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HomeMy WebLinkAboutCYBERNET CONSULTING, INC. 1 AGREEMENT TERMINATION Please complete this form when the attached agreement is no longer in effect. Return form to the Sr. Deputy Clerk of the Council (M-30). Ca11647-5238 if you have any questions. --------nn-~~-~~----------/1-_----A--------------------------------- The agreement with C.N ~ (~'j((»,Y~.L`/~ ,.LCI!' No ~ ~ ~~jr was completed on ~r'~ ~Q~ ,anldAfinal payment has been made. Department: PW t~ - tJd-~~„ t~,a~,~.e~i a t,- Signature: 1~-I A to 4~ Q h~ Date: '3 ~`_~p s- City of Santa Ana Revised 8-7-03 Clerk of the Council N-2004-125 INSURANCE NOI ON FILE WORK MAY NOT PROCEED CLERK OF COUNCIL CONSULTANT AGREEMENT DATE: D~/2 -DC; THIS AGREEMENT made and entered into this /6 f day of ð~-m bur , 2004 by è~ f>W.~ and between CyberNet Consulting Inc., a California corporation (hereinafter "Consultant"), and Ú,J.-5cJxC) the Ci~y ~f Santa Ana, a charter city and ~un~cipal c~rporation.or~anized and existing under the . ConstItutlOn and laws of the State of CahfornIa (heremafter "CIty). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of security management/system intrusion detection, to develop functional specifications for a Security Management System for the City's West Reservoir. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration ofthe mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement shall not exceed $10,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on June 30, 2005, unless terminated earlier in accordance with Section 12, below. The term of this Agreement may be extended upon a writing executed by the Executive Director of Public Works and the City Attorney. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1 ,000,000 per occurrence. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit B upon execution of this Agreement and shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: 2 (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (ii) (iii) f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. hÆ~.,iIt 6. ~'A 1 Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, I a.M employees~on~llltantSi, SipecÜll cOlln~el, allQ repre~entatiJT@~rom liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the r\~lì~direet or indireet OfleratioR~fthe Consultant or its contractors, subcontractors, agents, r. t ¡J\ employees, or other persons acting on their behalf which relates to the services described in l'~ 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 AgreemenL Thig indemnity tmd hold harmle33 agreemcftt aþþlie3 to all elaim~ fSf damages, just compensation, restitution, judicial or equitable relief suffered, or alleged t<f' - na'.'e been suffered, by n:ason of the events refeFfOO-ro in this Section or by reaSOR of the term~ of, or effect~.,arisiIlg from this Å greemellt The COllsllltaJl.t fÌlrther agree£ to indemnify, Rold<2..J þAA l1armless,. ¡md pay all cost£ for the defen£e of the City, including fees and costs for special a..... )y"/ ~g111l~e1 to be selected by the City, r@garding any aetion by a third party ehallcngiRg the wliditý2- "/ of this Agr@ement, or asserting that personal injury, damages, just compensation, restitutioJ'tf . judicial Of equitable r@li@f due to personal or property right£ ari£€£ by r€awn of the t@~SJ()f, or" effects arising from this Agreement. City may make all reasonable decÜ;Ïons with respect to i~ - representation in any legal proG08eøirzo~ INDEMNIFICATION 7. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written 3 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 ofthe Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 9. 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 telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Public Works Water Administration City of Santa Ana 220 South Daisy Ave., Bldg A Santa Ana, California 92703 telefacsimile (714) 647-3345 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Consultant: CyberNet Consulting, Inc. 4 M. Cyrus Moaveni, PE 3934 Murphy Canyon Road, Ste B-202 San Diego, California 92123 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other 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 telefacsimile, any notice, tender, demand, delivery, or other 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. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 12. TERMINA TION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be 5 the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. 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. 15. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow 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. II II 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA ~flß~ City Manager PATRICIA E. HEALY Clerk of the Council APPROVED AS TO FORM: JOSEPH W. FLETCHER :::Z::Jt~ La a Sheedy Assistant City Attorney CONSULTANT A PROV AL: JAMES G. ROSS E~écutive Director of the yttblic Works Agency CYBE~~T CONSUL¿-TING, INC. 7 - /~ --/~ ~>~- '. C US MOA VENI, PE President TaxID# J3-0710CfzÇ- 7 . CVBERNET Con!iuh:lng Inc. SCADA SYSTEMS, COMMUNICATIONS & SOFTWARE ENGINEERING September 15, 2004 (Revised September 16, 2004) Nabil B. Saba, PE SeniJr Civil Engineer City of Santa Ana 220 South Daisy Avenue Santa Ana, CA 92703 714-647-3378 nsaba@si.santa-ana.ca.us Subject: Proposal to Provide Professional Engineering Services to Prepare Functional Specifications for a Security Management System Dear Mr. Saba, It was a pleasure to meet with you and Mr. Green to discuss City of Santa Ana's (the City) needs related to this subject. CyberNet Consulting, Inc. (CyberNet) proposes the following approach leading to the design and advertisement for construction of a Security Management System (SMS) to initially include the 7 MG West Reservoir, and two associated Well Sites. It is envisioned that ultimately up to 35 facilities may be included in the SMS. PROJECT OBJECTIVES The project objectives include the following: . Intrusion monitoring and alarming capability at West Reservoir and 2 adjacent well sites; . Video monitoring and unauthorized entry / motion detection capability at the sites listed above; . Alarm notification at the existing SCADA control room as well as paging capability; . Alarm notification to the SCADA system (to be incorporated into the SCADA system by others); . SMS configuration and monitoring capability through a PC based central system located at the existing SCADA control room; . Wireless communications between the well sites and the reservoir sites and the central SMS computer located at the existing SCADA control room. A wireless communications field survey is assumed to have been conducted, the results of which is to be made available by the City for inclusion in the Specifications as an appendix. SCOPE OF WORK PART A - PREPARE FUNCTIONAL DESIGN SPECIFICA TIONS Task 1 -Meet with the City staff to discuss the overall project goals and priorities CyberNet will meet with the City staff to review and discuss project goals and priorities. Task 2 - Review available as-built drawings from the City to verify existing conditions and determine interfacing requirements Review available as-builts for project sites as applicable to this project. Corporate Office - San Diego 3934 Murphy Canyon Road, Ste B202 San Diego, CA 92123 858/492-2999 Northern California 1499 Bayshore Blvd., Ste 139 Burlingame, CA 94010 650/888-5000 Inland Empire / High Desert 11665 Winterhawk Way Apple Valley, CA 92308-7786 760/486-4067 www.cybernet-consulting.com 800/482-9237 info@cybernet-consulting.com EXHIBIT A September 15, 2004 (Revised 9/16/04) Mr. Nabil B. Saba, PE City of Santa Ana Security Management Systems Proposal Task 3 - Perform an inspection of project sites Each site will be visited and reviewed for existing conditions. This will assist in the determination of the scope of fieldwork required. Task 4 - Develop a set of Functional Specifications to be used as the basis for a Request for Proposal .t; The following list provides a sample of sections CyberNet plans to include in the design document. Within each section, functional requirements will be included along with a list of acceptable products. 1. Field Cameras 2. Field Intrusion Switches 2. Master Station Hardware a. PC requirements b. Network Configuration c. Remote Access 3. Master Station (off.the shelf) Software a. Human Machine Interface (HMI) b. Historical Data Archival and Retrieval c. Reporting Software d. Remote Access Software e. Unattended Operation Alarm Notification Software 4. Telecommunications Equipment a. Master Station Telecommunications Equipment b. Remote Station Telecommunications Equipment c. Antennas, Cables, Masts (for radio systems) 5. Electrical Product and Installation Requirements a. Conduit b. Wire c. Grounding 6. Documentation Requirements a. Pre-Construction Submittals Field Equipment Datasheets Construction Drawings b. Operations Manual c. Hardware and Software Configuration Manual d. As-Built Documentation 7. Testing and Field Start-up I Switchover Requirements a. System Functional Performance Test b. Acceptance Test 8. Training Requirements a. System Overview & Introduction b. Maintenance Training Hardware & Software 9. Warranty and Acceptance a. Warranty Time Frame b. Responsibilities c. Service Response Time Task 5 - Submit Draft Functional Specifications Provide the City with five (5) copies of the draft Functional Specifications for review and comments. Approximately 2 weeks hence meet with City staff to discuss contents and receive comments. Task 6 - Finalize Functional Specifications / RFP Package September 15, 2004 (Revised 9/16/04) Mr. Nabil B. Saba, PE City of Santa Ana Security Management Systems Proposal Approximately 3 weeks following the draft review meeting with the City, deliver a master copy of Final Functional Specifications. It is assumed that the City will prepare the "front-end" documents and issue the complete RFP package. PART B - BID PERIOD ASSISTANCE CyberNet offers engineering services during the bid phase of the project and at the City's request will rJovide a fee proposal at a later time. PART C - CONSTRUCTION PERIOD ASSISTANCE CyberNet offers construction period assistance that would include the review of Contractor (shop drawing) submittals, responses to requests for information from the contractor, and opinions on selected construction claims, if any. In addition, participation in regular project status meetings and the factory and final acceptance tests are included in the proposed services. , CyberNet will, if requested, provide the City with a proposal to cover the above services a t a later time. COMPLETION SCHEDULE PART A - Prepare Functional Design Documents I RFP . A draft Functional Design Specifications, including the results of the radio field survey, will be provided within 10 weeks following receiving a notice to proceed from the City. The final report will be submitted 2 weeks following the draft review meeting with City staff. FEE SCHEDULE The engineering services enumerated in the scope of work above will be provided as per the following fee estimates: PART A - Functional Design, $9,980. This fee includes an estimated 64 hours of involvement by a senior engineer at $125 per hour and 12 hours of involvement by a principal engineer at $140 per hour, and a total of $300 to cover printing, mileage and other direct costs. Total "not to exceed" Part A : $9,980.00 The total estimated fee amount will not be exceeded without written authorization by the City. Thank you for the opportunity to submit this proposal. We are truly excited about the possibility of being associated with the City of Santa Ana on a long-term basis, and look forward to being of service regarding this important project. Respectfully, CyberNet Consulting, Inc. Ø/4uu Ø/~' M Cyrus Moaveni, PE President 858-491-1984 direct cyrus@cybernet-consulting.com cr/MCM . cyber10\SantaAna- SMS\SantaAna- SecurityManagementSystemRFP _ProposaL V1 - EXHIBIT B ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effecti ve.) Effective Policy # Issued to , this endorsement form as a part of Named Insured Countersigned by Authorized Representative 8 ... ACORD. CERTIFICATE OF LIABILITY INSURANCE OP ID 1~ DATE (MMlDDlYYVY) CYBER-l 10/15/04 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATlOI\ ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Cavignac & Associates HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1230 Columbia st., Suite 850 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW San Diego CA 92101-3547 Phone:619-234-6848 Fax: 619-234-86ql INSURERS AFFORDING COVERAGE NAIC# INSURED \'l-~'1-''2 ~ INSURER A: Fidelity &Guaranty Ins. Underw 25879 INSURER B Great American Assurance CO ~bernet Consulting, Inc. INSURER C: r. c~s Moaveni 3934 rph~ canton Rd. #B202 INSURER D: San Diego A 92 23 1f>.IS:URERb.: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR NSR . ~;E OF INS~RANCE- POLICY NUMBER ~~Y~\f~rJ8~!¡'E ~ENERAL LIABILITY A X ." X æ""oc'^,~"~'""C'N BK0152633. " . CLAIMS MADE ~ OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: PRO- JECT AUTOMOBILE LIABILITY ANY AUTO ._--,~---'--~. LIMITS A X BK01526339 EACH OCCURRENCE $1,000,000 07/25/04 07/25/05 PREMISES (Eo occurence) $ 300,000 MED EXP (Anyone person) $ 10,000 PERSONAL & ADV INJURY $1,000,000 OCNcnALAconCOATC $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000 ,000 COMBI"JED SINCLE LIMIT 51,000,000 07/25/04 07/25/05 (Ea accident) BODILY INJURY (Per person) ----- .-- BODILY INJURY (Per accident) ..-- PROPERTY DAMAGE (Por ~cddont) LOC ALL OWNED AUTOS SCHEDULED AUTOS X HIRED AUTOS X NON-OWNED AUTOS GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ EA ACC $ AGG $ ---- OTHER THAN AUTO ONLY: -_.~-~-- DEDUCTIBLE RETENTION I/~ EACH OCCURRENCE AGGREGATE EXCESSIUMBRELLA LIABILITY ~ OCCUR 0 CLAIMS MADE i WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below OTHER B Professional Liabilit DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Professiona1 Liabi1ity-C1aims Made Form, Aggregate Limit po1icy. Defense Costs Included within Limit of Liability. RE: Security Management System Design for the City's West Water Reservoir. Certificate Holder is named as Additional Insured with respect to General Liability per attached & Auto Liability included in policy form. *10 days NOC for non-payment of premium. $ $ $ _.----_._.~ ER $ EL. DISEASE - EA EMPLOYE $ E.L. DISEASE - POLICY LIMIT $ EDN5384528 02/21/04 02/21/05 Ea. Claim A re ate 1,000,000 1,000,000 CERTIFICATE HOLDER CANCELLATION CISAN-1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL MAIL 30x DAYS WRITTEN City of Santa Ana NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, rl C~erk of the city Counci~ . I I r P.O. Box 1988 Irr Santa Ana CA 92702-1988 AU~VE~ ACORD 25 (2001/08) (g) ACOKU CORPORATION 1988 # . Insured: Policy Number: Cybernet Consulting, Inc. BK01526339 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS (FORM C) This endorsement modifies insurance provided under the following: LIABILITY COVERAGE PART. Schedule Name of Person or Organization: As required by Work. Contract City of Santa Ana RE: Security Management System Design for the City's West Water Reservoir 1. SECTION II - WHO IS AN INSURED is amended to include to as an insured the person or organization shown in the Schedule, but only with respect to liabliity arising out of "your work" for that insured by or for you. 2. With respect to 1. above the following additional provision applies: SECTION IV. 5. Other insurance is replaced by the following: 5. Other insurance: The insurance afforded by this Coverage Part is primary insurance and we will not seek contribution from any valid and collectible "other insurance" available to the insured unless the Valid and collectible "other insurance" is provided by a person or organization who is not shown in the schedule. Then we will share with that vaid and collectible "other insurance" by the method described below. If all of the valid and collectible "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 note of the loss remains, whichever comes first. If any of the valid and collectible "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. CUBF 22 45 09 99 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Copyrighted, In~urance Servic~ Office, Inc. 1084 Page 1 of 1 ~2-/?-