiries from the Client and their Participants including, but not limited to, available account balances, reimbursement request submission and appeals procedures. The Contract Administrative Firm will not provide legal advice. The Contract Administrative Firm will defer inquiries to the Client if the Participant has indicated intent to involve legal representation. b. Client Responsibilities I. In accordance with the terms and conditions of this Agreement, the Client agrees to the following: 1. The Client Agrees that the Contract Administrative Firm is willing to perform the services described in this Agreement, provided that the Contract Administrative Firm shall not constitute or be deemed or construed to constitute the Plan Administrator or Plan Sponsor with respect to the Client's Spending Account Program or any component thereof, within the meaning of ERISA § 3(16), to the extent applicable. The Client agrees that this responsibility is, and remains, that of the Client or its designee. 2. The Client shall administer the Reimbursement Program or appoint a person or committee to administer the Program. 3. The Client agrees that, except as expressly set forth herein, the Contract Administrative Firm shall not be a Fiduciary, as such term is defined in ERISA § 3(21), of the Client's Spending Account Program or any component thereof. The Client agrees that this responsibility is, and remains, that of the Client. Further, the Client agrees that the Contract Administrative Firm, at no time, holds plan funds or assets and acts solely at the discretion of the employer. 4. The Client understands and acknowledges that the Contract Administrative Firm is responsible only for providing services specifically allocated to the Contract Administrative Firm in this Agreement, and only with regard to the component reimbursement accounts that together comprise the Client's Spending Account Program, as further specified by the attached Exhibit B and in accordance with the RECITALS to this Agreement. If the Client wishes to engage the Contract Administrative Firm for additional services such request must be presented in writing for the Contract Administrative Firm's review. If such services are available, the Contract Administrative Firm will w-- AGDE .�nnnaismai nv snanrs City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 5ttv�1 V Page 6 DocuSign Envelope ID: CFCE3443-EF37-4FD4-BDCD-D85D559F77AE present its fees and terms in writing and will require written agreement of such fees and terms by the Client before said services are performed. 5. The Client agrees to notify the Contract Administrative Firm if the Client has contracted a third party vendor for electronic enrollment and intends to have said third party vendor electronically transmit enrollment data. a. The Client agrees that electronic data must conform to the Contract Administrative Firm's file specifications and that data fee establishment and testing fees maybe incurred. Such fees must be presented in writing by the Contract Administrative Firm and agreed to by the Client before testing begins. b. The Client agrees that the Contract Administrative Firm will process electronically transmitted files as received without question. If corrections are needed, such corrections must be provided by the Client in writing and will serve as authorization to perform system corrections and charge applicable administrative fees as set forth in Exhibit A. 6. The Client agrees that it is responsible for the timely review and final approval, execution and implementation of sample Reimbursement Account documentation, if applicable, provided by the Contract Administrative Firm. If the sample Reimbursement Account documentation is not executed and implemented, the Client agrees that it is responsible upon adoption of alternative documentation to provide a copy of the same to the Contract Administrative Firm upon request. The Client agrees that the Contract Administrative Firm makes no warranties or representations regarding the adequacy of sample Reimbursement Account documentation under the Code of other applicable laws. The Client agrees to provide sample written summaries ofthe component reimbursement accounts to each Participant upon enrollment thereunder and to communicate any changes which may be made to the Client's Spending Account Program and/or the written summaries of same if required. 8. The Client will establish and authorize the Contract Administrative Firm access via ACH to a Funding Account for the purpose of funding the following Spending Account activity as applicable: a. All daily cumulative daily Benefits Card (Card) transactions via Automated Clearing House (ACH) transferfrom the Funding Account directly to the Card provider b. All daily cumulative Participant direct deposit transactions via ACH from the Funding Account directly to the Card provider. `i /GOE 4n,11111 In I1", 11.1111 City of Santa Ana Spending Account Administrative Services Agreement ShvE+V• Pluw Client Initials: PEPM17 Page 7 DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE c. All weekly manual (check) Participant reimbursements accumulated during the previous week and disbursed from an account owned and operated by the Contract Administrative Firm. The Contract Administrative Firm will process an ACH on a designated day of the week equal to the amount of funds disbursed by the Contract Administrative Firm via check during the previous week, unless other arrangements have been made allowing the Client to push such funds to the Contract Administrative Firm. If a fund push is approved, funds must be received by the Contract Administrative Firm on a designated day of the week. Should funds not be received by the designated day of the week, the Contract Administrative Firm will automatically pull funds from the Funding Account via ACH and additional processing fees will apply as listed in Exhibit A. 9. The Client will ensure that the Funding Account has adequate funds to support transactions described in Section 1.b.8.c. Should the Funding Account not be adequately funded, additional fees will be charged pursuant to Exhibit A. Further, the Contract Administrative Firm reserves the right to cease all reimbursement activity immediately until all funds, including administrative fees owed, are available and paid to the Contract Administrative Firm. Further, the Contract Administrative Firm reserves the right to require that all check reimbursements be made directly from a Client owned bank account using MICR specifications and an authorized Client signature. 10. The Client shall report all Participant terminations and all qualifying change in status events in a written format, including all requested information, to the Contract Administrative Firm prior to the first affected payroll date. Such notice must contain the effective date of the change, the first pay date affected, the new payroll contribution amount, and the new annual election amount (if applicable). Should this information not be provided in a complete or timely manner, the Client agrees to pay any resulting administrative fees which may be incurred in order to process retroactive adjustments to payroll contributions or reimbursement claims processed in error as set forth in Exhibit A. 11. The Client is responsible to review all reporting provided by the Contract Administrative Firm in a timely manner and must provide any corrections in writing. Should such corrections not be identified in a timely and complete manner, the Client agrees to pay any resulting administrative fees required to process such corrections as set forth in Exhibit A. 12. The Client agrees to provide to the Contract Administrative Firm, upon each open enrollment period, all required data necessary to perform non-discrimination testing if required. The Client agrees to report any changes to the Contract Administrative Firm which may affect the W ___ s AWG Annawen W TJW 51 Wl Ri City of Santa Ana Spending Account Administrative Services Agreement slumV r71N111 Client Initials: Page 8 DocuSigp Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE qualification of the Plan for meeting non-discrimination requirements. In addition, the Client agrees to initiate any action required in the event that one or more component benefit programs are reported as discriminatory. If the Client requests additional non-discrimination testing services, the Client will be responsible for updating all data necessary to conduct said testing and agrees to pay resulting administrative fees as set forth in Exhibit A, if applicable. 13. The Client shall retain documentation relating to its Reimbursement Program operations that may be requested in an IRS or Department of Labor audit - including, but not limited to: non-discrimination testing information, executed copies of reimbursement account documentation, Salary Redirection Agreements (e.g. Enrollment Forms), Amendments, Resolutions adopting the Reimbursement Program, and Form 5500s (if applicable), for seven years after the close of each "Plan Year" with respect to the Program, as such term is defined under ERISA §3(39), if applicable. 14. The Client shall ensure that only common law employees participate in the Reimbursement Program [employees of companies described in Code §414 (b), (c) or (m) and listed in the Plan as participating affiliates may also participate] and to ensure that the terms of its documentation are properly enforced. Client solely is responsible for determining whether or not it is a component member of a controlled group, common control group, or affiliated service group, under Code § 414(b), (c), or (m) and for the consequences, under ERISA and the Code, of such status. 15. The Client agrees that, unless alternate arrangements have been made with the Contract Administrative Firm's approval, payment for services performed will be taken directly from the Funding Account as defined in Section 1.a.i.3 and 1.b.i.8 herein, in accordance with Exhibit A. Fees will be assessed on or about the first day of the month in which services are being provided. If the Client is still completing open enrollment during a billing month, fees associated with participation counts will be estimated. In these cases, adjustments will be made as necessary during the next month's billing cycle. Unless alternate arrangements have been made with the Contract Administrative Firm's approval, payment for fees will be drawn from said account via an ACH transaction no later than the 201n of the applicable billing month. A written statement of such fee assessments and ACH activity will be provided by the Contract Administrative Firm at least 2 business days prior to when the ACH is initiated. Administrative fees set forth in Exhibit A are subject to review by the Contract Administrative Firm upon expiration of the Rate Guarantee Period defined in Exhibit A. The Contract Administrative Firm must give written notice to the Client regarding any change in fees at least sixty (60) days prior to the expiration of the Rate Guarantee Period. 16. The Client Agrees that if the Card is contracted and Participant uses his/her Card for a transaction that falls outside of the Card parameters set forth by the IRS, the Contract Administrative Firm will send a written -- /GI�E .m:.nmsrx.unr srrmir[s n1 City of Santa Ana Spending Account Administrative Services Agreement STEVEN V MM Client Initials: PEPM17 Page 9 DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE notice to the Participant. If no response is received within 14 days, a second request for substantiation will be sent. If no response is received within 7 days of this second request, the Card may be deactivated and the expense will be deemed ineligible. Once a transaction is deemed ineligible, resolution is required and can be made through one of the following methods: a. Submission of adequate receipts as substantiation to the Contract Administrative Firm within the corresponding plan year. Upon receipt, the transaction will be approved therefore reactivating the Card (if applicable); b. Refunding the applicable reimbursement account on an after- tax basis equal to the amount of the transaction. This refund must be made in accordance with the Client's internal policies. The Contract Administrative Firm will reverse the ineligible transaction and release the associated funds for future use upon written notification from the Client. c. A written report outlining unresolved and therefore ineligible transactions will be provided to the Client on a monthly basis. At the end of the plan year, all remaining ineligible transactions must be added to the Participant's W-2 as taxable income. 17. The Client agrees that, at any time during the Term of the Agreement as defined herein, if it should file in the United States for debt relief or reorganization of any type, all services from the date of the filing forward may terminate immediately. The Client further agrees that it is its responsibility to ensure that written notification of filing for debt relief or reorganization of any type is provided to the Contract Administrative Firm in a reasonable timeframe. 18. The Client agrees that in the event of an acquisition or merger that it is its responsibility to ensure that written notification is provided to the Contract Administrative Firm in a reasonable timeframe. The Client further agrees to provide all information as requested and in a timely manner to assist the Contract Administrative Firm in identifying aspects of current administration that may be impacted or require alteration as a result of an acquisition or merger, including but not limited to an amended Agreement, amended specimen reimbursement account documentation, and system adjustments. Client solely is responsible for determining whether or not, as a result of an acquisition, merger, or other business transaction it is a component member of a controlled group, common control group, or affiliated service group, under Code § 414(b), (c), or (m) and for the consequences, under ERISA and the Code, 0 A96CE IMININumnvr senoras City of Santa Ana Spending Account Administrative Services Agreement Client Initials: Page 10 Sam V. {-I" DocuSign,Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE of such status. Additional fees to support required changes may apply as set forth in Exhibit A. 19. The Client agrees to accurately complete a data collection/client verification form in a reasonable timeframe, as supplied by the Contract Administrative Firm, upon implementation or renewal of one or more component reimbursement accounts. The Client agrees that these forms will delineate the Contract Administrative Firm's services under this Agreement and will be specifically identified in Exhibit B. Further, the Client agrees that any changes to the information supplied on these forms may only be made in writing and are only effective when acknowledged by the Contract Administrative Firm in writing. Additional fees may be incurred for any retroactive changes made after the Client has submitted completed forms or for any changes which may be requested mid -year (after the open enrollment period). 2. Term and Termination a. Effective Date. This Agreement shall be effective as of the date of the last signature on this Agreement (the "Effective Date"), however component reimbursement accounts may be subject to a later effective date as set forth in the RECITALS to this Agreement. b. Term. The term of this Agreement begins on the Effective Date and shall last until terminated pursuant to the terms hereof (the "Term"). c. Termination Without Cause. Either Party may terminate this Agreement without cause effective upon thirty (30) days written notice to the other Party. J. Mutual Termination. The Parties may terminate this Agreement by mutual written agreement. e. Termination Upon Insolvency or Bankruptcy. Either Party may terminate this Agreement effective immediately upon written notice to the other Party in the event that such other Party becomes insolvent, makes a general assignment for the benefit of creditors, suffers or permits the appointment of a receiver for its business or assets, or becomes subject to any proceeding under bankruptcy or insolvency law which does not result in a reorganization. In the event that a Party experiences an event described in this Section 2(e), such Party will make a good faith effort promptly to notify the other Party of the event so as to allow that other Party to terminate this Agreement pursuant to this Section. f. Termination Due to Bad Acts. Either Party may terminate this Agreement effective immediately upon written notice to the other Party in the event that such other Party, or any of its officers, owners, agents or employees, engages in conduct giving rise to a good faith belief that such Party, or any of its officers, owners, agents or employees, has engaged in misrepresentation, gross negligence, fraud or embezzlement. If a Party becomes aware of such conduct by any of its officers, owners, agents or employees, it will make a good faith effort promptly to notify the other Party of such conduct so as to allow that other Party to terminate this Agreement pursuant to this Section. g. Termination Due to Non -Payment. In the event of Client non-payment, this Agreement shall terminate on the date that is thirty (30) days after the Contract J — IGOE 1I1111%11In'1111 y1111111S City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 11 ?h:... SiEVEPI V. PhAm DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE Administrative Firm suspends services for nonpayment by the Client, provided that the Contract Administrative Firm provides written notice of such suspension to the Client and the Client fails to pay fees in arrears as set forth is Exhibit A, by the required due date. The Client is considered to have reached "nonpayment" status 30 days after written notice is provided outlining applicable administrative fees and payment for such fees has not been made. The Contract Administrative Firm will provide written notice if the Client is in "non-payment" status outlining a minimum fifteen (15) day cure period before suspending future services as outlined herein. h. The Parties' Respective Rights and Obligations Upon Termination. i. In the event of termination of this Agreement, the Contract Administrative Firm will place a stop payment on all participant reimbursements that have not cleared within thirty (30) days of the termination date. All funds associated with the stop payment (minus processing fees as outlined in Exhibit A) will be returned to the Client within sixty (60) days of the termination date. Further, the Contract Administrative Firm will forward a written report outlining all reimbursements still owed to the Participant as a result of this activity so that payment can be processed by the Client or the Client's designee. ii. In the event of termination of this Agreement, and upon request by the Client, the Contract Administrative Firm will assist in a smooth transition of services and records to the Client or its designated service provider, provided that such documentation complies with the Contract Administrative Firm's current written report format or electronic file specifications and, solely with regard to Client's reimbursement accounts listed on Exhibit B that comprise "group health plans" for purposes of compliance with the Health Insurance Portability and Accountability Act of 1996 ("HIPAA") as amended by the Health Information Technology for Economic and Clinical Health Act provisions of the American Recovery and Reinvestment Act of 2009 ("HITECH), subject to the provisions regarding retained "Protected Health Information" or "PHI" (as defined in the Parties' Business Associate Agreement), and including, as used herein, electronic PHI or'WHI") in the Parties' Business Associate Agreement. iii. If the Contract Administrative Firm performs any post -termination services pursuant to this Agreement, the Client agrees to pay the Contract Administrative Firm fees or other charges on the same basis as if the Agreement had continued in effect for the period during which such services are performed. 3. Miscellaneous -Definitions a. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. b. Assignability. This Agreement and the rights, benefits, privileges, duties and responsibilities of the Parties hereto may not be assigned by any Party hereto without the prior written consent of the other Party hereto. c. Audits. The Contract Administrative Firm agrees that the Client and its representatives shall have the right, upon reasonable written notice, to conduct audits of the Contract Administrative Firm relating to the provision of services set forth in this Agreement at the Client's expense. Audits shall be performed during normal working hours. Fees 1P-- /GDE ..„........... s City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 12 DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE associated with an audit must be provided in writing by the Contract Administrative Firm to the Client and agreed to by both Parties in writing before said audit is conducted. d. Availability of Counsel. All Parties hereby acknowledge that they have read this Agreement in its entirety and have, to the extent to which they deem necessary, consulted with counsel before executing this Agreement. e. Binding Nature of Agreement. This Agreement is binding upon signature by both Parties and shall inure to the benefit of the heirs, executors, successors and assignors of the Parties hereto. f. Complete Agreement. With the exception of the Business Associate Agreement between the parties, this Agreement and all accompanying Exhibits constitute the complete Agreement of the Parties regarding its subject matter and replace and supersede any prior written or oral agreement between the Parties regarding its subject matter. g. Confidentiality. i. The Parties mutually acknowledge and agree that in performance of this Agreement, each Party and its employees has and will continue to disclose to the other Party Confidential Information (as defined below) including but not limited to information relating to the Client's personnel and their employment status, and the Contract Administrative Firm's proprietary service model and materials, and that each is bound to maintain the confidentiality of such Confidential Information during the Term of this Agreement and at all times afterward, absent a legal duty to disclose or the express written authorization to do so obtained from the Party to whom the information pertains or belongs; provided however, that each Party may disclose Confidential Information of the other Party or its employees to its own representatives who need to know such information and are bound by obligations of confidentiality and non-use consistent with those set forth herein. Confidential Information shall not be used for any purpose other than performance of this Agreement or otherwise in furtherance of the purposes of this Agreement. ii. For purposes of this Section 3(g), Confidential Information is any information identified by either Party to the other as confidential and/or proprietary (or words of similar import) or which reasonably should be considered confidential, including but not limited to information regarding the Parties' respective businesses or finances. Confidential Information does not include information which: (a) becomes generally available to the public other than as a result of a disclosure by the receiving party, its representatives, or its agents; (b) was available to the receiving party on a non -confidential basis prior to its disclosure hereunder by the other party or its employees or agents; (c) becomes available on a non -confidential basis from a third -party source provided that such third party source is not bound by a confidentiality agreement with the disclosing party; or (d) is independently developed by the receiving party without the use of, or reference to, the disclosing party's Confidential Information. iii. With regard to "protected health information," as that term is defined in the Parties' Business Associate Agreement and under HIPAA, the Parties mutually agree to the additional privacy and security limitations set forth in the Business Associate Agreement. If there is a conflict between this Agreement and the Business Associate Agreement regarding information that can be classified as a— /GOE >OMINISRIAII�r tiCl'IVI[l5 City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 13 S,VANv PWw' DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE Protected Health Information, the terms of the Business Associate Agreement will control to the extent necessary for full compliance under HIPAA. h. Construction and Severability. The captions of this Agreement and its paragraphs and subparagraphs are for the convenience of the Parties only and shall not be taken in account in the construction and interpretation of this Agreement. All personal pronouns used in this Agreement, whether used in the masculine, feminine or neuter gender, shall include all other gender, the singular may include the plural, and vice versa as the context may require. The terms of this Agreement are severable; should any portion of this Agreement be invalid or unenforceable, such invalidity or unenforceability shall not affect the validity or enforceability of the remainder of this Agreement and this Agreement shall be construed and interpreted as though such invalid or unenforceable provision was not contained herein. i. Force Majeure: Neither the Contract Administrative Firm northe Client will be deemed to be in default of this Agreement, nor held responsible for, any cessation, interruption or delay in the performance of its obligations to provide such services hereunder due to causes beyond its reasonable control, including, but not limited to, natural disaster, act of God, labor controversy, civil disturbance, disruption of the public markets, terrorism, war or armed conflict, or the inability to obtain sufficient materials or services required in the conduct of its business from the Contract Administrative Firm's vendors or other parties, including Intranet or Internet access, or any change in or the adoption of any law, judgment or decree (each, a "Force Majeure Event"). In the event that a Force Majeure Event prevents the Client or its designee from making a payment when due, the Contract Administrative Firm shall be excused from performance under this Agreement from the date on which such payment becomes delinquent until the date on which such payment is made. j. Independent Contractor. The Contract Administrative Firm's relationship with the Client is that of independent contractor and nothing in this Agreement shall be construed as creating the relationship of employer or employee between the Client and officers, employees, or agents of the Contract Administrative Firm or the relationship of a partnership orjoint venture between the Parties. k. Modifications. This Agreement may not be modified or amended except by the Parties to this agreement by means of written modification or amendment of this Agreement or their legal successors in interest. I. Notices. All notices required hereunder shall be in writing and provided by electronic mail and will be considered received as of the date of the electronic transmission. Notices to the Client shall be sent to the daily contact on file with the Contract Administrative Firm. Notices to the Contract Administrative Firm shall be sent to the daily contact on file with the Client. Both Parties agree that they are responsible for ensuring that such Notices are forwarded to the appropriate internal personnel for handling. If additional information is needed to take action related to a Notice, a request must be made in writing outlining all specific requirements and instructions and provided by electronic mail. m. Recordkeeping. i. The Contract Administrative Firm shall maintain records it creates or receives pursuant to this Agreement, including but not limited to notifications, correspondence and other records, for the lesser of (a) the Term of this Agreement or (b) seven (7) years following the date that the Contract .A --- AGUE 10M1IIM1ItiInAll4ti S[fl�IflS City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 14 $INN V. PW DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE Administrative Firm created or received the record. The Contract Administrative Firm will deliver copies of such records to the Client or its designee within thirty (30) days of (a) termination of this Agreement, or (b) the Contract Administrative Firm's receipt of the Client's written request for the records. ii. The Contract Administrative Firm reserves the right to retain at its own expense, beyond the period defined in Section 4(m)(i), digital files containing records it created or received pursuant to this Agreement, subject however to the express provisions of Section 4(g), Confidentiality, and, to the extent such digital files contain PHI, the provisions of the Business Associate Agreement regarding maintenance of PHI when return or destruction of such PHI is infeasible. III. The requirements of this subsection shall survive termination of this Agreement and shall remain in effect for so long as the required period of record maintenance lasts. n. Standard of Care. The Contract Administrative Firm will use reasonable care and due diligence in the performance of the duties contained in this Agreement, including the selection and retention of subcontractors and agents engaged by Contract Administrative Firm to assist in performance of its duties under this Agreement. It shall not be considered a breach of this Agreement if the Contract Administrative Firm refuses to perform services generally required under this Agreement if the manner in which the Client requires such services to be performed is inconsistent with the Contract Administrative Firm's standard of care, or requires material changes to the Contract Administrative Firm's existing operating procedures. o. Subcontractors and Agents. The Contract Administrative Firm will ensure that the Standard of Care as outlined in Section 3(n), and the privacy and security duties under HIPAA (as amended by HITECH) that are outlined in Section 3(g)(iii) are upheld by any subcontractor or agent engaged for the purpose of providing services as outlined in Section 1 and will further ensure that any such subcontractor or agent will comply with applicable terms of this Agreement, including without limitation, Section 3(g). Disclosure of subcontractor or agent relationships in existence as of the Effective Date or later will be made by the Contract Administrative Firm upon the written request of the Client. p. Survival. Notwithstanding any provision herein to the contrary, the Parties' obligations under Sections 3(g) and 5 shall survive termination of this Agreement. q. Warranties. No representations or warranties have been provided by any Party to this Agreement except as specifically set forth in this Agreement. r. Venue in the Event of Legal Dispute. Should either Party institute legal action to enforce its rights under this Agreement, the venue shall be in San Diego County, State of California, and the prevailing party in such action shall be entitled to recover reasonable attorney's fees and costs. 4. No Trust Created. Notwithstanding any provision herein to the contrary, the Contract Administrative Firm and the Client agree and acknowledge that any funds submitted by the Client or any other individual or entity to the Contract Administrative Firm in accordance with this Agreement: (1) are and shall remain the general assets of the Client; (2) are not "plan assets" within the meaning of ERISA, without regard to whether ERISA applies to the reimbursement accounts at issue; (3) were never held in an account, fund or trust bearing the name of a Client component reimbursement 4 /GCE 4u ..... II-\II\1 SCII\I111 City of Santa Ana spending Account Administrative services Agreement Clientlnitials: PEPM17 Page 15 SM.FM V. Pill ; DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE account, Reimbursement Program or any participants or beneficiaries thereof; and (4) shall always remain subject to the claims of the Client's creditors. The Client further understands that the Contract Administrative Firm is not responsible for satisfying any applicable trust requirements solely because funds are transmitted to the Client in accordance with this Agreement by either the Client, or individuals who currently are or formerly were employed by the Client. 5. Indemnification. a. The Client shall indemnify, defend and hold harmless the Contract Administrative Firm, its affiliates, directors, officers, owners, employees and subcontractors from any claim, expense, loss, damage, settlement, judgment, penalty or liability including reasonable attorney's fees and court costs (individually and collectively, "Claims') resulting in any way from or arising out of the Client's performance of or failure to perform its duties under this Agreement, including, without limitation, Claims resulting from or arising out of acts or omissions by the Client, its employees, owners, officers, directors, or subcontractors. b. The Contract Administrative Firm shall indemnify, defend and hold harmless the Client, its affiliates, directors, officers, owners, employees, and subcontractors or any of them from any claim, expense, loss, damage, settlement, judgment, penalty or liability, including reasonable attorneys' fees and court costs (individually and collectively, "Claims") resulting in any way from or arising out of the Contract Administrative Firm's performance of or failure to perform its duties under this Agreement, including, without limitation, Claims resulting from or arising out of acts or omissions by the Contract Administrative Firm, its employees, owners, officers, directors, or subcontractors. 6. Signature The Parties to this Agreement consent and agree to all of its provisions and by their signatures cause this Agreement to become effective on the Effective Date. Client: !� Sign-L� Print: Kristine Ridge Title: City Manager Date: Attest: Resources 57v11..VMk r Contract Administrative Firm: nocuSigned by: Sign: :�." A21379ASOF118409... Print: Laura K. McKinlaV Title: President/CEO 9/14/2020 Date: Approved as to form: Sonia R. Carvalho, City Attorney Laura A. Rossini Acting Chief Assistant City Attorney 4-- AGUE ,mUNINr9.V nt sunins City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 16 DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE Exhibit A: Spending Account Services Fee Guarantee Period Begins on the Effective Date and ends December 31, 2023 Annual Anniversary Date: January 1st 1 Minimum Monthly Fee: $100 FSA (Section 125 Services) z & Commuter Benefit Administration3 FSA administration includes Limited and Full Purpose Health FSA and Dependent Care Assistance Plans. Commuter administration includes Qualified Transportation and Parking Plans. Commuter program design requirements apply!. Bundled rate. Monthly Participation Rate: $4.00 per participant per month Included Services List: These services are part of all Spending Accounts unless expressly indicated below. ✓ Implementation • Plan Configuration Support • Initial EDI Testing ✓ Client Relations Manager (CRM) ✓ Benefit Card Administrations (card stacked for multiple plans) ✓ Claim Review ✓ Client & Participant Portals ✓ Daily Reimbursement Remittance ✓ Direct Deposit Reimbursement ✓ Electronic Eligibility Updates ✓ Employer Reporting - scheduled and on demand ✓ Enrollment Processing and Eligibility Updates' ✓ FDIC Insured 'Once the Fee Guarantee Period expires, fees will renew as is on an annual basis unless new fee offerings are presented in writing 60 days prior to the Annual Anniversary Date. 'Participation fees are assessed by Plan Year and will remain billable until the Plan year has closed administration. Section 125 Services include standard and limited Health Flexible Spending Accounts as well as Dependent Care Reimbursement Account administration. Aparticipant is billable as long as they are enrolled in at least one of the aforementioned account types. Igoe reserves the right to increase the monthly participation rate at any time due to increases in Federal Postage rates, changes to Federal legislation governing the provision of these services, or as a result of CPI adjustments (not to exceed 3%annually). 'The per participant fee is bundled across all commuter elections offered. Igoe reserves the right to increase the monthly participation rate at any time due to increases in Federal Postage rates, changes to Federal legislation governing the provision of these services, or as a result of CPI adjustments (not to exceed 3% annually). 4For files received prior to the administrative effective date 'I ncludes 2 benefit cards per account (both initial cards and cards renewed due to standard card expiration) 'Enrollment and Account Updates that require manual entry by an Igoe Associate are subject to a processing fee — please refer to the Billable Services List. 4 _ /GaE umnnizuinmr 5rmnrs City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 17 Sim" V. N" DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE ✓ Fund Rollover (FSA Carryover, HRA and Commuter) ✓ Investment Options (HSA only) ✓ Participant Call Center Support - Domestically Based ✓ Participant Communications & Alerts (Real Time) • Communications are in electronic format • Account Statements are emailed monthly • Year-end tax statements (HSA only) ✓ Participant Mobile App ✓ Plan Document and Summary Plan Descriptions (fees apply if such documentation is not required for Plan compliance) Included Annual Services List: ✓ Non-discrimination Testing (NDT) (provided such testing is required for compliance of spending accounts administered by Igoe) ✓ Open Enrollment Processing' Billable Services List — Not Included This list outlines services that are not included in the Monthly Participation Rate. Fees based on time and ability will be presented to the Client by means of a written proposal (statement of work) and must be agreed to before such services are provided. Postage expenses are calculated using the official Federal USPS postal rate as of the time of the mailing. ✓ Benefit Cards • Cards in excess of the 2 card per participant limit: $5.00 per • Lost/Stolen/Damaged Replacement Cards: $5.00 per ✓ Benefit Fair and/or Open Enrollment Meeting Attendance • $300 per day + travel This fee is waived for clients within 100 miles of Igoe's San Diego based corporate facility. Igoe's attendance is subject to associate availability. ✓ Banking Fees • ACH Rejection -Client: $50.00 per each rejected client ACH • Direct Deposit Rejection -Participant: $15.00 per each returned participant ACH • Reimbursement Reissuance: $10.00 per each reissued reimbursement (ACH or manual check) • Stop Payment: $15.00 per stop payment (fee only applies to manually issued 710anual Enrollment Processing fees will apply if election data is provided in a manual format and/or after the data submission detail outlined in the Annual Open Enrollment Guide. Changes made to system configuration to accommodate amended benefit offerings are subject to System Re -configuration fees. /GCE City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page Is DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE checks) ✓ EDI Development • $300 per vendor connection This fee includes consultation and file testing for files that are initiated and/or altered after initial plan administration has begun. ✓ Manual Enrollment Proces $5.00 per manually entered enrollment ✓ System Corrections/Re-Configuration • $30 per 1/4 hour ($120 minimum) Amended Section 125 Plan Documents and SPDs are included as applicable. ✓ Take-over Account Set-up and/or Balance Transfer • $10.00 per participant account created ($200 minimum) This fee is waived for each take-over account that is submitted in Igoe preferred format and successfully loaded into the Client's custom database. q /GOE annnwsmamE sm>ara City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 19 slamV. M DocuSign Envelope ID: CFCE3443-EF37-4FD4-8DCD-D85D559F77AE Exhibit B: Client Spending Account Program Design Medical Care Reimbursements Account: ® Yes ❑ No Dependent Care Assistance Account: Limited Purpose Reimbursement Account: Health Reimbursement Account: Health Savings Account: Transit Reimbursement Account: Parking Reimbursement Account: ® Yes ❑ No ❑ Yes ❑ No ❑ Yes ❑ No ❑ Yes ❑ No N Yes ❑ No ® Yes ❑ No i Commuter Program Design Requirements: Below is a list of administrative requirements that must be in place in order to maintain the Fee Guarantee outlined herein. Custom Plan Designs are available and upon written request. Fees for custom services will be made available at the time of the request. • Connection to approved WireclCommute vendors • Automatic update to current federal monthly limits • Fund rollover with annual re -enrollment • Manual claim remittance (participant will receive a check mailed home or can opt into direct deposit) • 180-day claim submission period (the termination run out will be invoked for employment termination) • First of the month funding • Eligibility changes must be submitted prior to the 20th of the month and will be effective the 1st of the following month V— AGUE ',i.n,.vn..riven.. City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 20 Sava+ V. PtA DocuSign Envelope ID: CFCE3443-EF37-4FD4-SDCD-D85D559F77AE J-- 1GDE i O...... """ ......... City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 21 STEVEN V. Plow Francine R. Villareal CERTIFICATE OF LIABILITY INSURANCE Digitally signed by Francine R. Villareal Date: 2022.02.1 1 DATE (MM/DD/YYYY) 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 WHINS Insurance Agency PHONE .... Stephanie Tran 7610 BeverlyBlvd #48249 PHONE Ext) (818)233 0825 FAX No) (818)561-7117 E-MAIL ........ ....... ................ Los Angeles, CA 90048 ADDRESS Stephanie@whlns.com License #: OG66655 INSURER(S) AFFORDING COVERAGE NAIC # INSURERA AmG.UARD Insurance Comnanv �42390 INSURED Igoe & Company, Incorporated INSURER,B Lloyd's of London ---- DBA Igoe Administrative Services INSURER c Palomar Exce..ss and Surplus Insurance Compony----- 16754 ........ 10905 Technology PI Ste A INSURERD Hiscox Insurance Company --Inc 10200 .......... San Diego, CA 92127 INSURER.E INSURER F : COVERAGES CERTIFICATE NUMBER: 00003536-319686 REVISION NUMBER: 41 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 ADDL SUER POLICY EFF POLICY EXP LIMITS LTR TYPE OF INSURANCE POLICY NUMBER MMIDDIYYYY MMIDDIYYYY A X COMMERCIAL GENERAL LIABILITY Y IGBP256625 09/03/2021 09/03/2022 EACH OCCURRENCE $ 1, 00,000 CLAIMS -MADE I X OCCUR DAMAGE TO RENTED PREMISES(Eaoccurrence) $. 50�000 ......... ......... ......... ......... MED EXP (Any one person) $ 5 000 ... ........ ......... ......... PERSONAL & ADV INJURY ... ... $ 1,000,000 ................. GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 2,000,000 X- PRO - POLICY ECT l LOC PRODUCTS COMP/OP AGG $ 2,000,000 OTHER: $ A AUTOMOBILE --------- LIABILITY IGBP256625 09/03/2021 09/03/2022 COMBINED SINGLE LIMIT ....-(Eaaccident) ..................................................... $ .....-1_,000,...0.0........... ANY AUTO BODILY INJURY (Per person) $ ........ OWNED SCHEDULED .... ......... ......... ......... BODILY INJURY (Per accident) ......... ................. $ --------- AUTOS ONLY .................. AUTOS X HIRED NON -OWNED X PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY _(Per accident) ... ........... ................................................... A X UMBRELLA X OCCUR --------- IGUM235783 09/03/2021 09/03/2022 .... EACH OCCURRENCE $ 2,000,000 ...... ......... ................. EXCESS LIAB CLAIMS -MADE AGGREGATE $ 2,000,000 DED RETENTION $ $ A WORKERS COMPENSATION IGWC301479 03/01/2022 03/01/2023 X ATUTE OERH ST AND EMPLOYERS' LIABILITY Y / N - ---- ---- .--- - --. ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH,ACCIDENT $ 1 ,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N / A .E ----........................................... E.L. DISEASE - EA EMPLOYE $ 1 ,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E L DISEASE POLICY LIMIT $ 1 ,000,000 B Errors & Omissions MPL4298968.21 11/05/2021 11/05/2022 Each Claim 3,000,000 C Cyber Liability QCB-250-OQK5PILM 12/09/2021 12/09/2022 Aggregate 3,000,000 D Crime UC24068163.22 02/09/2022 02/09/2023 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to Insured's operations. City of Santa Ana, officers, agents, employees, and volunteers are additionally insured on this policy per endorsement BP 04 48 01 06. Such insurance as is afforded by this policy shall be primary, and any insurance carried by City shall be excess and noncontributory per CG 20 01 04 13. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Risk Management Division ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza AUTHOR�SENTATIVE Ii:AManagmentDMsian Santa Ana, CA 92702 k4e 1°x REVIEWED &APPROVED BY.- 1 988-2015 ACORD C 1,- MER Risk Pjanagement Analyst ACORD 25 (2016/03) The ACORD name and logo are regi ered marks of ACORD Prin , POLICY NUMBER: IGBP256625 BUSINESSOWNERS BP 04 48 01 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: 111 91041*8141TA041:1zwelely/:l SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): City of Santa Ana officers, agents, employees, and volunteers Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph C. Who Is An In- sured in Section II — Liability: 3. Any person(s) or organization(s) shown in the Schedule is also an additional insured, but only with respect to liability for "bodily injury", "property dam- age" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf in the performance of your ongoing operations or in connection with your premises owned by or rented to you. BP 04 48 01 06 © ISO Properties, Inc., 2004 ew cF RAMwagementDMsian Jy/\'x REVIEWED & APPROVED BY: V"° --� Risk janagement Analyst BUSINESSOWNERS BP 14 88 07 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM The following is added to Paragraph H. Other 2. You have agreed in writing in a contract or Insurance of Section III — Common Policy agreement that this insurance would be Conditions and supersedes any provision to the primary and would not seek contribution from contrary: any other insurance available to the additional Primary And Noncontributory Insurance insured. 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 BP 14 88 07 13 © Insurance Services Office, Inc., 2012 ew cF RAMwagementDMsian Jy/\'x REVIEWED & APPROVED BY: V"° --� Risk janagement Analyst NOTICE OF COMPLIANCE CITY t„„ . "A ,AM I1111RINT I'III I IPi I1111 AGL ,CLL INCLUDE Ck I 111 1AGREEMENTTOT111IL CLERK CAL MIL COUNCIL IL Contractor Igoe & Company, Incorporated Name: Project A-2020-20OA-03 Number: Project Third Amendment To Spending Account Administrative Name: Services Agreement With Igoe Administrative Services The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: TYPE OF INSURANCE PROFESSIONAL LIABILITY Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team 11/14/2022 12:49 PM POLICY EXPIRATION NUMBER DATE MPL429896822 11/05/2023 COI DATE FILE NAME Cert of Ins - 11/04/2022 City of Santa Ana.pdf CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 01 /09/2024 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 be endorsed. If SUBROGATIONIS 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 WHINS INSURANCE AGENCY LLC/PHS NAME: 72186575 PHONE (066)467-8730 FAX (A/C, No, Ext): (A/C, No): The Hartford Business Servic enter I �J I LC31 S[gn, 3600 VU Antonio, T Blvd I E-MAIL San Antonio, TX 78251 ADDRESS: INSLJFER(S) AFFOWING COVERAGE A NAIC# INSURED INSURER A: o 'tin J%en C T y Igoe & Company, Incorporated DBA Igoe AdmirA e Services, INSURER B: Incorporated INSURER C 10905 TECHNOLOGY PL ST SAN DIEGO CA 92127-1811 IR c e INSURE 0 L 4 U 4 &tV U -i :%j np..R 1 nR -n]7,n COVERAGES CERTIFICATE NUMBER: R WSI N NW WR: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BE' )W' AVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD NDICATED.NOTVATHSTANDING ANY REQUIREMENT, TERM OR CO ID'-.JN 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 ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $2,000,000 CLAIMS -MADE OCCUR DAMAGE TO RENTED $1,000,000 PREMISES Ea occurrence X MED EXP (Any one person) $10,000 General Liability A X 72 SBA BF9102 02/07/2024 02/07/2025 PERSONAL & ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 POLICY ❑ PRO- LOC JECT PRODUCTS - COMP/OPAGG $4,000,000 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $2,000,000 BODILY INJURY (Per person) ANY AUTO A ALL OWNED SCHEDULED AUTOS AUTOS 72 SBA BF9102 02/07/2024 02/07/2025 BODILY INJURY (Per accident) X HIRED NON -OWNED AUTOS X AUTOS PROPERTY DAMAGE (Per accident) X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $2,000,000 A EXCESS LIAB CLAIMS- MADE 72 SBA BF9102 02/07/2024 02/07/2025 AGGREGATE $2,000,000 DED X RETENTION $ 10,000 WORKERS COMPENSATION PER OTH- AND EMPLOYERS' LIABILITY STATUTE ER E.L. EACH ACCIDENT ANY YIN PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? NIA E.L. DISEASE -EA EMPLOYEE (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT DESCRIPTION OF OPERATIONS below A EMPLOYEE BENEFITS LIABILITY 72 SBA BF9102 02/07/2024 02/07/2025 Each Claim Limit Aggregate Limit $2,000,000 $4,000,000 DESCRIPTION OFOPERATIONS/LOCATIONS/VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to the Insured's Operations. City of Santa Ana, its officers, agents, employees, and volunteers, but only as required by a valid written contract, agreement, or permit is an additional insured as provided by the Business Liability form SS0008 attached to this policy. CERTIFICATE HOLDER CANCELLATION City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED Risk Management Division BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED 20 CIVIC CENTER PLZ IN ACCORDANCE WITH THE POLICY PROVISIONS. SANTA ANA CA 92701-4058 AUTHORIZED REPRESENTATIVE RisieManagemaltDiviaian REVIEWED & APPROVED BY: © 1988-2015 ACORD COf �,91�9Aawdo — J Risk Management Specialist ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD ACORO° CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 02/28/2024 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 WHINS Insurance Agency 5760 Lindero Canyon Rd. #1045 CONTACT Stephanie Tran NAME:PHONE g18 233-0825 FAX No : 818 561-7117 A/C No Ext: ( ) ( ) ADDRIESS: info@whins.com Westlake Village, CA 91362 INSURER(S) AFFORDING COVERAGE NAIC # License #: OG66655 INSURERA: The Pie Insurance Company 21857 INSURED Igoe & Company, Incorporated DBA Igoe Administrative Services INSURER B : Great American E&S Insurance Company 37532 INSURERC: At -Bay Specialty Insurance Company 19607 10905 Technology PI Ste A INSURER D : San Diego, CA 92127 INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: 00003536-639998 REVISION NUMBER: 67 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 ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MWDD/YYYY POLICY EXP MWDD/YYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE1:1 OCCUR DAM AGETORENTED PREMISES Ea occurrence $ MED FRCP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER : GENERAL AGGREGATE $ POLICYEl PRO LOC JECT PRODUCTS - COMP/OP AGG $ $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ A IONILIT YERS' LIABILITY AND EMPLOYERS' LIABILITY AND EMPLOYERS' ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N / A WC PI 891143-000 03/01/2024 03/01/2025 X STATUTE OERH E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 12000,000 B Errors & Omissions TER 5325644 11/05/2023 11/05/2024 Each Claim 3,000,000 C Cyber Liability AB-6664879-01 12/09/2023 12/09/2024 Aggregate 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to Insured's operations. SHOULD ANY OF THE ABOVE DESCRI City of Santa Ana THE EXPIRATION DATE THEREOF, NO Risk DMsIan Risk Management Division ACCORDANCE WITH THE POLICY PRC si"�`€,aF REM�D�OVED BY: 20 Civic Center Plaza ;z AaN44 Santa Ana CA 92702 AUTHORIZED RESENTATIVE � — J Risk Management Specialist 988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are regi ered marks of ACORD Printed by SKT on 02/28/2024 at 10:44AM THE HARTFORD BUSINESS SERVICE CENTER THE `"`''' ' 3600 WISEMAN BLVD HARTFORD SAN ANTONIO TX 78251 City of Santa Ana Human Resources Department 20 CIVIC CENTER PLZ SANTA ANA CA 92701-4058 Account Information: Igoe & Company, Incorporated Policy Holder Details : DBA Igoe Administrative Services, Incorporated January 14, 2025 Ll Contact Us Need Help? Chat online or call us at (866) 467-8730. We're here Monday - Friday. Enclosed please find a Certificate Of Insurance for the above referenced Policyholder. Please contact us if you have any questions or concerns. Sincerely, Your Hartford Service Team WLTRO05 ;►► CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 01/14/2025 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 be endorsed. If SUBROGATIONIS 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 WHINS INSURANCE AGENCY LLC/PHS NAME: PHONE (866)467-8730 (A/C, No, Ext): FAX (A/C, No): 72186575 The Hartford Business Service Center 3600 Wiseman Blvd E-MAIL San Antonio, TX 78251 ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC# INSURED INSURERA: Hartford Underwriters Insurance Company 30104 Igoe & Company, Incorporated DBA Igoe Administrative Services, INSURERB: Incorporated 10905 TECHNOLOGY PL STE A INSURERC: INSURER D SAN DIEGO CA 92127-1811 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY 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 ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $2,000,000 CLAIMS -MADE OCCUR DAMAGE TO RENTED $1 000 000 PREMISES Ea occurrence X MED EXP (Any one person) $10,000 General Liability A X 72 SBA BH9RMS 02/07/2025 02/07/2026 PERSONAL & ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 POLICY ❑ PRO- X JECT ❑ LOC PRODUCTS - COMP/OPAGG $4,000,000 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $2,000,000 Ea accident BODILY INJURY (Per person) ANY AUTO A ALL OWNED SCHEDULED AUTOS AUTOS 72 SBA BH9RMS 02/07/2025 02/07/2026 BODILY INJURY (Per accident) X HIRED NON -OWNED AUTOS X AUTOS PROPERTY DAMAGE (Per accident) X UMBRELLA LABX OCCUR EACH OCCURRENCE $2,000,000 A EXCESS LAB CLAIMS- MADE 72 SBA BH9RMS 02/07/2025 02/07/2026 AGGREGATE $2,000,000 DED RETENTION $ 10,000 WORKERS COMPENSATION PER OTH- AN D EMPLOYERS' LIABILITY YSTATUTE ER E.L. EACH ACCIDENT ANY Y/N PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N/A E.L. DISEASE -EA EMPLOYEE (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT DESCRIPTION OF OPERATIONS below A Employee Benefits Liability 72 SBA BH9RMS 02/07/2025 02/07/2026 Each Claim Limit Aggregate Limit $2,000,000 $4,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to the Insured's Operations. City of Santa Ana, its officers, agents, employees, and volunteers, but only as required by a valid written contract, agreement, or permit is an additional insured per the Business Liability Coverage Part includes a Blanket Additional Insured By Contract Endorsement, Form SL 30 32, attached to this policy. City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED Human Resources Department BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED 20 CIVIC CENTER PLZ IN ACCORDANCE WITH THE POLICY PROVISIONS. SANTA ANA CA 92701-4058 .. AUTHORIZED REPRESENTATIVE APPROVED- ----------------------------------------------------------------------------- © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Digitally signed byTu Tu Tran Tran Nguyen Date:2025.02.04 Nguyen 14:31:11-08'00' ACCORD® CERTIFICATE OF LIABILITY INSURANCE �.....�1 DATE(MMIDD/YYYY) 1/31/2025 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 WHINS Insurance Agency 5760 Lindero Canyon Rd. #1045 CONTACT Stephanie Tran PHONE FAX A/c No Ext: (818)233-0825 A/C No: (818)561-7117 ADDRESS: info@whins.com Westlake Village, CA 91362 INSURER(S) AFFORDING COVERAGE NAIC# License #: OG66655 INSURERA: The Pie Insurance Company 21857 INSURED Igoe & Company, Incorporated DBA: Igoe Administrative Services INSURER B : Great American E & S Insurance Company 37532 INSURER : At -Bay Specialty Insurance Company 19607 10905 Technology PI Ste A INSURER D: San Diego, CA 92127 INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: 00003536-0 REVISION NUMBER: 71 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE 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 ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE1:1 OCCUR PREMI DAMAGE TO PREMISES Ea occurrence $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY D PRO- JECT LOC PRODUCTS - COMP/OP AGG $ $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY UMBRELLA LAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LAB CLAIMS -MADE DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N WC PI 891143-000 3/1/2024 3/1/2025 PER X STATUTE OERH E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? ❑ (Mandatory in NH) N/A E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 12000,000 B Errors & Omissions TER 5827942 11/5/2024 11/5/2025 Each Claim 3,000,000 C Cyber Liability AB-6664879-02 12/9/2024 12/9/2025 Aggregate 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) Those usual to Insured's operations. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Risk Management Division ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza AUTHORIZED REPRESENTATIVE Santa Ana, CA 92702 SK @ 1981fW04015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Printed by SKT on 01/31/2025 at 04:17PM THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THE 11' HARTFORD BLANKET ADDITIONAL INSURED BY CONTRACT This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A. The following is added to Section C. WHO IS AN INSURED: Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision that such person or organization be added as an additional insured on your Coverage Part, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit. A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit. However, no such person or organization is an additional insured under this provision if such person or organization is included as an additional insured by any other endorsement issued by us and made a part of this Coverage Part. The insurance afforded to such additional insured will not be broader than that which you are required by the contract, agreement, or permit to provide for such additional insured. The insurance afforded to such additional insured only applies to the extent permitted by law. The limits of insurance that apply to additional insureds are described in Section D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE. How this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard". (1) The insurance afforded to the vendor is subject to the following additional exclusions: This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Form SL 30 32 06 21 Page 1 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THE 11' HARTFORD (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after you cease to lease that equipment. c. Lessors Of Land Or Premises (1) Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a) Any 'occurrence" which takes place after you cease to lease that land or be a tenant in that premises; or (b) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers Or Surveyors (1) Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a) In connection with your premises; (b) In the performance of your ongoing operations performed by you or on your behalf; or (c) In connection with "your work" and included within the "products -completed operations hazard", but only if: (i) The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and (ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard". (2) With respect to the insurance afforded to these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services, including: (1) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (ii) Supervisory, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the "bodily injury", "property Form SL 30 32 06 21 Page 2 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THE 11' HARTFORD damage", or "personal and advertising injury" arises out of the rendering of or the failure to render any professional service. e. State Or Governmental Agency Or Subdivision Or Political Subdivision Issuing Permit (1) Any state or governmental agency or subdivision or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or (b) "Bodily injury" or "property damage" included within the "products -completed operations hazard". f. Any Other Party (1) Any other person or organization who is not in one of the categories or classes listed above in Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a) In the performance of your ongoing operations performed by you or on your behalf; (b) In connection with your premises owned by or rented to you; or (c) In connection with "your work" and included within the "products -completed operations hazard", but only if: (i) The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and (ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard". (2) With respect to the insurance afforded to these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b) Supervisory, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the "bodily injury", "property damage", or "personal and advertising injury" arises out of the rendering of or the failure to render any professional service described in Paragraphs f.(2)(a) or f.(2)(b) above. Form SL 30 32 06 21 Page 3 of 3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) ACORO° CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 03/05/2025 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 WHINS Insurance Agency 5760 Lindero Canyon Rd. #1045 Westlake Village, CA 91362 CONTACTNAMEStephanie Tran PHONE g18 233-0825 FAX 818 561-7117 EXt : ( ) A/C No): ( ) a"/ Lo ADDRESS: info@whins.com License #: OG66655 INSURER(S) AFFORDING COVERAGE NAIC# INSURERA: The Pie Insurance Company 21857 INSURED Igoe &Company, Incorporated DBA: Igoe Administrative Services INSURER B : Great American E & S Insurance Company 37532 INSURERC: At -Bay Specialty Insurance Company 19607 10905 Technology PI Ste A INSURER D : San Diego, CA 92127 INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: 00003536-0 REVISION NUMBER: 74 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 ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MWDD/YYYY POLICY EXP MWDD/YYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ OCCUR PREMISES TO RENTED DAMACLAIMS-MADE1:1 PREMISES Ea occurrence $ IVIED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER : GENERAL AGGREGATE $ POLICYEl PRO LOC JECT PRODUCTS - COMP/OP AGG $ $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ A IONILIT AND EMPLOYERS' LIABILITY AND EMPLOYERS' YERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y/ N Y WC PI 891143-001 03/01/2025 03/01/2026 X STATUTE OERH E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? ❑ (Mandatory in NH) N / A E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 B Errors 8r Omissions TER 5827942 11/05/2024 11/05/2025 Each Claim 3,000,000 C Cyber Liability AB-6664879-02 12/09/2024 12/09/2025 Aggregate 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) Those usual to Insured's operations. Waiver of subrogation applies per endorsement WC 04 03 16, subject to policy terms. Tu an APPROVED Tu Tran Dgitaltysigned b Tr Nguyen Nguyen Date: 2025.03.06 By Tu Tran Nguyen at 8:41 am, Mar 06, 2025 08:41:40-08'00' CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Risk Management Division ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza AUTHORIZED REPRESENTATIVE Santa Ana, CA 92702 (SKT) ACORD 25 (2016/03) © 19g84015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Printed by SKT on 03/05/2025 at 02:47PM WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 Ed. 04-84 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 0.05 % of the California workers' compensation premium otherwise due on such remuneration. Schedule Person Or Organization Job Description City of Milpitas Administration of requestor's FSA and Cobra employee benefits. CITY OF SANTA ANA Benefits Administration ( customer service/data entry) This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 03/05/2025 Policy No. WC PI 891143-001 Endorsement No. 003 Insured Igoe & Company Incorporated Insurance Company The Pie Insurance Company Countersigned By WC 04 03 06 (Ed. 04-84) 7TE,(MMIDDfYYYY) ACORO° CERTIFICATE OF LIABILITY INSURANCE05/2025 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 CONTACTAME� Stephanie Tran WHINS Insurance Agency / APHONE 5760 Lindero Canyon Rd. #1045 aL° Ex : (g18 233-0825 No): (818)561-7117C, Westlake Village, CA 91362 ADDRESS: info@whins.com License #: OG66655 INSURER(S)AFFORDING COVERAGE NAIC# INSURERA: American Casualty Company 20427 INSURED Igoe &Company, Incorporated INSURER B: Great American E&S Insurance Company 37532 DBA: Igoe Administrative Services INSURERC: Certain Underwriters at Lloyd's AA112200 10905 Technology PI Ste A INSURER D7 San Diego, CA 92127 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 00003536-0 REVISION NUMBER: 76 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 TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR PREMISES DAMAGE TO PREMISES Ea occurrence) ccurrence $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY ❑ PRO- ❑ JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Ea accident ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident UMBRELLA LAB OCCUR EACH OCCURRENCE $ EXCESS LAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ A AND EMPS YERS'LSA IONILIT 7039343574 07/01/2025 07/01/2026 X STATUTE EEPERTR AND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? ❑ N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 B Errors & Omissions TER5780121 11/05/2025 11/05/2026 Each Claim 3,000,000 C Cyber Liability ES00040562973 12/09/2025 12/09/2026 Aggregate 3,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Those usual to Insured's operations. Tualysiy byurdnhn Date:2025.11.20 Nguyen 1036:12-08'00' APPROVED By Tu Tran Nguyen at 10:34 am,Nov 20,2025 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Risk Management Division ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza Santa Ana, CA 92702 AUTHORIZED REPRESENTATIVE I I %_ (SKT) @ 1988-2 5 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Printed by SKT on 11/05/2025 at 10:34AM 7TE,(MMIDDfYYYY) ACORO° CERTIFICATE OF LIABILITY INSURANCE05/2025 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 CONTACTAME� Stephanie Tran WHINS Insurance Agency / APHONE 5760 Lindero Canyon Rd. #1045 aL° Ex : (g18 233-0825 No): (818)561-7117C, Westlake Village, CA 91362 ADDRESS: info@whins.com License #: OG66655 INSURER(S)AFFORDING COVERAGE NAIC# INSURERA: American Casualty Company 20427 INSURED Igoe &Company, Incorporated INSURER B: Great American E&S Insurance Company 37532 DBA: Igoe Administrative Services INSURERC: Certain Underwriters at Lloyd's AA112200 10905 Technology PI Ste A INSURER D7 San Diego, CA 92127 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 00003536-0 REVISION NUMBER: 76 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 TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR PREMISES DAMAGE TO PREMISES Ea occurrence) ccurrence $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY ❑ PRO- ❑ JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Ea accident ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident UMBRELLA LAB OCCUR EACH OCCURRENCE $ EXCESS LAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ A AND EMPS YERS'LSA IONILIT 7039343574 07/01/2025 07/01/2026 X STATUTE EEPERTR AND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? ❑ N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 B Errors & Omissions TER5780121 11/05/2025 11/05/2026 Each Claim 3,000,000 C Cyber Liability ES00040562973 12/09/2025 12/09/2026 Aggregate 3,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Those usual to Insured's operations. APPROVED By Tu Tran Nguyen at 10:34 am,Nov 20,2025 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Risk Management Division ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza Santa Ana, CA 92702 AUTHORIZED REPRESENTATIVE I I %_ (SKT) @ 1988-2 5 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Printed by SKT on 11/05/2025 at 10:34AM ATE CERTIFICATE OF LIABILITY INSURANCE D 01/29/20 6 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 be endorsed. If SUBROGATIONIS 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 WHINS INSURANCE AGENCY LLC/PHS NAME: 72186575 PHONE (866)467-8730 FAX (A/C,No,Ext): (A/C,No): The Hartford Business Service Center 3600 VUseman Blvd E-MAIL San Antonio,TX 78251 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURED INSURER A: Hartford Underwriters Insurance Company 30104 Igoe&Company, Incorporated DBA Igoe Administrative Services, INSURER B: Incorporated 10905 TECHNOLOGY PL STE A INSURERC: SAN DIEGO CA 92127-1811 INSURER D INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY 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 TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR WVD MM/DD/YYYY MM/DD/Y COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $2,000,000 CLAIMS-MADE OCCUR DAMAGE TO RENTED $1 000 000 PREMISES Ea occurrence X General Liability MED EXP(Any one person) $10,000 A X X 72 SBA BH9RMS 02/07/2026 02/07/2027 PERSONAL&ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 X JECT ❑LOC PRODUCTS-COMP/OPAGG $4,000,000 POLICY ❑PRO- OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $2,000,000 Ea accident ANY AUTO BODILY INJURY(Per person) A ALL OWNED SCHEDULED 72 SBA BH9RMS 02/07/2026 02/07/2027 BODILY INJURY(Per accident) AUTOS AUTOS HIRED NON-OWNED PROPERTY DAMAGE X AUTOS X AUTOS (Per accident) X UMBRELLA LABX OCCUR EACH OCCURRENCE $2,000,000 EXCESS LAB CLAIMS- AGGREGATE $2,000,000 A MADE 72 SBA BH9RMS 02/07/2026 02/07/2027 DED RETENTION$ 10,000 WORKERS COMPENSATION PER OTH- AN D EMPLOYERS'LIABILITY YSTATUTE ER ANY YIN E.L.EACH ACCIDENT PROPRIETOR/PARTNER/EXECUTIVE NIA OFFICER/MEMBER EXCLUDED? E.L.DISEASE-EA EMPLOYEE (Mandatory in NH) If yes,describe under E.L.DISEASE-POLICY LIMIT DESCRIPTION OF OPERATIONS below A Employee Benefits Liability 72 SBA BH9RMS 02/07/2026 02/07/2027 Each Claim Limit $2,000,000 Aggregate Limit $4,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,maybe attached if more space is require APPROVED Those usual to the Insured's Operations. By Charlene R.Mum at 3:28 pm,Feb 06,2026 CERTIFICATE HOLDER CANCELLATION City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED Human Resources Department BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED 20 CIVIC CENTER PLZ IN ACCORDANCE WITH THE POLICY PROVISIONS. SANTA ANA CA 92701-4058 AUTHORIZED REPRESENTATIVE �i,4eotil 6f ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: LOC#: Y'� ne• - ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED WHINS INSURANCE AGENCY LLC/PHS IGOE &COMPANY, INCORPORATED DBA IGOE POLICY NUMBER ADMINISTRATIVE SERVICES, INCORPORATED SEE ACORD 25 10905 TECHNOLOGY PL STE A CARRIER NAIC CODE SAN DI EGO CA 921 27-1 81 1 SEE ACORD 25 EFFECTIVE DATE:SEE ACORD 25 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM FORM NUMBER: ACORD 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE City of Santa Ana, its officers, agents, employees, and volunteers, but only as required by a valid written contract, agreement, or permit is an additional insured per the Business Liability Coverage Part includes a Blanket Additional Insured By Contract Endorsement, Form SL 30 32, attached to this policy. Waiver of Subrogation applies in favor of the Certificate Holder per the Business Liability Coverage Form SL 00 00, attached to this policy. ACORD 101 (2014/01) ©2014 ACORD CORPORATION.All rights reserved. The ACORD name and logo are registered marks of ACORD