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HomeMy WebLinkAboutEL PUENTE KIDWORKS 1-2004 iNSURAnCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES /_7-05 CLERK Of COUNCIL DATE: 11- ao~O'-I c:cbA O.\.~~} A-2004-200 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this Jj#'-- day of Dt!.kh-er" ,2004 by and between EI Puente KIDWORKS CDC (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City, as a grantee of the United States Department of Justice Weed and Seed Grant Award, pursuant to Title I of the Omnibus Crime Control and Safe Streets Act of 1968, 42 U.S.C. 3701, et. seq. (hereinafter "the Act"), desires to enter this Agreement with Consultant for the expenditure of Weed and Seed Grant funds to operate a Weed and Seed Safe Haven site. B. Consultant represents that it is able and willing to provide such services to the City. C. The City and Consultant have duly executed this Agreement for expenditure of said funds. NOW THEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and, together with all exhibits and attachments hereto, shall constitute the entire Agreement between the City and Consultant: 1. SCOPE OF SERVICES Consultant shall provide a Safe Haven Site and 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 $16,800.00 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 October 1,2004 and terminate on September 30, 2005, unless terminated earlier in accordance with Section 14, below. The term of this . Agreement may be extended upon a writing executed by the Executive Director of the Community Services Agency 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 ofthe 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. 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. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) 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. e. 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. 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section I 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 Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 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 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 3 '. party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation oflaw; 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. SOURCE OF FUNDS Consultant acknowledges that the funds being provided by City for Consultant's services are received by City as a grant from the United States Department of Justice, and warrants that expenditures of these funds shall comply with the laws, regulations and policies governing use of said funds as set forth in Title I of the Omnibus Crime Control and Safe Streets Act of 1968, 42 U.S.C, 3701, et. seq. 10. CONSULTANT CERTIFICATIONS Consultant agrees to be bound by all the terms and conditions of City's Grant Agreement with the United States Department of Justice, including but not limited to: a. Audit Report Requirements. Consultant agrees that if Consultant receives Three Hundred Thousand Dollars ($300,000.00) or more in federal funds. Consultant shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget - OMB Circular A-B3. Consultant shall provide City with a copy of said Audit by October 1. b. Record KeepinglReporting. Consultant shall keep and maintain complete and adequate records to assist City in meeting and maintaining its record keeping responsibilities under the Act. City and the United States Government and/or their representatives shall have access for purposes of monitoring, auditing and examining Consultant's activities and performance, to books, documents and papers, and the right to examine records of Consultant's subcontractors, bookkeepers and accountants, employees and participants in regard to said program, Nothing herein shall be construed to require access to any privileged or confidential information as set forth in federal or state law. c. Use of Funds. Consultant certifies and agrees that it will not use funds provided through this Agreement to pay for entertainment, meals or gifts. 4 ... d. Lobbying. Consultant certifies that it will comply with federal law and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract, grant, loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency, Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. e. Drug Free Workplace. Consultant certifies that it has established the following drug- free workplace policy: 1. The unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the workplace for any employee involved in a federally funded program. 2. As an employee working in conjunction with a federally funded program, the employees of Consultant will be required to: . Abide by the terms above in statement I. . Notify appropriate officials of Consultant and City officials of any criminal drug statute conviction for a violation occurring in the workplace not later than five days after such conviction. . The United State Department of Housing and Urban Development will be notified within ten days after receiving notice of any such violation. . Within 30 days of receiving such notice, appropriate personnel action will be taken against such employee, up to and including termination. . Each such employee shall be required to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a federal, state or local health, law enforcement, or other appropriate agency. f. Consultant assures and certifies that it will not use any funds appropriated under this Agreement for religious activity or anti-religious activity, or to promote or oppose any political candidate, party or belief. g. Consultant assures and certifies that where applicable, classroom instructors are properly credentialed, and training curriculums comply with State Education Codes. h. Consultant assures and certifies that it is in good standing with the California Secretary of State, Franchise Tax Board and Internal Revenue Service. 11. 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 5 ., 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 Community Development City of Santa Ana 20 Civic Center Plaza (M-25) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6736 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: EI Puente KIDWORKS CDC 2002 A South Grand Ave. Santa Ana, California 92705 telefacsimile (714) 554-4020 Attn: Ava Steaffens 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. 6 '. 12. 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. 13. 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 ofthe 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. 14. TERMINATION 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. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. 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. 16. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any ofthe clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further 7 " " 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. 17. PROFESSIONAL LICENSES Consultant shall, throughout the term ofthis 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 her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions, Said inability shall be cause for termination of this Agreement. 18. 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: PATRICIA E. HEALY Clerk ofthe Council CITY OF SANTA ANA 1~ /2~ /. (a-. DAVIDN. REAM City Manager APPROVED AS TO FORM: ~~""Z JOSEPH W. FLETC ER City Attorney CONSULTANT ~,.AiL1~ AVA STEAPFENS l President Tax ID# 7t/- JtJf/5t,f 8 . . " EXHIBIT A SCOPE OF SERVICES Consultant shall develop, coordinate and implement a "Weed and Seed Safe Haven" site program to provide computer and academic tutoring services to youth at the Myrtle and Townsend Centers. Consultant will serve a minimum of 100 youth during the term of this Agreement. Academic tutoring will be offered in various subjects. Students will also have access to top-of-the-line computers with Internet access. Consultant will comply with all reporting requirements ofthe Executive Office for Weed and Seed. Such requirements include providing monthly report to the City Community Development Agency, describing the number of clients served and the type and level of services provided. Consultant shall include the following documentation regarding the program: Registration forms Attendance sheets or sign-in sheets Copies of flyerslmarketing materials used to promote the program Pictures of special events Pre and post tests to determine program effectiveness Safe Haven survey COMPENSATION Consultant shall be compensated as follows: 2 Tutors - $14.00 per hour x 15 hours per week x 40 weeks $16,800.00 9 ~. " 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 ofthe 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 effective.) Effective Policy # Issued to , this endorsement form as a part of Named Insured Countersigned by Authorized Representative 10 ... ACORD~ CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDIYV) 07/12/2004 THIS CERTIFICATE IS ISSUED AS A MATTER DF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. PRODUCER Global Program P. O. Box 8262 Newport Bea.ch I P: 949-640-7935 Managers' Ins. CA 92660 F: 253-595-8117 INSURERS AFFORDING COVERAGE INSURED EL PUENTE COMMTJNITY DEVELOPMENT 2002-A South Grand Avenue CORPORATION f_INSU~~~'~~!~EL_~~~_,.I~~ITY -.!~SURANCE__C~~__ : INSURER B ;--- .-. INSURER C [ tNS~~ER D~'~ ; INSURER E: -_._--_._~.,-- -- ---_._~- Santa Ana CA 92705- 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 CONDmONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN ReDUCED BY PAlO ClAtMS. INSR - ~E OF~~~~'~E r-~ --~~~ICY N~;;;;----- -- -P'OLlCY EFFECnVE 'POlicY EXPIRAnQNT LIMITS A~ I:DG..EN:_p:...~._L.:_IA8.R..I~_..~~..GAD..E_:T_~_IAB_.L._IA~~: :1'. PHPK 070094 01/07/2004 01/07/2005 ~:~:~:;:~~} f. --- 1J~H~~ -- -- , " LPE".l~l?N~_&AOVINJURY li_- ____:1:-'--<!.O~L.9'O_O ~~E~~_A,~_RE~~.!E '" m~$ .~LOOO, 00<>, GEN'L AGGREG~TE LIMIT AP_~LIE,S PER: I .,! PR9DUC:rS _ CgMP/O" AGG,~ S ~-'_ 000 , OQQ. POLICY rr PRO- D LOC I AUTOMOBILE L1A1UUTY COMBINED SINGLE LIMIT I (Eaao::ident) 1"~~Dll~ INJURY ~~~on).,_ : BDDll Y INJURY i (Pef8Ccidenl) f-- "--- - , I' I, GARAGE UAElUTY tr AN'( AUTO o EXCESS UABILITY o OCCUR [[II CLAIMS MADE D DEDUCTIBLE o RETENTION S I WORKERS COMPENSATION AND EMPLOYERS' UA8lLlTY I 1- PROPERTY DAMAGE S (Per accident) ~__~U!2 ONt Y_~_~_A AC_~I!,__~NT j'.. OTHER THAN EAA.~~,$ : AUTO ONt Y AGG'S I, I j ~~~~ ~~~REN~E I AGGREGATE " : OTHER ., I, . I-- I' DESCRIPTION OF OPERA'71ONSlLOCATlONSlVEHICLESlEXCLUSIONS ADDED BY ENDORSEMENTISPEQAL PROVISIONS RE:FtJNDING GRANT TO RENOVATE 1902 W. CHESTNtJT AVENUE, SANTA ANA, CA CANCELLATION WORDING AMENDED PER PRIOR PHILADELPHIA AUTHORlZATION-10 DAYS ONLY PRIOR NOTICE FOR NON-PAYMENT OF PREMIUM. ADDITIONAL INSURED PER CG 20 26 11 85 CERTIFICATE HOLDER ADOlTJONAL INSURED; INSURER LETTER: A CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELlED BEFORE THE EXPIRATION DATE lltEREOF, THE ISSUING INSURER Will MAIL ~ DAYS WRITTEN NOllCE TO THI! CERllFlCA1E HOLDER NAMED TO THE LEFT, THE SANTA ANA EMPOWERMENT CORPORATION ATTENTION: MELISSA ALVA 20 CIVIC CENTER PLAZA (M-21) P.O. BOX 1988 SANTA ANA CA 92702- ;: ACORD 25-5 (7/97) ~ IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constnute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or aller the coverage afforded by the policies listed thereon. ~ ACORD 25-S t7197) .. POLICY NUMBER: PHPK 070 084 EL PUENTE COMMUNITY DEVELOPMENT CORPORATION COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Person or Organization: THE SANTA ANA EMPOWERMENT CORPORATION AND THE CITY OF SANTA ANA, AND THEIR RESPECTIVE OFFICERS, EMPLOYEES, AGENTS, VOLUNTEERS AND REPRESENTATIVES ARE NAMED AS ADDITIONAL INSUREDS ATTN: MELISSA ALVA 20 CIVIC CENTER PLAZA (M-21) P,O. BOX 1988 SANTA ANA, CA 92702 RE: FUNDING GRANT TO RENOVATE 1902 W, CHESTNUT AVENUE, SANTA ANA, CA (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule as an insured but only with respect to liability arising out of your operations or premises owned by or rented to you. CG20261185 Copyright, Insurance j2ervices Office, Inc., 1984 o ~,?dS .. SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obliga- tions under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. Yau must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may resutt in a claim. To the extent possible. notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. Yau must see to it that we receive written no- tice of the claim or "suit" as soon as practica- ble. c. You and any other involved insured must: (1) Immediately send us copies of any de. mands, notices. summonses or legal pa- pers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the en- forcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation. or incur any expense, other than for first aid, without our consent. 3. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or CG00010798 b. To sue us on this Coverage Part unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured obtained after an actual trial; but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the applicable limn of insur- ance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal represen- tative. 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Cover- ages A or B of this Coverage Part, our obligations are lim~ed as follows: a. Primary Insurance This insurance is primary except when b. be- low applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in c. below. b. Excess Insurance This insurance is excess over: (1) Any of the other insurance, whether pri. mary, excess, contingent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or simi. lar coverage for "your work"; (b) That is Fire insurance for premises rented to you or temporarily occupied by you with permission of the owner; (c) That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; or (d) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I . Coverage A . Bodily In. jury And Property Damage-Liability. (2) Any other primary insurance available to you covering liability for damages arising out of the premises or operations for which you have been added as an additional in- sured by attachment of an endorsement. ~7 16 ~ Copyright, Insurance Services Office, Inc.. 1997 o Page 9 of 13 . ' \" ~ ",. When this insurance is excess, we will ,have no duty under Coverages A or B to defend the in. sured against any ~suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other in- surance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insur. ance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self.insured amounts under all that other insurance. We will share the remaining loss, if any. with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method 01 Sharing If all of the other insurance permits contribu. tion by equal shares, we will follow this method also. Under this approach each insurer con- tributes equal amounts until it has paid its ap' plicable 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. Premium Audit We will compute all premiums for this Cover. age Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as ad~ vance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period. Audit premiums 'are due and payable on notice to the first Named Insured. If the sum of the ad- vance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named In- sured. c. The first Named Insured must keep records of the information we need for premium compu. tation, and send us copies at such times as we may request. Page 10 of 13 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accu- rate and complete; b. Those statements are based upon representa- tions you made to us; and c. We have issued this policy in reliance upon your representations. 7. Separation 01 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 ~ 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 01 Rights 01 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 in- sured must do nothing after loss to impair them. At our request, the insured win bring "suit" or transfer those rights to us and help us enforce them. 9. When lIVe 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 expi. ration date. If notice is mailed, proof of mailing will be suffi. cient proof of notice. SECTION V - DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific mar~ ket segments about your goods, products or serv- ices for the purpose of attracting customers or supporters. 2. "Auto" means a land motor vehicle, trailer or semitrailer designed for travel on public roads, in- cluding any attached machinery or. equipment. But "auto" does not include "mobile equipment". 3. "Bodily injury" means bodily injury, sickness or disease sustained by a person, including death re- sulting from any of these at any time. 4. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; Copyright. Insurance Services Office, Inc.. 1997 CG 00 01 0798 0 SP CERTHOLDER COpy STATE COMPENSATION INSURANCE FUND P.O. BOX 807, SAN FRANCISCO,CA 94142-0807 CERTIFICATE OF WORKERS' COMPENSATION INSURANCE THE CLERK OF THE CITY COUNCIL SP CITY OF SANTA ANA 20 CIVIC CENTER PLAZA(M-30) PO BOX 1988 SANTA ANA CA 92702-6956 GROUP: POLICY NUMBER: 1776218-2005 CERTIFICATE ID: 1 CERTIFICATE EXPIRES: 02-01-2006 02-01-2005/02-01-2006 JOB: WEED AND SEED GRANT ISSUE DATE: 02-01-2005 It -~y -a-iJO This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon 30 days' advance written notice to the employer. We will also give you 30 days' advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance. is not an insurance policy and does not amend. extend or alter the coverage afforded by the policies listed herein, Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance maybe issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies. ~ ~~t. ~ AUTHORIZED REPRESENTATIVE PRESIDENT EMPLOYER'S LIABILITY LIMIT INCLUOING DEFENSE COSTS: $1,000,000.00 PER OCCURRENCE. ENODRSEMENT #2065 ENTITLEO CERTIFICATE HOLDERS' NOTICE EFFECTIVE 02-01-2005 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. EMPLOYER LEGAL NAME KIDWORKS 2002 S GRAND AVE STE A SANTA ANA CA 92705 EL PUENTE COMMUNITY DEVELOPMENT CORPORAT (REV.3-03) PR'NTED: 01/19/2005 P0408 THIS DOCUMENT HAS A BLUE PATTERNED BACKGROUND selF 10""