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HomeMy WebLinkAboutPROUDCITY INC.INSURANCE ON FILE WRK mi rravFRnc Fr N-2021-240 zzz2 CLD,, jUNCI DATE . ProudClty DEC 0 2 2021 G'. CMo � O� V, �t�o� (sr�.®- ProudCityTermsofService Santa Ana, CA (�) ProudCity Overview: ProudCity is a web platform that lets municipalities easily launch and manage government digital services all in one place: proudcity.com. We empower government to proudly serve residents, businesses and visitors and build a stronger sense of civic pride. Our service is designed to give municipalities as much control and ownership over what goes on your website as possible and encourage you to express yourself freely. However, be responsible in what you publish. In particular, make sure that none of the prohibited items (like spam, viruses, or serious threats of violence) appear on your website. Terms of Service: The following terms and conditions govern all use of ProudCity and all content, services, and products available at or through the website, including, but not limited to, our services. Our Services are offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies (including, without limitation, ProudCity's privacy polite) and procedures that may be published from time to time by ProudCity (collectively, the "Agreement'). You agree that we may automatically upgrade our Services, and these terms will apply to any upgrades. Your agreement is with ProudCity Inc., (each, "ProudCity" or "we"). Please read this Agreement carefully before accessing or using our Services. By accessing or using any part of our services, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access or use any of our services. If these terms and conditions are considered an offer by ProudCity, acceptance is expressly limited to these terms. Use of our Services requires a ProudCity account. You agree to provide us with complete and accurate information when you register for an account. You will be solely ProudCity 415.745,14131 ? infg@proudcity.-qm o pLpucicit -Corn * ProudCity responsible and liable for any activity that occurs under your username. You are responsible for keeping your password secure. 1. ProudCity Platform o Your ProudCity Account and Website. If you create a website on the ProudCity Platform, you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the website. You must immediately notify ProudCity of any unauthorized uses of your website your account, or any other breaches of security. ProudCity will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions. o Responsibility of Contributors. If you operate a website, or otherwise make (or allow any third party to make) material available (any such material, "Content"), you are entirely responsible for the content of, and any harm resulting from, that Content or your conduct. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photo, video, audio, or code. By using the ProudCity Platform, you represent and warrant that your Content and conduct do not violate these terms. If you delete Content, ProudCity will use reasonable efforts to remove it from your website, but you acknowledge that caching or references to the Content may not be made immediately unavailable. Without limiting any of those representations or warranties, ProudCity has the right (though not the obligation) to, in ProuclCity's sole discretion, (i) refuse or remove any content that, in ProudCity's reasonable opinion, violates any ProudCity policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of ProudCity to any individual or entity for any reason. ProudCity will have no obligation to provide a refund of any amounts previously paid. o Web Traffic. We use a third party, Google Analytics, to measure your website's audience and usage. By hosting your site on the ProudCity Platform, you agree to assign the traffic relating to your website to ProudCity. If we or Google Analytics require additional documentation to verify ownership of your website or domain name, you agree to make reasonable efforts to accommodate such requests. Proud(lity @ 415.74 5.1482 o infoCckprourlcity.cr�m rouclt:ity,cr�m * ProudCity • Attribution. ProudCity reserves the right to display attribution links such as 'Powered by ProudCity; theme author, and font attribution in your footer or toolbar. Footer credits may not be altered or removed regardless of upgrades purchased. • Payment and Renewal. o General Terms. ProudCity Standard Subscription pricing shall be an annual total cost of $37,227 per Santa Ana's fiscal year. An initial, seven month payment, of $21,715.75 will commence upon the project start of December 1, 2021. The subscription for Santa Ana will include two subsites and Search+ upgrade. Optional paid services are available (any such services, an "Upgrade"). By selecting an Upgrade you agree to pay ProudCity the one time fee or monthly or annual subscription fees indicated for that service. Payments will be charged on a pre -pay basis on the day you sign up for an Upgrade and will cover the use of that service for a monthly or annual subscription period as indicated. ProudCity shall honor pricing for two years following any price increase to existing customers. o Automatic Renewal. U-iless you notify ProudCity before the end of the applicable subscription period that you want to cancel a subscription or upgrade, your upgrade or subscription will automatically renew and you authorize us to collect the then - applicable annual or monthly subscription fee for such services using any credit card or other payment mechanism we have on record for you. Subscriptions and upgrades can be canceled at any time by contacting ProudCity but without refunds for previously paid invoices." o Enterprise Service. Enterprise services are provided by ProudCity under the terms and conditions for each such service. By signing up for Enterprise services, you agree to abide by such terms and conditions. Onboarding Service. By signing up for Onboard Services, you agree to the price provided in your quote of $22,350. Half of which shall be payable upon opting into Onboarding Service and half of which shall be payable after delivery of the beta site. Onboarding Services provides two, forty five minute long training video conferences per week over the course of 90 days. The 90 days ProudCty -, 41 .745.1482 , irifci(6�pr oucic lycorn riroudc itV c2rn * ProudCity commences at your official kick off meeting and runs through launching your live site. ProudCity will continue onboarding services, if needed, for 10 business days beyond the 90 days as a grace period. Onboarding services beyond the grace period will be billed weekly, prorated from the agreed upon amount from the original price quote. 2. Responsibility of Visitors. ProudCity has not reviewed, and cannot review, all of the material, including computer software, posted to our Services, and cannot therefore be responsible for that material's content, use or effects. By operating our Services, ProudCity does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful, or non -harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Our Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. ProudCity disclaims any responsibility for any harm resulting from the use by visitors of our Services, or from any downloading by those visitors of content there posted. 3. Content Posted on Other Websites. We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which your website links, and that link to your website. ProudCity does not have any control over those external websites, and is not responsible for their contents or their use. By linkingto an external website, ProudCity does not represent or imply that it endorses such website. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or Proudt`ity-j 41.5.745.1,482 , infp proucicityco"irt < 4" roudcitYc rn * ProudCity destructive content. ProudCity disclaims any responsibility for any harm resulting from your use of external websites and webpages. 4. Intellectual Property. This Agreement does not transfer from ProudCity to you any ProudCity or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with ProudCity. ProudCity, my.proudcity.com, proudcity.com, ProudCity logo, and all other trademarks, service marks, graphics and logos used in connection with ProudCity or our Services, are trademarks or registered trademarks of ProudCity or ProuclCity's licensors. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any ProudCity or third -party trademarks. This Agreement does not transfer from the customer to ProudCity any customer or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solelywith the customer. The customer's domain, logo, and all other trademarks, service marks and unique graphics used by the customer are trademarks or registered trademarks of the customer or customer's licensors. Other trademarks, service marks, graphics and logos used in connection with the website may be the trademarks of other third parties. Notwithstanding, to the extent the customer engages ProudCity to develop a custom product or feature ProudCity shall be permitted to share that product or feature with any and all ProudCity customers. 5. Changes. We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on one of our blogs, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the Proud(liiy info {a>prtxudcily,torn proiicicityr.oin * ProudCity designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose. 6. Termination. ProudCity may terminate your access to all or any part of our Services at anytime, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your ProudCity account (if you have one), you may discontinue using our Services and stop billing by contacting ProudCity and request a termination of services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. 7. Disclaimer of Warranties. Our Services are provided "as is." ProudCity and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non -infringement. Neither ProudCity nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk. 8. Limitation of Liability. In no event will ProudCity, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to ProudCity under this agreement during the twelve (12) month period prior to ProudCity. 415 /45.1/18? info _prglac(c,ily.carn proucicityccjm * ProudCity the cause of action. ProudCity shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law. 9. General Representation and Warranty. You represent and warrant that (i) your use of our Services will be in strict accordance with the ProudCity Privacy Policy, with this Agreement, and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of our Services will not infringe or misappropriate the intellectual property rights of anythird party. 10. US Economic Sanctions. You expressly represent and warrant that your use of our Services and or associated services and products is not contrary to applicable U.S. Sanctions. Such use is prohibited, and ProudCity reserve the right to terminate accounts or access of those in the event of a breach of this condition. 11. Indemnification. We agree to mutually indemnify and hold harmless ProudCity and Santa Ana, CA their contractors, and their licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys' fees, arising out of your use of our Services, including but not limited to your violation of this Agreement. Proud City agrees to indemnify and hold harmless City from any and all claims and expenses including attorneys fees arising out of any actions performed by Proud City, its employees, consultants and contractors and for any claims of intellectual property, trademark or copyright infringement resulting from any services or work product provided by Proud City pursuant to this Agreement. * ProudCity 12. Translation. These Terms of Service were originally written in English (US). We may translate these terms into other languages. In the event of a conflict between a translated version of these Terms of Service and the English version, the English version will control. 13. Miscellaneous. This Agreement constitutes the entire agreement between ProudCity and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of ProudCity, or by the posting by ProudCity of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the state of California, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in San Francisco County, California. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. ("JAMS") by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in San Francisco, California, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys' fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties' original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; ProudCity may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns. ProudCityo415.745.1482, oproudcity.corn 14. INSURANCE. Proud City shall procure and maintain for the duration of the contract insurance against claims forinjuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Proud City, its agents, representatives, or employees. A. Coverage shall be at least as broad as: Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1.,000,000 per occurrence. If a general aggregate limit applies, either the general aggregatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Workers' Compensation insurance as required by the State of California, with StatutoryLimits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. Technology Professional Liability Errors and Omissions Insurance - appropriate to Proud City's profession and work hereunder, with limitsnot less than $1,000,000 per occurrence. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Proud City in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of privateinformation, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses. E. If Proud City maintains broader coverage and/or higher limits than the minimums shown above, the Entity requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity. C. Other Insurance Provisions- The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status- The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Proud City including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to Proud City's insurance (at least as broad as ISO Form CG 20 10 1185 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used). 2. Primary Coverage- For any claims related to this contract, Proud City's insurance coverage shall be primary insurance primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and vohmteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Proud City insuraneeand shall not contribute with it. 3. Notice of Cancellation- Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. D. Waiver of Subrogation- Proud City hereby grants to City a waiver of any right to subrogation which any insurer of Proud City may acquire against the City by virtue of the payment of any loss under such insurance. Proud City agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not Proud City has received a waiver of subrogation endorsement from the insurer. E. Self -Insured Retentions- Self -insured retentions must be declared to and approved by the City. The City may require Proud City to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. F. Acceptability of Insurers- Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. G. Verification of Coverage- Proud City shall famish City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive Proud City's obligation to provide them.The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. H. Subcontractors- Proud City shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Proud City shall ensure that City is an additional insured on insurance required from subcontractors. L Special Risks or Circumstances- City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. 15. COMPLIANCE WITH ALL LAWS Proud City will comply with all applicable federal, state and local laws. 16. INDEPENDENT CONTRACTOR Proud City shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Proud City performs the services which are the subject matter of this Agreement; however, the services to be provided by Proud City shall be provided in a manner consistent with all applicable standards and regulations governing such services. Proud City shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 17. CONFIDENTIALITY If Proud City receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Proud City agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Proud City disclosed in a publicly available source; (c) is in rightful possession of the Proud City without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Proud City without reference to information disclosed by the City. 18. CONFLICT OF INTEREST CLAUSE Proud City covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: City Attorney's Office City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 To Proud City: Attention: Kevin Herman, Chief Operating Officer Proud City, Inc. 2219 Damuth Street Oakland, CA 94612 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been. deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. NON-DISCRIMINATION Proud City shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, disability, gender identity, gender expression, or military and veteran's service as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Proud City affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 21. PROFESSIONAL LICENSES Proud City shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Proud City shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 22. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 23. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. (�) ProudCity Signature Customer: City of Santa Ana Name: Title: Signature: See attached signature page Date: ProudCity: Name: Kevin Herman Title: coo Signature: �i`�--- Date: November 24, 2021 ProudC:iiYo 415.715.1482e info. nrc�uricitvcom prqud(,itycc>m N-2021-240 ATTEST: ,I Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: X G,,, Laura A. Rossini Chief Assistant City Attorney CITY OF SANTA ANA Kilst-ine Rfdge City Manager Samantha M. 1""I'll 11'.,d W Sa mencha M. lambert Lambert Oak: 2021.9.1711:14:43 THE HARTFORD BUSINESS SERVICE CENTER 3600 WISEMAN BLVD SAN ANTONIO TX 78251 PROUDCITY DB 2219 DAMUTH ST OAKLAND CA 94602 Policy Information: Policy Number: 46 SBM UQ8313 October 20, 2021 %Q Contact Us Business Service Center Business Hours: Monday - Friday (7AM - 7PM Central Standard Time) Phone: (866) 467-8730 Fax: (888) 443-6112 Email: aoencv.services aathehartford com Website: https://business.thehartford com You can find information about your policy enclosed. You can also find this info online at https://business.thehartford.com. If you have any questions or concerns about what you see, contact us at any of the options listed on this page. Thanks for choosing us for your business insurance needs. Sincerely, The Hartford WLTR001 I, % REVIEWm�tADI KW Risk MOW gerrlenlSupemsor CERTIFICATE OF LIABILITY INSURANCE OA10/2012021 Y) 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 BIN INSURANCE HOLDINGS LLC/PHS 5301 OHartford PHONE (866) 0 AJc, No 467-873 ( , Ext): FAX No). (888) 443-6112 (us The Business Service Center — E-MAIL 3600 Wiseman Blvd San Antonio, TX 78251 ADDRESS: INSURER(S)AFFORDING COVERAGE NAICR INSURED INSURER A: Sentinel Insurance Company Ltd. 11000 INSURER B: ProudCity Inc 2219 DAMUTH ST OAKLAND CA 94602-2411 INSURER C -- •-•••--••--•-••---•— INSURER D INSURER E : INSURER F : me NUMBER. RFVISION 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 ADRL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS COMMERCIAL GENERAL LIABILITY wyn D FACHOCCURRENCE $1,000,000 UAMAGTO RENTED $1,000,000 CLAIMS -MADE QOCCUR PREMIES( Ea Qccorrence) $10,000 X General Liability MED EXP(Any one pemon) A X 46 SBM UQ8313 07/0512021 07/05/2022 PERSONAL &ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $2,000,000 PRODUCTS - COMP/OP AGO $2,000,000 POLICY PRO- X LOD JECT OTHER: COMBINED SINGLE LIMIT $1,000,000 AUTOMOBILE LIABILITY BODILY INJURY (Per person) ANYAUTO BODILY INJURY (Per accident) A ALL OWNED SCHEDULED 46 SBM UQ8313 07/05/2021 07/05/2022 AUTOS Alfr05 HIRED NON -OWNED AMAGE X X AUTOS AUTOS (ParcccMent)PERTY OCCUR EACH OCCURRENCE UMBRELLA LIAR AGGREGATE EXCESS LIAB CLAIMS- MADE DE I RETENTION $ WORKERS COMPENSATION PER S E IT OT - VER AND EMPLOYERS' LIABILITY E.L. EACH ACCIDENT ANY YIN PROFRIETOWPARTNEPoEXECUTIVE NIA E.L. DISEASE -EA EMPLOYEE OFFICERIMEMBER EXCLUDED? E.L. DISEASE -POLICY LIMB (Mandatory in NH) If yes, describe under DESCRIPTON OF OPERATIONS be Each Glitch $1,000,000 A FAILSAFE TECHNOLOGY E OR 46 SBM UQ8313 07/05/2021 07/05/2022 Aggregate $1,000,000 O 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 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED Attn: Risk Management Division BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 20 CIVIC CENTER PLZ AUTHORIZED REPRESENTATIVE SANTA ANA CA 92701-4058 1�a.� 1-f C� a ACORD 25 (2016103) ©1988.2015 ACORD COR The ACORD name and logo are registered marks of ACORD"e^cr RIdrMleugz)nentDtylsbn 8,=,�/�I,�� RrulEvrED6MPRovm}Br. i "� ��A t4WloVR'tn Risk Management Supewixor AGENCY CUSTOMER ID: LOCI{: ADDITIONAL REMARKS SCHEDULE Page 2 of 2 BIN INSURANCE HOLDINGS LLC/PHS SEE ACORD 25 CARRIER NAIC CODE SEE ACORD 25 NAMED PROUDCITY INC 2219 DAMUTH ST OAKLAND CA 94602-2411 EFFECTIVE DATE; SEE ACORD 25 THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM FORM NUMBER: ACORD 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE City of Santa Ana, officers, agents, employees, and volunteers are named as additionally insured is an additional insured per Additional Insured: Owners, Lessees, or Contractors; Scheduled Person or Organization Form SS4170 attached to this policy Coverage is primary and noncontributory per the Business Liability Coverage Form SS0008, attached to this policy. Notice of Cancellation will be provided in accordance with Form SS1223, attached to this policy. �� IEwEo&APPRo eo Byl: � ��� tt�lEW@1t A°PRCIV@Bri ACORD 101 (2014101) © 2014 ACORD CORPOR Y ( ' li A i'i A The ACORD name and logo are registered marks of ACORD ®` Polak Management supeivlsor City of Santa Ana Risk Management Division 20 Civic Center Plaza Santa Ana, CA 92702 ACORD 5649488 R7at<hkrig�,ad 1Nvlaian REviEwEri&A^PROVm Y.l i 11 Sa N a fau+Gv -'� Risk Management Supervisor Select Customer Insurance Center 3600 WISEMAN BLVD. SAN ANTONIO TX 782SI Policyholder, please callus at: (866) 467-8730 Agent, please callus at: (866) 467-8730 SERVICE.TX@THEHARTFORD.COM INSURANCE ENDORSEMENT ATTACHED *** PLEASE REVIEW THE CHANGE *** Enclosed is an endorsement for your business insurance policy. Please review it at your convenience. If you have questions or need to make further changes: Policyholder, please call us at: (866) 467-8730 Agent, please call us at: (866) 467-8730 between 7 A.M. and 7 P.M. CST. The premium billing will be mailed to you separately. You can expect to receive it soon. Thank you for allowing us to service your business needs. BIN INSURANCE HOLDINGS LLC/PHS THE HARTFORD SELECT CUSTOMER INSURANCE CENTER The Hartford Hartford Fire Insurer One Hartford Plaza, .. RW.aMer�rnmeDlWsron REVtE1l+E0 APPROV®B@ R6k Managemem Supeivnor THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional Conditions: A. If this policy is cancelled by the Company, other than for non-payment of premium, notice of such cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. B. If this policy is cancelled by the company for non- payment of premium, or by the insured, notice of such cancellation will be provided within ten (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. Form SS 12 23 06 11 If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. © 2011, The Hartford R4kMauganentDhielon REVIEWED& APPRovEoft 8V 44 Gel Risk Management Supervisor THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLICY CHANGE This endorsement changes the policy effective on the Inception Date of the policy unless another date is indicated below: Policy Number: 46 SBM UQ8313 DX Named Insured and Mailing Address; PROUDCITY DBA PROUDCITY 2219 DAMUTH ST OAKLAND CA 94602 Policy Change Effective Date: 10/20/21 Effective hour is the same as stated in the Declarations Page of the Policy. Policy Change Number: 002 Agent Name: BIN INSURANCE HOLDINGS LLC/PHS Code: 505301 POLICY CHANGES: SENTINEL INSURANCE COMPANY, LIMITED ANY CHANGES IN YOUR PREMIUM WILL BE REFLECTED IN YOUR NEXT BILLING STATEMENT.IF YOU ARE ENROLLED IN REPETITIVE EFT DRAWS FROM YOUR BANK ACCOUNT, CHANGES IN PREMIUM WILL CHANGE FUTURE DRAW AMOUNTS. THIS IS NOT A BILL. NO PREMIUM DUE AS OF POLICY CHANGE EFFECTIVE DATE LOCATION 002 BUILDING 001 IS REVISED PRO RATA FACTOR: 0.707 THIS ENDORSEMENT DOES NOT CHANGE THE POLICY EXCEPT AS SHOWN. Form SS 12 11 04 05 T Page coi (CONTINUED On Process Date: 10/20/21 Policy Effective Policy Expiratio �.�.� �� ) RldtMaru�ientD4d�o�t RWEWE0&APPROVEDBY: %+Cc a tr401 i�-W RISR management$upcwlwr POLICY CHANGE (Continued) Policy Number: 46 SBM UQ8313 Policy Change Number: 002 BUSINESS LIABILITY OPTIONAL COVERAGES ARE REVISED ADDITIONAL INSURED(S) ARE ADDED THE FOLLOWING ARE ADDITIONAL INSURED FOR BUSINESS LIABILITY COVERAGE IN THIS POLICY. LOCATION 002 BUILDING 001 VENDOR: SEE FORM IH 12 00 ADDITIONAL INSURED #3 - OWNERS, LESSEE OR CONTRACTORS IS ADDED FORM SS4170 NAME THE CITY OF SANTA ANA, ITS OFFICERS, EMPLOYEES, AGENTS, & RE PRESENTATIVES ADDRESS 20 CIVIC CENTER PLAZA, SANTA ANA, CA 92701 FORM NUMBERS OF ENDORSEMENTS REVISED AT ENDORSEMENT ISSUE: SS 41 70 06 11 FORM NUMBERS OF ENDORSEMENTS ADDED AT ENDORSEMENT ISSUE: SS 12 23 06 11 IH12001185 ADDITIONAL INSURED - VENDOR Form SS 12 1104 05 T Process Date: 10/20/21 Page 002 ate. "Mawgarnewkum" Policy Effective REVIEWED&APPROVED Hr Policy Expiratio � i ) �A %W G' ' Rkk ManagementSupewum POLICY NUMBER: 46 SBM UQ8313 CHANGE NUMBER: 002 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): THE CITY OF SANTA ANA, ITS OFFICERS, EMPLOYEES, AGENTS, & REPRESENTATIVES Location(s) Of Covered Operations: 20 CIVIC CENTER PLAZA, SANTA ANA, CA 92701 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section C. — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work' out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Form SS 41 70 06 11 Process Date: 10/20/21 Policy Expira wikMmugvreedDlvi�on © 2011, The Hartford �; REv1EWEDbr APPRovm Bv: (Includes copyrighted material of Insurance Services Office, Inc., with its pe " Ruk MIM9ement SupewKar POLICY NUMBER: 46 SSM UQ8313 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - VENDOR THE CITY OF SANTA ANA, ITS OFFICERS REPRESENTATIVES 20 CIVIC CENTER PLAZA SANTA ANA, CA 92701 EMPLOYEES, AGENTS, AND Form IH 12 00 1185 T SEQ. NO. 002 printed in U.S.A. Page 001 ss RlrkMagpuntAtyldmr Process Date: 10/20/21 Expiration Date: 07/ .'� Ren�.WW&yAPPROVEDft $tea �a+�+*�e2�' Rtslt Management$npewlsor ° CERTIFICATE OF LIABILITY INSURANCE DATE(M DD"YYY) 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 the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer ri hts toto the certificate holder in lieu of such endorsements . PRODUCER CONTACT Paychex Insurance Agency Inc PAYCHEX INSURANCE AGENCY, INC. 150 SAWGRASS DRIVE PHONE FAX . 877-266-6850 • ,885-389-7426 E-MAIL Certs@paychex.com ROCHESTER, NY 14620 INSURER(S) AFFORDING COVERAGE NAIC# INSURED INSURERA: Sequoia Insurance Company 22985 INSURER B: PROUDCITY INC 750 GRAND AVE, APARTMENT 3G BROOKLYN, NY 11211 INSURER C: INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFYTHATTHE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUEDTOTHE INSURED NAMEDABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OFANYCONTRACTOR OTHER DOCUMENT WITH RESPECTTO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCEAFFORDED BYTHE 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 VD I POLICY NUMBER POLICY EFF MM/DDf ") POLICY EXP (MMIDDIYYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $ CLAIMS-MADEODCCUR $ MOD EXP(Any one person) PERSONAL&ADV INJURY $ _ GENERALAGGREGATE $ GEN•LAGGREGATE LIMIT APPLIES PER: POLICY = PROJECT= LOC PRODUCTS - COMP/OPAGG $ $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ ANYAUTO AOWNED AUU TOSSAUTOSSCHEDULED AUTOS NOWNEo HIREDAUTos � AUTOONS BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accldent) $ UMBRELLA LIAM EAOCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS BAD = CLAIMS MADE $ DED RETENTION$ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OWC1139568 01/15/2021 01/15/2022 X WC STATU- E.L. EACH ACCIDENT $ 1,000,000.00 ANY PROPBIETORIPARTNE WEXECUTIVE OFFICERIMEMBER EXCLUDED? _��y(� (Mandatory In NH) L_'� N/A E.L. DISEASE - EA EMPLOYEE $ 1,000,000.00 E.L. DISEASE -POLICY LIMIT $ 1,000,000.00 Ifyes,dec,rEs.Mer DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) CERTIFICATE HOLDER CANCELLATION City of Santa Ana Risk Management Division 20 Civic Center Plaza SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Santa Ana, CA 92702 AUTHORIZED REPRESENTATIVE ACORD 25 (2016103) ,g RLdeMallltuMDhddmc REVIEWEb$iAPPROVm BV: @1988.2016 ACORD COR ) ;' wf The ACORD name and logo are registered marks of ACORD Rtsk Ma nagement superwor Ejhjubmmz!tjhofe!cz!Gsbodjof!S/! Gsbodjof!S/! Wjmmbsfbm! 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