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HomeMy WebLinkAboutEAST LOS ANGELES CLASSIC THEATRE 2-2009City of Santa Ana Clerk of the Council f \ 1J AGREEMENT TERMINATION FORM Please complete this form when the attached agreement and all amendments (if any) are no longer in effect. Return form to the Clerk of the Council Office (M-30). The agreement with COTC Office Use Only City of Santa Ana AUS 02 2021 Clerk of the Council No. N-2009-147 was com feted on �1� payment P 6 �, a01� and final a ment has been made. (List all amendments. Use space below if needed.) Department: Mc -SA Phone/Ext.: LG\0 /) ULVIO D . _/ ` Signature: Q�1 �l 91�a1�o�ct Date: Revised 07-22-09 INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES �.31-i0 CLERK OF COUNCIL DATE; A-R-10 o : PRC3 C2) A- �o, JACA(nez RECREATION SERVICES AGREEMENT N-2009-147 THIS AGREEMENT, made and entered into this day of December, 2009 by and between East Los Angeles Classic Theatre, a California 50 (c)(3) non-profit organization (hereinafter "Provider") 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 desires to retain a service provider having special skill and knowledge in the field of providing language arts curriculum through theater production. B. Provider represents that Provider is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Provider represents that it is knowledgeable in its field and that any services performed by Provider under this Agreement will be performed in compliance with such standards as may reasonably be expected from a service provider 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 Provider shall coordinate a sixteen week/sixty four hour theater arts and literacy program for the children of Santa Ana as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Provider 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 $24,000.00 during the term of this Agreement in accordance with the budget set forth in Exhibit A. The City and Provider may modify elements of the budget provided the total compensation is not increased. b. Payment by the City shall be 50% at the start of the program and 50% at the conclusion of the program. 3. TERM This Agreement shall commence on the date first written above and terminate on June 30, 9, unless terminated earlier in accordance with Section 12, below. The term of this \Q Agreement may be extended upon a writing executed by the Executive Director of Parks, Recreation and Community Services Agency and the City Attorney. 4. INDEPENDENT CONTRACTOR Provider 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 Provider performs the services which are the subject matter of this Agreement; however, the services to be provided by Provider shall be provided in a manner consistent with all applicable standards and regulations governing such services. Provider 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, Provider shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Provider 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 Provider'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. Provider 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. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Provider, if Provider 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, Provider agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. c. The following requirements apply to the insurance to be provided by Provider pursuant to this section: (i) Provider 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. d. If Provider 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 Provider's right to be paid for its time and materials expended prior to notification of termination. Provider 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 Provider 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 Provider or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; 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 Provider 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 Provider receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Provider 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 Provider disclosed in a publicly available source; (c) is in rightful possession of the Provider without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Provider without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Provider 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 Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 571-4221 and To Provider: City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 East Los Angeles Classic Theatre Angel Weimer 761 Terminal Street, Bldg. 1, 2nd Floor Los Angeles, California 90021 Telefacsimile (213) 572-0125 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 telefacsimile, 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 Provider, 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 Provider. 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 Provider 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 Provider, Provider 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. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Provider shall be entitled to receive and the City shall pay Provider compensation for all services performed by Provider prior to receipt of such notice of termination. 13. DISCRIMINATION Provider 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. Provider 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 Provider 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. Provider 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: `AA'-� 4 r/M MARIA D. HUIZAR Clerk of the Council JOSEPH City Ai�e CITY OF SANTA AfNA DAVID N. REAM City Manager [Signatures Continued On Next Page] 0 EAST LOS ANGELES CLASSIC THEAT L ANGE&A WEIMER Executive Director Tax ID# �5 �02 /Jl RECOMMENDED FOR APPROVAL: GERARDO MOUET Executive Director, PRCS EXHIBIT A SCOPE OF WORK The City of Santa Ana Parks, Recreation and Community Services Agency (PRCSA) and the East Los Angeles Classic Theatre (ELACT) will coordinate a sixteen week/sixty four hour theater arts and literacy program for the children of Santa Ana. The agreement will be administrated as follows: ELACT will be responsible for the following: 1. Provide an after school theater arts and literacy program aligned with California state educational standards in visual and Performing Arts, English Language Arts, and English Language Development. 2. Target low income disadvantaged students in Santa Ana at two Santa Ana schools with children in grades 4 through 8. 3. Recruit, register and maintain a master enrollment for twenty to thirty (20-30) students per school for the after school theatre program and maintain a daily attendance sheets. 4. Conduct the program at each of two schools twice a week for 2 hours each day for a t total of 64 instructional hours per school over a 16 week period per site beginning upon this agreement being effective and concluding no later than June 30, 2009. 5. ELACT artists and teachers will implement games, exercises, and culmination presentations of student work and will incorporate acting, directing, creative dramatics, and playwriting. 6. Evaluate the effectiveness of the program at increasing English language acquisition, improved writing skills, improved reading ability, and improved learning. PRCSA will be responsible for assisting ELACT to identify two schools at which to conduct the program during their after school program where a certificated teacher or other employee designated by the school can be present to assist with supervision. BUDGET -COST PER SITE PERSONNEL EXPENESES COST Program Administration $ 115 Program Management 1,225 Program Delivery — Teachers 5,120 Fringe (17%) 1,098 Sub -total $7,558 Operating Expenses Food and refreshments 200 Fingerprinting 50 Educational Resources 100 Printing and Photocopying 100 Supplies 142 Postage 100 Meetings and Training 1830 Mileage 1920 Sub Total $4,442 Total per School $12,000 Total for 2 Schools $24,000 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 effective.) Effective Policy # Issued to this endorsement form as a part of Named Insured Countersigned by Authorized Representative ACORD CERTIFICATE OF LIABILITY INSURANCE OP ID LM DATE(MMIDDIYYY EASTL-2 07 22 09) PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIOP ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE INVENSURE Insurance Brokers HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 17912 Mitchell South ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW Irvine CA 92614-6014 Phone: 949-756-4100 Fax: 949-756-4199 INSURERS AFFORDING COVERAGE NAIC # INSURED INSURER A: Philadelphia Insurance Cos. INSURER B: State Comp. Insurance Fund East L.A. Class c Theatre Corp INSURERC: Lena Sanchez #PMB378 2168 South Atlantic Blvd. INSURER D: Monterey Park, CA 91754 INSURER E: 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. INZK LTR KUU � INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MMIDDIYY POLICY EXPIRATION DATE MMIDD/YY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1 , 000 , 000 PREMISES (Ea occurence)$ 100,000 A X X COMMERCIAL GENERAL LIABILITY PHPK438976 07/31/09 07/31/10 MED EXP (Any one person) $ 5,000 CLAIMS MADE [j�] OCCUR PERSONAL & ADV INJURY $ 1,000,000 AP P ED A TO F RM X sex/phys 1RRn GENERAL AGGREGATE $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 1 , 000 , 000 POLICY71 PRO LOC JECT ' A AUTOMOBILE LIABILITY ANY AUTO ATTORNEY COMBINED SINGLE LIMIT (Ea accident) $ 1000000 BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS — X X HIRED AUTOS NON -OWNED AUTOS PHPK438976 07/31/09 07/31/10 BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO $ AUTO ONLY: AGG EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE s2,000,000 AGGREGATE $2,000,000 A X OCCUR F—ICLAIMSMADE PHLTB276942 07/31/09 07/31/10 $ DEDUCTIBLE $ X RETENTION $ 10000 WORKERS COMPENSATION AND X TORY LIMITS I I ER E.L. EACH ACCIDENT $ 1000000 B EMPLOYERS' LIABILITY ANY PP.OPRIETORrPARTNERIZXECUTIVE OFFICER/MEMBEREXCLUDED? 1917043-08 02/01/09 02/01/10 E.L. DISEASE - EA EMPLOYE $ 1000000 If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE -POLICY LIMIT 1 $ 1000000 OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS * except 10 days for non-payment. Certificate holder is additional insured per attached form CG2026 07/04 111l912 [Me\ I ;M:1010 93 •1G10 L•1;I R ■_IIl• CTYSA-1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATIt DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 * DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL City of Santa Ana IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Attn Parks & Recreation 20 Civic Center Plaza REPRESENTATIVES. Santa Ana CA 92701 AUT EP ATIVE ACORD 25 (2001 988 POLICY NUMBER: PHPK438976 COMMERCIAL GENERAL LIABILITY CG 20 26 07 04 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 Additional Insured Person(s) Or Organization(s) City of Santa Ana Attn: Parks & Recreation Information required to complete this Schedule if not shown above, will be shown in the Declarations. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or or- ganizations) shown in the Schedule, but only with respect to liability for "bodily injury", "property dam- age" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. CG 20 26 07 04 0 ISO Properties, Inc., 2004 Page 1 of 1 0 C� �E�TI�I�TE �F LI�IL�T� �I�F���E ���� � DATE (WDIYYYY MD '&- TL- O 11 O PRODUCER THIS CERTIFICATE 15 ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 1N ERSURE Insurance Brokers HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 17912 Mitchell South ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, Irvine CA 92614-6014 Phone: 949-7a - 1 0 Fax:949-756-4199 INSURERS FF F DING COVEMGE I AIC # INSURED INSURER A: Philadelphia Iusur=ce Cos . INSURER B: East L.A. Clas Theatre Corp Lena Sanchez P B 79 INSURER C. 2168 South Atlantic Blvd. Monterey Park, CA 91754 INSURER D. INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD D 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. LTR NSRC TYPE OF INSURANCE POLICY NUMBER FE DATE MMIDDIYY POLICY EXPIRATION DATE MMIDDIY LIMITS GENET -AL LIABILITY EACH OCCURRENCE $ 1 4ro o r o A COMMERCIAL GENERAL LIABILITY CLAIMS MADE [*] OCCUR PK4 97 7 1 9 7 1 10 PREMISES a occurence) 100 , co MED EXP (Any one person) f 0 0 PERSONAL S AD1V INJURY $ 1jr000f000 sex phys 1It1 m GENERAL AGGREGATE $ 1 1000r 000 GENL AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 10,000f000 POLICYF-] PRO JECT LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea accident) $ ALL OWNED AUTOS SCHEDULED AUTOS PHP 4 97 7 1 0 9 7 1 1 persens �JLif� (pBODILY (Per on) HIRED AUTOS NON -OWNED ► UITO BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) AUTO ONLY - EA ACCIDENT CPPROVE GARAGE LIABILITY OTHER T14AN EA A= AUTOONL AGC3 ANY AUTO XSEPHYFLETgi R $ EXCESSIUMBRELLA LIABILITY lu EACH OCCURRENCE OCCUR � CLAIMS MADE AGGREGATE $ $ $ DEDUCTIBLE RETENTION WO RK E RS COMPENSATION AND EMPLO ERV LIABILITY ANY PROPRIETORIPARTNERJEXECUTIVE TOI If LIl 11TS ER- E.L. EACH ACCIDENT $ E.L DISEASE - Ell EMPLOYEE $ OFFICER/MEMBER EXCLUDED' If ryes. describe under SPECIAL PROVISIONS below E.L DISEASE. - POLICY LIMFr $ OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS *except 10 days for non-payment. City of Santa Ana, its officers, agents, employees, representatives, and volunteers are additional insured per policy form. Walver of subrogation applies per the attached. CERTIFICATE HOLDER CANCELLATION ClAy of Santa Ana-P C A Athena Martinez P.C. Box 1988 -7 Santa Ana CA 92702 CITY.SAN SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATIC DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL * DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUT $EP iiATIVE ACORD 2 (201391081 988 POLICY CHANGE DOCUMENT POLICY NO.: PHPK438976 Philad 1pl is Ind rnnity Insurance C mpan r 16012 Sherman Parent Prince & Fleming Insuran NAMED INSURED East L.A. Classic Theatre Corp MAILING ADDRESS 2168 S Atlantic Blvd Monterey Park, , CA 91754-6839 POLICY PERIOD: D: FROM 1 9 T 1 1 at 12:01 A. I. Standard Time at your mailing address shown above. CHANGE EFFECTIVE 01/13/2010 CHANGE# 1 DESCRIPTION In consideration of the premium reflected, the policy is amended as indicated below: ADDED: Additional Insured: City of Santa Ana -PIA Athena Martinez PCB Box 19 M-75 PI Santa Ana CA 92702 P10 FORM With respects to performances at the city's schools SEPH 1I FT HE Form: CG2005 Controlling Interest C1 TTORNEY 00 Per attached schedule Path ID 4200823 Total Annual Additional/return Premium 0.00 NO CHANGE COUNTERSIGNED BY (Date) Total Prorate Addibonal/Return Premium0.00 NO CHANGE (Authorized Representative) Insurance Policy Page I of I Philadelphia Indemnity Insurance Company Additional Insured Schedule Policy Number: PHPK 3897 Additional Insured Los Angeles Unified School District PO Box 570 Los Angeles, CA 90054-0670 C202 - General Liability Additional Insured UCLA Center for Community Partnerships PO Box 910 2333 Murphy Hall Los Angeles, CA 9 0 5-1 0 CC202 - General Liability Additional Insured City of Santa Ana Attn: Pars & Recreation 20 Civic Center PI Santa Ana, CA 9201-58 C O - CA- L c #1- 334 (THEATRICAL COMPANY -TRAVELING) RE: Parrs & Recreations from 9 23 08 to 3 31 09 Additional Insured City of San Gabriel, its elected and appointed officials, employees, volunteers ardor agents 320 s Fission Dr San Gabriel, CA 9177- 110 2 2 - CA - L c # 1- 334 (THEATRICAL COMPANY-TRAVELING Special Event 32- 28 Additional Insured AEC LA Live Evelyn Taylor Carrion 800 W Olympic Blvd # A220 Los Angeles, CA 90015-1360 C202 - General Liability With regards to the Congo Room Event on 17 09 Page 1 of 2 Philadelphia Indemnity Insurance Company Additional Ensured Schedule Policy lumber: PHPK48897 Additional Insured City of Santa Ana-PRCSA Athena Martinez PO Box 1988 Santa Ana, CA 97-188 CG2005- CA - Loc #1 •- B (THEATRICAL ICAL lP NY-TRA ELI# .G Company that puts on performances at the city#httpl46;s schools Page 2 of POLICY NUMBER: PHP COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT 1T CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - CONTROLLING INTEREST This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Person or Organization: City of Santa Ana-PRA Athena [amine if no entry appears above, information required to complete this endorsement will be shown In the Declarations as applicable to this endorsement.) 1. WHO IS AN INSURED (Section II) is amended to a. Their financial control of you; or include as an insured the person or orga i a- b. Premises they own, maintain or control while tion shown in the Schedule, but only with re- you lease or occupy these premises. aped to their liability arising out of: . This insurance does not apply to structural altera- tions, new construction and demolition operations performed by or for that person or organization. CG 20 05 1185 Copyright, Insurance Services Office, Inc., 1984 Page 1 of 1 13 Leslie Mills At. Invensure Insurance Brokers Fa ID: To: Santa Ana City Attorney Office EAST LA CLASSIC THEATRE Policy # PHPK4389756 Date: 2Jf01 o 8: 1 AM Page: 1 of 1 COMMERCIAL GENERAL LIABILITY c001'12 07 COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and whet is and is not covered. Throughout this policy the words "you" and "your" refer to the darned Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this polio. The words "we", "us" and "our" refer to the company providing this insurance. The word "insured" means any person or organization qualifying as such under Section II — Who Is An In- sured. Other words and phrases that appear in quotation marks have special meaning. Refer to section V — Definitions. SECTION I — COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured be- comes legally obligated to pay as damages because cf "bodily injury/' or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeldng those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury"' or "property damage" to which this in- surance does not ripply. We may, at -our discre- tion, investigate are "occurrence" and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III -- Limits f I nsu ranoe; and (2) Our right and duty to defend ends when we have used up the applicable limit of insur- ance in the payment of judgments or set- tlements under Coverages A or B or medi- cal expenses under Coverage D. o other obligation or I is bil itr to pay sums or perform acts or services is covered u n less ex- plicitly provided for under Supplementary Pay- ments - Coverages A and B. b. This insurance applies to "bodily injury" and "property damage" only if: (1) The "bodily injury" or "property damage" is caused by an "occurrence" that takes plane in the "ooverage territory"; (2) The "bodily injury" or "property damage" occurs during the policy period; and 3 Prior to the policy period, no insured listed under Paragraph 1. of Section Ii - Who Is n Insured and no "employee„ authorized by you to give or receive notice of an "oc- currence"" or claim, knew that the "bodily in- jury" or "property damage" had occurred, in whole or In part. If such a listed insured or authorized "employee" knew, prier to the policy period, that the "bodily injury„ or ,property damage" occurred, then any con- tinuation, charge or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" which occurs during the policy period and was not, prior to the policy period, known to have oc- curred by any insured listed under Paragraph 1. of Section II - Who Is An insured or any "employee" authorized by you to give or re- ceive notice of an "occurrence" or claim, in- cludes any continuation, change or resumption of that "bodily injury"` or "property damage" af- ter the end of the policy period. d. "Bodily injury" or 'property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed un- der Paragraph 1. of Section II - Who Is An In- sured or any "employee" authorized by you to give or receive notice of an "occurrence"" or claim: (1) Deports all, or any part} of the "bodily injury" or "property damage" to us or any other in- surer; Receives ves a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or Becomes aware by any other means that "bodily injury"' or "property damage" has oc- curred or has begun to occur. CG 00 01 12 07 @ ISO Properties, Inc., 2006 Page 1 arf 16 13 rom: Leslie Mills At: Invensure insurance Brokers Fa ID: To: Santa Ana Qty Attomey Ofrioe Date: 21 I2010 08: 1 ANC Page: 2 of 1 . Damages because of "bodily injury" include c. Liquor Liability damages claimed by any person or organi a- "Bodily injury" or "property damage" for which tion for care, loss of services or death resulting any Insured may be held liable by reason of: at any time from the "bodily injury" (1) or contributing to the intoxication of . Exclusions any person; This insurance does not apply to: a. Expected or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" resulting from the use of reasonable force to protect persons or property. b. contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a con- tract 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; ent; or Assumed in a contract or agreement that i an "Insured contract", provided the "bodily injury" or "property damage" occurs subse- quent to the execution of the contract or agreement. Solely for the purposes of liabil- ity assumed in an "insured contract', rea- sonable attorney fees and necessary litiga- tion expenses incurred by or for a Party other than an insured are deemed to be damages because of "bodily injury" or "property damage", provided: (a) Liability to such party for, or for the cast of, that parrty's defense has also been assumed in the same "insured contract'; and b Such attorney fees and litigation ex- penses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are al- leged. The furnishing of alcoholic beverages to a person under the legal drinking age or un- der the irrfl uence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alco- holic beverages. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. d. Workers' ers' Compensation And Similar Laws Any obligation cf the insured under a workers` compensation, disability benefits or unem- ployment compensation later or any similar lava. e. Employer's Liabillt "Bodily injury/'to: (1) Oemployee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insureds business; or The spouse, child, parent, brother or sister of that 'employee" as a consequence of Paragraph 1 above. This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share darn - ages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability as- sumed by the insured under an "insured con- tract". Page 2 of 16 0 ISO Properties, Inc., 2006 CG 00 01 12 07 0 .rom: Leslie Mills At: invensure insurance Brokers FaxlD: To: Santa Ana City Attorney Office Date: 21 l2010 0 : 1 AM Page: 3 of 12 f. Pollution d At or from any premises, site or location (1) 'Bodily injury" or 'property damage" arising on which any insured or any contractors out of the actual, alleged or threatened dis- or subcontractors working directly or in - charge, dispersal, seepage, migration, re- directly an any Insureds behalf are per - lease or escape of "pollutants": forming operations if the "pollutants" are brought on or to the premises, site or lo- brought (a) At � from any promises, site or location in connection with such opera - which is or was at any time owned �r bons b such insured, contractor or sub - occupied �, or rented or loaned to, any contractor. However, this subparagraph insured. However, this subparagraph does not apply #e: does not apply to: (i) "Bodily injury" or "property damage" i "Bodily injury" if, sustained within a arising out of the escape of fuels, lu- bulld�r�g and caused � rr�l bricants or other operating fluids fumes, vapor or soot produ�J b or which are needed to perform the orllnating from equipment that i normal electrical, hydraulic or me - ued to heat, coal or dehumidify the chanical functions necessary for the building, or equipment that is used to operation operation of "mobile equipment" or heat water- for person a I use, b the parts, If such fuels, lubricants or building's occupants or their guests; other operating fluids escape from a pi) "Bodily injur/' or "property damage" vehicle part designed to hold, store for which you may be held liable, if or receive them. This exception does you are a contractor and the caner not apply if the "bodily injury" or or lessee of such premises, site or "property damage" arises out of the location has been added to your pol- intentional discharge, dispersal or re - icy as are additional insured with re- lease of the fuels, lubricants or other spet to your ongoing operations operating fluids, or if such fuels, lu- perforrned for that additional insured bricants or other operating fluids are at that premises, site or location and brought on or to the premises, site or such premises, site or location is not location with the intent that they be and never was owned or occupied discharged, dispersed or released as by, or rented or loaned to, any in- part of the operations being per. sur d, other than that additional in- formed by such insured, contractor ured; or or su bontractor; (111)"Bodily injury" or "property damage" ii "Bodily injury" or "property damage" arising out of heat, smoke or fumes sustained within a building and from a "hostile fire"; caused by the release of gases, b At or from any premises, site or location fumes or vapors from materials brought into that building in connec- which is or was at any time used by or for any insured or others for the halm- tion with operations bung performed dling, storage, disposal, processing or by you or on your behalf by a con - tractor or subcontractor, or treatment of waste; c) Which are or were at any time trams- e" ill "Bodily injury" or "property damage" arising out of heat, smoke or fume ported, handled, stored, treated,, dis- from a"hostile fire".posed of, or processed waste by or for: a At or from any promises, site or location (1) Any insured; or on which any insured or any contractors or subcontractors working directly or in - Any person or organization for whom directly n are ins�re�d' behalf are per- you may be legally responsible; or forming operations if the operations are forming to test for, monitor, clean up, remove, contain, treat, deto)dfy or neutralize, or in any wary respond to, or assess the ef- fects Of, "pollutants". CG 00 01 12 07 0 ISO Properties, inc., 2006 Page 3 af 16 0 :rom: Leslie Mills At: Invensure Insurance Brokers FaxID: To: Santa Ana City Attomey ice Date: 191 D10 0 : 1 AM Page: 4 of 1 (2) Any loss, cost or expense arising out of "Bodily injury" or "property damage" arising any: . out of: (a) Request, t, demand,, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, re- move, contain, treat, detoxify or neutral- ize, or ire ,any way respond to, or assess the effects of, "pollutants"; or (b) Clain': or "suit" by or on behalf of a gov- ernmental authority for damages be- cause af testing for, monitoring, cleaning up, removing, containing, treating, de- toxifying or neutralizing, or in any wary responding to, or assessing the effects f, "pollutants". However, this paragraph does not apply to liability for damages because of 'pproper.ty damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a govem- m enta I authority. . Aircraft, Auto or watercraft „Bodily injurer" or "property damage" arising out of the ownership, hip, maintenance, use or en- trustment to others of any aircraft, "auto' or wa- tercraft owned or operated by or rented or loaned to any insured. Use includes operation and"loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employ- ment, training or :monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, rnaintenanoe, use or entrust - rent to others of any aircraft, "auto" or water- craft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that i5: (a) Lens than 26 feet long: and - b Not being used to carry persons or property for a charge; (3) Pail ing an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (4) Liability assured under any "insured con- tract" for the ownership, maintenance or use of aircraft or watercraft; or (a) The operation of machinery or equip- ment that is attached to, or part of, a land vehicle that would qualify under the definition of "mobile equipment" if it were not subject to a compulsory or financial responsibility law or other ::rotor vehicle insurance laver in the state where it is li- censed or principally garaged; or (b) the operation of any of the machinery or equipment listed in Paragraph f. or f.(3) of the definition of "mobile equip- ment". h. Mobile Equipment "Bodily injury" or "property damage" arising out of: (1) The transportation of "mobileequipment" by an "auto" owned or operated by or rented or loaned to any insured: or The use of "mobile equipment" in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition, or stunting activity. 1. War "bodily injury"' or "property damage", however caused, arising, directly or indirectly, out of: 1 War, including undeclared or civil war; Warlike action by a :military force, including action in hindering or defending against an actual or expected attach, by any govern- ment, sovereign or :-other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by govermlmental au- thority in hindering or defending against any ofthese. Damage To Property "Property damage" to: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement., enhancement, restora- tion or maintenance of such property for any reason, Including prevention of injury to a person or damage to anothers property; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; 3 Property loaned to you; (4) Personal property in the care, custody or control of the insured; Page 4 of 16 @ ISO Properties, Inc., 2006 CG 00 01 12 07 13 ram: Leslie Mills At: Invensure Insurance Brokers Fa ID: To: Santa Aria City Attorney Office Date: 2/9/ D'10 08: 1 AM Page: 5 of 1 (5) That particular part of real property on which you or any contractors or subcontrac- tors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those op - orations, or That particular part of any property that must be restored, rewired or replaced be- cause 11you r w r " was incorrectly per- formed on it. Paragraphs (1),, (3) and ) of this a ccluskm do not apply to "property damage" (other than damage by fire) to premises, including the con- tents of such premises, rented to you for a pe- riod of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Prem- ises Rented To You as described in Section III Limits Of Insurance. Paragraph of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs , y and this exclu- sion do not apply to liability assumed under a sidetrack agreement. Paragraph f this exclusion does not apply to "property damage' included in the *products- ompleted operations hazard". Ic. Damage a To Your Product "Property damage" to "your product" arising out of it or any part of it. I. Damage To Your Work "Property damage" to "your wor " arising out of it or any part of it and included in the "products - completed operations hazard". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a sub- contractor. m. Damage ge To Impaired Property Or Property Not Physically Injured "Property damage" to "Impaired property„ or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or danger- ous condition in "your product" or "your work"; or A delay or failure by you or anyone acting on your behalf to perlrrn a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and ac- cidental physical injury t "your product' or "your work" after it has been put to its intended use. n. Recall Of Products, Work Or Impaired Property Damages claimed for any less, cost or ex- pense incurred by your or others for the loss of use, withdrawal, recall, inspection, repair, re- placement, adjustment, removal or disposal of: 1 "Your product% "Your work"; or { "Impaired property"; if such product, work* or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. o. Personal And Advertising Injury "Bodily injury" arising out of "personal and ad- vertising injury". 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. 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- F OMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. q. Distribution Of Material In violation Of Statutes "Bodily injury" or "property darnagd' arising di- rectly or indirectly out of any action or omission that violates or i alleged to violate: (1) The Telephone Consumer Protection Act TCPA, including any amendment of or addition to such lava; or The CAS]-SPAM Act of 2003, including any amend ment of or addition to such law; or Any statute, ordinance or regulation, other than the T PA or AI -SPAM Act of 2003, that prohibits or limits the sending, transmit- ting, communicating or distribution of mate- rial or information. CG 00 01 12 07 Q 180 Properties, Inc., 2006 Page 5 of 1 rorn: Leslie Mills At: Invensure Insuranoe Brokers FaxlD, `Ir`o: Santa ulna City Attomey Office Date: 2J9f2010 0 : 1 AM Page: 6 of 12 Exclusions c. through n. do not apply to damage c. Material Published Prior To Policy Period by fire to premises while rented to you or tempo- "personal and advertising injury" arising out of rarily occupied by you with permission of the oral or written publication of (material whose owner. A separate limit of insurance applies to this first publication took place before the beginning coverage as described in Section III — Limits Of of the policy period. insurance. COVERAGE B PERSONAL AND ADVERTISING ING INJURY LIABILITY 1. Insuring Agreement a. we will pay those suns that the insured be- comes legally obligated to pay as damages because of "personal and advertising injury" t which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However" we will have no duty to defend the insured against any "suit" seeking damages for "per- sonal and advertising injury" to which this in- surance does not apply. We may, at our discre- tion, investigate any offense and settle any claim or "suit' that may result. But: (1) The amount we will pay for damages Is limited as described in Section III — Limits f Insurance; and ( Our right and duty to defend end when we have used up the applicable Ill it of insur- ance in the paymi3nt of judgments or set- tlements under Coverages A or B or medi- cal expenses under coverage C. o other obligation or liability to pay sums or perform acts or services is covered unless ex- plicitly provided for under Supplementary Pay- ments — Ooverages A and B. b. This insurance applies to "personal and adver- tising injur " caused by an offense arising out of your business but only if the offense was o'omm itted in the "coverage territory," during the policy period. . Exclusions This insurance does not apply to: a. Knowing Violation Of Fights Of Another "Personal and advertising Injury," caused by or at the direction of the insured with the knowl- edge that the act would violate the rights of an- other and would inflict "personal and advertis- ing in jury". b. Material Published With Knowledge of Falsity d. Criminal Acts "Personal and advertising injury" arising out of a criminal. act committed by or at the d i rec9on of the insured. 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 li- ability for damages that the insured would have in the absence of the contract or agreement. f. Breach of contract "Personal and advertising injury" arising out of a breach of contract, except an implied con- tract to use another's advertising idea in your "advertisement' . Quality Or Performance Of Goods — Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or per- formance made in your +'advertl ement ". h. Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services stated in your "advertis- nt'�. i. Infringement of Copyright, Patent, Trademark or Trade Secret "Personal and advertising injury" arising out of the infringement of copyright, patent" trade- mark, trade secret or other intellectual property rights. Under this exclusion, such other intellec- tual property rights do not include the use of another's advertising idea in your "advertise- ment". However, this exclusion does not apply to in- fringement, in your "advertisement", of copy- right, trade dress or slogan. J. Insureds In Media And Internet Type Businesses "Personal and advertising injury" committed by an insured whose business is: "Personal and advertising injury" arising out of 1 Advertising, broadcasting, publishing or oral or written publ ication of mate ria I, if don a by to leca sU ng; or at the direction of the insured with knowl- edge of its falsity. Designing or determining content of web - sites for others; or Page 6 of 16 0 ISO Properties, Inc., 2005 cO 00 0112 0 0 ram: Leslie Mills At: Invensure Insurance Broker Fa ID: To- Santa Ana City Atlomey Office Date: 21 f2010 08: '1 AM Page: 7 of 12 (3) An Internet search, access, content or Insurrection, rebellion, revolution, usurped service provider. power, or action taken by governmental au - However, this exclusion does not apply to thority in hindering or defending against any Paragraphs 1.a.,; b. and c. of "personal and ofthese. advertising injury".. -under the Definitions Sew p. Distribution Of Material In Violation Of tion . Statutes For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of aderti- Ing, broadcasting, publishing or telecasting. k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of n electronic chatroorn or bulletin board the in- sured hosts, owns, or over which the insured exercises control. I. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of anothees name or product in your e-mail address, domain name or metatag, or any other similar tactics to mis- lead another's potential customers. Im. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or es- cape af "pollutants" at any time. n. Pollution -Related Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way ra pond to, or assess the effects f,'"pollutants", or (2) Claim or suit by or on behalf of a govem- mental authority for damages because of testing for, .monitoring, cleaning up, remov- ing, containing, treating, detoxifying or neu- tralizing, or in any way responding to, or assessing the effects of, "pollutants". o. Vier r "Personal and advertising injury", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military frce, 'including action in hindering or defending against are actual or expected attack, by any govern- ment, sovereign or other authority using military personnel or other agents; or "Personal and advertising injury" arising di- rectly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act TPA, including any amendment of or addition to such law; or The CAC -SP AN AcA of 2003, including any amendment of or addition to such law; or (3) Any statute, ordinance or regulation, Other than the TCPA or CAN-SPAM Act of 2003, that prohibits or limits the sending, transmit- ting, communicating or distribution of mate- rial or information. COVERAGE C MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expanses as described below for "bodily injury" caused by an accident: (1) premises you own or rent; (2) n ways next to premises you own or rent; or ( Because of your operations; provided that: (a) The accident tales place in the "cover- age territory" and during the policy pe- riod; (b) The expenses are incurred and reported to us within one year of the date of the accident; and (c) The injured person submits to examina- tion, at our expense, by physicians of our choice as often as - we reasonably require. b. We will male these payments regardless of fault. These payments will not exceed the ap- plicable limit of insurance. We will pay reason- able expenses for: 1 First aid administered at the time of are accident; (2) Nacessary medical, surgical, x-ray and dental services, including prosthetic de- vices; and (3) Necessary ambulance, hospital, profes- sional nursing and funeral services. CG 00 01 12 07 Q ISO Properties, Inca 2006 Page 7 of 16 11 =rom: Leslie Mills At: Invensure Insurance Brokers FaxID: To: Santa Aria amity Aftomey Office Date: 2/9/2010 08.51 AM Page: 8 of 1 . Exclusions f. Prejudgment interest awarded against the We will -not pay expenses for "bodily injury": insured on that part of the judgment we pay. If v re make an offer to pay the applicable limit of . Any insured insurance,,we will not pay any prejudgment in - To any insured, except "volunteer workers". t rest based on that period of time after the of- b. Mired Person fer. To a person Fired to do work for or on behalf of any insured or a tenant of any insured. c. Injury on Normally occupied Premises To a person injured on that part of premises you own or rent .that the person normally occu- pies. d. Workers Compensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a work- ers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletic contests. f. Products --Completed Operations Hazard Included within the "products -completed opera- tions hazard". g. Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS — COVERAGES A AND B I. We will pay, with respect to any claim we investi- gate or settile, or any „suit" against an Insured we defend; a. All expenses we incur. b. lip to for cost of bail bonds required because of accidents or traffic laver violations arising out of the use of any vehicle to which the Bodily Injury Liability coverage applies. We do not have to furnish these bonds. c. The most of bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d. All reasonable expenses incurred by the in- sured at our request to assist us in the investi- gation or defense of the claim or "suit", includ- ing actual loss of earnings up to $ b0 a day because of time cuff from work. . All court costs tared against the insured in the „snit". However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. g. All interest on the full amount of any judgement that accrues after entry of the judgment and before we have paid, offered to pay, or depos- ited in court the part of the judgment that is within the applicable limit of insurance. These payments will not reduce the limits of insur- ance. . If we defend are insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are nets a. The "suit" against the indemnitee seeks darn - ages for which the insured has assumed the li- ability of the indemnitee in a contract or agree- ment that is an "insured contract"; b. This insurance applies to such liability as- sumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been as- sumed by the insured in the same "insured contract"; d. The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the inter- ests of the insured and the interests of the in- demnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that ind rn- nitee against such "suit" and agree that we can assign the saute counsel to defend the insured and the indemnitee; and . The indemnitee: 1 Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit"; (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the 11s a it" (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to coor- dinating other applicable insurance available to the indemnitee; and (2) Provides us -Frith written authorization to: a obtain records and other infbrmatiorn related to the "suit"; and Page 8 of 1 'ISO Properties, Inc.' 2006 cG 00 01 12 07 13 turn: Leslie Mills At: In en ure Insurance Brokers Fa iD: To: Santa Ana city Attorney Office Date: 2J 12010 0 : 1 AM Page: 9 of 12 (b) Conduct and control the defense of the indemnl ee In such "suit". So long as the above conditions are met,attor- neys' fees incurred by us in the defense of that in- dernnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indernnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraphs .b. of Section I — ov- erage A — Bod i I y Injury And Property Damage Li- ability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's indernnitee and to parr for attorneys' fees and necessary litiga- tion expenses as Supplementary Payments ends when we have used up the applicable limft of in- surance in the payment of judgments or settle- ments or the conditions set forte above, or the terms of the agreement described in Paragraph f. above, are no longer met. sECUO i i— WHO Is AN IN SU RED I if you are designated in the Declarations as: a. An individual, you and your spouse are insur- eds, but only with respect to the conduct of a business of which you are the sole owner. b. A - partnership or joint venture, you are an in- sured. Your members, your partners, and their spouses are also insureds, but only with re- spect to the conduct of your lousiness. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. Are organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their du- ties as your officers or directors. Your stock- holders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their du- ties as trustees. . Each of the following is also an insured: a. Your "volunteerworkers" only whrile performing duties related to the conduct of your business, or your "employees", other than either -your "ieecutive officers" (if you are are organization other than a partnership, joint venture or limited liability company) or your managers if you are a limited liability company), but only for acts within the scope of their employment by you or while perforating duties related to the conduct of your business. However, none of these "em- ployees" or "volunteer workersm are insureds for: (1)"Bodily injury" or "personal and advertising injury'': a To you, to your partners or members if you are a partnership or joint venture), to your members if you are a limited li- ability company), to a co -"employee" while in the course of his or her em- ployment or performing duties related to the conduct of your business, or to your other "volunteer workers" " while perform- ing dupes related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co -"employee" or "volun- teer worker" as a consequence of Para- graph 1)(a) above; (o) For which there is any obligation to share damages with or repair someone else who must pay damages because of the injury described in Paragraphs 1a or b above; or d Arising out of his or her providing or failing to provide professional health care services. ( "Property damage" to property: (a) Owned, occupied or used by, (b) Rented to, in the care, custody or con- trol of, or over which physical control is be i ng exercis ed for an y pu rpose by you, any of your "employees", "volunteer workers" any partner or member if you are a partnership or joint venture), or any mem- ber if you are a limited liability company). CG 00 01 12 07 0 ISO Properties, Inc., 2006 Pave 9 af 1613 rom: Leslie Mills t: invensure Insurance Brokers FaxID: To: Santa Ana City Aitomey Office Date: 219f291 D 08: 1 Ark Page: 10 of 12 b. Any person (other than your "employee'" or ''volunteer worker"), , or any organization while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you diet but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Your legal representative if you die, bait only with respect to duties as such. That represen- tative will have all your rights and duties under th Ls Coverage Part. . Any organization you newly acquire or fora, other than a partnership, joint venture or limited liability company, and Over which you maintain ownership or majority interest, will qualify as a Named In- sured if there is no other similar insurance avail- able to that organization. However: a. Cuverage under this provision is afforded only until the 90th day after you acquire or form the organLzation or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION Ill — LIMITS OF INSURANCE I. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay re- gardless of the number of: a. Insureds; b. Claims made or 'suits" brought; or c. Persons or organizations making claims or bringing "suits". . The General Aggregate Limit is the most we will pay far the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury„ or "property damage" included in the "prod ucts-corn plated operations hazard"; and c. Damages under Coverage B. . The Prod acts -Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury's and "property damage" included in the "products -completed op- erations hazard . Subject to Paragraph 2. above, the Personal and Advertising Injury Limit is the most we will pay un- der Coverage B for the sum of all damages be- cause of all "personal and advertising injury" sus- tained by any one person or organization. . Subject to Paragraph 2. or 3. above, whichever applies, the Each Occurrence Limit is tine most we will pay for the sum of: a. Damages under Coverage A# and b. Medical expenses under Coverage c because of all "bodily injury" and "property dam- age" arising out of any one „occurrence". . Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, while rented to you or temporarily occupied by you with permission of the owner. 7. Subject to Paragraph 5. above, the Medical Ex- pense Limit is the most we will pay under Cover- age O for all medical expenses because of "bodiFy injury" sustained by anyone person. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shorn in the Declarations, unless the policy period is extended after issuance for an additional period of less than 1 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. SECTION I - COMMERCIAL GENERAL AL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the inured's estate will not relieve us of our obliga- tions under this Coverage Part. . Dutles In The Event Of Occurrence, offense, Claim Or Suit a. You must see to it that we are notified as soon as practicable of a "occurrence" or an offense which may result in a claim. To the extent pos- sible, notice should include: (1)How, when and where the "occurrence" or offense tools place; (2) The names and addresses of any injured persons and witnesses; and Page 10 of 16 C ISO Properties, Inc., 2006 CO 00 01 12 07 13 rorn: Leslie Mills At: Invensure Insuranoe Brokers FaxlD: To: Santa Ana City Attorney Office Date: 21912010 08: 1 AM Page: 11 of 1 (3) The nature and location of any injury or damage arising out of the "occurren ce" or offense. b. If a claim is made or "suit" is brought against any insured, you trust: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written no- tice of the claim or "suit" as soon as practica- ble. . 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 1rult", ( 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 organLzation 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 insureds own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. . Legal Action Against Us No person or organization has a right under this Coverage Part: . To join us as a party or otherwise bring us into a "suit" asking for damages from an insulred; or b. To sue us on this Coverage Part unless all of its terms have been fully compiled with. A person or organ ization may sue us to recover on are agreed settlement or on a final judgment against an insured; 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 ap- plicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claim- ants legal representative. 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under over- ages A or B cf this Coverage Part, our obligations are limited as follows: � a. Primary Insurance This insurance is primary except when Para- graph b. below applies. If this insurance is pri- mary, our obligations are net affected unless any of the other insurance is also primary. Then, we will share with all that other insur- ance by the method described in Paragraph c. below. b. Excess I nsura"ce *1 This insurance is excess over: a Any of the other insurance, whether primary, excess, contingent or on any other basis: (i) That is Fire, Extended Coverage, Builders Risk, Installation Disk or similar coverage for "your work"; (111)That is Fire insurance for premises rented to you or temporarily occu- pied by you with permission of the ow er; (111111)That is insurance purchased by you to corer your liability as a tenant for "property damage" to premises rented to you or temporarily occu- pied by you Frith permission of the owner; or iv If the loss arises out of the mainte- nance or use of aircraft, 'autos" or watercraft to the extent not subject to Exclusion g. of Section E - Coverage - Bodily injury And Property Dam- age Liability. (b) Any other primary insurance available to you covering liability for damages ris- ing out of the premises or operabonns, or the products and completed operations, for which you have been added as an additional insured by attachment of an endorsement. (2) When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any „suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer de- fends, we will undertake to do so, but we will be entitled to the insureds rights against all those other insurers. CG 00 01 12 07 0 ISO Properties, Inc., 2006 Page 11 of 16 0 rom: Leslie Mill At: In ensure Insurance Brokers FaxlD: To: Santa Ana City Attorney Offloe Date: 2/9l2010 08:51 AM Page: 12 of 12 (3) When this insurance is excess over other c. We have issued this policy in reliance upon insurance, we will pair only our share of the your representations. amount of the loss, if any, that exceeds the . Separation Of innsured sum of: a The total amount that all such other insurance would pair for the loss in the absence of this insurance: and (b) The total of all deductible and self - insured amounts under all -that other in- surance. 4 We will share the remaining loss, if any, with any other insurance that is not de- scribed 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 of Sharing If all of the other insurance permits contribution 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 carves first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurers share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. . Premium Audit a. 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 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 lamed Insured. c. The first Named Insured must keep records of the information we need for premium computa- tion, and send us copies at such times as we may request. . Representaitions Bar -accepting this policy, you agree: a. The �staterinents in the Declarations are accu- rate and complete; b. Those statements are based upon representa- tions you made to us; and Except with respect to the Limits of Insurance, and any Frights or dunes specifically assigned in this Coverage Part to the first Named Insured, this in- surance 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. 0. Transfer Of Fights Of Recovery Against Others To U If the insured has rights to recover all or part of any parent we have made under this Coverage Part, those rights are transferred to us. The in- sured must do nothing after loss to impair there. At our request, the insured will bring "suit' or transfer - those rights to us and help us enforce them. . when We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first blamed 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 sufficient proof of notice. SECTION V— DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific rnar- 1 et segments about your goods, product or ser- vices 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 b. Regarding web -sites, only that part of a web - site that is about your goods, products or ser- vices for the purposes of attracting customers or supporters is considered an advertisement. . 'Auto" means: a. A land motor vehicle, trailer or semitrailer de- signed for travel on public roads, including any attached machinery or equipment; or b. Any other land vehicle that is subject to a com- pulsory or financial responsibility law or other motor vehicle insurance lava in the state where it is licensed or principally garaged. However, ,auto" does not include "mobile equip- ment". Page 12of 16 0 ISO Properties, Inc., 2006 CG 00 01 12 07 0