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HomeMy WebLinkAboutOUTDOOR DIMENSIONS, LLCINSURANCE ON FILE WORK MAY PROCEED UNTIL ;NSURANCE EXPIRES a 1151w1, CITY CLERK DATE: AUG 21 2024 D'. C0 oCd) AGREEMENT WITH OUTDOOR DIMENSIONS, LLC TO BUILD AND INSTALL DIGITAL MARQUEES A-2024-110 THIS AGREEMENT is made and entered into on this 6th day of August, 2024 by and between Outdoor Dimensions, LLC, a Delaware limited liability company, ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On July 11, 2023, the City issued Request for Proposal #23-099A ("RFP") seeking qualified contractors to provide and install digital marquees at six (6) locations across the City ("Project"). The Project is part of the Revive Santa Ana program and the Expansion of Critical Communications Project which aims to deliver important messages to our residents across the City in the most effective ways possible. As such, the City sought proposals to contract with a firm to source and install digital marquees at five (5) high - traffic areas in the City upon which vital communications will be shared with the Santa Ana community. B. Contractor was the sole responsive vendor to submit a proposal and represents that it is able and willing to provide such services to the City. Contractor's proposal to the RFP shall be incorporated by reference as though fully attached hereto the Agreement. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES a. Contractor shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described in Exhibit A and Exhibit B, attached hereto and incorporated by reference, at the locations detailed below. b. Consultant and City shall agree upon, in writing, as to the selection and commencement of services for each location, listed below. Consultant shall bond each site individually upon confirmation of site selection by the parties. • Rosita Park, 706 N. Newhope St. • Centennial Park, 3000 W. Edinger Ave. • Thornton Park, 1801 W. Segerstrom Ave. • Jerome Park, 2115 W. McFadden Ave. Page 1 of 12 Delhi Park, 2314 S. Halladay St. Bowers Museum south parking lot, 1910 N. Main St. Santiago Park, 2535 N. Main St. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges identified in either quote "QT028167" or quote "QT028169" attached hereto as Exhibit C and Exhibit D, respectively, and in accordance with Section 2-7.1 of the Greenbook: Standard Specifications for Public Works Construction. Costs are contingent upon confirmation of the final location, as detailed in Section Lb and c, above. The total amount to be expended during the term of this Agreement shall not exceed the amount of $1,668,098.71. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Contractor agree that all payments due and owing under this Agreement shall be made through Automated Clearing House (ACH) transfers. Contractor agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Contractor's account(s) with financial institutions. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above for a one (1) year term with the option for the City to grant up to a one (1) year renewal, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 16, below. 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an Page 2 of 12 independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. INSURANCE Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 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 $1,000,000 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. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with limitno less than $1,000,000 per accident for bodily injury and property damage. Page 3 of 12 Workers' Compensation: 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. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the Entity requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The Entity, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 1185 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). Primary Coverage For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers,officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the Entity. Waiver of Subrogation Contractor hereby grants to Entity a waiver of any right to subrogation which any insurer of said Contractor may acquire against the Entity by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiverof subrogation, but this provision applies regardless of whether or not the Entity has received a waiver of subrogation endorsement from the insurer. Self -Insured Retentions Self -insured retentions must be declared to and approved by the Entity. The Entity may require Page 4 of 12 the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or Entity. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state with current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to the Entity. Claims Made Policies (note — should be applicable only to professional liability, see below) If any of the required policies provide claims -made coverage: • The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. • Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. • 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 Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of work. Verification of Coverage Contractor shall furnish the Entity with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGLpolicy listing allpolicy endorsements to Entity before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The Entity reserves the right to require complete, certified copies of all required insurance policies,including endorsements required by these specifications, at any time. Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that Entity is an additional insured on insurance required from subcontractors. Special Risks or Circumstances Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Page 5 of 12 8. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 10. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such Page 6 of 12 information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Page 7 of 12 Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 18. 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. 19. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. Page 8 of 12 20. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: City Clerk City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: City Manager City of Santa Ana 20 Civic Center Plaza (M-31) P.O. Box 1988 Santa Ana, California 92702 To Contractor: Outdoor Dimensions, LLC Attn: Danielle Purcell, Account Executive 5325 East Hunter Ave. Anaheim, CA 92807 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 21. FUNDING -RELATED PROVISIONS 21.1 The City will be using funds made available to it by the American Rescue Plan Act of 2021 ("ARPA") to pay this amount, and that Grantee will be responsible for abiding by the rules and regulations associated with said funding. 21.2 ARPA was signed into law in March 2021. ARPA authorizes the United States Page 9 of 12 Department of Treasury ("Treasury") to provide funding for a number of different programs, including the Coronavirus State Fiscal Recovery Fund and the Coronavirus Local Fiscal Recovery Fund, together known as the Coronavirus State and Local Fiscal Recovery Funds ("CSLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COVID-19 public health emergency. The City has determined that this Agreement is a permissible use of CSLFRF funds. 21.3 As applicable, Grantee shall comply with all federal requirements including, but not limited to, the following: a. Sections 602 and 603 of the Social Security Act as added by Section 9901 of ARPA; b. Treasury Final Rule for ARPA, available at https://www. og vinfo.gov/content/nkg/FR-2022-01-27/pdf/2022-00292.ndf; C. Treasury Compliance and Reporting Guidance for ARPA, available at Guidance.pdf; d. 2 C.F.R. Part 200 — Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, other than such provisions as the Treasury may determine are inapplicable to the CSLFRF program and subject to such exceptions as may be otherwise provided by the Treasury; and C. Treasury Coronavirus Local Fiscal Recovery Fund Award Terms and Conditions, available at https://home.treasury.aov/system/files/136/NEU Award Terms and Conditions. ddf 21.4 With respect to any conflict between such federal requirements and the terms of this Agreement and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control. 22. COMMUNITY WORKFORCE AGREEMENT If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: http://www.santa- ana.org/pwa/documents/CWA.pdf 23. CALIFORNIA AIR RESOURCES BOARD COMPLIANCE Contractor shall comply, and shall ensure all subcontractors comply, with all applicable requirements of the most current version of the regulations imposed by California Air Resources Board ("CARB") including, without limitation, all applicable terms of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments ("Regulation"). Throughout the Project, and for three (3) years thereafter, Contractor shall make available for Page 10 of 12 inspection and copying any and all documents or information associated with Contractor's and its subcontractors' fleets including, without limitation, the Certificates of Reported Compliance ("CRCs"), fuel/refueling records, maintenance records, emissions records, and any other information the Contractor is required to produce, keep or maintain pursuant to the Regulation upon two (2) calendar days' notice from the City. Contractor shall be solely liable for any and all costs associated with compliance with the Regulation as well as for any and all penalties, fines, damages, or costs associated with any and all violations, or failures to comply with the Regulation. Contractor shall defend, indemnify and hold harmless the City, its officials, officers, employees and authorized volunteers free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Regulation. 24. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. [signature page to follow] Page 11 of 12 SIGNATURE PAGE TO AGREEMENT WITH OUTDOOR DIMENSIONS, LLC TO BUILD AND INSTALL DIGITAL MARQUEES IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. A TTF CT• APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: onathan T. Martinez Assistant City Attorney CITY OF SANTA ANA AMto V,,� Alvaro Nunez City Manager CONTRACTOR: Page 12 of 12 EXHIBIT A SCOPE OF SERVICES EXHIBIT A SCOPE OF SERVICES Contractor shall perform services as set forth below: A. Description of Services 1. Proposed Locations a. Rosita Park b. Centennial Park c. Bowers Museum OR Santiago Park Entrance d. Jerome Park e. Delhi Park f. Carl Thornton Park Source digital marquees (screens) a. High -quality 6-8mm marquee b. Resolution 8 mm or better c. Screen size approximately 8xl 1 feet d. Optional/Preferred: Night mode to reduce light pollution from screen e. All related engineering costs f. 5+ year warranty 3. Source digital marquee structures a. Minimum 8 feet tall b. Required: 1-2 sided to display 1-2 screens; preferred: option of up to 3 sides/screens c. Ability to provide a variety of design options, such as using the City logo, designs that reflect Santa Ana community/digital marquee location, and designs compatible with historically sensitive properties and neighborhoods. d. Ability to provide anti -graffiti options or coating. 4. Install digital marquees a. Structure acquisition and installation. b. Construction/installation of structure, including all necessary excavation, electrical connection, concrete work and landscaping c. Additional geotechnical services, if needed. d. Traffic Control, wherever applicable. e. Installation of screen 5. Maintenance a. Long-term maintenance and service provision for screen: 5 years minimum, with option to extend service warranty for 10-15 years or longer. b. Warranty is 5 years full parts only, no onsite labor. C. Extend to 10-year warranty $7630 per location. b. Maintenance, service, and warranty options for structure. • Structure warranty is 1 year. • Warranty attached for reference. • $14,500 total to extend 5 years. c. Security options for design and operation. • For service relating to the structures— 4x/year once a quarter inspection. Includes: cleaning excess dirt, graffiti, identifying maintenance issues. Does not include maintenance, which would be covered under the warranty. • $8000/year 6. Screen functionality, operation and services a. Remote programming accessible to City operators via internet b. Ability to enter text to display or upload designs c. Ability to play static graphics and animations/video d. Contractor provides training to staff RFP No. 23-099A Digital Marquees for Multiple Locations CITY OF SANTA ANA e. Optional: Content services such as creation of display templates and graphic design upon request. B. SAFETY PROGRAM REQUIREMENTS: Work Site Safety shall be as defined by the Standard Specifications and these special provisions: Contractor shall be solely responsible for ensuring that all work performed under the contract is performed in strict compliance with all applicable Federal, State and local occupational safety regulations. Consultant/Contractor shall provide at its expense all safeguards, safety devices and protective equipment, and shall take any and all actions appropriate to providing a safe Project site. The following is required in addition to the requirements of the Standard Specification: 1. Contractor shall train all employees, or subcontractor personnel in the work practices necessary to safely perform their job. 2. Contractor shall identify all known potential hazards related to the work performed and train all employees and subcontractor personnel on how to handle the potential hazards. 3. Contractor, their employees and subcontractors shall follow all safety rules and safe work practices. 4. Contractor will immediately notify the City of any significant and/or unusual hazards found during the course of work. 5. Contractor shall submit copies of Safety Data Sheets (SDS) for all hazardous materials to be utilized on site in the performance of work. 6. Contractor is solely responsible for the legal disposal of hazardous waste generated in the performance of their work. Safety Indemnification: To the extent allowed by law, the Contractor agrees to defend, indemnify and hold harmless the City, its officers, employees and agents from and against any and all investigations, complaints, citations, liability, expense (including defense costs and legal fees), claims and/or causes of action for damages of any nature whatsoever, including but not limited to injury or death to employees of the Contractor, its subcontractors or City, attributable to any alleged act or omission of the Contractor or its subcontractors which is in violation of any Cal OSHA regulation. The obligation to defend, indemnify and hold harmless includes all investigations and proceedings associated with purported violations of Section 336.10 of Title 8 of the California Code of Regulations pertaining to multi -employer work sites. The City may deduct from any payment otherwise due the Contractor any costs incurred or anticipated to be incurred by the Agency, including legal fees and staff costs, associated with any investigation or enforcement proceedings brought by Cal OSHA arising out of the assigned work. C. OTHER SAFETY REQUIREMENTS: Contractor shall take all reasonable precautions, as directed by the City, or in the absence of such direction, in accordance with sound industrial practices, to safeguard and protect City property and adjacent property. Damages to properties caused by Contractor's negligence shall be repaired at no cost (both labor and material) to the City. Contractor is responsible for advising and ensuring compliance by Contractor's employees with all applicable environmental and hazardous materials handling laws and regulations. RFP No. 23-099A Digital Marquees for Multiple Locations CITY OF SANTA ANA Contractor shall provide City a full report of damage to City property and/or equipment by Contractor's employees. All damage reports shall be submitted to the Site Coordinator within twenty-four (24) hours of occurrence. Contractor shall provide, erect, and maintain all warning devices (i.e., barricades, cones, etc.) as required or necessary to ensure the safety of the public, City, and Contractor's employees D. CONSTRUCTION WASTE MANAGEMENT: Contractor shall keep work areas clean and free from any debris, rubbish, hazardous waste and non -usable material resulting from the work under this Contract and shall be disposed of at the completion of each work day by the Contractor. Hazardous waste must be disposed of in accordance with the Resource Conservation and Recovery Act and all other applicable federal, state, and local laws and regulations. RFP No. 23-099A Digital Marquees for Multiple Locations EXHIBIT B FURTHER SCOPE OF SERVICES \ B T-1 � | | � � , 3 12 / / \ El El T \ §/ 9 � | [Vol = e , If i- - ` t \ - \�- / �07,* 2� » 9 .n , � E! )En '2 * ;§ ) ,0 a �k MEN @ \ @ $ : ❑❑M � \�j :1 - \/}&\§!Z Gq|) )/}/())(\((§( \0 El■ E E e E A E` El K@ R (� � § + � I ° � « - :| % � � § - ;/§/ � _ ■ p � ~ B\\ / \•/!§ MA Ul \//( \ \ \) \)[ ❑ O N &e EC d® 25J`§ / � � � $IE al 14 m \§ }}/ � ❑❑M ( | � 9 ¢z 00 a O N g, ❑ Z s° w 0=a O� 0 sF §I " T / 39 E. I IL |W/ M § , A; ! o § |. /z ( =k \ of R , 4 TVOIU10313 �Wjl - //_%�-§;) y^ El El 7 £@A§ � � � M E❑ » f x ❑ ❑M El L \ Ll Milm TVOIH13313 ¢m oa oN ❑ z fa w 00 - // ■ E M / ; ) K @ @ () El H/ J® /\/:\ T \ \\ }�L! it M.D De ) ) � 21 1 P. i 35g €eg S e�= sE �a e�cais3�3 EXHIBIT C QT028167 OUTDOOR DIMENSIONS Outdoor Dimensions, LLC 5325 E Hunter Ave. Anaheim, CA, 92807 Phone: (714) 578-9555 1 Fax: (714) 693-5978 Email: ar@outdoordimensions.com Web: www.outdoordimensions.com Contractors License #: 1042246 Quote QT028167 Date: 4/11/2024 Outdoor Dimensions, 11C reserves the nghl to bill and collect payment w any pmducts and services performed (completed or otherwise) by the company wdh notification unless otherwise stated in a written contract. Completed pmducts that have not been installed or shipped to client are held /or the stated project and are not used for any other project wdhout client wonaml. 1 SN-ELC-MON 1 Bowers Museum $229,620.37 $229,620.37 Single Faced Monument 2 SN-ELC-MON 1 Rosita Park $288,501.01 $288,501.08 Double Faced Monument 3 SN-ELC-MON 1 Centennial Park Double Faced Monument 4 SN-ELC-MON 1 Jerome Park Double Faced Monument 5 SN-ELC-MON 1 Delhi Park Double Faced Monument 6 SN-ELC-MON 1 Carl Thornton Park Double Faced Monument BOWERS MUSEUM OPTION Quote is for 4 double faced Digital Marquees and Bowers Museum Single Faced Digital Marquee option. Each line item includes the total cost for each location: Monument, Daktronics Screen, Permitting, Engineering, Material, Equipment, Installation, Tax and Bond. $289,881.98 $289,881.98 $285,344.28 $285,344.28 $290,318.49 $290,318.49 $284,432.51 $284,432.51 Prices are valid for 45 days from the date of this contract Sales Total: $1,668,098.71 Initial By: Date: Deposit: Tax Total: $0.00 The above items are required 0 working production days. The above prices do not include permits or permitting labor/fees unless noted Total Due: $1,668,098.71 Page: 1 of 1 EXHIBIT D QT028169 MOUTDOOR DIMENSIONS Outdoor Dimensions, LLC 5325 E Hunter Ave. Anaheim, CA, 92807 Phone: (714) 578-9555 1 Fax: (714) 693-5978 Email: ar@outdoordimensions.com Web: www.outdoordimensions.com Contractors License #: 1042246 Quote QT028169 Date: 2/12/2024 Outdoor Dimensions, LLC reserves the right to hill antl collect payment on any products and sandcespedwmed (completed or otherwise) by the company with notification unless otherwise stated in a wdlten contract. Completed products that have not been installed or shipped to client are held for the stated protect and are not used for any other p fact without client approval. 1 SN-ELC-MON 1 Santiago Park $270,641.83 $270,641.83 Double Faced Monument 2 SN-ELC-MON 1 Centennial Park Double Faced Monument 3 SN-ELC-MON 1 Jerome Park Double Faced Monument 4 SN-ELC-MON 1 Delhi Park Double Faced Monument 5 SN-ELC-MON 1 Carl Thornton Park Double Faced Monument SANTIAGO PARK DOUBLE FACED OPTION Quote is for 4 double faced Digital Marquees and Santiago Park Double Faced Digital Marquee option. Each line item includes the total cost for each location: Monument, Daktronics Screen, Permitting, Engineering, Material, Equipment, Installation, Tax and Bond. $289,881.98 $289,881.98 $285,344.28 $285,344.28 $290,318.49 $290,318.49 $284,432.51 $284,432.51 Prices are valid for 45 days from the date of this contract Sales Total: $1,420,619.09 Initial By: Date: Deposit: Tax Total: $0.00 The above items are required () working production days. The above prices do not include permits or permitting labor/fees unless noted Total Due: $1,420,619.09 Page: 1 of 1 OUTDDIM-01 YBARRA ,ea`oizo CERTIFICATE OF LIABILITY INSURANCE OATDIYYYY) 112n412ano2a THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies' n.ust have ADDITIONAL INSURED or be endorsed. provisions If SUBROGATION IS WAIVED, subject to the terms and conditions of the policl certaian endorsement. A state nt on this certificate does not co rights to the certificate Ider in lieu of such endor: ;men s PRODUCER License$ OK07568 ROHM Insurance Agency L 26 Plaza Square Suite 200 ie Orange, CA 92866 9_ CONTACT 1 if PHONE FAX A/C, No, Exq 714) 516- 60 (A/C, Ne:(714) 516-2965 ADDRIESS:li `ar I .0 s DI INSURER :Tra.Jers roperty CasuMI5 Company of America 25674 INSURED Outdoor Dimen , LLc 53: E. Hunter e. I URE' d: I uT R „ Anaheim, CA 9 e .0 E ON Aft ON ORE COVERAGES CERTIFICATE NUMBER, REVISION NUMBER THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED 3F' JW 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 ADDLSUBR Mn POLICY NUMBER POLICY EPP POLICY EXPINSD LIMITS A X COMMERCIAL GENERAL LIASILffY CLAIMS -MADE ❑X OCCUR CONTRACTUAL LIAB. X P6302R00387STIL23 9115/2023 9115/2024 EACH OCCURRENCE $ 1,000,000 DAMAGETO T Ea RENTED occurrence) $ 1,000,000 X MED EXP (Any one each $ 10,006 PERSONAL& ADV INJURY 1 1,000,000 AGGREGATE LIMIT APPLIES PER: POLICY JECT LOG GENERAL AGGREGATE 1 2,000,000 GEN'L PRODUCTS - COMP/OP AGG 2,000,000 $ OTHER: A AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AIfFO.ppS EEpp gA1UpTpOpS ONLY X .UTNOS ONLY COMP/COLL DED 8101R99512A2343G 9/1512023 9/15/2024 COMBINED SINGLE LIMIT Per arson $ 1,000,000 X X X $ fEODILY.1NJURY ILY INJURY Per accident $ acEcitlent AMAGE $ UMBRELLA LIAB H OCCUR EACH OCCURRENCE $ AGGREGATE EXCESS LIAB CLAIMS -MADE DED RETENTION$ A WORKERS COMPENSATION ANDEMPLOYERS'LIABILITY YIN ANYCER/MEETORIPARTNDED? CUTIVE gqF�FICER/MEMBER EXCLUDED? NH)1,000,000 Ifendatoryln describe ander DESCRIPTION OF OPERATIONS be. I N/A UB2R0019012343G i 9115/2023 9115/2024 X PER OTH- STATUTE ER E.LEACHAccIOENr $ 1,000,000 E.L DISEASE - EA EMPLOYE $ E.L. DISEASE -POLICY LIMIT 1,000,000 FT- DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101. Additional Remarks Schedule, maybe attached if mores PADace is required) CITY OF SANTA ANA, ITS OFFICERS, OFFICIALS, EMPLOYEES, AND VOLUNTEERS ARE NAMED AS DITIONAL INSURED AND PRIMARY & NON-CONTRIBUTORY AS RESPECTS TO GENERAL LIABILITY PER ENDORSEMENTS ATTACHED. CITY OF SANTA ANA RISK MANAGEMENT DIVISION 20 CIVIC CENTER PLAZA SANTA ANA, CA 92702 ACORD 25 (2016/03) SHOULD ANY OF THE ABOVE DESCRIBED PnLJCIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREO ACCORDANCE WITH THE POLICY PR( 1ilakAlolFgeNlnitD L===j ^vAUTHORIZED REPRESENTATIVE I+R-`,.&menI%�;yq,4 Risk Mznagement Sp 6 ©1988.2015 ACORD CORPORATION. All rights reserved - The ACORD name and logo are registered marks of ACORD NAMED INSURED: OUTDOOR DIMENSIONS, LLC POLICY NUMBER: P6302R003875TIL23 COMMERCIAL GENERAL LIABILITY POLICY TERM: 09/15/2023 - 09/15/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - AUTOMATIC STATUS IF REQUIRED BY WRITTEN CONTRACT (CONTRACTORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that: a. You agree in a written contract or agreement to include as an additional insured on this Coverage Part; and b. Has not been added as an additional insured for the same project by attachment of an endorse- ment under this Coverage Part which includes such person or organization in the endorsement's schedule; is an insured, but: a. Only with respect to liability for "bodily injury" or "property damage" that occurs, or for "personal injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement and while that part of the contract or agreement is in effect; and b. Only as described in Paragraph (1), (2) or (3) be- low, whichever applies: (1) If the written contract or agreement specifical- ly requires you to provide additional insured coverage to that person or organization by the use of: (a) The Additional Insured — Owners, Les- sees or Contractors — (Form B) endorse- ment CG 20 10 11 85; or (b) Either or both of the following: the Addi- tional Insured — Owners, Lessees or Con- tractors — Scheduled Person Or Organi- zation endorsement CG 20 10 10 01, or the Additional Insured — Owners, Lessees or Contractors — Completed Operations endorsement CG 20 37 10 01; the person or organization is an additional in- sured only if the injury or damage arises out of "your work" to which the written contract or agreement applies; (2) If the written contract or agreement specifical- ly requires you to provide additional insured coverage to that person or organization by the use of: (a) The Additional Insured — Owners, Les- sees or Contractors — Scheduled Person or Organization endorsement CG 20 10 07 04 or CG 20 10 04 13, the Additional Insured — Owners, Lessees or Contrac- tors — Completed Operations endorse- ment CG 20 37 07 04 or CG 20 37 04 13, or both of such endorsements with either of those edition dates; or (b) Either or both of the following: the Addi- tional Insured — Owners, Lessees or Con- tractors — Scheduled Person Or Organi- zation endorsement CG 20 10, or the Ad- ditional Insured — Owners, Lessees or Contractors — Completed Operations en- dorsement CG 20 37, without an edition date of such endorsement specified; the person or organization is an additional in- sured only if the injury or damage is caused, in whole or in part, by acts or omissions of you or your subcontractor in the performance of "your work" to which the written contract or agreement applies; or (3) If neither Paragraph (1) nor (2) above applies: (a) The person or organization is an addi- tional insured only if, and to the extent that, the injury or damage is caused by acts or omissions of you or your subcon- tractor in the performance of "your work" to which the written contract or agree- ment applies; and (b) Such person or organization does not qualify as an additional insured with re- spect to the independent acts or omis- sions of such person or organization. The insurance provided to such additional insured is subject to the following provisions: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits required by the written contract or agree- ment, the insurance pro,Adn' `^ *h'' sured will be limited to ,o a,� limits. For the purposes '. RentwEoanrrawmer. Rbk Management Sperialbt CG D6 04 02 19 0 2017 The Travelers Indemnity Company. All rights reserved. COMMERCIAL GENERAL LIABILITY this limitation applies, the minimum limits required result in a claim. To the extent possible, such by the written contract or agreement will be con- notice should include: sidered to include the minimum limits of any Um- (a) How, when and where the "occurrence" brella or Excess liability coverage required for the or offense took place; additional insured by that written contract or agreement. This provision will not increase the (b) The names and addresses of any injured limits of insurance described in Section III — Limits persons and witnesses; and Of Insurance. (c) The nature and location of any injury or b. The insurance provided to such additional insured damage arising out of the "occurrence" or does not apply to: offense. (1) Any "bodily injury", "property damage" or (2) If a claim is made or "suit" is brought against "personal injury' arising out of the providing, the additional insured: or failure to provide, any professional archi- (a) Immediately record the specifics of the tectural, engineering or surveying services, claim or "suit" and the date received; and including: (b) Notify us as soon as practicable and see (a) The preparing, approving, or failing to to it that we receive written notice of the prepare or approve, maps, shop draw- claim or "suit" as soon as practicable. ings, opinions, reports, surveys, field or- (3) Immediately send us copies of all legal pa- ders or change orders, or the preparing, pers received in connection with the claim or approving, or failing to prepare or ap- "suit", cooperate with us in the investigation prove, drawings and specifications; and or settlement of the claim or defense against (b) Supervisory, inspection, architectural or the "suit", and otherwise comply with all policy engineering activities. conditions. (2) Any "bodily injury" or "property damage" (4) Tender the defense and indemnity of any caused by "your work" and included in the claim or "suit" to any provider of other insur- "products-completed operations hazard" un- ante which would cover such additional fin- less the written contract or agreement specifi- sured for a loss we cover. However, this con- cally requires you to provide such coverage dition does not affect whether the insurance for that additional insured during the policy provided to such additional insured is primary period. to other insurance available to such additional c. The additional insured must comply with the fol- insured which covers that person or organiza- lowing duties: tion as a named insured as described in Par- (1) Give us written notice as soon as practicable agraph 4., Other Insurance, of Section IV — of an "occurrence" or an offense which may Commercial General Liability Conditions. L lilaleMrttDiuisimt 4 RentD&APPR&APPRevpV®9Y: '® Risk Management Sped Aut Page 2 of 2 © 2017 The Travelers Indemnity Company. All rights reserved. NAMED INSURED: OUTDOOR DIMENSIONS, LLC POLICY NUMBER: P6302R003875TIL23 POLICY TERM: 09/15/2023 - 09/15/2024 GENERAL LIABILITY PRIMARY & NON-CONTRIBUTORY COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit 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 limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non -Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis, this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury' for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. 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. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and as we may request. b. Regarding websites, only that part of a website 6. Representations that is about your gc By accepting this policy, you agree: for the purposes of �q xukt�.gona owoR supporters is conside w 4-NE REA:m&APPR=Y.l . A.yu A� ' Risk Management Specialist 16 of 21 ©2017 The Travelers Indemnity Company. All rights reserved. of 4191_�_Includes copyrighted material of Insurance Services Office, Inc. with its permission. ACCORD® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 9/17/2025 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 Acrisure West Insurance Services, LLC 1950 W Corporate Way #1 CONTACT NAME: Lisa Ybarra PHONE Ext : 714-516-2976 FAX No : 714-516-2965 E-MAIL ADDRESS: lybarra@acrisure.Com INSURER(S) AFFORDING COVERAGE NAIC# Anaheim CA 92801-5373 INSURERA: Chubb Indemnity Insurance Company 12777 License#:6009644 INSURED OUTDDIM-01 Outdoor Dimensions, LLC 5325 E. Hunter Ave. INSURER B: Federal Insurance Company 20281 wsuRERc: INSURERD: Anaheim CA 92807 INSURER E INSURER F : COVERAGES CERTIFICATE NUMBER: 1638140527 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICYNUMBER POLICY EFF MM/DD POLICY EXP MM/DD LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y D03293671 9/15/2025 9/15/2026 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $ 1,000,000 X MED EXP (Any one person) $ 10,000 CONTRACTUAL LIAB X DEDUCTIBLE: $0 PERSONAL &ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 PRO - POLICY � ECT El LOC PRODUCTS - COMP/OP AGG $ 2,000,000 $ OTHER: B AUTOMOBILE LIABILITY Y Y 73655228 9/15/2025 9/15/2026 COMBINED SINGLE LIMIT Ea accident $1,000,000 X BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ X PROPERTY DAMAGE Per accident $ HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY X $ $1,000 DED X COMP/COLL UMBRELLALIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LAB CLAIMS -MADE DED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N Y 71845007 9/15/2025 9/15/2026 X PER OTH- STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? FY] N/A E.L. DISEASE - EA EMPLOYEE $ 1,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) RE: PROJECT #22-1306 DIGITAL MARQUEES. CITY OF SANTA ANA, ITS OFFICERS, OFFICIALS, EMPLOYEES, AND VOLUNTEERS ARE NAMED AS ADDITIONAL INSURED AND WAIVER OF SUBROGATION AS RESPECTS TO GENERAL LIABILITY AND AUTO LIABILITY PER ENDORSEMENTS ATTACHED. WORKERS COMPENSATION WAIVER OF SUBROGATION APPLIES PER ENDORSEMENT ATTACHED. Digitally signed Tu Tran by Tu Tran Nguyen Nguyen Date: 202OT8 APPROVED 00' y Tu Tan Nguyen at 3:45 pm, Sep 18, 202 CERTIFICATE HOLDER CITY OF SANTA ANA PUBLIC WORKS AGENCY 20 CIVIC CENTER PLAZA M-22 SANTA ANA CA 92703 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. AUTHORIZED REPRESENTATIVE 5-1 @ 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD C H U E3 E3" COMMERCIAL GENERAL LIABILITY ENHANCEMENT ENDORSEMENT Named Insured OUTDOOR DIMENSIONS LLC Policy Number Policy Period Effective Date of Endorsement D03293671 09-15-2025 to 09-15-2026 09-15-2025 Name of Company CHUBB INDEMNITY INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM If any other endorsement attached to this policy amends any provision also amended by this enhancement endorsement, then that other endorsement controls with respect to such provision, and the changes made by this enhancement endorsement with respect to such provision do not apply. TABLE OF CONTENTS A. Expected Or Intended In'ur — Exception For Property Damage Caused By Reasonable Use Of Force B. Non -Owned Watercraft Under 55 Feet C. Non -Owned Aircraft Exception D. Damage To Property — Exception For Equipment Loaned Or Rented To The Insured E. Electronic Data — Exception For Physical Injury To Tangible Property F. Pollution — Exception For Damage To Rented Premises Caused By Hostile Fire G. Personal And Advertising Injury Coverage — Contractual Liability Exception For Insured Contracts H. Medical Expenses Coverage — Three Years To Report Expenses I. Supplementary Payments — Increased Limits J. Who Is An Insured — Subsidiaries Or Newly Acquired Or Formed Organizations — Including New And Existing Subsidiaries, Partnerships, Joint Ventures, Limited Liability Companies K Who Is An Insured — Employees Including Incidental Healthcare Professional Services L. Additional Insureds Controlling Interest Lessors Of Leased Equipment Managers Or Lessors Of Premises Mortgagee, Assignee Or Receiver Other Persons Or Organizations Pursuant To A Contract Or Agreement Trade Show Event Lessor Vendors M. Medical Expense Limit — S15,000 N. Knowledge/Notice Of Occurrence O. Primary And Non -Contributor P. Unintentional Failure To Disclose Hazards Q. Waiver Of Subrogation Required By Contract R. In Rem S. Coverage Territory — Limited Worldwide T. Insured Contract Amended — Railroad Limitations Removed A. Expected Or Intended Injury —Exception For Property Damage Caused By Reasonable Use Of Force Exclusion a. under Paragraph 2. Exclusions of Section I — Coverage A — Bodily Injury And Property Damage CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Pagel of 9 Liability 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, even if the actual "bodily injury" or "property damage" is of a different degree or type than intended or expected. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. B. Non -Owned Watercraft Under 55 Feet Paragraph (2) of Exclusion g. under Paragraph 2. Exclusions of Section I — Coverage A — Bodily Injury And Property Damage Liability is deleted and replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) Less than 55 feet long; and (b) Not being used to carry persons or property for a charge; C. Non -Owned Aircraft Exception Exclusion g. under Paragraph 2. Exclusions of Section I — Coverage A — Bodily Injury And Property Damage Liability is amended to include the following exception: This exclusion does not apply to: (6) An aircraft you do not own provided: (a) The pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; (b) It is rented with a trained, paid crew; and (c) It does not transport persons or cargo for a charge. D. Damage To Property — Exception For Equipment Loaned Or Rented To The Insured Exclusion j. under Paragraph 2. Exclusions of Section I — Coverage A — Bodily Injury And Property Damage Liability is amended to include the following exception: Paragraphs (3) and (4) of this exclusion do not apply to "property damage" to equipment rented or loaned to the insured, provided such equipment is not being used to perform any operations at a construction job site. E. Electronic Data— Exception For Physical Injury To Tangible Property Exclusion p. under Paragraph 2. Exclusions of Section I — Coverage A — Bodily Injury And Property Damage Liability is deleted and replaced by the following: p. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. However, this exclusion does not apply to: (1) "Bodily injury"; or (2) Physical injury to tangible property. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. F. Pollution — Exception For Damage To Rented Premises Caused By Hostile Fire CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Page 2 of 9 Exclusion f. under Paragraph 2. Exclusions of Section I — Coverage A — Bodily Injury And Property Damage Liability is amended to include the following exception: This exclusion does not apply to "property damage" to premises while rented to you or temporarily occupied by you with the permission of the owner and caused by a "hostile fire", explosion, smoke or leakage from fire protection equipment. G. Personal And Advertising Injury Coverage — Contractual Liability Exception For Insured Contracts Exclusion e. under Paragraph 2. Exclusions of Section I — Coverage B — Personal And Advertising Injury Liability is deleted and replaced by the following: e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a written contract or agreement that is an "insured contract' provided the "personal and advertising injury" is caused by an offense first committed after the execution of the contract or agreement. H. Medical Expenses Coverage — Three Years To Report Expenses Subparagraph l.a.(b) under Section I — Coverage C — Medical Payments is deleted and replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident; and I. Supplementary Payments — Increased Limits Paragraph 1. under Section I — Supplementary Payments —Coverages A And B is deleted and replaced by the following: 1. We will pay, with respect to any claim we investigate or settle, or any "suit' against an insured we defend: a. All expenses we incur. b. The cost of: (1) Bail bonds; or (2) Bonds required to: (a) Appeal judgments; or (b) Release attachments; but only for bond amounts within the available limit of insurance. We do not have to furnish these bonds. c. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $1,000 a day because of time off from work. d. All court costs taxed against the insured in the "suit'. e. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. f. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. J. Who Is An Insured — Subsidiaries Or Newly Acquired Or Formed Organizations — Including New And Existing Subsidiaries, Partnerships, Joint Ventures, Limited Liability Companies Paragraph 2. under Section H — Who Is An Insured is deleted and replaced by the following: 2. If there is no other insurance available, each of the following is also a Named Insured: CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Page 3 of 9 a. A subsidiary organization of the first Named Insured shown in the Declarations of which, at the beginning of the policy period and at the time of loss, the first Named Insured controls, either directly or indirectly, more than 50 percent of the interests entitled to vote generally in the election of the governing body of such organization; or b. A subsidiary organization of the first Named Insured shown in the Declarations that the first Named Insured acquires or forms during the policy period, if at the time of loss the first Named Insured controls, either directly or indirectly, more than 50 percent of the interests entitled to vote generally in the election of the governing body of such organization. K Who Is An Insured — Employees Including Incidental Healthcare Professional Services Paragraph 3.a. under Section H — Who Is An Insured is deleted and replaced by the following: 3. Each of the following is also an insured: a. Your "employees" but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, no "employee" is an insured for: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to any of your directors, managers, members, "executive officers" or partners (whether or not an "employee") or to any co -"employee" while such injured person is either in the course of his or her employment or while performing duties related to the conduct of your business; (b) To the brother, child, parent, sister or spouse of such injured person as a consequence of any injury described in Paragraph (1)(a) above; or (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of any injury described in Paragraph (1)(a) or (b) above. CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Page 4 of 9 With respect to "bodily injury" only, the limitations described in Paragraph 3.a.(1) above do not apply to: (i) You or to your directors, managers, members, "executive officers", partners or supervisors as insureds; (ii) Your "employees" as insureds, with respect to such damages caused by cardiopulmonary resuscitation or first aid services administered by such an "employee"; or (iii) Your "employees" who are nurses, emergency medical technicians, or paramedics as insureds, with respect to such damages that are caused by providing or failing to provide professional healthcare services, but only if you are not engaged in the business or occupation of providing medical, paramedical, surgical, dental, x-ray or nursing services. (2) "Property damage" to any property owned, occupied or used by you or by any of your directors, managers, members, "executive officers" or partners (whether or not an "employee") or by any of your "employees". This limitation does not apply to "property damage" to premises while rented to you or temporarily occupied by you with the permission of the owner. L. Additional Insureds Paragraph 3. under Section II — Who Is An Insured is amended by including the following: Controlling Interest Any person or organization that has financial control of you or owns, maintains or controls premises while you lease or occupy such premises, but only with respect to their liability arising out of: (1) Their financial control of you; or (2) Premises they own, maintain or control while you lease or occupy these premises. However, no such person or organization is an insured with respect to structural alterations, new construction or demolition operations performed by or for that person or organization. Lessors Of Leased Equipment Any person or organization from whom you lease equipment, but only with respect to the maintenance or use by you of such equipment, and only if you are obligated pursuant to a contract or agreement to provide them with such insurance as is afforded by this Coverage Part. However, no such person or organization is an insured with respect to an "occurrence" that takes place, or an offense that is committed, after the equipment lease ends. Managers Or Lessors Of Premises Any person or organization from whom you lease premises, but only with respect to the ownership, maintenance or use of that particular part of such premises leased to you and only if you are obligated pursuant to a contract or agreement to provide them with such insurance as is afforded by this Coverage Part. However, no such person or organization is an insured with respect to: (1) An "occurrence" that takes place, or an offense that is committed, after you cease to be a tenant in such premises; or (2) Any structural alteration, new construction or demolition operations performed by or on behalf of them. Mortgagee, Assignee Or Receiver A mortgagee, assignee or receiver of premises, but only with respect to such mortgagee, assignee or receiver's liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of your ownership, maintenance or use of a premises by you. However, no such person or organization is an insured with respect to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. Other Persons Or Organizations Pursuant To A Contract Or Agreement Any person or organization that you are obligated pursuant to a contract or agreement to provide with such insurance as is afforded by this policy are insureds. CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Page 5 of 9 However, the person or organization is an insured only: (1) To the extent such contract or agreement requires the person or organization to be afforded status as an insured; (2) For activities that did not occur, in whole or in part, before the execution of the contract or agreement; and (3) With respect to damages, loss, cost or expense for injury or damage to which this insurance applies. No person or organization is an insured: (1) That is more specifically identified under any other provision of Section 11— Who Is an Insured (regardless of any limitation applicable thereto). (2) 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. Trade Show Event Lessor With respect to your participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom you are required to include as an additional insured, but only with respect to such person or organization's liability for "bodily injury", "property damage" or "personal and advertising injury" caused by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, in the performance of your ongoing operations at the trade show event premises during the trade show event. However, no such person or organization is an insured with respect to "bodily injury" or "property damage" included within the "products -completed operations hazard". Vendors Any person or organization who is a vendor of "your products", but only with respect to liability for "bodily injury" or "property damage" resulting from the distribution or sale of "your product" in the regular course of their business. However, no such person or organization is an insured with respect to any: (1) 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 for "bodily injury" or "property damage" that such person or organization would have in the absence of such contract or agreement; (2) Representation or warranty unauthorized by you; (3) Physical or chemical change in "your product" made intentionally by the vendor; (4) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (5) Failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of "your product", (6) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of "your product", or (7) Of "your products" which, after distribution or sale by you, have been labeled or relabeled or used as a container, ingredient or part of any other thing or substance by or for the vendor. Further, no person or organization is an insured from whom you have acquired "your product", or any ingredient, part or container entering into, accompanying or containing "your product". Limitations Applicable To Additional Insureds With respect any person or organization that qualifies as an additional insured under paragraph L. above, the following limitations apply to such insured: CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Page 6 of 9 (1) The insurance afforded to such additional insured only applies to the extent permitted by law; and (2) If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. Limits Of Insurance Applicable to Additional Insureds With respect any person or organization that qualifies as an additional insured under paragraph L. above, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: (1) Required by the contract or agreement; or (2) Available under the applicable limits of insurance; whichever is less. However, the above paragraph shall not increase the applicable limits of insurance. M. Medical Expense Limit — $15,000 Paragraph 7. under Section III — Limits Of Insurance is amended by including the following: The Medical Expense Limit is the greater of: a. $15,000-1 or b. The amount shown in the Declarations for the Medical Expense Limit. N. Knowledge/Notice Of Occurrence Paragraph 2. under Section IV — Commercial General Liability Conditions is amended to include the following: f. Knowledge of an "occurrence" or offense by an agent or "employee" of the insured will not constitute knowledge by the insured, unless an "executive officer" (whether or not an "employee") of any insured or an "executive officer's" designee knows about such "occurrence" or offense. g. Failure of an agent or "employee" of the insured, other than an "executive officer" (whether or not an "employee") of any insured or an "executive 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 loss or claim. O. Primary And Non -Contributory Subparagraph 4.a. under Section IV — Commercial General Liability Conditions is amended to include the following: However, if you are obligated to a written contract or agreement to provide a person or organization that is included in Section II — Who Is an Insured with primary insurance such as is afforded by this policy, then this insurance is primary and we will not seek contribution from insurance available to such person or organization. P. Unintentional Failure To Disclose Hazards Paragraph 6. under Section IV — Commercial General Liability Conditions is amended to include the following: Unintentional failure of an "employee" of the insured to disclose a hazard or other material information will not violate this condition, unless an "executive officer" (whether or not an "employee") of any insured knows about such hazard or other material information. Q. Waiver Of Subrogation Required By Contract Paragraph 8. under Section IV — Commercial General Liability Conditions is deleted and replaced by the CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Page 7 of 9 following: 8. Waiver Of Subrogation Required By Contract We will waive the rights of recovery we would otherwise have had against another person or organization, for loss to which this insurance applies, provided the insured has waived their rights of recovery against such person or organization in a contract or agreement that is executed before such loss. To the extent that the insured's rights to recover all or part of any payment made under this Coverage Part have not been waived, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. This paragraph does not apply to Coverage C. R. In Rem The following is added to Section IV — Commercial General Liability Conditions: Any "suit" brought as an action In Rem against any watercraft owned or operated by or for the insured shall in all respects be treated in the same manner as though such "suit" were brought against the insured. CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Page 8 of 9 S. Coverage Territory — Limited Worldwide Paragraph 4. under Section V — Definitions is deleted and replaced by the following: 4. "Coverage territory" means all parts of the world. However, "coverage territory" does not include any: a. `Bodily injury" or "property damage" that takes place or any offense committed outside of the United States of America (including its possessions and territories), Canada and Puerto Rico, unless the insured's responsibility to pay damages is determined by a "suit" on the merits that is brought in the United States of America (including its possessions and territories), Canada or Puerto Rico; or b. Injury or damage in connection with any "suit" brought outside the United States of America (including its possessions and territories), Canada and Puerto Rico. T. Insured Contract Amended — Railroad Limitations Removed Paragraph 9. under Section V — Definitions is deleted and replaced by the following: 9. "Insured contract" means: a. A lease of premises; b. A sidetrack agreement; c. An easement or license agreement; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; or f. Any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for such municipality) in which you assume the tort liability of another person or organization to pay damages, to which this insurance applies, sustained by a third person or organization. "Insured contract" does not include that part of any contract or agreement that indemnifies an architect, engineer or surveyor for damages arising out of: (1) Preparing, approving, or failing to prepare or approve, maps, drawings, opinions, reports, surveys, field orders, change orders, designs or specifications; or (2) Giving directions or instructions, or failing to give them. All Other Terms And Conditions Remain Unchanged. J Authorized Representative CB CG 04 0001 0320 Includes copyrighted material of Insurance Services Office, with its permission. Page 9 of 9 NAMED INSURED: OUTDOOR DIMENSIONS, LLC POLICY NUMBER: 73655228 POLICY TERM: 09/15/2025 - 09/15/2026 COMMERCIAL AUTOMOBILE THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided cinder the following: BUSINESS AUTO COVERAGE FORM This endorsement modifies the Business Auto Coverage Form 1. EXTENDED CANCELLATION CONDITION Paragraph A.2.b. — CANCELLATION - of the COMMON POLICY CONDITIONS form IL 00 17 is deleted and replaced with the following: b. 60 days before the effective date of cancellation if we cancel for any other reason. 2. BROAD FORM INSURED A. Subsidiaries and Newly Acquired or Formed Organizations As Insureds The Named Insured shown in the Declarations is amended to include: 1. Any legally incorporated subsidiary in which you own more than 50% of the voting stock on the effective date of the Coverage Form. However, the Named Insured does not include any subsidiary that is an "insured" under any other automobile policy or would be an "insured" under such a policy but for its termination or the exhaustion of its Limit of Insurance. 2. Any organization that is acquired or formed by you and over which you maintain majority ownership. However, the Named Insured does not include any newly formed or acquired organization: (a) That is an "insured" under any other automobile policy; (b) That has exhausted its Limit of Insurance under any other policy; or (c) 180 days or more after its acquisition or formation by you, unless you have given us written notice of the acquisition or formation. Coverage does not apply to "bodily injury" or "property damage" that results from an "accident" that occurred before you formed or acquired the organization. B. Employees as Insureds Paragraph A. 1. — WHO IS AN INSURED — of SECTION II — LIABILITY COVERAGE is amended to add the following: d. Any "employee" of yours while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. C. Lessors as Insureds Paragraph A. 1. — WHO IS AN INSURED — of SECTION II — LIABILITY COVERAGE is amended to add the following: e. The lessor of a covered "auto" while the "auto" is leased to you under a written agreement if: (1) The agreement requires you to provide direct primary insurance for the lessor; and (2) The "auto" is leased without a driver. Such leased "auto" will be considered a covered "auto" you own and not a covered "auto" you hire. However, the lessor is an "insured" only for "bodily injury" or "property damage" resulting from the acts or omissions by: 1. You; 2. Any of your "employees" or agents; or 3. Any person, except the lessor or any "employee" or agent of the lessor, operating an "auto" with the permission of any of 1. and/or 2. above. D. Persons And Organizations As Insureds Under A Written Insured Contract Paragraph A.1 — WHO IS AN INSURED — of SECTION II — LIABILITY COVERAGE is amended to add the following: f. Any person or organization with respect to the operation, maintenance or use of a covered "auto", provided that you and such person or organization have agreed under an express provision in a written "insured contract", written agreement or a written permit issued to you by a governmental or public authority to add such person or organization to this policy as an "insured". However, such person or organization is an "insured" only: Form: 16-02-0292 (Rev. 4-11) Page 1 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" (1) with respect to the operation, maintenance or use of a covered "auto"; and (2) for "bodily injury" or "property damage" caused by an "accident" which takes place after: (a) You executed the "insured contract" or written agreement; or (b) The permit has been issued to you. FELLOW EMPLOYEE COVERAGE EXCLUSION B.S. - FELLOW EMPLOYEE — of SECTION II — LIABILITY COVERAGE does not apply. PHYSICAL DAMAGE — ADDITIONAL TEMPORARY TRANSPORTATION EXPENSE COVERAGE Paragraph AA.a. — TRANSPORTATION EXPENSES — of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to provide a limit of $50 per day for temporary transportation expense, subject to a maximum limit of $1,000. AUTO LOAN/LEASE GAP COVERAGE Paragraph A. 4. — COVERAGE EXTENSIONS - of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add the following: c. Unpaid Loan or Lease Amounts In the event of a total "loss" to a covered "auto", we will pay any unpaid amount due on the loan or lease for a covered "auto" minus: 1. The amount paid under the Physical Damage Coverage Section of the policy; and 2. Any: a. Overdue loan/lease payments at the time of the "loss"; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; c. Security deposits not returned by the lessor: d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and e. Carry-over balances from previous loans or leases. We will pay for any unpaid amount due on the loan or lease if caused by: 1. Other than Collision Coverage only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; 2. Specified Causes of Loss Coverage only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered "auto"; or 3. Collision Coverage only if the Declarations indicate that Collision Coverage is provided for any covered "auto. 6. RENTAL AGENCY EXPENSE Paragraph A. 4. — COVERAGE EXTENSIONS — of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add the following: d. Rental Expense We will pay the following expenses that you or any of your "employees" are legally obligated to pay because of a written contract or agreement entered into for use of a rental vehicle in the conduct of your business: MAXIMUM WE WILL PAY FOR ANY ONE CONTRACT OR AGREEMENT: 1. $2,500 for loss of income incurred by the rental agency during the period of time that vehicle is out of use because of actual damage to, or "loss" of, that vehicle, including income lost due to absence of that vehicle for use as a replacement; 2. $2,500 for decrease in trade-in value of the rental vehicle because of actual damage to that vehicle arising out of a covered "loss"; and 3. $2,500 for administrative expenses incurred by the rental agency, as stated in the contract or agreement. 4. $7,500 maximum total amount for paragraphs 1., 2. and 3. combined. 7. EXTRA EXPENSE — BROADENED COVERAGE Paragraph A.4. — COVERAGE EXTENSIONS — of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add the following: e. Recovery Expense We will pay for the expense of returning a stolen covered "auto" to you. 8. AIRBAG COVERAGE Paragraph B.3.a. - EXCLUSIONS — of SECTION III — PHYSICAL DAMAGE COVERAGE does not apply to the accidental or unintended discharge of an airbag. Coverage is excess over any other collectible insurance or warranty specifically designed to provide this coverage. 9. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT - BROADENED COVERAGE Paragraph C.2. — LIMIT OF INSURACE - of SECTION III - PHYSICAL DAMAGE is deleted and replaced with the following: 2. $2,000 is the most we will pay for "loss" in any one "accident" to all electronic equipment that reproduces, receives or transmits audio, visual or data signals which, at the time of "loss", is: a. Permanently installed in or upon the covered "auto" in a housing, opening or other location that is not normally used by the "auto" manufacturer for the installation of such equipment; b. Removable from a permanently installed housing unit as described in Paragraph 2.a. above or is an integral part of that equipment; or c. An integral part of such equipment. Form: 16-02-0292 (Rev. 4-11) Page 2 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" 10. GLASS REPAIR —WAIVER OF DEDUCTIBLE Under Paragraph D. - DEDUCTIBLE — of SECTION III — PHYSICAL DAMAGE COVERAGE the following is added: No deductible applies to glass damage if the glass is repaired rather than replaced. 11. TWO OR MORE DEDUCTIBLES Paragraph D.- DEDUCTIBLE —of SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add the following: If this Coverage Form and any other Coverage Form or policy issued to you by us that is not an automobile policy or Coverage Form applies to the same "accident", the following applies: 1. If the deductible under this Business Auto Coverage Form is the smaller (or smallest) deductible, it will be waived; or 2. If the deductible under this Business Auto Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deductible. 12. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS Paragraph A.2.a. - DUTIES IN THE EVENT OF AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV - BUSINESS AUTO CONDITIONS is deleted and replaced with the following: a. In the event of "accident", claim, "suit" or "loss", you must promptly notify us when the "accident" is known to: (1) You or your authorized representative, if you are an individual; (2) A partner, or any authorized representative, if you are a partnership; (3) A member, if you are a limited liability company; or (4) An executive officer, insurance manager, or authorized representative, if you are an organization other than a partnership or limited liability company. Knowledge of an "accident", claim, "suit" or "loss" by other persons does not imply that the persons listed above have such knowledge. Notice to us should include: (1) How, when and where the "accident" or "loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons or witnesses. . 13. WAIVER OF SUBROGATION Paragraph A.S. - TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US of SECTION IV — BUSINESS AUTO CONDITIONS is deleted and replaced with the following: 5. We will waive the right of recovery we would otherwise have against another person or organization for "loss" to which this insurance applies, provided the "insured" has waived their rights of recovery against such person or organization under a contract or agreement that is entered into before such "loss". To the extent that the "insured's" rights to recover damages for all or part of any payment made under this insurance has not been waived, those rights are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after "accident" or "loss" to impair them. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. 14. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Paragraph B.2. — CONCEALMENT, MISREPRESENTATION or FRAUD of SECTION IV — BUSINESS AUTO CONDITIONS - is deleted and replaced with the following: If you unintentionally fail to disclose any hazards existing at the inception date of your policy, we will not void coverage under this Coverage Form because of such failure. 15. AUTOS RENTED BY EMPLOYEES Paragraph B.S. - OTHER INSURANCE of SECTION IV — BUSINESS AUTO CONDITIONS - is amended to add the following: e. Any "auto" hired or rented by your "employee" on your behalf and at your direction will be considered an "auto" you hire. If an "employee's" personal insurance also applies on an excess basis to a covered "auto" hired or rented by your "employee" on your behalf and at your direction, this insurance will be primary to the "employee's" personal insurance. 16. HIRED AUTO — COVERAGE TERRITORY Paragraph 13.7.b.(5).(a) - POLICY PERIOD, COVERAGE TERRITORY of SECTION IV — BUSINESS AUTO CONDITIONS is deleted and replaced with the following: (a) A covered "auto" of the private passenger type is leased, hired, rented or borrowed without a driver for a period of 45 days or less; and 17. RESULTANT MENTAL ANGUISH COVERAGE Paragraph C. of - SECTION V — DEFINITIONS is deleted and replaced by the following: "Bodily injury" means bodily injury, sickness or disease sustained by any person, including mental anguish or death as a result of the "bodily injury" sustained by that person. Form: 16-02-0292 (Rev. 4-11) Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page. 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, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. (❑) Specific Waiver Name of person or organization Any person or organization against whom you may have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss. (❑x) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: 3. Premium: The premium charge for this endorsement shall be 1 % percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Minimum Premium: Authorized Representative This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 09-15-25 Policy No. 71845007 Endorsement No. Insured OUTDOOR DIMENSIONS, LLC Premium $ Incl . Insurance Company Federal Insurance Company Countersigned By WC 90 03 75 (05/18) Producer Copy