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HomeMy WebLinkAboutINFOSEND, INC. (2)INSURANCE ON FILE A-2022-058 WORK MAY PROCEED UNTIL INSURANCE EXPIRES 1 .2`3 _ CLERK OF COUNCIL DATE: CONSULTANT RENEWAL AGREEMENT WITH INFOSEND, INC. MAY 0 3 2022 TO PROVIDE BILL PRINTING, MAIL SERVICES, AND \ex CSMPAYMENT PROCESSING SERVICES TO CITY OF SANTA ANA THIS CONSULTANT RENEWAL AGREEMENT ("Agreement") is made and entered into on this 19a' day of April 2022, by and between InfoSend, Inc., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"), collectively "the Parties". RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of municipal bill printing and mailing services and electronic bill presentment and payment processing. B. The City acknowledges that it has received prior Municipal Utility Services, Business License Tax, Dog License, Proactive Residential Enforcement Program, and other miscellaneous ancillary bill printing and mailing services as well as Dog License electronic bill presentment and payment processing services from Consultant prior to the date of this consultant renewal agreement ("this Agreement") and City intends that any unpaid sums receivable by Consultant for prior services shall be covered under this Agreement. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the Parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide paper bill processing, printing and mailing services along with electronic bill presentment and payment services, and other related professional services as detailed in the scopes of services attached hereto as Exhibit A (Scope of InfoSend Primary Services) and Exhibit C (Professional Services) and hereby incorporated herein by reference. Scope of Services shall also include: a. Data Processing, Printing and Mailing (DPPM) Services. The paper bill processing, printing and mailing (DPPM) process consists of data processing, address validation and postal bar coding, printing documents, mail preparation, applying presorted postage and sending via the United States Postal Service for the City's: (1) Municipal Utility Services bills; water conservation program notices, water quality program Page 1 of 13 notices, Municipal Utility Services rate change advisories, awareness & education campaign notices, advanced meter infrastructure notices and advisories, penalty and/or collection notices, and other related miscellaneous notices, form correspondence and advisories including paramedic subscription notices; (2) Business License Tax bills, renewal statements, certificates and licenses, penalty/and or collection notices, and other related miscellaneous notices, form correspondence and advisories; (3) Dog License Bills, rabies reminders, certificates, penalty/and or collection notices, and other related miscellaneous notices, form correspondence and advisories; (4) Proactive Residential Enforcement Program (PREP) bills, renewal statements, certificates, penalty/and or collection notices, and other related miscellaneous notices, form correspondence and advisories; and (5) assorted public notices, postcards, community advisories, outreach program letters, associated form correspondence, as well as City newsletters and a variety of other miscellaneous independent City agency communications and program literature. b. Basic Electronic Bill Presentment and Payment (EBPP) Services. Basic Electronic Bill Presentment and Payment (EBPP) services consists of (i.) Maintaining an online customer payment portal and presenting Dog License bills online and accepting payment transaction information to facilitate ACH or credit card payment via Consultant's merchant processing provider, EPX (EPX Acquisition Company, LLC, and successor to Phoenix Payment Systems, Inc.). City's right to bifurcate agreement and terminate DPPM and Basic EBPP services for Dog License billing. During the Term of this Agreement and any extension hereto, but beginning not sooner than January 1, 2023, City may upon one hundred -twenty days (120) days prior written notice by the City's Executive Director of Finance and Management Services, terminate DPPM and Basic EBPP services for Dog License billing, plus associated merchant processing services currently provided by Consultant's contracted merchant processor, Electronic Payment Exchange, Inc. (hereinafter "EPX"). Whereupon City shall have the right to continue Consultant's DPPM services for Dog License Billing for the term of this Agreement or City may continue either Consultant's DPPM and/or Basic EBPP services for Dog License Billing on a month -to -month basis and terminate the DPPM and Basic EBPP portion of the Agreement in connection with Dog License Billing, with no termination penalty or fees applied by Consultant by providing fifteen (15) days written notice of its intent to terminate said DPPM and Basic EBPP portion of the Agreement. c. Electronic Bill Data Conversion and Graphical Document File Presentment for Third - Party Enhanced EBPP Services Provider. Electronic Bill Data Conversion and Graphical File Presentment services consists of (i) Receiving graphical bill data file information from an integrated City billing application ("enQuesta") maintained by a designated billing application provider ("Systems and Software, Inc.") and converting said graphical bill data file information into a graphical document file and presenting said file to a designated Third -Party Enhanced EBPP Services Provider ("Invoice Cloud, Inc.,,). Page 2 of 13 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B (InfoSend Fees l and Exhibit C (Professional Services) which are hereby incorporated herein by this reference. b. The total sum to be expended under this Agreement shall not exceed $10,904,376, inclusive of any unpaid sums receivable by Consultant for prior services commencing July 1, 2021, and shall not exceed: 1. $1,330,750 for the fiscal year period beginning July 1, 2021 and ending June 30, 2022; 2. $1,291,750 for each succeeding annual fiscal year beginning July 1, 2022 and ending June 30, 2025; 3. $1,265,750 for each succeeding annual fiscal year beginning July 1, 2025 and ending June 30, 2029; and thereafter 4. $635,375 for the period beginning July 1, 2029 and ending December 31, 2029. i. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City shall pay%z% per month late interest on any balance past due. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. Billing or invoice statements shall be presumed to have been received three (3) days after they are mailed or twenty- four (24) hours after being electronically transmitted in accordance with the provisions of Section 10 of this Agreement ("NOTICE"). ii. City shall be responsible for payment related to United States Postal Service postage including rate increases. City will be invoiced by contractor for postage including the amount charged for overweight and foreign mail. CHANGE ORDER — CONTINGENCY FUNDS — COMPENSATION CAP During the tern of this Agreement, City may request optional services of Consultant at mutually agreed upon scope and fees. a. Change Order No extra work may be undertaken unless a written "Change Order" is first given by the Contract Officer or his/her designee, to Consultant, incorporating therein any material change in the scope, fees and/or administration of this Agreement proposed by City. Page 3 of 13 b. Additional Work or Services 1. Extra Work or Services / Carry Forward of Unspent Contingencies Funds City shall have the right at any time during the performance of the work or services set forth in this Agreement, without invalidating said Agreement or any amendments thereto, to elect to exercise any existing option specified in the Scope of Services for extra work or services or to order extra work or services pursuant to a duly executed Change Order or to expend previously appropriated, but unspent contingency funds authorized to be carried forward by the Executive Director of Finance and Management Services to cover expenses for work or services agreed to by the parties but exceeding any annual City fiscal year compensation amount cap initially specified under the Compensation provisions of this Agreement or thereby make changes by altering, adding to or deducting from said work or services. 2. Maximum Contract Compensation Cap Net total compensation to Consultant shall not, as the result of any Change Order, exceed the maximum contract compensation amount set forth under Section 2("COMPENSATION"), subsection b. of this Agreement, unless an increase in maximum contract compensation is agreed to by the Parties pursuant to a duly executed amendment of this Agreement. C. Coordination of Work or Services Representative of Consultant The following officer of Consultant is hereby designated as being the representative of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: hifoSend, Inc. Russ Rezai Representative President It is expressly understood that the experience, knowledge, capability and reputation of the foregoing officer & representative is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing representative shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the foregoing officer & representative may not be replaced nor may their responsibilities be substantiallyreduced by Consultant without the express written approval of City. d. Contract Officer The Contract Officer shall be the person designated hereunder by City. It shallbe Consultant's responsibility to assure that City's Contract Officer is kept Page 4 of 13 informed of the progress of the performance of the consulting services set forth in this Agreement and Consultant shall refer any decisions which must be made by City to the Contract Officer. The Contract Officer shall have authority to enter into Change Orders with Consultant pursuant to this Agreement. The Contract Officer shall have authority to sign all documents on behalf of City required hereunder to carry out the terms of this Agreement. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. City of Santa Ana Kristine Ridge, City Manager Contract Officer or designee 4. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2025, with one (1) three (3) year term extension option, and one (1) one-year term extension option, the first commencing January 1, 2026 and ending December 31, 2028, and the second commencing January 1, 2029 and ending December 31, 2029, unless terminated earlier in accordance with Section 13, below. This Agreement shall cover all services provided by Consultant since July 1, 2021. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit 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. b. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non - Page 5 of 13 owned), with limit no less than $1,000,000 per accident for bodily injury and property damage. c. Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if consultant provides written verification it has no employees). d. Cyber Liability Insurance, with limits not less than $5,000,000 per occurrence or claim, $5,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Consultant 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 private information, 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. Technology Professional Liability Errors & Omissions Technology Professional Liability Errors and Omissions Insuranceappropriate to the Consultant's profession and work hereunder, with limitsnot less than $2,000,000 per occurrence. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by the Consultant 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 private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses. The Policy shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information "property" of the Agency in the care, custody, or control of the Consultant. If not coveredunder the Consultant's liability policy, such "property" coverage of theAgency may be endorsed onto the Consultant's Cyber Liability Policy as covered property as follows: "If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City 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 City." f. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: Page 6 of 13 i. Additional Insured Status The City, its officers, officials, employees, and volunteers shall 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 the Consultant 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 the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used). ii. Primary Coverage For any claims related to this contract, the Consultant's insurance coverage shall be primary. Coverage for commercial liability shall be at least as broad as ISO CG 20 01 04 13 as respeetsthe City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of theConsultant's insurance and shall not contribute with it. iii. Notice of Cancellation Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. iv. Waiver of Subrogation Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. v. Self -Insured Retentions Self -insured retentions must be declared to and approved by the City. The City may requirethe Consultant to 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 namedinsured or City. vi. Acceptability oflnsurers 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. vii. Claims Made Policies If any of the required policies provide coverage on a claims -made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or thebeginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at leastfve (5) years after completion of the contract of work. Page 7 of 13 3. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. viii. Verification of Coverage Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or conies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to the City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant'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. ix. Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. X. Special Risks or Circumstances City reserves the right to modify these requirements, including limits, based on the nature ofthe risk, prior experience, insurer, coverage, or other special circumstances. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Consultant shall not be liable for indirect, special or inconsequential damages even if Consultant has been advised of the possibility of such potential claim, loss or damage. Consultant shall not be responsible for delays in receipt of client information or processing client information because of causes beyond its reasonable control, including, without limitation, failure or limitations on the availability of third party telecommunications or other transmission facilities and City's failure to properly enter and/or transmit information. Page 8 of 13 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant 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. 10. NOTICE Any notice, tender, demand, delivery, or other communication required or made 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 by express mail courier (i.e. FedEx, UPS, etc.), or sent by fax or email communication in the manner providedin this section. Any such notice shall be addressed to the other party at the address set forth below. Consultant invoiceibilling statement notices to City shall be sent to City's Primary Representative/Project Manager or designees. All notices, including invoice/billing statement notices and notices of address changes, provided under this Agreement are deemed received on the third day after mailing if sent by regular mail, or the next day if sent by overnight delivery. 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. If sent by email, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the delivery time stamp notated by the internet service provider, addressed as set forth above. For purposes of calculating these time frames, weekends, City Hall closure dates, federal, state, County or City holidays shall be excluded. If to City: Clerk of the City CouncilCity of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax:714- 647-6956 Page 9 of 13 If to Consultant: With courtesy copies to: Executive Director Finance and Management Services Agency City of Santa Ana 20 Civic Center Plaza (M-17) Santa Ana, CA 92702 Phone: (714) 647-6960 Fax: (714) 647-5414 InfoSend, Inc. Attn: Russ Rezai, President 4240 E. La Palma Anaheim, CA 92807 Phone: (714) 993-2690 Fax: (714) 993-1306 Email: russ.r a�infosend.com Representative or designees: Consultant Primary Representative/Project Manager shall be: Russ Rezai, President Phone: (714) 993-2690 E-mail: russ.rna infosend.com Representative or designees: City Primary Representative/Project Manager and Designee shall be: CITY Primary Representative/Project Manager shall be: Willard Holt, Treasury and Customer Services Manager 20 Civic Center Plaza, Room 1105 Santa Ana, CA 92701 Phone: (714) 647-5456 Email: wholtgsanta-ana.ore CITY Primary Representative/Project Manager Designee shall be: Alejandra Gutierrez, Senior Management Analyst 20 Civic Center Plaza, Room 1103 Santa Ana, CA 92701 Phone: (714) 647-5497 Email: agutierrez@santa-ana.ora A party may change its address or representative or designees by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address and/or new representative or designees. Page 10 of 13 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, that terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City or Consultant upon one -hundred and twenty (120) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. If City has requested custom forms/envelopes, City will purchase the remaining supplies of requested forms/envelopes upon termination of the Agreement, or at the time City requests a change in the design of the forms/envelopes. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement which may reasonably be expected by City. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. Page 11 of 13 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. MISCELLANEOUS PROVISIONS a. Whenever the terms of this Agreement conflict directly with terms of any Exhibit incorporated herein by reference, then the terms and intent of this Agreement shall prevail solely with respect to any such directly conflicting provisions, or portions thereof and shall be controlling. b. 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. c. This Agreement must be signed below and may be signed in counterpart and delivered by fax, emailed as a PDF (Portable Document Format) file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. (Signatures on following page) Page 12 of 13 A-2022-058 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and yearfirst above written. 5 �.ez e Council APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: / Ryan O. dg Assistant ity Attorney RECOMMENDED FOR APPROVAL: kbr Kathryn Downs (Apr 5, 202214:27 PDT) Kathryn Downs Executive Director Finance and Management Services Agency CITY OF SANTA ANA .sue — Kristine Ridge City Manager CONSULTANT: InfoSend,Inc. Russ Re�i, President Page 13 of 13 Exhibit A - Scope of InfoSend Primary Services This Exhibit A is an integral part of and is subject to the terms and conditions of the Master Service Agreement (the "Agreement') between InfoSend, Inc. ("InfoSend") and City of Santa Ana ("Client'). This Exhibit A provides the Services which InfoSend shall deliver to Client to permit Client's customers ("Users") to use the products and services to view and pay their bills. To the extent that any term is not expressly defined herein, it shall have the meaning set forth in the Agreement. Client will select one or more of InfoSend's Primary Services from the list below by checking the box next to the Primary Service name. Any Primary Services not selected prior to the execution of this Agreement can be added at a later date via an Agreement Amendment. d Data Processing, Printing and Mailing Service ("DPPM Service"): During the term of this Agreement, InfoSend will provide data processing, printing and mailing services. The Service consists of processing data, printing documents, mail preparation, applying postage (where applicable) and sending via the United States Postal Service. Document types include but are not limited to bills, postcards and letters. Section I Data Processing Printing and Mailing IDPPM) Service Description A. Data Transfer and Processing • Client to transmit data to InfoSend in an agreed upon format. Should Client make changes to data file format after initial setup is complete, it agrees to pay for the professional services required to accommodate the new file format. See Exhibit C —Professional Services — for information on initial setup and ongoing programming changes. • Client will monitor transfer confirmation emails to ensure InfoSend Is in receipt of the data. Client acknowledges that InfoSend will not be responsible or liable for any transferred data which does not result in a confirmation receipt to Client. •- A File Transfer Report will be emailed to the Client representatives who have opted -in to this email. A copy of this report is also available to download from the InfoSend website. • Client will have access to an online Job Tracking application thatshows the progress of each file as it is processed and becomes a batch of documents to be printed and mailed. Client can see both the original input file name and the InfoSend-assigned "Job Code". • InfoSend will process the mailing addresses and perform the following functions: o Apply CASS-certified address validation o Comply with USPS requirements to obtain pre-sort automation rates for qualified client mail pieces o Stay current with all USPS regulations required to mail presorted first-class mail • InfoSend will optionally provide proofs of the final print -ready PDF files to Client to be reviewed and approved before printing begins (if requested). B. Document Printing and Mailing • Batches are printed by InfoSend using a high-speed production process onto the agreed upon forms. • Printed documents are put through a quality control process and then released to the mailing department to be inserted into outgoing envelope. A return envelope and any applicable inserts are included as defined by client workflow. • After a batch of mail is completed in InfoSend's system it will be marked as such in the online Job Tracker and a Process Confirmation Report will be emailed to the Client representatives who have opted -in to this email. A copy of this report is also available to download from the InfoSend website. InfoSend Exhibits to MSA Rev. 01.28.2021 Exhibit B - InfoSend Fees This Exhibit B is an integral part of and is subject to the terms and conditions of the Master Service Agreement (the "Agreement") between InfoSend, Inc. ("InfoSend") and City of Santa Ana ("Client"). This Exhibit B provides the Fees which InfoSend shall bill to Client in exchange for Services. To the extent that any term is not expressly defined herein, it shall have the meaning set forth in the Agreement. Section 1. Price Escalations to InfoSend Fees InfoSend Fees can be adjusted once every twelve (12) months to account for increases in the cost of materials, labor, and other overhead costs. InfoSend reserves the right to increase InfoSend Fees on a yearly basis (starting with the first anniversary of the Agreement date not to exceed the Federal Bureau of Labor Statistics CPI for All Urban Consumers (CPI-U) for the Los Angeles -Long Beach -Anaheim, California area, Base Period: 1982-84 = 100. This information can currently be found at https://www.bls.gov/cpi/). The Client will be notified, in writing, at least thirty (30) days prior to such price increase. An amendment to the Agreement will not be required if the Fees are changed, unless the terms or conditions of the Agreement have otherwise changed. Postage fees can change at any time per USPS regulations and do not require an amendment to the Agreement. In addition to this, if Client uses the Printing and Mailing Service, it accepts that InfoSend reserves the right to pass on any extraordinarily high increases to the cost of forms or envelopes at any time. The Client will be notified, in writing, at least thirty (30) days prior to such price increase. InfoSend pricing is predicated on Client representations of Client and Client User transactional usage. Should Client's actual continuous volume and/or recurring frequency deviate by more than thirty percent (30%) from what Client has represented to InfoSend in Section 2 below, then InfoSend reserves the right to invalidate the Fees listed in this Agreement. Should this rare situation arise then InfoSend will notify Client immediately and negotiate with Client in good faith to pass on any increased costs to Client, in line with actual Client and Client User transactional usage. - Should InfoSend and Client fail to agree upon updated Fees, InfoSend reserves the right to terminate this Agreement with one hundred and eighty (180) days' notice. Section 2. Client Representations Client Volume Assumptions SNL - Notice of Dog Licensing Fee Approximately 1000 documents per month SNR - Rabies Reminder Notice Approximately 100 documents per month SN9 - Inspection Fee Letter Approximately 4200 documents per year SNT Business License Tax and SNN Estimated Business License Tax SNT - approximately 2800 documents per month SNN - twice yearly, approximately 2500 documents each run SNF - Annual Paramedic Subscription Monthly runs, volmne fluctuates but averages 300-350 documents per month SND - Municipal Utility Services Statement data processing only Data processing only, approximately 300 documents per month SNC - Municipal Utility Services Statement Approximately 18,000 documents per month InfoSend Exhibits to MSA Rev. 01.28.2021 Section 3. DPPM Fees: InfoSend Data Processing, Print and Mail Pricing Document Production Summary SNL — Notice of Dog Licensing Fee $0.1706 per document 2/1 print, recycled letter size paper, recycled #10, standard #9, SNR — Rabies Reminder Notice $0.1500 per document 1/0 print, recycled letter size paper, recycled #10, standard #9 SN9 — Inspection Fee Letter $0.2541 per document 2/1 print, letter size standard paper, standard #10, standard #9 SNT — Business License Tax $0.2323 per document 1/1 print, letter size standard paper, standard #10, standard #9 SNN — Estimated Busiress License Tax $0.2360 per document 1/1 print, legal size standard paper, standard #10, standard #9 SNF—Annual Paramedic Subscription $0.1223 per document 2/0 print, letter size standard paper, standard #10, standard #9 SND— Municipal Utility Services Statement $0.0720 per document Data Processing only job SNC — Municipal Utility Services Statement $0.1618 per document 2/1 print, legal size recycled paper, standard #10, recycled #9 Finished mail pieces are delivered to the USPS within one (1) business day. If samples (proofs) are requested then the mailing will be completed within one day of sample approval. File upload deadline for next -day mailing is 3:OOPM local time at the production facility designated for your account. If samples are required then they must be approved by 5:30PM local time for the file to be mailed by the next business day. The below tableprovides the components of the summaryprice given above. Allpricing is based on "Client Volume Assumptions " listed below and excludes applicable sales tax. Data Processing and Service Fee Data Processing Fee (per document), all document types $0.0100 Monthly DPPM platform fee $250.00 InfoSend Exhibits to MSA Rev. Ot.28.2021 Printing and Mailing Service SNL — Notice of Dog Licensing Fee $0.1000 2/1 print, recycled letter size paper SNR — Rabies Reminder Notice $0.0794 1/0 print, recycled letter size paper SN9 — Inspection Fee Letter $0.2069 2/1 print, letter size standard paper SNT — Business License Tax $0.1751 1/1 print, letter size standard paper SNN — Estimated Business License Tax $0.1751 1/1 print, legal size standard paper SNF — Annual Paramedic Subscription $0.0804 2/0 print, letter size standard paper SND — Municipal Utility Services Statement $0.072 (inclusive of all data Data Processing only job processing fees) SNC — Municipal Utility Services Statement $0.0856 2/1 print, legal size recycled paper USPS Postage Pass -through A postage deposit will be - required prior to starting service. Batch Fee (per mailing batch under 200 mail pieces) $5.00 - Excess Pages Handwork Surcharge (per mail piece) $0.35 Address Updates $0.50 NCOA $0.50 ACS Materials Standard Letter Size Paper Stock — 8.5" x 11" (per sheet) $0.0154 Standard Legal Size Paper Stock— 8.5" x 14" (per sheet) $0.0190 Standard Outgoing #10 Envelope * $0.0164 Standard Return #9 Envelope * $0.0154 Outgoing Flat Envelope — used for mail pieces with excess pages $0.1700 Insert Services InfoSend Produced Quoted based on specification Envelope Messaging (Snipes) Quoted based on specification Electronic Inserts $0.01 per insert Inserting Fee $0.01 per insert Optional Document Services Professional Services Rate (per hour) $175 Returned Mail Handling $0.50 per reported returned mail piece Remit Tracking $100 monthly support fee InfoSend Exhibits to MSA Rev. 01.28.2021 Section 3.1. Custom Forms/Envelopes If Client has selected the Printing and Mailing Service and at any time requests that InfoSend Fees include the cost of custom Client - specific materials (either in this Agreement or since its execution), then Client understands and accepts that these materials will be purchased in bulk to achieve the lowest possible per -unit cost. Client agrees to purchase any remaining supplies of requested custom materials (normally forms or envelopes) if Client stops using InfcSend's Service for any reason. Client agrees to purchase the remaining supply of custom forms/envelopes upon Client's request to change the custom forms/envelopes before the supply has been depleted. Section 3.2. USPS Postage Rates Postage rates are determined by the United States Postal Service. All postage rate changes are determined directly by USPS and are independent of any InfoSend service or materials fees. In no event shall any change in the postage rates affect the InfoSend service or materials fees. The Client will be invoiced the amount of excess for overweight and foreign mail. Section 3.3. Postage Deposit InfoSend purchases the postage needed to mail Client documents on the day of mailing. The postage charges are later invoiced to Client based on the Client's payment terms. InfoSend requires Client to submit a postage deposit prior to the first mailing to facilitate the payment terms. This amount will remain in deposit for the duration of the Agreement. Upon Agreement expiration or termination Client must pay in full any outstanding invoices from InfoSend for payables created under this Agreement; the postage deposit will be refunded within fifteen (15) days of the date that the last open invoice is paid. The postage deposit is subject to an annual review and maybe adjusted to account for changes to Client average mailing volume or changes to USPS postage rates. There will be no more than one adjustment requested per year, if at all. Client's current postage deposit on hand is $13,040,00 Section 3.4. Receivables Finance Charge InfoSend applies a past due finance charge of 0.5% per month for receivables past due based on the Client's payment terns. Note: * - SFI® (Sustainable Forestry Initiative) Certified Paper Envelopes: for all clients that use standard envelopes, InfoSend's standard double window #10 and single window #9 envelopes are sustainably produced and are provided at no additional cost to clients. The Sustainable Forestry Initiative ensures materials are sourced from sustainably managed forests. Please visit www.sfinrogram.org or more information.* InfoSend Exhibits to MSA Rev. 01.28.2021 Exhibit C — Professional Services This Exhibit C is an integral part of and is subject to the terms and conditions of the Master Service Agreement (the "Agreement") between InfoSend, Inc. ("InfoSend") and City of Santa Ana ("Client"). This Exhibit C provides InfoSend's Professional Services Fees which InfoSend shall bill to Client in exchange for Professional Services. To the extent that any term is not expressly defined herein, it shall have the meaning set forth in the Agreement. Section 1. Price Escalations to InfoSend Professional Services Fees InfoSend Professional Services Fees can be adjusted once every twelve (12) months to account for increases to the cost of providing these services. InfoSend reserves the right to increase Professional Services Fees on an annual basis, starting with the first anniversary of the Agreement date, if needed. The Client will be notified, in writing, at least thirty (30) days prior to such price increase. An amendment to the Agreement will not be required if the Professional Services Fees are changed, unless the terms or conditions of the Agreement have changed. Section 2. Definition of Professional Services InfoSend Professional Services are the technical services that are required to perform the initial setup of the InfoSend Primary Services defined in Exhibit A and the technical services required to make changes to these Primary Services after the initial setup is complete. Once any Primary Service is live and operational Professional Services will not be required unless Client requests a change or makes changes to its data file format or business rules which necessitates a change to InfoSend's system configuration or programming. Examples of InfoSend Professional Services: • Project requirements gathering and analysis hours • Project management and/or consulting hours • Software development and system configuration hours related to the processing of Client's data • Software development and system configuration hours related to document design, web portal setup, business rule configuration, or any other applicable technical services • Application testing and deployment hours Section 3. Professional Services Fee and Process for Approval and Payment of Fee The current Professional Services Fee is $175.00 per hour. In the event that a project will incur billable Professional Services hours, Client will be informed before work begins. InfoSend and Client will execute a Statement of Work for the project that Client wants InfoSend to undertake. The payment terms for the project depend on the size and scope of the project. The Statement of Work can include payment terms that are different than the terms listed in this Agreement for InfoSend Fees, otherwise these terms will apply and the project fees will be invoiced upon project completion. Small projects that incur less than five (5) hours of Professional Services can be initiated without a Statement of Work if Client accepts and executes a Programming Quote for this work. Any project that will take more than five (5) hours of Professional Services work will require both parties to execute a formal Statement of Work. Depending on the nature of the work required, InfoSend will provide one of the following quotation methods: • Fixed Quote — a fixed project cost will be set. InfoSend may elect to waive this cost in some circumstances. Client understands and accepts that it must accept the terms and conditions of the Statement of Work for the project and that changes made to the project requirements, data file structure, etc., after the Statement of Work and any amendments to it have been finalized will require Client to pay for these changes on a Time and Materials basis. Client will be notified immediately if this scenario arises and will be given an option to keep the original project specifications to keep the fixed quote in place. • Time and Materials Quote — should it not be possible to provide a fixed quote due to the nature of a Client's requested project, then InfoSend will provide an estimated number of hours to complete the project and bill the hours on a Time and Materials basis. The Statement of Work will include the terms and conditions for these project types and Client will be invoiced weekly for the hours spent on the project. Section 4. Initial Setup Cost: InfoSend Primary Services The Initial Setup cost for the InfoSend Primary Services selected in Exhibit A are listed in Exhibit B. These costs have been provided using a Fixed Quote process, explained in Section 3 above. Client understands and agrees to these terms, and to the project -specific terms and conditions that will be provided in the Statement of Work that will be created to capture Client's specific requirements and data types. lnfoSend Exhibits to MSA Rev. 01.28.2021 Client#: 581763 0 II IFO NDI Ita I ACORD. CERTIFICATE A wMww71Li'�ISURAq&�g Y THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION FON!! 11*1H2116 NO RIGHTS I . `O I� jC�r�tl l(I�� CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, E D OR ALTER THE C01 ER'' F O U11 P y+r BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN T',E IS....����'1111����NG 1 SURE S T O E REPRESENTATIVE OR PRODUCER, AND THE CERTIFICA HOLDER. Ia IMPORTANT: If the certificate holder is an ADDITIONAL I E , e o e s L INSUm- n orovisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and of a poll ain ici ay q r9'�4 d A 1 this certificate does not confer any rights to the certific a ho a is su en a .l ). \J,©4,0� —� � PRODUCER CONTACNAME: T ROAD Jutierrez Marsh & McLennan Agency LLC HO PxoNENo, 949 900-1780 A'r Marsh & McLennan Ins. Agency LLC a,): AIC, No EJMAILADDREss: rocio.gutierrez@marshmma.com 1 Polaris Way 92 AIiSO Viejo, CA 656 INSURER(S) AFFORDING COVERAGE NAiCIf INSURER A: Federal Insurance Company 20281 INSURED INSURER B : Comp West Insurance Company 12177 Infond, Inc. INSURER c: Underwriters at Lloyd's London 555555 4240 E240 E La Palma Avenue Anaheim, CA 92807 INSURER D: " INSURER E: COVERAGES CERTIFICATE NUMBER: RFVISInM NIIMRFa- 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. LT R LTSR TYPE OF INSURANCE ADD INSR SUBR WE) POLICY NUMBER POLICYEFF MMmON1 POLICY EXP MMIDO LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR 36031149 - 2/01/2022 02MI2D2 EACH �aJpe, $1 00 Aft �OCCURRENCE PREMISES Eaoccu ance $1 000,000 MED EXP (Any one person) $10,000 PERSONAL B ADV INJURY $1,000,00X,a0 GEN'L X AGGREGATE LIMIT APPLIES PER: PRO- POLICYIGECT 171 LOC GENERALAGGREGATE $ O,M , PRODUCTS-COMP/OPAGG $2,000,000 $ OTHER: A 73587120 2/01/2022 0 COMBINED SINGLE LIMIT Ea accident 1,000,000 BODILY INJURY(Per person) $ ANY AUTO POMOBILELIABILFFY AUTOS ONLY AUTOSULED AUTOS ONLY X NON -OWNED AUTOS ONLY BODILY INJURY(Peraccidenl) $ PERTY D PRPaOAMAGE r axitlent $ $ A X OMSRELLALIAB X OCCUR 79896856 2/01/2022 EACH OCCURRENCE $'5 OOO OOO AGGREGATE $5000 0-O0 EXCESS LIAB CLAIMS -MADE DED RETENTION$ $ B WORRERSCOMPENSATIe}L AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOWPARTNERIEXECUTIVE OFFICERIMEMBER EXCLUDED? (Mandatory in NH) NIA WCV5504862* WCV6217250** *CA/OR/AZ/GA 2/01/2022'92f0fl21f23'XER 2101/2022 02/01/2023 PER OTH- LaE E.L. EACH ACCIDENT $1,000000 E.L. DISEASE - EA EMPLOYEE $1,000,000 If yes, descdbe under DESCRIPTION OF OPERATIONS below y.;, FL/TX/IL E.L. DISEASE -POLICY LIMIT $1,000,000 C *Prof Liab /Cyber TRICE01743 02/01/2022 02011202 $5,000,000 Agg. /Claim C *Retro 12/01/06 $100,000 Retention A ICrime 1 1 168054862 02/01/2022 02/01/2023 $300,000 /$5,000 Ret. DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are included as additional insured as respects to General Liability per attached endorsements. Waiver of Subrogation applies to Workers Compensation per attached endorsement. Primary and Non -Contributory Wording applies to General Liability per attached endorsement.Cancellation provisions apply per the attached. City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Risk Management Division ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza, 4th floor SANTA ANA, CA 92701-0000 AUTHORIZED REPRESENTATIVE 'OP+y„ RIAMarmartDWIslwt nREVIE &APPROVEDBY: ©1988-2015 ACORO A-fi AcAliV44 ACORD 25 (2016103) 1 Of 1 The ACORD name and logo are registered marks of AC-- •��' Risk Management specialist #S9285723/M9285467 INSURED: InfoSend, Inc. POLICY#: 36031149 CHUBB° POLICY PERIOD: 02/01/2022 Liability Insurance Endorsement Policy Period Effective Date Policy Number Insured Name of Company FEDERAL INSURANCE COMPANY Date Issued JUKE 1, 2018 This Endorsement applies to the following fortes: Under who Is An Insured, the following provision is added. Who Is An Insured TO: 02101 /2023 Additional Insured - Persons or organizations shown in the Schedule are insureds; but they are insureds only if you are Scheduled Person obligated pursuant to a contract or agreement to provide them with such insurance as is afforded by Or Organization this policy. However, the person or organization is an insured only: • if and then only to the extent the person or organization is described in the Schedule; • to the extent such contract or agreement requires the person or organization to be afforded status as an insured; • for activities that did not occur, in whole or in part, before the execution of the contract or agreemenC and • with respect to damages, loss, cost or expense for injury or damage to which this insurance applies. No person or organization is an insured under this provision: • that is more specifically identified under any other provision of the who Is An Insured section (regardless of any limitation applicable thereto). • with respect to any assumption of liability (of another person or organization) by them in a contract or agreement. This limitation does not apply to the liability for damages, loss, cost or expense for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. Liability Insurance Additional Insured - Scheduled Person Or Organization Form 80-02-2367(Rev. 5-07) Endorsement .r 121eItMeugenentDMefun REMEWED&APPRMEDaY: �. A+., "44 - Risk Management Spetlalist INSURED: InfoSend, Inc. POLICY#: 36031149 CHUBBO Liablllty Endorsement (continued) Conditions POLICY PERIOD: 02/e1/2022 TO: 02/01/2023 Under Conditions, the following provision is added to the condition titled Other Insurance. Other Insurance — If you are obligated, pursuant to a contract or agreement, to provide the person or organization Primary, Noncontributory shown in the Schedule with primary insurance such as is afforded by this policy, then in such case Insurance — Scheduled this insurance is primary and we will not seek contribution from insurance available to such person Person Or Organization or organization. Schedule PERSONS OR ORGANIZATIONS THAT YOU ARE OBLIGATED, PURSUANT TO WRITTEN CONTRACT OR AGREEMENT BETWEEN YOU AND SUCH PERSON OR ORGANIZATION, TO PROVIDE WITH SUCH INSURANCE AS IS AFFORDED BY THIS POLICY; BUT THEY ARE INSUREDS ONLY AND TO THE MINIMUM EXTENT THAT SUCH CONTRACT OR AGREEMENT REQUIRES THE PERSON OR ORGANIZATION TO BE AFFORDED STATUS AS AN INSURED. HOWEVER NO PERSON OR ORGANIZATION IS AN INSURED UNDER THIS PROVISION OF THE WHO IS AN INSURED SECTION OF THIS POLICY (REGARDLESS OF ANY LIMITATION APPLICABLE THERETO). All other terms and conditions remain unchanged. Authorized Representative Qy L/ablilty Insurance Additional Insured- Scheduled Person Or Organization Form 80-02-2867(Rev. 5-07) Endorsement Rick Mamganent Dhielart REVIEWED 6 APPRMM BY. A+ju A'4'a. ®' Risk Management Specialist INSURED: InfoSend, Inc. POLICY #: WCV5504862` POLICY PERIOD: 02/01/2022 TO: 02/01/2023 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 03 13 C (Ed- 7-091 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 Schadula. {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 ongaged in thework described in the Schedule. Tice additional premium for this endorsement shall he $ Schedule Any person or organization that You perform work for that is liable for an injury, covered by this poky, that prior to the injury has written contract requiring a waiver of our right to recover from them. Person Or Organization Job Description City of Santa Ana Risk Management Division 20 Civic Center Plaza, 4th floor SANTA ANA, CA 92701-0000 This endorsement changes the policy to which 9 is attached and is effective on the date issuer/ unless otherwise stated. [She information bellow is required only when this endorsement is issued subsequent to preparation of the poliey.l WC 99 03 13 C (Ed. 7-091 Welt Mougemmt Division } REwewEQi APPROVm BY. Is `' A+� Aewedo ®' Risk Management Specialist INSURED: InfoSend, Inc. POLICY #: 36031149 Duties In The Event Of Occurrence, Offense, Gaim Or Suit (continued) Legal Action Against Us POLICY PERIOD: 02/01/2022 TO 02/01/2023 F. Knowledge of an occurrence or offense by an agent or employee of the insured will not constitute knowledge by the insured, unless an officer (whether or not an employee) of any insured or an officer's designee knows about such occurrence or offense. G. Failure of an agent or employee of the insured, other than an officer (whether or not an employee) of any insured or an officer's designee, to notify us of an occurrence or offense that such person knows about will not affect the insurance afforded to you. H. If a claim or loss does not reasonably appear to involve this insurance, but it later develops into a claim or loss to which this insurance applies, the failure to report it to us will not violate this condition, provided the insured gives us immediate notice as soon as the insured is aware that this insurance may apply to such claim or loss. No person or organization has a right under this insurance to: • join us as a party or otherwise bring us into a suit seeking damages from an insured; or • sue us on this insurance unless all of the terms and conditions of this insurance have been fully complied with. _ A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured obtained after an actual: trial in a civil proceeding; or arbitration or other alternative dispute resolution proceeding; but we will not be liable for damages that are not payable under the terms and conditions of this insurance or that are in excess of the applicable Limits Of Insurance. Other Insurance If other valid and collectible insurance is available to the insured for loss we would otherwise cover under this insurance, our obligations are limited as follows. Primary Insurance This insurance is primary except when the Excess Insurance provision described below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in the Method of Sharing provision described below. Excess Insurance This insurance is excess over any other insurance, whether primary, excess, contingent or on any other basis: A. that is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar insurance for your work; B. that is insurance that applies to property damage to premises rented to you or temporarily occupied by you with permission of the owner; C. if the loss arises out of aircraft, autos or watercraft (to the extent not subject to the Aircraft, Autos Or Watercraft exclusion); liability Insurance Form 8602-2000 (Rev. 4-01) Contract ..,� RlskMnugenm Di%6[on oA > REVI 6APPROV®BY. Rolm Risk Management Speazlist C H U B B° General Liability Conditions Other Insurance D. that is insurance: (continued) I provided to you by any person or organization working under contractor agreement for you; or 2. under which you are included as an insured; or E. that is insurance under any Property section of this policy. When this insurance is excess, we will have no duty to defend the insured against any suit if any other insurer has a duty to defend such insured against such suit. If no other insurer defends, we will undertake to do so, but we will be entitled to the insureds rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of loss, if any, that exceeds the sum of the total: • amount that all other insurance would pay for loss in the absence of this insurance; and • of all deductible and self -insured amounts under all other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not negotiated specifically to apply in excess of the Limits Of Insurance shown in the Declarations of this insurance. Method of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this method each insurer contributes equal amounts until it has paid its applicable limits of insurance or none of the loss remains, whichever comes first If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limits of insurance to the total applicable limits of insurance of all insurers. "�., ."., ., ; Premium Audit We will compute all premiums for this insurance in accordance with our rules and rates. Separation Of Insureds In accordance with the Estimated Premiums section of the Premium Summary, premiums shown with an asterisk (*) are estimated premiums and are subject to audit. In addition to or in lieu of such designation in the Premium Summary, premiums may be designated as estimated premiums elsewhere in this policy. In that case, these premiums will also be subject to audit, and the second paragraph of the Estimated Premiums section of the Premium Summary will apply. Except with respect to the Limits Of Insurance, and any rights or duties specifically assigned in this insurance to the first named insured, this insurance applies: Liabirdy Insurance Form 80.02-2000 (Rev. 4-01) Contract as if each named basured were the only named insured; and separately to each insured against whom claim is made or suit is brought. Ir 3' Risk Mnwgane itMbiat REVIEWED&APPROVED BY.' a A+ Acwulo Risk Management Specialist (continued) Transfer Or Waiver Of We will waive the right of recovery we would otherwise have had against another person or Rights Of Recovery organization, for loss to which this insurance applies, provided the insured has waived their rights Against Others of recovery against such person or organization in a contract or agreement that is executed before such loss. To the extent that the insureds rights to recover all or part of any payment made under this insurance have not been waived, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the kmwed will bring suit or transfer those rights to us and help us enforce them. This condition does not apply to medical expenses. Lbbllily lnsurance Pam 80-02-2000 (Rev. 4-01) contract RA Management Diriaiun REVIEWED & APPROVED BY: Risk Management Specialist Policy Conditions Endorsement Policy Period 02/01/2022 Effective Date 02/01/2022 Policy Number 36031149 TO: 02/01/2023 Insured InfoSend, Inc. Name of Company FEDERAL INSURANCE COMPANY Date Issued This Endorsement applies to the following forms: COMMON POLICY CONDITIONS Under Conditions, the following condition is added. Conditions Notice Of Cancellation When we cancel this policy we will notify person(s) or organizations(s) shown in the Schedule at To Scheduled Persons least 30 days (10 days in the event of nonpayment ol'premium) in advance of the cancellation date. Or Organizations When We Cancel Any failure by us to notify such persons) or organization(s) will not: • impose any liability or obligation of any kind upon us: or • invalidate such cancellation. Schedule Persons) or Organizations ): City of Santa Ana Address: Persons) or Organization(s): Address: Risk Management Division 20 Civic Center Plaza, 4th floor SANTA ANA, CA 92701-0000 Policy Conditions Notice Of Cancellation To Scheduled Persons or Organizations Form BO-02-9780 (Ed. 3-11) Endorsement Risk Menebmn dDMslnn € ItfVIE\ & APPROVED BY. ®'. - Risk fwlanzgement Specizlis[ Conditions (continued) All other terms and conditions remain unchanged. \p` a Authorized Representative Policy Conditions Notice Of Cancellation To Scheduled Persons Or Organizations Form 80-02-9780 (Ed. 3-11) Endorsement a' UMM REMEWED�ROVED BY: _ A+ ju Acow' - Ruk Management Speoalot DATE(MM/DD/YYYY) A`�" CERTIFICATE OF LIABILITY INSURANCE 72/12/2025 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 CONTACT NAME: Emilia Alvarez Marsh& McLennan Agency LLC PHONE FAX Marsh& McLennan Ins.Agency LLC A/c No EXt: 'C'No): 1 Polaris Way#300 ADDRESS: OCCerts@MarshMMA.com Aliso Viejo CA 92656 INSURER(S)AFFORDING COVERAGE NAIC# License#:OH18131 INSURERA:StarNet Insurance Company 40045 INSURED INFOSENDI INSURER B:American Casualty Company of Reading PA 20427 InfoSend, Inc. 4240 E. La Palma Avenue INSURER C:The Continental Insurance Company 35289 Anaheim CA 92807-CA INSURER D: Hamilton Ins Designated Activity Co 55555 INSURER E: Arch Insurance Company 11150 INSURER F: COVERAGES CERTIFICATE NUMBER:804266339 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 EFF POLICY EXP LIMITS LTR I POLICY NUMBER MM/DD/YYYY MM/DDIYYYY A X COMMERCIAL GENERAL LIABILITY Y TCP702532011 2/1/2025 2/1/2026 EACH OCCURRENCE $1,000,000 CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES Ea or $1,000,000 MED EXP(Any one person) $15,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY PRO LOC PRODUCTS-COMP/OP AGG $2,000,000 X JECT OTHER: $ A AUTOMOBILE LIABILITY TCP702532011 2/1/2025 2/1/2026 COMBINED SINGLE LIMIT $1,000,000 Ea accident X 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 A X UMBRELLALIAB X OCCUR TCP702532011 2/1/2025 2/1/2026 EACH OCCURRENCE $5,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000 DED X RETENTION$n $ B WORKERS COMPENSATION Y 7064059628 2/1/2025 2/1/2026 X PER OTH- C AND EMPLOYERS'LIABILITY YIN 7064059631 2/1/2025 2/1/2026 STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? NIA (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 D Prof Liab/Cyber Y AMWIN1018 2/1/2025 2/1/2026 Agg./Claim $5,000,000 E Retro 12/01/06 PCD100556502 2/1/2025 2/1/2026 Retention $100,000 Crime N N Limit/Retention $500,000/$10,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The City of Santa Ana, its officers,employees,agents,volunteers and representatives are included as additional insured as respects to General Liability per attached endorsement. Primary&Non-Contributory wording applies to General Liability per attached endorsement.Waiver of Subrogation applies to Cyber Liability and Workers Compensation per attached endorsements. 30 Day Notice of Cancellation for Non-Renewal/10 Day Notice for Non-Payment of Premium Provision applies,where required by written contract. Tu Tran Digitally signed by APPROVED Tu DaNuyen teran 2 25.2.12 By Tu Tran Nguyen at 2:56 pm, Feb 12, 2025 Nguyen 14:57:01-08'00' CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Santa Ana ACCORDANCE WITH THE POLICY PROVISIONS. Attention: Finance and Management Services 20 Civic Center Plaza, Santa Ana, CA 92701, M-15 AUTHORIZED REPRESENTATIVE Santa Ana CA 92701 @ 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD InfoSend,Inc. HAMILTON CYBER-TECH INSURANCE POLICY ENDORSEMENT WAIVER OF SUBROGATION WHERE REQUIRED BY CONTRACT This Endorsement is attached to and forms part of Policy Number AMWIN1018 Effective Date: 02/01/2025 In consideration of the premium charged,we agree to waive our right to be subrogated to the extent of any payments under this Policy to the Named Insured's rights of recovery against any entity or organization with which the Named Insured has a contractual obligation to provide such waiver of subrogation pursuant to a written contract or agreement. With respect solely to such obligation of the Named Insured under such contract, Condition K. Subrogation will be deemed deleted to give effect to the purpose and intent of this endorsement. All other provisions of the policy remain unchanged. INSURED: InfoSend,Inc. POLICY#: 7064059628 POLICY PERIOD: ozrovzozs TO: ozrovzozs WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 04 84 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 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.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Any person or organization for which you have agreed to waive your rights of recovery in a written contract, provided such contract was executed prior to the date of loss. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. WC 00 03 13 04 84 © 1983 National Council on Compensation Insurance Page 1 of 1 INSURED: W.S.nd,Inc. POLICY#: TCP702532011 POLICY PERIOD: 12/01/2025 TO 02/01/2026 COMMERCIAL GENERAL LIABILITY CG83601219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY EXTENSION FOR TECHNOLOGY COMPANIES ENDORSEMENT This Endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM This endorsement broadens coverage. The following schedule of coverage extensions is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement along with your entire policy carefully to determine the extent of coverage afforded. SCHEDULE OF COVERAGE EXTENSIONS A. Additional Insured —Lessors of Leased L. Duties in the Event of Occurrence, Offense, Equipment Claim or Suit B. Additional Insured —Owners, Managers or M. Expected or Intended Injury or Damage Lessors of Premises (Property Damage) C. Additional Insured - Primary and Non- N. Damage to Premises Rented To You contributor D. Additional Insured —Vendors O. Medical Payments E. Additional Insured —Written Contract or P. Non-owned Aircraft Agreement F. Aggregate Limit Per Location Q. Non-owned Watercraft G. Amateur Athletic Participants R. Newly Acquired or Formed Organizations H. Bodily Injury Definition S. Supplementary Payments I. Broadened Named Insured T. Unintentional Omission J. Damage to Property— Borrowed Equipment, U. Waiver of Subrogation- Blanket Customer Goods, Use of Elevators K. Good Samaritan Services A. ADDITIONAL INSURED - LESSORS OF LEASED EQUIPMENT Under Section II -Who Is An Insured, the following is added: Any person or organization that is an equipment lessor is an insured, but only with respect to liability for"bodily injury", "property damage", "personal and advertising injury' caused, in whole or in part, by your acts or omissions in the maintenance, operation or use by you of equipment leased to you by such equipment lessor. The insurance provided to such equipment lessor does not apply to any"bodily injury' or"property damage" caused by an "occurrence"that takes place, or"personal and advertising injury" caused by an offense that is committed after the equipment lease expires. B. ADDITIONAL INSURED -OWNERS, MANAGERS OR LESSORS OF PREMISES Under Section II -Who Is An Insured, the following is added: Any person or organization that is a premises owner, manager or lessor is an insured, but only with respect to liability arising out of the ownership, maintenance or use of that part of any premises leased to you. The insurance provided to such premises owner, manager or lessor does not apply to: 1. Any"bodily injury" or"property damage" caused by an "occurrence" that takes place, or"personal and advertising injury" caused by an offense that is committed, after you cease to be a tenant in that premises; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such premises owner, manager or lessor. CG 83 60 12 19 Includes copyrighted material of Insurance Page 1 of 6 Services Office, Inc., with its permission. C. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY The following is added to the Other Insurance Condition and supersedes any provision to the contrary: This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: 1. The additional insured is a Named Insured under such other insurance; and 2. You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. D. ADDITIONAL INSURED -VENDORS Under Section II -Who Is An Insured, the following is added: Any person or organization that is a vendor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for"bodily injury" or"property damage"that: 1. Is caused by an "occurrence"that takes place after you have signed and executed that contract or agreement; and 2. Arises out of"your products" which are distributed or sold in the regular course of such vendor's business. The insurance provided to such vendor is subject to the following provisions: 1. The limits of insurance provided to such vendor will be the limits which you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. 2. The insurance provided to such vendor does not apply to: a. Any express warranty not authorized by you; b. Any change in "your products" made by such vendor; c. Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of part under instructions from the manufacturer, and then repackaged in the original container; d. Any failure to make such inspections, adjustments, tests or servicing as vendors agree to perform or normally undertake to perform in the regular course of business, in connection with the distribution or sale of"your products"; e. Demonstration, installation, servicing or repair operations, except such operations performed at such vendor's premises in connection with the sale of"your products"; or f. "Your 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 on behalf of such vendor. Coverage under this provision does not apply to: 1. Any person or organization from whom you have acquired "your products", or any ingredient, part or container entering into, accompanying or containing such products; or 2. Any vendor for which coverage as an additional insured specifically is scheduled by endorsement. E. ADDITIONAL INSURED -WRITTEN CONTRACT OR AGREEMENT Under Section II -Who Is An Insured, the following is added: Any person or organization that is not otherwise an insured under this Coverage Part and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for"bodily injury" or"property damage"that: 1. Is caused by an "occurrence"that takes place after you have signed and executed that contract or agreement; and 2. Is caused, in whole or in part, by your acts or omissions in performance of your ongoing operations to which that contract or agreement applies or the acts or omissions of any person or organization performing such operations on your behalf. The limits of insurance provided to such insured will be the limits which you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. F. AGGREGATE LIMIT PER LOCATION 1. Under Section III - Limits Of Insurance, the following is added: The General Aggregate Limit applies separately to each of your"locations" owned by or rented or leased to you. Page 2 of 6 Includes copyrighted material of Insurance CG 83 60 12 19 Services Office, Inc., with its permission. 2. Under Section V- Definitions, the following is added: "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad. G. AMATEUR ATHLETIC PARTICIPANTS Under Section II -Who Is An Insured, the following is added: Any person representing you while participating in amateur athletic activities that you sponsor. However, no such person is an insured for: 1. "Bodily injury"to: a. A co-participant, your"employee" or"volunteer worker"while participating in amateur athletic activities that you sponsor; or b. You, any partner or member (if you are a partnership or joint venture), or any member(if you are a limited liability company), or any"executive officer" (if you are an organization other than a partnership, joint venture, or limited liability company); or 2. "Property damage" to property owned by, occupied or used by, rented to, in the care, custody, or control of, or over which physical control is being exercised for any purpose by: a. A co-participant, your"employee" or"volunteer worker"; or b. You, any partner or member(if you are a partnership or joint venture), or any member(if you are a limited liability company), or any"executive officer" (if you are an organization other than a partnership, joint venture, or limited liability company). H. BODILY INJURY Under Section V- Definitions, the definition of"bodily injury" is deleted and replaced by the following: "Bodily injury" means physical injury, sickness, or disease sustained by a person, including death resulting from any of these. "Bodily injury" also means mental injury, mental anguish, humiliation, or shock sustained by a person, if directly resulting from physical injury, sickness, or disease sustained by that person. I. BROADENED NAMED INSURED Under Section II -Who Is Insured, the following is added: Any person or organization named in the Declarations and any organization you own, newly acquire or form, other than a partnership,joint venture, or limited liability company, and over which you maintain more than 50% of the interests entitled to vote generally in the election of the governing body of such organization will qualify as a Named Insured if there is no other similar insurance available to such organization until the end of the policy period. Coverage under this provision does not apply to any person or organization for which coverage is excluded by endorsement. J. BROADENED PROPERTY DAMAGE - BORROWED EQUIPMENT, CUSTOMERS, GOODS AND USE OF ELEVATORS The insurance for"property damage" liability is subject to the following: 1. Under Section I -Coverages, Coverage A, Bodily Injury and Property Damage Liability, paragraph 2., Exclusions, item j., Damage To Property is amended as follows: a. The exclusion for personal property in the care, custody or control of the insured does not apply to "property damage" to equipment you borrow while at a job site and provided it is not being used by anyone to perform operations at the time of loss. b. The exclusions for: (1) Property loaned to you; (2) Personal property in the care, custody or control of the insured; and (3) That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it; do not apply to "property damage"to "customers' goods"while on your premises nor do they apply to "property damage" arising from the use of elevators at premises you own, rent, lease or occupy. 2. Subject to the Each Occurrence Limit, the most we will pay for"property damage" to "customers' goods" is $25,000 per"occurrence". 3. Under Section V- Definitions, the following is added: "Customers' goods" means goods of your customer on your premises for the purpose of being: a. Repaired; or CG 83 60 12 19 Includes copyrighted material of Insurance Page 3 of 6 Services Office, Inc., with its permission. b. Used in your manufacturing process. 4. Under Section IV-Commercial General Liability Conditions, the insurance afforded by this provision is excess over any other valid and collectible property insurance (including any deductible)available to the insured whether such insurance is primary, excess, contingent or on any other basis. Any payments by us will follow the Other Insurance - Excess Insurance provisions. K. GOOD SAMARITAN SERVICES 1. Under Section II -Who Is Insured, paragraph 2., item d., the following is added: This exclusion does not apply to your employees or volunteer workers, other than an employed or volunteer physician, rendering "Good Samaritan services". 2. Under Section V- Definitions, the following definition is added: "Good Samaritan services" means any emergency medical services for which no compensation is demanded or received. L. DUTIES IN THE EVENT OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Under Section IV-Commercial General Liability Conditions, paragraph 2., Duties In The Event Of Occurrence, Claim or Suit is amended to include the following: 1. The requirements that you must: a. Notify us of an "occurrence"offense, claim or"suit"; and b. Send us documents concerning a claim or"suit" apply only when such accident claim, "suit" or loss is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) An executive officer of the corporation or insurance manager, if you are a corporation; or (4) A manager, if you are a limited liability company. 2. The requirement that you must notify us as soon as practicable of an "occurrence"or an offense that may result in a claim does not apply if you report an "occurrence"to your workers compensation insurer which later develops into a liability claim for which coverage is provided by this policy. However, as soon as you have definite knowledge that the particular"occurrence" is a liability claim rather than a workers' compensation claim, you must comply with the Duties In The Event Of Occurrence, Offense, Claim Or Suit Condition. M. EXPECTED OR INTENDED INJURY OR DAMAGE (PROPERTY DAMAGE) Under Section I -Coverages, Coverage A, Bodily Injury And Property Damage Liability, paragraph 2., Exclusions, item a., Expected Or Intended Injury, is deleted and replaced by the following: a. Expected or Intended Injury "Bodily injury" or"property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to"bodily injury" or"property damage" resulting from the use of reasonable force to protect persons or property. N. DAMAGE TO PREMISES RENTED TO YOU If damage to premises rented to you is not otherwise excluded from this policy or coverage part, then the following provisions apply: 1. The last paragraph under 2. Exclusions of Section I -Coverage A- Bodily Injury And Property Damage Liability is deleted and replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, "smoke", or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with the permission of the owner, including the contents of premises rented to you for a period of seven or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III - Limits Of Insurance. 2. The paragraph immediately after Sub-paragraph j.(6) of Paragraph 2. Exclusions of Section I -Coverage A- Bodily Injury And Property Damage Liability is deleted and replaced by the following: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, "smoke", or leakage from automatic fire protective systems)to premises, including the contents of such premises, rented to you for a period of seven or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III - Limits Of Insurance. Page 4 of 6 Includes copyrighted material of Insurance CG 83 60 12 19 Services Office, Inc., with its permission. 3. Paragraph 6. of Section III - Limits Of Insurance is deleted and replaced by the following: 6. Subject to Paragraph 5. above, the greater of: a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations; is the most we will pay under Coverage A for damages because of"property damage"to premises while rented to you, or in the case of damage by fire, lightning, explosion, "smoke", or leakage from automatic fire protective systems, while rented to you or temporarily occupied by you with permission of the owner, including the contents of such premises rented to you for a period of seven or fewer consecutive days. 4. Subparagraph b.(1)(a)(ii) of Paragraph 4. Other Insurance of Section IV-Commercial General Liability Conditions is deleted and replaced by the following: (ii) That is fire, lightning, explosion, "smoke" or leakage from automatic fire protective systems insurance for premises rented to you or temporarily occupied by you with permission of the owner, or for personal property of others in your care, custody or control; 5. Subparagraph a. of Definition 9. "Insured contract" of Section V- Definitions is deleted and replaced by the following: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, "smoke" or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract". 6. As used in this provision "smoke" does not include smoke from agricultural smudging, industrial operations or a "hostile fire". O. MEDICAL PAYMENTS 1. Under Section I -Coverages, Coverage C, Medical Payments, paragraph 1., Insuring Agreement, the requirement that expenses are incurred and reported to us within one year of the date of the accident is changed to three years. 2. The Medical Expense Limit is $15,000 per person or the amount shown in the Declarations as the Medical Expense Limit, whichever is greater. 3. This provision O. does not apply if Coverage C, Medical Payments, is otherwise excluded either by the provisions of the Coverage Form or by endorsement. P. NON-OWNED AIRCRAFT 1. Under Section I -Coverages, Coverage A, Bodily Injury and Property Damage Liability, item 2., Exclusions, item g., Aircraft, Auto Or Watercraft, does not apply to an aircraft that is: a. Hired, chartered or loaned with a paid crew; and b. Not owned by any insured. 2. The insurance afforded by this provision P. is excess over any other valid and collectible insurance (including any deductible or Self Insured Retention)available to the insured, whether such insurance is primary, excess, contingent or on any other basis.Any payments by us will follow the Other Insurance - Excess Insurance provisions in the Commercial General Liability Conditions. Q. NON-OWNED WATERCRAFT 1. Under Section II -Who Is Insured, is amended as follows: To include as an insured for any watercraft that is covered by this policy, any person who, with your expressed or implied consent, either uses or is responsible for the use of a watercraft. However, no person or organization is an insured with respect to: a. "Bodily injury"to a co-"employee" of the person operating the watercraft; or b. "Property damage"to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 2. In the exception to the Aircraft, Auto Or Watercraft exclusion under Coverage A, Bodily Injury And Property Damage Liability, the limitation on the length of a watercraft is increased to 75 feet. 3. The insurance afforded by this provision Q. is excess over any other valid and collectible insurance (including any deductible or Self Insured Retention)available to the insured, whether such insurance is primary, excess, contingent or on any other basis. Any payments by us will follow the Other Insurance - Excess Insurance provisions in the Commercial General Liability Conditions. CG 83 60 12 19 Includes copyrighted material of Insurance Page 5 of 6 Services Office, Inc., with its permission. R. NEWLY ACQUIRED OR FORMED ORGANIZATIONS Under Section II -Who Is An Insured, item 3.a. is deleted and replaced by the following: a. Coverage under this provision is afforded only until the end of the current policy period. S. SUPPLEMENTARY PAYMENTS Under Section I -Coverages, Supplementary Payments -Coverages A and B is amended as follows: 1. The limit for the cost of bail bonds is amended to $2,500; and 2. The limit for reasonable expenses incurred by the "insured" is amended to $500 a day. T. UNINTENTIONAL OMISSION Under Section IV-Commercial General Liability Conditions, paragraph 6., Representations, the following is added: The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. U. WAIVER OF SUBROGATION -BLANKET Under Section IV-Commercial General Liability Conditions, paragraph 8., Transfer of Rights of Recovery Against Others to Us the following is added: We will waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your ongoing operations done under a written contract or agreement with that person or organization and included in "your work" or the "products-completed operations hazard". This waiver applies only to persons or organizations with whom you have a written contract, executed prior to the "bodily injury" or"property damage", that requires you to waive your rights of recovery. Page 6 of 6 Includes copyrighted material of Insurance CG 83 60 12 19 Services Office, Inc., with its permission. 72/12/2025 (MM/DD/YYYY) A�" EVIDENCE OF PROPERTY INSURANCE THIS EVIDENCE OF PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW.THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE ADDITIONAL INTEREST. AGENCY A/C.ONE COMPANY No Ext:949-900-1780 Agency LLC StarNet Insurance Company Marsh&McLennan A 9 Y Town Pavilion Marsh&McLennan Ins.Agency LLC Kansas City, MO 64106 1 Polaris Way#300 Aliso Viejo,CA 92656 License#:OH18131 FAX A/C No), ADDRESS:OCCerts@MarshMMA.com CODE: SUB CODE: AGENCY CUSTOMER ID#: INSURED LOAN NUMBER POLICY NUMBER InfoSend,Inc. TCP702532011 4240 E. La Palma Avenue Anaheim CA 92807-CA EFFECTIVE DATE EXPIRATION DATE CONTINUED UNTIL 02/01/2025 02/01/2026 El TERM INATEDIFCHECKED THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION LOCATION/DESCRIPTION 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 EVIDENCE OF PROPERTY INSURANCE 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. COVERAGE INFORMATION PERILS INSURED I I BASIC BROAD I X SPECIAL COVERAGE/PERILS/FORMS AMOUNT OF INSURANCE DEDUCTIBLE Blanket Building: Locations#1,#2,#3 $13,800,000 $5,000 Blanket Personal Property:Locations#1,#2,#3 $21,000,000 $5,000 Blanket Business Income&Extra Expense: Locations#1,#2,#3 $8,000,000 24 Hrs. Loc#1 4240 E La Palma Ave Anaheim,CA 92807 Loc#2 1161 Fee Ana St Anaheim,CA 92807 Loc#3 1406 Centre Cir Downers Grove, IL 60515 Personal Property Loc#4 13891 Jetport Loop#15, Fort Myers, FL 33913 $75,000 $5,000 Business Income&Extra Expense Loc#4 13891 Jetport Loop#15, Fort Myers, FL 33913 $75,000 24 Hrs. Personal Property Loc#5 4301 Cambridge Rd.,Suite B, Fort Worth,TX 76155 $1,500,000 $5,000 Business Income&Extra Expense Loc#5 4301 Cambridge Rd.,Suite B, Fort Worth,TX 76155 $750,000 24 Hrs. Cause of Loss:Special(Including Theft) Valuation: Replacement Cost Agreed Amount Applies See Attached... REMARKS(including Special Conditions RE: Evidence of coverage. CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST NAME AND ADDRESS ADDITIONAL INSURED H LENDER'S LOSS PAYABLE Ll LOSS PAYEE MORTGAGEE LOAN# City of Santa Ana 20 Civic Center Plaza AUTHORIZED REPRESENTATIVE Santa Ana„CA 92702 ACORD 27(2016/03) @ 1993-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: LOC#: ACC o ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Marsh&McLennan Agency LLC InfoSend, Inc. 4240 E. La Palma Avenue POLICY NUMBER Anaheim CA 92807-CA TCP702532011 CARRIER NAIC CODE StarNet Insurance Company EFFECTIVE DATE:OZ/OIIZOZS ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 27 FORM TITLE: EVIDENCE OF PROPERTY INSURANCE COVERAGE INFORMATION: Property in Transit,Amount Of Insurance:$50,000, Deductible:$1,000 Property on Exhibition,Amount Of Insurance:$50,000, Deductible:$1,000 Property at Unscheduled Locations,Amount Of Insurance:$50,000, Deductible:$1,000 ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DATE(MM/DD/YYYY) A�" CERTIFICATE OF LIABILITY INSURANCE 2/10/2026 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Emilia Alvarez Marsh &McLennan Agency LLC PHONE FAX Marsh &McLennan Ins.Agency LLC A/c No Ext: .JC,No: E-M1 Polaris Way#300 ADDRESS: OCCerts@MarshMMA.com Aliso Viejo CA 92656 INSURER(S)AFFORDING COVERAGE NAIC# License#:OH18131 INSURERA: StarNet Insurance Company 40045 INSURED INFOSENDI INSURERB:American Casualty Company of Reading PA 20427 InfoSend, Inc. 4240 E. La Palma Avenue INsuRERc:The Continental Insurance Company 35289 Anaheim CA 92807-CA INSURER D: Underwriters at Lloyd's London 55555 INSURERE:Arch Insurance Company 11150 INSURER F: COVERAGES CERTIFICATE NUMBER:61996741 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 EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DD MM/DD A X COMMERCIAL GENERAL LIABILITY Y TCP20531712 2/1/2026 2/1/2027 EACH OCCURRENCE $1,000,000 CLAIMS-MADE OCCUR PREMISES DAMAGE TO PREMISES Ea occurrence) ccurrence $1,000,000 MED EXP(Any one person) $15,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY PRO ❑ LOC PRODUCTS-COMP/OP AGG $2,000,000 JECT OTHER:El $ A AUTOMOBILE LIABILITY TCP20531712 2/1/2026 2/1/2027 COMBINED SINGLE LIMIT $1,000,000 Ea accident X 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 L $ A X UMBRELLALIAB X OCCUR TCP20531712 2/1/2026 2/1/2027 EACH OCCURRENCE $5,000,000 EXCESS LAB CLAIMS-MADE AGGREGATE $5,000,000 DED X RETENTION$n $ B WORKERS COMPENSATION Y 7064059628 2/1/2026 2/1/2027 X PER OTH- C AND EMPLOYERS'LIABILITY Y/N 7064059631 2/1/2026 2/1/2027 STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICE R/M EMBER 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 D Prof Liab/Cyber Y AMWIN10207 2/1/2026 2/1/2027 Agg./Claim $5,000,000 D Retro 12/01/06 AMWIN10207 2/1/2026 2/1/2027 Retention $100,000 E Crime N N PCD100556503 2/1/2026 2/1/2027 Limit/Retention $500,000/$10,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The City of Santa Ana, its officers,employees,agents,volunteers and representatives are included as additional insured as respects to General Liability per attached endorsement. Primary& Non-Contributory wording applies to General Liability per attached endorsement.Waiver of Subrogation applies to Cyber Liability and Workers Compensation per attached endorsements.30 Day Notice of Cancellation for Non-Renewal/10 Day Notice for Non-Payment of Premium Provision applies,where required by written contract. APPROVED CERTIFICATE HOLDER CANCELLATION By Tu Train Nguyen at 2:27 pm,Feb 10, 2026 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Santa Ana ACCORDANCE WITH THE POLICY PROVISIONS. Attention: Finance and Management Services 20 Civic Center Plaza, Santa Ana, CA 92701, M-15 AUTHORIZED REPRESENTATIVE Santa Ana CA 92701 fid . @ 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD InfoSend,Inc. HAMILTON CYBER-TECH INSURANCE POLICY ENDORSEMENT WAIVER OF SUBROGATION WHERE REQUIRED BY CONTRACT This Endorsement is attached to and forms part of Policy Number AMWIN10207 Effective Date: 0 2101/2 0 2 6 In consideration of the premium charged,we agree to waive our right to be subrogated to the extent of any payments under this Policy to the Named Insured's rights of recovery against any entity or organization with which the Named Insured has a contractual obligation to provide such waiver of subrogation pursuant to a written contract or agreement. With respect solely to such obligation of the Named Insured under such contract, Condition K.Subrogation will be deemed deleted to give effect to the purpose and intent of this endorsement. All other provisions of the policy remain unchanged. INSURED: InfoSend,Inc. POLICY#: 7064059628 POLICY PERIOD: 02J01i2026 TO: 02/01/2027 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 04 84 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 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.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Any person or organization for which you have agreed to waive your rights of recovery in a written contract, provided such contract was executed prior to the date of loss. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. WC 00 03 13 04 84 © 1983 National Council on Compensation Insurance Page 1 of 1 INSURED: InfoSend,Inc. POLICY#: TCP20531712 POLICY PERIOD: 0101/2026 TO 02/01/2027 COMMERCIAL GENERAL LIABILITY CG83601219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY EXTENSION FOR TECHNOLOGY COMPANIES ENDORSEMENT This Endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM This endorsement broadens coverage. The following schedule of coverage extensions is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement along with your entire policy carefully to determine the extent of coverage afforded. SCHEDULE OF COVERAGE EXTENSIONS A. Additional Insured —Lessors of Leased L. Duties in the Event of Occurrence, Offense, Equipment Claim or Suit B. Additional Insured —Owners, Managers or M. Expected or Intended Injury or Damage Lessors of Premises roperty Damage) C. Additional Insured - Primary and Non- N. Damage to Premises Rented To You contributor D. Additional Insured —Vendors O. Medical Payments E. Additional Insured —Written Contract or P. Non-owned Aircraft Agreement F. Aggregate Limit Per Location Q. Non-owned Watercraft G. Amateur Athletic Participants R. Newly Acquired or Formed Organizations H. Bodily Injury Definition S. Supplementary Payments I. Broadened Named Insured T. Unintentional Omission J. Damage to Property— Borrowed Equipment, U. Waiver of Subrogation - Blanket Customer Goods, Use of Elevators K. Good Samaritan Services A. ADDITIONAL INSURED - LESSORS OF LEASED EQUIPMENT Under Section II -Who Is An Insured, the following is added: Any person or organization that is an equipment lessor is an insured, but only with respect to liability for"bodily injury", "property damage", "personal and advertising injury" caused, in whole or in part, by your acts or omissions in the maintenance, operation or use by you of equipment leased to you by such equipment lessor. The insurance provided to such equipment lessor does not apply to any"bodily injury" or"property damage" caused by an "occurrence"that takes place, or"personal and advertising injury" caused by an offense that is committed after the equipment lease expires. B. ADDITIONAL INSURED - OWNERS, MANAGERS OR LESSORS OF PREMISES Under Section II -Who Is An Insured, the following is added: Any person or organization that is a premises owner, manager or lessor is an insured, but only with respect to liability arising out of the ownership, maintenance or use of that part of any premises leased to you. The insurance provided to such premises owner, manager or lessor does not apply to: 1. Any"bodily injury" or"property damage" caused by an "occurrence"that takes place, or"personal and advertising injury" caused by an offense that is committed, after you cease to be a tenant in that premises; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such premises owner, manager or lessor. CG 83 60 12 19 Includes copyrighted material of Insurance Page 1 of 6 Services Office, Inc., with its permission. C. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY The following is added to the Other Insurance Condition and supersedes any provision to the contrary: This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: 1. The additional insured is a Named Insured under such other insurance; and 2. You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. D. ADDITIONAL INSURED -VENDORS Under Section II -Who Is An Insured, the following is added: Any person or organization that is a vendor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for"bodily injury" or"property damage"that: 1. Is caused by an "occurrence"that takes place after you have signed and executed that contract or agreement; and 2. Arises out of"your products"which are distributed or sold in the regular course of such vendor's business. The insurance provided to such vendor is subject to the following provisions: 1. The limits of insurance provided to such vendor will be the limits which you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. 2. The insurance provided to such vendor does not apply to: a. Any express warranty not authorized by you; b. Any change in "your products" made by such vendor; c. Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of part under instructions from the manufacturer, and then repackaged in the original container; d. Any failure to make such inspections, adjustments, tests or servicing as vendors agree to perform or normally undertake to perform in the regular course of business, in connection with the distribution or sale of"your products"; e. Demonstration, installation, servicing or repair operations, except such operations performed at such vendor's premises in connection with the sale of"your products"; or f. "Your 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 on behalf of such vendor. Coverage under this provision does not apply to: 1. Any person or organization from whom you have acquired "your products", or any ingredient, part or container entering into, accompanying or containing such products; or 2. Any vendor for which coverage as an additional insured specifically is scheduled by endorsement. E. ADDITIONAL INSURED -WRITTEN CONTRACT OR AGREEMENT Under Section II -Who Is An Insured, the following is added: Any person or organization that is not otherwise an insured under this Coverage Part and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for"bodily injury" or"property damage"that: 1. Is caused by an "occurrence"that takes place after you have signed and executed that contract or agreement; and 2. Is caused, in whole or in part, by your acts or omissions in performance of your ongoing operations to which that contract or agreement applies or the acts or omissions of any person or organization performing such operations on your behalf. The limits of insurance provided to such insured will be the limits which you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. F. AGGREGATE LIMIT PER LOCATION 1. Under Section III - Limits Of Insurance, the following is added: The General Aggregate Limit applies separately to each of your"locations" owned by or rented or leased to you. Page 2 of 6 Includes copyrighted material of Insurance CG 83 60 12 19 Services Office, Inc., with its permission. 2. Under Section V- Definitions, the following is added: "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad. G. AMATEUR ATHLETIC PARTICIPANTS Under Section II -Who Is An Insured, the following is added: Any person representing you while participating in amateur athletic activities that you sponsor. However, no such person is an insured for: 1. "Bodily injury"to: a. A co-participant, your"employee" or"volunteer worker"while participating in amateur athletic activities that you sponsor; or b. You, any partner or member(if you are a partnership or joint venture), or any member(if you are a limited liability company), or any"executive officer" (if you are an organization other than a partnership, joint venture, or limited liability company); or 2. "Property damage"to property owned by, occupied or used by, rented to, in the care, custody, or control of, or over which physical control is being exercised for any purpose by: a. A co-participant, your"employee" or"volunteer worker"; or b. You, any partner or member(if you are a partnership or joint venture), or any member(if you are a limited liability company), or any"executive officer" (if you are an organization other than a partnership, joint venture, or limited liability company). H. BODILY INJURY Under Section V- Definitions, the definition of"bodily injury" is deleted and replaced by the following: "Bodily injury" means physical injury, sickness, or disease sustained by a person, including death resulting from any of these. "Bodily injury" also means mental injury, mental anguish, humiliation, or shock sustained by a person, if directly resulting from physical injury, sickness, or disease sustained by that person. I. BROADENED NAMED INSURED Under Section II -Who Is Insured, the following is added: Any person or organization named in the Declarations and any organization you own, newly acquire or form, other than a partnership,joint venture, or limited liability company, and over which you maintain more than 50% of the interests entitled to vote generally in the election of the governing body of such organization will qualify as a Named Insured if there is no other similar insurance available to such organization until the end of the policy period. Coverage under this provision does not apply to any person or organization for which coverage is excluded by endorsement. J. BROADENED PROPERTY DAMAGE -BORROWED EQUIPMENT, CUSTOMERS' GOODS AND USE OF ELEVATORS The insurance for"property damage" liability is subject to the following: 1. Under Section I -Coverages, Coverage A, Bodily Injury and Property Damage Liability, paragraph 2., Exclusions, item j., Damage To Property is amended as follows: a. The exclusion for personal property in the care, custody or control of the insured does not apply to "property damage"to equipment you borrow while at a job site and provided it is not being used by anyone to perform operations at the time of loss. b. The exclusions for: (1) Property loaned to you; (2) Personal property in the care, custody or control of the insured; and (3) That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it; do not apply to "property damage"to "customers' goods"while on your premises nor do they apply to "property damage" arising from the use of elevators at premises you own, rent, lease or occupy. 2. Subject to the Each Occurrence Limit, the most we will pay for"property damage"to "customers'goods" is $25,000 per"occurrence". 3. Under Section V- Definitions, the following is added: "Customers'goods" means goods of your customer on your premises for the purpose of being: a. Repaired; or CG 83 60 12 19 Includes copyrighted material of Insurance Page 3 of 6 Services Office, Inc., with its permission. b. Used in your manufacturing process. 4. Under Section IV -Commercial General Liability Conditions, the insurance afforded by this provision is excess over any other valid and collectible property insurance (including any deductible) available to the insured whether such insurance is primary, excess, contingent or on any other basis. Any payments by us will follow the Other Insurance - Excess Insurance provisions. K. GOOD SAMARITAN SERVICES 1. Under Section II -Who Is Insured, paragraph 2., item d., the following is added: This exclusion does not apply to your employees or volunteer workers, other than an employed or volunteer physician, rendering "Good Samaritan services". 2. Under Section V- Definitions, the following definition is added: "Good Samaritan services" means any emergency medical services for which no compensation is demanded or received. L. DUTIES IN THE EVENT OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Under Section IV -Commercial General Liability Conditions, paragraph 2., Duties In The Event Of Occurrence, Claim or Suit is amended to include the following: 1. The requirements that you must: a. Notify us of an "occurrence" offense, claim or"suit"; and b. Send us documents concerning a claim or"suit" apply only when such accident claim, "suit" or loss is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) An executive officer of the corporation or insurance manager, if you are a corporation; or (4) A manager, if you are a limited liability company. 2. The requirement that you must notify us as soon as practicable of an "occurrence" or an offense that may result in a claim does not apply if you report an "occurrence"to your workers compensation insurer which later develops into a liability claim for which coverage is provided by this policy. However, as soon as you have definite knowledge that the particular"occurrence" is a liability claim rather than a workers' compensation claim, you must comply with the Duties In The Event Of Occurrence, Offense, Claim Or Suit Condition. M. EXPECTED OR INTENDED INJURY OR DAMAGE (PROPERTY DAMAGE) Under Section I -Coverages, Coverage A, Bodily Injury And Property Damage Liability, paragraph 2., Exclusions, item a., Expected Or Intended Injury, is deleted and replaced by the following: a. Expected or Intended Injury "Bodily injury" or"property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or"property damage" resulting from the use of reasonable force to protect persons or property. N. DAMAGE TO PREMISES RENTED TO YOU If damage to premises rented to you is not otherwise excluded from this policy or coverage part, then the following provisions apply: 1. The last paragraph under 2. Exclusions of Section I -Coverage A- Bodily Injury And Property Damage Liability is deleted and replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, "smoke", or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with the permission of the owner, including the contents of premises rented to you for a period of seven or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III - Limits Of Insurance. 2. The paragraph immediately after Sub-paragraph j.(6) of Paragraph 2. Exclusions of Section I -Coverage A- Bodily Injury And Property Damage Liability is deleted and replaced by the following: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, "smoke", or leakage from automatic fire protective systems) to premises, including the contents of such premises, rented to you for a period of seven or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III -Limits Of Insurance. Page 4 of 6 Includes copyrighted material of Insurance CG 83 60 12 19 Services Office, Inc., with its permission. 3. Paragraph 6. of Section III - Limits Of Insurance is deleted and replaced by the following: 6. Subject to Paragraph 5. above, the greater of: a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations; is the most we will pay under Coverage A for damages because of"property damage"to premises while rented to you, or in the case of damage by fire, lightning, explosion, "smoke", or leakage from automatic fire protective systems, while rented to you or temporarily occupied by you with permission of the owner, including the contents of such premises rented to you for a period of seven or fewer consecutive days. 4. Subparagraph b.(1)(a)(ii) of Paragraph 4. Other Insurance of Section IV-Commercial General Liability Conditions is deleted and replaced by the following: (ii) That is fire, lightning, explosion, "smoke"or leakage from automatic fire protective systems insurance for premises rented to you or temporarily occupied by you with permission of the owner, or for personal property of others in your care, custody or control; 5. Subparagraph a. of Definition 9. "Insured contract' of Section V- Definitions is deleted and replaced by the following: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, "smoke"or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract'. 6. As used in this provision "smoke"does not include smoke from agricultural smudging, industrial operations or a "hostile fire". O. MEDICAL PAYMENTS 1. Under Section I -Coverages, Coverage C, Medical Payments, paragraph 1., Insuring Agreement, the requirement that expenses are incurred and reported to us within one year of the date of the accident is changed to three years. 2. The Medical Expense Limit is $15,000 per person or the amount shown in the Declarations as the Medical Expense Limit, whichever is greater. 3. This provision O. does not apply if Coverage C, Medical Payments, is otherwise excluded either by the provisions of the Coverage Form or by endorsement. P. NON-OWNED AIRCRAFT 1. Under Section I -Coverages, Coverage A, Bodily Injury and Property Damage Liability, item 2., Exclusions, item g., Aircraft,Auto Or Watercraft, does not apply to an aircraft that is: a. Hired, chartered or loaned with a paid crew; and b. Not owned by any insured. 2. The insurance afforded by this provision P. is excess over any other valid and collectible insurance (including any deductible or Self Insured Retention) available to the insured, whether such insurance is primary, excess, contingent or on any other basis. Any payments by us will follow the Other Insurance - Excess Insurance provisions in the Commercial General Liability Conditions. Q. NON-OWNED WATERCRAFT 1. Under Section II -Who Is Insured, is amended as follows: To include as an insured for any watercraft that is covered by this policy, any person who, with your expressed or implied consent, either uses or is responsible for the use of a watercraft. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person operating the watercraft; or b. "Property damage"to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 2. In the exception to the Aircraft, Auto Or Watercraft exclusion under Coverage A, Bodily Injury And Property Damage Liability, the limitation on the length of a watercraft is increased to 75 feet. 3. The insurance afforded by this provision Q. is excess over any other valid and collectible insurance (including any deductible or Self Insured Retention) available to the insured, whether such insurance is primary, excess, contingent or on any other basis. Any payments by us will follow the Other Insurance - Excess Insurance provisions in the Commercial General Liability Conditions. CG 83 60 12 19 Includes copyrighted material of Insurance Page 5 of 6 Services Office, Inc., with its permission. R. NEWLY ACQUIRED OR FORMED ORGANIZATIONS Under Section II -Who Is An Insured, item 3.a. is deleted and replaced by the following: a. Coverage under this provision is afforded only until the end of the current policy period. S. SUPPLEMENTARY PAYMENTS Under Section I -Coverages, Supplementary Payments -Coverages A and B is amended as follows: 1. The limit for the cost of bail bonds is amended to $2,500; and 2. The limit for reasonable expenses incurred by the "insured" is amended to $500 a day. T. UNINTENTIONAL OMISSION Under Section IV -Commercial General Liability Conditions, paragraph 6., Representations, the following is added: The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. U. WAIVER OF SUBROGATION - BLANKET Under Section IV -Commercial General Liability Conditions, paragraph 8., Transfer of Rights of Recovery Against Others to Us the following is added: We will waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your ongoing operations done under a written contract or agreement with that person or organization and included in "your work" or the "products-completed operations hazard". This waiver applies only to persons or organizations with whom you have a written contract, executed prior to the "bodily injury" or"property damage", that requires you to waive your rights of recovery. Page 6 of 6 Includes copyrighted material of Insurance CG 83 60 12 19 Services Office, Inc., with its permission.