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02X HUMAN PERFORMANCE, LLC
INSURANCE NOT ON FILE WORK MAY NOT PROCEED A-2026-110 CITY CLERK DATE: AUG 9 ;! ZiNk, 01eD( ) 00 CITY OF SANTA ANA AGREEMENT WITH 02X HUMAN PERFORMANCE LLC TO PROVIDE PHYSICAL HEALTH AND WELLNESS-RELATED SERVICES THIS AGREEMENT is made and entered into on this 4th day of August, 2026 by and between 02X Human Performance, LLC, a Delaware limited liability company, ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a Contractor having special skill and knowledge to provide physical health and wellness-related services to the Santa Ana Police Department. B. Contractor entered into a contract with the City of Berkeley, California on or about March 3, 2022, referred to as "Contract#32200157." City desires to "piggyback" on the City of Berkeley Contract #32200157. Pursuant to Santa Ana's Municipal Code purchasing rules and regulations, Contractor has met the requirements for Council approval under SAMC § 2-807(d). C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field, is able and willing to provide such services to the City and any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth,the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit A. The total amount to be expended during the term of this Agreement including extensions, if any, shall not exceed Eight Hundred Sixty-Seven Thousand, Seven Hundred Eighty-Nine Dollars and Zero Cents ($867,789). b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Contractor agree that all payments due and owing under this Agreement shall be made Page 1 of 8 through Automated Clearing House (ACH)transfers. Contractor agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Contractor's account(s) with financial institutions. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on September 1, 2026 and continue through August 31, 2027, with the option for the City to grant up to three (3) one-year extensions, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Contractor 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 Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes,which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. G. INSURANCE Insurance requirements are attached hereto as Exhibit B. Page 2of8 7. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1)for personal injury, damages,just compensation,restitution,judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and(2) from any claim that personal injury, damages,just compensation,restitution,judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages,just compensation, restitution,judicial or equitable relief suffered, or alleged to have been suffered,by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify,hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City,regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding.Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent,trademark,or copyright infringement,including costs,contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 9. RECORDS Contractor shall keep records and invoices in connection with the work to be perfonned under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 10. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such Page 3 of 8 information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance,but in no event less than reasonable care. "Confidential Information"shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other paeans. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a)has been disclosed in publicly available sources; (b) is,through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or(e) is independently developed by the Contractor without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE a. Contractor covenants that it presently has no interests and shall not have interests,direct or indirect,which would conflict in any manner with performance of services specified under this Agreement. b. No immediate family members of either the Mayor, City Council Member, or any appointed City Official, including appointed board and commission members, as defined under the City's Municipal Code, whose position with the City shall award or influence the award of this Agreement, or any competing contract or amendment thereof, shall be employed in any capacity by the Contractor or have any other direct or indirect financial benefit or interest in this Agreement. c. The section also prohibits the awarding of any agreement, contract, grant, or any amendment to those awards, to any former full-time employee for one-year from date of employee separation except for any CalPERS retiree as authorized by City Council resolution d. The Contractor must comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this Agreement. The Contractor warrants that it is not now aware of any facts which conflict with the prohibitions defined above. If the Contractor hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest,it must immediately make full written disclosure of such facts to the City. Full written disclosure must include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the provisions of this paragraph will be a material breach of this Agreement. e. Contractor covenants that none of its directors, officers, employees, or agents shall participate in selecting or administrating any subcontract supported(in whole or in part) by City funds stemming from the Agreement where the awarding of the subcontract has any direct or indirect financial benefit or interest to any individual, as defined in Page 4 of 8 subsections (b)and(c) above. 12. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed,religion, sex,marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Contractor or the City.Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. Page 5 of 8 b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure,right or remedy.No waiver of any breach,failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. 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. 18. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals,waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice,tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section,to the following persons: To City: City Clerk City of Santa Ana 20 Civic Center Plaza(M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Page 6 of 8 With courtesy copies to: Chief of Police City of Santa Ana 60 Civic Center Plaza(M-97) P.O. Box 1988 Santa Ana, California 92702 To Contractor: 02X Human Performance Attn: Cole Hatcher, Assistant Vice President I Mill Wharf Plaza, Unit S 12 Scituate, MA 02066 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24)hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact,held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. [signature page to follow] Page 7 of 8 SIGNATURE PAGE FOR AGREEMENT WITH 02X HUMAN PERFORMANCE LLC TO PROVIDE PHYSICAL HEALTH AND WELLNESS-RELATED SERVICES IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY O SANTA AN - ,rytT Jennif L. all Alvaro Nunez C' City Manager APPROVED AS TO FORM: SONIA R. CARVALHO 02X HUMAN PERFORMANCE City Attorney By: Bra on Salvatierra Name: Gabriel E. Gomez Assistant City Attorney Title: CEO RECOMMENDED FOR APPROVAL: IL, Robert Rodriguez Chief of Police Page 8 of 8 EXHIBIT A SCOPE OF SERVICES and COSTS O2X Human Performance Integrated Readiness Platform Proposal 06/09/2026 Delivered To: Santa Ana Police Department Z 02X Human Performance 1 Mill Wharf Plaza Unit S12 ©Z Scituate,MA 02066 1. Company Information KIKOJI ' 1 02X Human Performance, LLC COMPANY 1 Mill Wharf Plaza, Unit 512, Scituate, MA 02066 ADDRESSWEB www.02X.com CAGECODE 7ZUM8 G6CGLEPPSC85 2. Company Overview 02X was founded on December 16, 2013 in Delaware and founded by Special Operations veterans with decades of combined service at the nation's most elite units. 02X provides customized human performance platforms to Law Enforcement Officers, Service Members, tactical units, firefighters, city employees,federal agents (collectively labeled "Tactical Athletes"), and private sector companies that increase mental resilience, improve job performance, support healthy lifestyles, and have been proven to reduce healthcare costs associated with injuries and illnesses. Our training is designed to improve leadership effectiveness, operational readiness, and individual resilience, along with a commitment to enhance performance and career longevity for employees. Headquartered in Massachusetts, 02X has a satellite office in San Diego, California as well as full-time and contract employees working across the country. The 02X team consists of 86 full-time employees and over 280 contractors serving as human performance specialists nationwide. 02X employs research-driven interventions that are manageable to perform and that will produce a durable, healthier, and more productive workforce.The 02X team is adept at integrating cutting-edge solutions to enhance efficiency, ensure compliance with federal standards, and adapt to evolving health and safety needs of all client industries. 02X's customizable, scalable, and expeditionary approach to implementing Integrated Readiness PlatformsTM and Training & Education offers the necessary services and expertise to deliver holistic platforms for Tactical Athletes, with a targeted focus on enhancing the readiness, resilience, recruitment, and retention of the force. Since its inception, 02X has set up fully integrated and embedded platforms at 30 organizations and conducted over 1,000 training events, serving over 25,000 individuals nationwide. 02X's commitment to program excellence ensures the highest quality and standards of delivery as well as measurable impact, benefiting both organizations and individuals. Each deployment of 02X education and readiness platforms utilizes 02X's EAT SWEAT THRIVE° methodology as a foundation. The science-backed, comprehensive methodology links the fundamental pillars of performance - nutrition, sleep, injury risk reduction, physical conditioning, mental performance, and behavioral health -to Q 02X Proprietary and Confidential 1 02X Human Performance 1 Mill Wharf Plaza Unit S12 �2 Scituate, MA 02066 create a cohesive and holistic approach to leadership and human performance training designed to enhance mental resilience,job performance, and overall well-being. Leveraging a vast network of leading experts across all domains of human performance with extensive experience in tactical communities, the 02X team creates tailored solutions to meet the evolving training needs of each client as well as providing standardized, off-the-shelf training sessions that require no customization. Due to deep roots in the Special Operations communities, 02X is extremely adaptable and has created a culture that enables efficient and agile operations in complex environments. This mentality and adaptability drive progress and will ensure each client receives top tier, customized training and education that is science-backed with proven results. 3. Proposal Terms The pricing and product outlined in this proposal will be honored for 90 days from the date listed on this document. This document is to be considered a proposal only and does not constitute a full agreement between 02X Human Performance and the Santa Ana Police Department. Upon acceptance of this agreement, binding terms will be agreed upon in the form of a final contract. The contents of this proposal are to be considered confidential, to be shared only between 02X Human Performance and the Santa Ana Police Department. Platform and product descriptions outlined in the attached pages are proprietary information and intended only for the recipient of this proposal. Fee structures, costs, and terms are also to be considered confidential. Very respectfully, Cole Hatcher Assistant Vice President 02X Human Performance LLC ©02X Proprietary and Confidential 2 02X Human Performance 1 Mill Wharf Plaza Unit S12 QZ Scituate,MA 02066 Pricing-Year One ji H Grant The 02X Integrated Readiness Platform 02X Connectrm - Integrated Tech Resources, Assessments, & Reporting • Mobile- and Web-Application a All members will gain access for 1-year to the fully stocked mobile and web application and communication with the OSS o Coach accounts for the 02X Connect TM platform • 02X Readiness DashboardsTM - Data Analysis & Reporting o The proprietary, holistic 02X Readiness Assessment TM o Clear snapshot of supported commands' status and key metrics to track progress and enhance readiness across the organization $185,000 $25,000 o Monthly, Quarterly, &Annual results reporting o R01 tracking and continual program adjustments 02X Training & Education TM . • Access to content within the EAT SWEAT THRIVE® Curriculum 02X Integrated Specialists TM • (1) On-Site Specialist(s) • Dedicated client management support • OSS will be dual certified in the following: • Strength and Conditioning Specialist (CSCS) • Athletic Trainer(AT) Other Direct Costs (ODC) • Additional program costs including OSS travel, equipment,shipping,facilities as $5,000 requested by client and/or required by contract *Multi-year agreements include an annual price escalation of 2.51Y. **See attached product descriptions,additional products can be added through QoCs or contract modifications ***Product Manager can also serve as a Human Performance Specialist with a designated specialty 0 02X Proprietary and Confidential 3 02X Human Performance /'� 1 Mill Wharf Plaza Unit S12 s•7 Scituate,MA 02066 Pricing-Year Two a e eTotal The 02X Integrated Readiness Platform 02X Connect TM - Integrated Tech Resources, Assessments, & Reporting • Mobile-and Web-Application * All members will gain access for 1-year to the fully stocked mobile and web application and communication with the OSS o Coach accounts for the 02X Connect TM platform • 02X Readiness DashboardsT11 - Data Analysis & Reporting o The proprietary, holistic 02X Readiness Assessment TM o Clear snapshot of supported commands' status and key metrics to track progress and enhance readiness across the organization o Monthly, Quarterly, &Annual results reporting $215,250 o ROI tracking and continual program adjustments 02X Training& Education TM • Access to content within the EAT SWEAT THRIVE8 Curriculum 02X Integrated SpecialistsTI • (1) On-Site Specialist(s) • Dedicated client management support • OSS will be dual certified in the following: • Strength and Conditioning Specialist (CSCS) • Athletic Trainer (AT) Other Direct Costs (ODC) Additional program costs including OSS travel, equipment,shipping,facilities as requested by $5,125 client and/or required by contract *Multi-year agreements include an annual price escalation of 2.5% **See attached product descriptions,additional products can be added through DL)Cs or contract modifications ***Product Manager can also serve as a Human Performance Specialist with a designated specialty ©02X Proprietary and Confidential 4 02X Human Performance 1 Mill Wharf Plaza Unit S12 QZ Scituate, MA 02066 Pricing-Year Three r v The 02X Integrated Readiness Platform 02X Connect TM - Integrated Tech Resources, Assessments, & Reporting • Mobile- and Web-Application o All members will gain access for 1-year to the fully stocked mobile and web application and communication with the OSS • Coach accounts for the 02X Connect TM platform • 02X Readiness DashboardsTM - Data Analysis & Reporting o The proprietary, holistic 02X Readiness Assessment TM o Clear snapshot of supported commands' status and key metrics to track progress and enhance readiness across the organization a Monthly, Quarterly, &Annual results reporting $220,631 o R01 tracking and continual program adjustments 02X Training & Education TM • Access to content within the EAT SWEAT THRIVE Curriculum 02X Integrated Specialists TM • (1) On-Site Specialist(s) • Dedicated client management support • OSS will be dual certified in the following: • Strength and Conditioning Specialist (CSCS) • Athletic Trainer (AT) Other Direct Costs (011 Additional program costs including OSS travel, equipment, shipping,facilities as requested by $5,253 client and/or required by contract *Multi-year agreements include an annual price escalation of 2.5% **See attached product descriptions,additional products can be added through ODCs or contract modifications ***Product Manager can also serve as a Human Performance Specialist with a designated specialty c0 02X Proprietary and Confidential 5 02X Human Performance 1 Mill Wharf Plaza Unit S12 �Z Scituate,MA 02066 Pricing-Year Four a1156tal Cost The 02X Integrated Readiness Platform 02X ConnectTM - Integrated Tech Resources, Assessments, & Reporting • Mobile- and Web-Application o All members will gain access for 1-year to the fully stocked mobile and web application and communication with the OSS o Coach accounts for the 02X Connect TM platform • 02X Readiness Dashboards TM - Data Analysis & Reporting o The proprietary, holistic 02X Readiness Assessment TM o Clear snapshot of supported commands' status and key metrics to track progress and enhance readiness across the organization o Monthly, Quarterly, &Annual results reporting $226,146 o ROI tracking and continual program adjustments 02X Training& Education TM • Access to content within the EAT SWEAT THRIVE®Curriculum 02X Integrated SpecialistSTM • (1) On-Site Specialist(s) • Dedicated client management support • OSS will be dual certified in the following: • Strength and Conditioning Specialist (CSCS) • Athletic Trainer (AT) Other Direct Costs (ODC) • Additional program costs including OSS travel, equipment,shipping,facilities as requested by $5,384 client and/or required by contract *Multi-year agreements include an annual price escalation of 2.5% **See attached product descriptions,additional products can be added through ODCs or contract modifications ***Product Manager can also serve as a Human Performance Specialist with a designated specialty ©02X Proprietary and Confidential 6 02X Human Performance 1 Mill Wharf Plaza Unit S12 OZ Scituate,MA 02066 PRODUCT DESCRIPTION 02X Integrated Readiness Platform:A comprehensive, integrated product designed to support and enhance your agency's human performance initiatives through three key elements. A one-of-a-kind integrated readiness platform (IRP) rooted in a comprehensive, science-backed EAT SWEAT THRIVE® approach to optimizing every aspect of the most valuable resource: people. • • • 3 core components address organizational readiness with proven outcomes: 02X 02X • 02X Connect"m Integrated Technology spe(7,hah"As"111 Education"' • 02X Training & EducationTM • 02X Integrated SpecialistsTM The proprietary 02X Integrated Readiness Platform offers proven and validated content across all pillars of human performance delivered through a customizable, scalable, and expeditionary approach. Each component is rooted in science and the program is designed to provide agencies with a comprehensive offering to optimize human performance through a complete package. Platform Objectives • Integrate EAT SWEAT THRIVE" methodology and human performance initiatives with an ecosystem of support • Ensure continuity of products to strengthen program implementation, sustain readiness, and reinforce human performance initiatives continuously over time • Increase readiness, resilience, and retention through mental and physical health • Deliver resources, training, and assessments tailored to members' needs • Provide specialized support for members on light duty to expedite return to work • Increase safety, productivity, and longevity, reducing injuries and associated costs • beverage 02X resources and nationwide specialists for targeted wellness support • Track and report measurable outcomes to foster continuous improvement Platform Components The 02X Integrated Readiness Platform is firmly rooted in science and evidence-based practices tailored to the specific needs of different occupational requirements.Together, the 02X team in the field and headquarters staff work to guarantee each 02X program delivers positive impact through: 01. 02X ConnectTM 02. 02X Training & Education TM OO 02X Proprietary and Confidential 7 02X Human Performance 1 Mill wharf Plaza Unit S12 n2 Scituate,MA 02066 03. 02X Integrated SpecialistsTM Each element of the 02X program utilizes a proprietary and cohesive EAT SWEAT THRIVE° methodology, which addresses all pillars of human performance to include sleep, nutrition, conditioning, injury risk reduction, resilience, and stress management. 02X's highly specialized programs help build a resilient workforce, able to withstand job-related physical and mental demands while improving career longevity. 02X ConnectTM: Integrated Technology The 02X suite of virtual resources provides access to FAT SWEAT THRIVE"content and a connection to an expansive team of human performance specialists. This dual-sided platform harmonizes al/parts of the program, provides access to comprehensive content, and is only available from 02X. %S 1%BETTER EVERY DAY EAT SWEAT THRIVE Build healthy habits and stay an track to increase career longevity Recipes to fuel physical health Programs designed to reduce Reduce stress and buRd mental and personal wellnes and cognitive PeTfWmance injury and improve condilioriing resilience with custom tools and programs Jr The proprietary integrated tech platform provides clients with access to program resources in any location. 02X Connect TM software allows the On-Site Specialist to communicate with members virtually and provide customized programs and resources. Together with the mobile app and web portal, On-Site Specialists are able to provide a robust amount of human performance content from all areas of the EAT SWEAT THRIVE' curriculum and continued access to top tier subject matter experts. Highlighted below are a few of the many features in the 02X virtual membership: 02X ConneetTM Administrative Platform: Provides On-Site Specialists and client admins the ability to efficiently coach and communicate with members. Using an online portal controlled by the On-Site Specialists, content is shared and assigned organization-wide or directly to individual members. This allows On-Site Specialists to track individuals' progress and remotely guide their training. Other features include: • Interactive calendar that displays the On-Site Specialist schedules • Messaging center where members can communicate directly with their coach • Access to a dashboard feed where the On-Site Specialists will share links, articles, videos, etc. C)02X Proprietary and Confidential 8 02X Human Performance 1 Mill Wharf Plaza Unit S12 v6r Scituate, MA 02066 O2X ConnectTM scheduling platform is easy to use and provides calendar and list views. O2X Mobile& Web Application Features for Users: Recipes:The app provides healthy recipes for fueling physical health and cognitive performance. When members select a recipe, they are presented with a full ingredient list, as well as directions on how to complete the recipe. Many recipes also include instructional videos. SWEAT Plans: SWEAT Plans are periodized workout programs, designed to build strength, reduce injury risk, and improve conditioning specific for your job. Explore hundreds of plans or view recommended ones based on the results of a brief survey. Workout Generator:The workout generator provides members the ability to quickly and efficiently find an individual workout that matches their interests, equipment, and goals. Members can then begin the workout, save it, or scroll hundreds of workouts until they find one they like. THRIVE Exercises: Guided Sleep, Breathe, and Meditate tools, as well as yoga classes allow users to recalibrate after a stressful evolution, watch, or day. THRIVE Plans: Like having a workout program, THRIVE Plans are meant to help members enhance recovery, build resilience, manage stress, and optimize mental health. Assessments:The Assessments section provides members with physical and performance assessments, to include physical training tests complete with current standards from various tactical athlete professions.Test yourself against benchmarks from all over the tactical community. U O2X Proprietary and Confidential 9 02X Human Performance _6r 1 Mill Wharf Plaza Unit S12 Scituate,MA 02066 Reporting/Tracking: Upon completion of the 02X Readiness AssessmentTm and assessments/surveys in the App, members receive individualized reports with 02X Specialists' suggested goals for improvements. By selecting "View Results in Portal", members can see their current scores compared to their past attempts, as well as how they stack up against the standards. Ask an Expert: "Ask an Expert" acts as a force multiplier, providing members with an outlet to communicate directly with a variety of 02X specialists in addition to their OSS team by choosing the category of their question (EAT SWEATTHRIVE8, or General) and typing their question into the text box. Answers to these personalized questions are typically answered within 24-48 hours. 02X Connect rm. Data Analysis & Reporting 02X leverages deep cultural competence and organizational experience to provide custom reporting that will resonate with key leadership. Through years of working closely with stakeholders at all levels, 02X has developed the ability to efficiently share information, provide insights, and demonstrate program efficacy. Reporting is a key element of the 02X Integrated Readiness Platform as it allows On-Site specialists to collaborate with leadership and identify areas of focus regularly to ensure the program continues to evolve and deliver measurable impact.The four standard reporting vehicles are outlined below. re a ss e s ae a • eR 'orb each month, Each quarter,02X will Each yea O X wili deliver a a��tl � rt # ua9s pp ragc�wd�nga s �Rshot of combine'all data'and sim a of results, z "2 a g P � ngible cct&ar>d feedbackto provide a higlligh ... �saumgs,ands -aF comprehensive report prov:]de en da3 ti nPRO$, ; 5R,F- Development of individual and organizational reporting is essential to tracking program growth and return on investment. Program impact is determined collaboratively between 02X and client leadership to ensure all initiatives are aligned with the needs of the organization. 02X Connect TM: Assessments&Screenings Paired with the software provided through the dual-sided mobile and web application, 02X provides hardware packages to implement individual and department-wide readiness assessments that feed into reporting and dashboards accessible to leadership. 02X Readiness Assessment TM The 02X Readiness AssessmentTM is a proprietary virtual and hands-on holistic assessment of individuals designed to build self awareness and deliver personalized plans for optimizing and sustaining high levels of performance. The process, reporting, and technology installation are proprietary and not available outside of 02X. ©02X Proprietary and Confidential 10 02X Human Performance -90 1 Mill Wharf Plaza Unit S12 AE7 Z Scituate,MA 02066 The 02X Readiness AssessmentTM was designed for Tactical Athletes and aims to provide a holistic look at each individual member. The research-based assessment was built using the best available evidence to assess health-related quality of life and physical capacity and has four unique elements: • Leverages validated mental and physical survey questions • Utilizes practical movement assessments for mobility, stability, and capacity • Identifies asymmetries or weaknesses as compared to normative standards • Identifies opportunities to lower the risk of illness or injury Readiness AssessmentTM data is collected via 02X software and provides members with their results, reporting, and recommendations immediately upon submission. The Readiness AssessmentTM will offer both micro and macro perspectives of the operational readiness of the force. Results allow On-Site Specialists to create custom programs targeting areas of improvement for individuals.The figure below highlights the various elements of the Readiness Assessment TM that are compiled into aggregate data used to provide leadership valuable insights about the state of their force and areas of focus for improvement. BODY COMPOSITION ANALYSIS • Body Fat Percentage INJURY VULNERABILITY& • Body Fat Analysis CAPACITY ANALYSIS • Skeletal Muscle Mass • Leg Length • Grip Strength • Knee-to-Wall + Hand Taps • Y-Balance Weighted Lunge BASELINE QUESTIONNAIRE • Overall Health • Quality cf Life + Nutrition Habits • Stress Levels • Sleep Hygiene Collecting the data and analyzing it over time is imperative to proving the success of the program. Each member's individualized report contains specific recommendations to improve readiness, health-related quality of life, and physical function. Organization-wide team reports identify trends across groups and teams, with capacity to sort data by age, gender,job function, and more. All members that take part in the Readiness AssessmentTM will receive individual reports, while leadership receives de-identified, aggregate team reports showing overall command readiness. 02X Training& Education TM 02X provides scientifically backed and accredited education and training programs delivered through the EAT SWEAT THRIVE®methodology. This distinct combination of their proprietary educational model delivered by a team of elite specialists is only available from 02X. 0 02X Proprietary and Confidential 11 02X Human Performance 17_6r 1 Mill Wharf Plaza Unit S12 Scituate, MA 02066 Human Performance for Tactical Athletes The Human Performance for Tactical Athletes book was developed and written by the 02X team.The published resource is a comprehensive science-backed printed and a-book focused on the EAT SWEAT THRIVE" methodology for tactical athletes and top performers. The 02X textbook is designed to meet the unique demands of tactical athletes and includes the entire 02X curriculum in one manual. The 02X Human Performance book was developed using the top science-backed research, and plenty of hands-on examples, exercises, and resources from our team of world-class subject matter experts. Accredited curriculum 02X focuses equal attention on the mental and physical components of training to develop and maximize all-around human performance. The EAT SWEATTHRIVE9 methodology provides concrete, science-backed ways to make sustainable lifestyle improvements and increase career longevity. Each course is tailored to meet the unique needs of the organization and client. The 02X curriculum is accredited through several private and professional organizations to include: CAPCE, NSCA, ACE, GEMS, and Roger Williams University. Feedback collected from participants and client leadership show 02X's relentless pursuit of excellence when it comes to providing the most tailored and relevant training programs for each client. The proven curriculum incorporates all elements of human performance boiled down more simply into three key pillars: EAT, SWEAT,and THRIVE. I1H1I • EAT SWEAT THRIVE Fueling and hydration for performance, Pre-habilitation,Injury prevention,pain Optimizing mental performance under [meal planning,and daily implementation of science,recovery for career longevity, pressure,breathing,yoga,integrated healthy habits for teams and Individuals. conditioning for performance,foundations restoration(iRest)for tactical athlete Focus on quality,quantity,and timing to of movement and lifting,and programming performance,stress factors,behavioral optlmize performance and manage energy- In practice. health,building resilience in high-risk jobs, impact of sleep an performance,and how to create healthy sleep habits. Core EAT SWEAT THRIVE®Curriculum This is our cornerstone product. It is the basis for everything we do and sets the tone for all our other efforts. Our approach to Human Performance begins with our EAT SWEAT THRIVE® curriculum, which was designed to 0 02X Proprietary and Confidential 12 02X Human Performance -90 1 Mill Wharf Plaza Unit S12 QZ Scituate,MA 02066 make a lasting impact on the health, safety, and performance of tactical athletes and elite organizations. The curriculum is science-backed and taught by leading experts in each field. Core Curriculum Course List:Sample 2-Day Program Foundations of Injury Prevention Foundations of Sleep & Fatigue Management 02X Readiness Assessment Foundations of Operating in High Stress Jobs Foundations of Nutrition Sample Specialty Programs Resilience& Behavioral Health Curriculum (I-Day, 2-Day, and 3-Day Options) The resilience workshops focus specifically on behavioral health, mental performance, and handling adversity. These workshops provide a space for individuals and teams to discuss resilience, understand the impact of stress and post-traumatic stress, cope with trauma, manage burnout, learn tools for self-regulation, and forge a warrior spirit. The workshops include education on PTS/D, overcoming adversity, transitioning from work to home life, and building strong support networks. Spouse Workshops: Human Performance for Your Better Half(I-Day, 2-Day, and 3-Day Options) Designed specifically for spouses and family members navigating the unique challenges associated with high-stress environments. This workshop is crafted to empower you with insights and strategies, fostering a resilient family unit that thrives in the face of adversity. Learn effective communication strategies and tools designed to enhance and strengthen relationships. Discuss ways to forge connections and build resilience through healthy coping skills. Identify ways to eat, sweat, sleep, and thrive as a family. Join us for this empowering course where we will not only illuminate the challenges but also provide you with the tools to overcome them. Program Development:The 02X team works with you and your organization to build a customized curriculum that addresses the unique needs of your team. Based on the challenges identified,the 02X team will design a cohesive program that offers individuals and the organization a comprehensive approach to optimizing human performance and increasing career satisfaction and longevity. The course list below highlights key topics and content; however, new courses are added regularly. EAT: Taught by Ph.D., MSc, RD, or Nutritionists Foundations of Nutrition Upgrade Your Meals with a 3-Habit Challenge Organizing Your Kitchen for Success Fueling in Austere Environments Nutrition for the Road Warrior 0 02X Proprietary and Confidential 13 02X Human Performance AO 1 Mill Wharf Plaza Unit S12 4176r Scitua te,MA 02066 Advanced Fueling for Performance Supplementation for Performance Nutrition for Physical Recovery, Mental Acuity, Sleep, Mood Biomarkers & Nutrition SWEAT: Taught by Ph.D., DPT, AT, or CSCS Foundations of Injury Prevention Foundations of Movement & Conditioning Shoulder, Hip, &Spine Health & Injury Prevention Advanced Explosive Power & Speed Advanced Healing Times & Recovery Modalities Training in Austere Environments Yoga and iRest THRIVE: Taught by Ph.D., M.Ed, PsyD, LCSW, and High Performance Experts Foundations of Operating in High Stress Jobs Foundations of Mental Performance Under Pressure Foundations of Sleep & Fatigue Management Attention Control & Deliberate Practice Breathing &Self-Regulation Creating Performance Routines Building Resilience Brick by Brick Sleep, Stress, and Performance Complex Sleep Schedules CULTURE CHANGE/LEADERSHIP: Taught by Ph.D., M.Ed, High Performance Experts Creating Culture Change as a Team Traits of High Performing Teams & Culture of Excellence Developing Effective Communication for Team Cohesion Mission, Vision,Values Tactics for Building a Resilient Team Goal Setting & Performance Action Plans Conducting Effective AARs Additional courses are created frequently, and all existing courses can be tailored and adjusted to the individual needs and challenges specified by your organization and industry. 02X Integrated Specialists TM The 02X program places full-time On-Site Human Performance Specialists within government organizations nationwide. These specialists, recruited through an extensive network of subject matter experts, possess ©02X Proprietary and Confidential 14 02X Human Performance AO 1 Mill Wharf Plaza Unit S12 OZ Scituate,MA 02066 relevant experience, education, credentials, and interpersonal skills required to have a substantial impact on the organization. They are extensively trained and onboarded to be embedded within organizations and agencies to support the health, wellness, and overall performance of employees utilizing the EAT SWEAT THRIVE® methodology. Onboarding Process Each On-Site Specialist or Product Manager(OSS) selected will be sourced, hired, trained, and employed by 02X and will operate with the backing of the entire 02X network of subject matter experts and headquarters support. Utilizing an expansive existing network of human performance specialists, 02X recruits top tier talent for the OSS role located at a client location.This selection effort will target OSSs that possess a key blend of relevant experience, education, and credentials, as well as the interpersonal skills required to have a substantial impact on the future of the organization. OSS team members are expected to carry themselves with the highest levels of professionalism while serving as leaders and role models in the organizations where they are placed. Further, any specialists in this role will have undergone additional 02X internal training in preparation for working with tactical athletes and the specific organization with which they will be placed. Specialist Types Based on the type(s) of OSS selected, 02X will provide a full-time specialist dedicated to improving readiness of the organization. The specialist(s) will possess requisite education and certification for specialty and role: • Product Manager • NSCA Certified Strength and Conditioning Specialist (CSCS) • Injury Risk Reduction and Recovery Specialist: Doctor of Physical Therapy (DPT) • Injury Risk Reduction and Recovery Specialist: Athletic Trainer (AT) • Registered Dietitian (RD) • Operational Psychologist • Mental Performance Specialist Client Management Regardless of specialty and subject matter expertise, the OSS team members are dedicated to embedding successful resources within organizations. The client management component of the 02X program allows for access to company leadership, dedicated attention to the client, reach-back support from a network of human performance specialists, and consistent reporting and ongoing collaboration between 02X and the client. Key elements of client management through the OSS team include: • Full-time presence at client location to act as liaison between client and 02X • Seamless implementation with organizational staff and leadership and support initiatives to help improve readiness across the agency • Collaboration to define success metrics, monitor progress, and report R01 • On-site needs analysis and real-time recommendations to improve member health and wellness • Regular status reports to leadership on program effectiveness 0 02X Proprietary and Confidential 15 02X Human Performance 1 Mill Wharf Plaza Unit S12 �Z Scituate,MA 02066 • Distribution of materials to organizational members • Review and development of job-specific readiness assessments and training • Access to the entire library of 02X resources and the expansive network of 02X specialists • Tangible results and metrics for measuring the effectiveness of health and wellness initiatives delivered to leadership and key stakeholders Specialist Roles Based on Subject Matter Expertise NSCA Certified Strength and Conditioning Specialist(CSCS) • Full-time trained and certified Strength & Conditioning Specialist specializing in job specific needs analysis and physical performance optimization • Develop custom mobility, strength, and performance programs aligned with individual and organizational goals • Design and deliver personalized training programs, both in-person and via the 02X App, with regular progress check-ins • Lead group and individual physical training sessions • Offer daily remote and virtual support for personnel • Conduct performance and facility assessments, providing recommendations for safety, usage, and efficiency • Track progress, collect data, and provide regular program reports Injury Risk Reduction and Recovery Specialist(AT) • Full-time trained and certified Athletic Trainer specializing in injury risk reduction, management, and recovery • Possess requisite education and certification for specialty and role such as: o Injury prevention and recovery specialist: minimum of a Masters degree in relevant field and Athletic Trainer Certification (ATC) • Develop physical recovery and injury prevention specific training programs and disseminate to personnel • Lead group and individual physical training and recovery sessions • Facilitate readiness across members to increase job performance, retention, and recruitment • Provide program overviews, educational briefings, training sessions, and access to resources to individual members as requested Injury Risk Reduction and Recovery Specialist(DPT) • Provide a full-time trained and certified Doctor of Physical Therapy specializing in injury risk reduction, management, and recovery • Possess requisite education and certification for specialty and role such as: o Injury prevention and recovery specialist: Doctoral degree in relevant field and Doctor of Physical Therapy licensure (DPT) C 02X Proprietary and Confidential 16 02X Human Performance 1 Mill Wharf Plaza Unit S12 a Scituate,MA 02066 • Facilitate in-person counseling and training sessions to maximize group and individual understanding of injury management, prevention, post-surgical recovery, human performance, and resiliency, available full-time on location • Offer daily availability for remote and virtual support for personnel • Support rehabilitation facility design and effective utilization • Develop custom mobility, stability, and pre/rehabilitation programming to promote injury risk reduction and recovery • Evaluate and treat of client personnel in areas of pain management, injury prevention, return from injury, and communication with medical care providers • Conduct practical application of rehabilitation/pre-habilitation training and weight room/ergonomic biomechanics • Deploy hands-on pain management and injury recovery protocols • Customize industry leading treatment for physical injury recovery, re-strengthening, and physical pain management • Track progress, collect data, and provide regular program progress reporting Registered Dietitian (RD) • Serves as the on-site performance nutrition coach for the organization • Develop and implement training and education programs for members • Organize consultations with individuals and groups • Develop and execute individual and group nutrition education sessions and programs to improve total force readiness • Conduct assessments to identify nutrition-related concerns of members • Evaluate existing programs, services, education, and resources for performance and fueling enhancement and addressing nutritional concerns • Develop individualized nutrition programming and meal guidance based on personal and professional goals • Support quarterly reports to leadership on program effectiveness • Conduct in-depth needs analysis of organizational dining facilities and nutritional resources to provide science-backed guidance on effective fueling Operational Psychologist • Provide education surrounding the negative impacts of stress on the body and ways to cope with stress • Conduct psychological evaluations utilizing information from clinical interviews, psychological testing, and collateral sources • Develop, plan, and initiate resiliency programs for preventing and treating behavior health issues to support all aspects of member readiness and resilience • Develop individualized mental performance training programs, stress mitigation strategies, and therapeutic protocols ©02X Proprietary and Confidential 17 02X Human Performance 1 Mill Wharf Plaza Unit S12 OZ Scituate,MA 02066 • Help members define goals and action plans to achieve personal, social, education, and professional development and adjustment • Monitor member progress through regular individual in-person or virtual sessions • Track progress,collects data, and provides regular program progress reporting • Practice within the guidelines of their state licensing board and American Psychological Association Ethical Principles and Code of Conduct • Support quarterly reports to leadership on program effectiveness Mental Performance Specialist • Implement an effective human performance program, focusing on the THRIVE pillar of performance • Extensive training and education in the field of performance psychology • Serve as the primary SME for cognitive performance education and consultations • Provide performance, assessment, and screening opportunities, includes program overviews, educational briefings, and resource distribution • Participate in command consultations regarding unit wellness • Participate in and provide instruction at educational sessions • Conduct training with members on mental performance • Support monthly updates on program status • Support quarterly reports to leadership on program effectiveness • Optimize the mental health, increase productivity, and increase the longevity of members at work and at home • Provide members with guided exercises and easy access to the entire library of 02X resources and the expansive network of 02X specialists • Provide department leadership with tangible results and metrics for measuring the effectiveness of health and wellness initiatives c0 02X Proprietary and Confidential 18 02X Human Performance 1 Mill Wharf Plaza Unit S12 17 Scituate,MA 02066 OTHER DIRECT COSTS (ODC) During the performance of this contract, 02X staff may be required to travel to support training events,field operations, and other regional member engagement. 02X is requesting funding for reimbursement of approved and required equipment and materials utilized by the OSS to support treatment and training on-site. Additionally, 02X may be required to ship training aids to these locations in support of the work and order equipment to support operations. At times, as directed by the client, 02X may be required to rent suitable training locations as well as audio/visual equipment. This will include shipping expenses associated with training activities and visits to client facilities. ©02X Proprietary and Confidential 19 EXHIBIT B INSURANCE REQUIREMENTS Contractor shall procure and maintain for the duration of the agreement, the following insurance coverages: MINIMUM SCOPE AND LIMIT OF INSURANCE Contractor shall maintain limits of insurance coverage in the following minimum amounts and shall be at least as broad as: • Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence and $4,000,000 aggregate. • Automobile Liability (AL): Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with combined single limits of $1,000,000. In the event Contractor does not maintain commercial automobile liability insurance, City will accept evidence of personal automobile insurance, provided that such policy is endorsed for business use and provides coverage with a minimum limit of $1,000,000. Required policy limits can be met with primary and umbrellalexcess insurance policies. • Workers' Compensation (WC): as required by the State of California, with statutory limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident, per employee, per policy for bodily injury or disease. This requirement can be waived if Contractor has no employees. Contractor attests that its workers' compensation coverage extends to all persons who will be working with the City under the agreed scope of services. • Professional Liability (PL): with limits no less than $2,000,000 per occurrence or claim, and $4,000,000 aggregate. If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. CGL and AL policies: City of Santa Ana, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, equipment, and personnel furnished in connection with such work or operations. 2. CGL, AL, and WC policies: Insurance company(ies) agrees to waive all rights of subrogation against City, its City Council, its officers, officials, employees, agents, and volunteers for fosses paid under the terms of any policy which arise from work performed by Contractor for City. 3. All required insurance policies: For any claims related to this contract, Contractor's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. 4. All required insurance policies: A severability of interest provision must apply for all the additional insureds, ensuring that Contractor's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. 5. Each insurance policy required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty (30) days prior written notice has been given to City. Ten (10) days prior written notice shall be provided to City for policy cancellation or non-renewal due to non-payment. 6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: (Name of Department Staff Responsible for Agreement), Address of Department Responsible for Agreement, M-XX, Santa Ana, CA 92701. The name and location of the project or event should be included in the Description of Operations section of each certificate. Self-Insured Retentions Self-insured retentions must be declared to and approved by the City. City may require Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state of California with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to City. Verification of Coverage Contractor shall furnish City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entity before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Claims Made Policies If any of the required policies provide coverage on a claims-made basis: 1. The retroactive date must be shown and must be before the date of the contract or the beginning of work. 2. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims- made policy form with a retroactive date prior to the contract effective date, Contractor must purchase "extended reporting" coverage for a minimum of three (3) years after completion of work. Subcontractors Contractor shall require and verify that all sub-contractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from sub- contractors. Special Risks or Circumstances City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. A� 1213I2 CERTIFICATE OF LIABILITY INSURANCE DaTE(M1/2DIVYYY) 025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONTACT Lynne Arruda PRODUCER NAME: Alera Group,Inc. p1CNNa Ext: (508)995 4553 FAX afc,No): (508)995 4525 500 Faunce Corner Road E-MAIL lynne,arruda@aleragroup.com ADDRESS: Building 100,Suite 120 INSURERS)AFFORDING COVERAGE NAIL# Dartmouth MA 02747 INSURERA: Lexington/RTS INSURED INSURER B: Coalition Insurance Solutions,Inc. FGP-02X Ho(ding LLC INSURER c: 1 MIII Wharf Plaza INSURER D Unit S 12 INSURER E: Scituate MA 02066 INSURER F: COVERAGES CERTIFICATE NUMBER: 26 27 GL BAP LIMB CYB REVISION NUMBER: THIS IS TO CERTIFYTHATTHE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUEDTO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR I TYPE OF INSURANCE POLICY NUMBER MMIDWYYYY UY MM POLICY DDIYYYY LIMITS LTR INSD WVD X COMMERCIAL.GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 v DAMAGE T D 300,000 CLAIMS-MADE OCCUR PREMISES Ea occurrence $ X Professional Liability MED FXF;Any one person) $ 1,000,000 A X Ded$10,000 Y Y 1070632 01/01/2026 01101/2027 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $ 3,000,000 X POLICY1:1 JECT LOC 1,000,000PRO- Healthcare GLAgg $ 3,DD0,000 OTHER: AUTOMOBILE LIABILITY Ee accideMINEotSINGLE LIMIT $ 1,000,000 ANY AUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED Y Y 1070632 01101/2026 01/01/2027 BODILY wuRY(Per accident) $ AUTOS ONLY AUTOS HIRED X NON-OWNED PROPERTY DAMAGE $ X AUTOS ONLY AUTOS ONLY Per accident UMBRELLA LIAB OCCUR EACH OCCURRENCE $ 1,000,000 A X EXCESS LIAB CLAIMS-MADE 6798924 01101/2026 01/01/2027 AGGREGATE $ 1,000,000 DEC RETENTION $ $ WORKERS COMPENSATION PER OTH- STATUTE ER AND EMPLOYERS'LIABILITY Y 1 N ANY PROPRIETOWPARTNERIEXECUTIVE ❑ NIA E.L.EACH ACCIDENT _ $ OFFICERIMEMBER EXCLUDED7 tMandatory in NH) E.L.DISEASE-FA EMPLOYEE $ It yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Cyber Liability g C-0LPL-107922-CYBER-2024 01/01/2026 0110112027 Limit $1,000,006 ed DESCRIPTION OF OPERATIONS i LOCATIONS I VEHICLES (ACORD 1111,Additional Remarks Schedule,may he attached if more space is required) u ra r} by To Tran Abuse&Moiestation-Policy#1070632 eff 09/19/2024-Covera e Limit:$1,000,000 Each Per etrator 1$2,000,000 A regate Nguyen g P 99 N U t?n Date:zo2v" 1.1 z City of Santa Ana,its City Council,its officers,officials,employees,agents and volunteers are Additional Insureds with respects to General Liability and 7 Isss:zs o'oo' Automobile Liability,on.a primary and non-contributory basis including waiver of subrogation,as required by written contract only,per attached policy form. Policy includes 30 Day Notice of Cancellation. Retro-active dates:Professional Liability 9/19/2021,General Liability 9/19/201 B Employee Benefits Liability-Policy#1070632 eff 09/19/2024-Coverage Limit:$1,000,000 1$3,000,000 APPROVE Tr CERTIFICATE HOLDER CANCELLATION SHOULD Train higu}en of sin,7an'f2; 0 & SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Santa Ana ACCORDANCE WITH THE POLICY PROVISIONS. Attn:Santa Ana Police Dept AUTHORIZED REPRESENTATIVE 60 Civic Center Plaza(M-18) _ Santa Ana CA 92701 O 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD Additional Named Insureds Other Named Insureds CGLM, LLC dba 02X Human Performance 02X Human Performance, LLC Limited Liability Company, Insured Multiple Names 02X Intermediaries, :.LC Licli:.ed Liability Company, Insured Multiple Names C2X, Inc C Corporation, Insured Multiple Names OFAPPINF(02/2007) COPYRIGHT 2007,AMS SERVICES INC ENDORSEMENT NO.34 This endorsement, effective 12:01 AM: December 6, 2024 Forms a part of policy no.: 1070632 Issued to: FGP-02X HOLDING LLC By: LEXINGTON INSURANCE COMPANY ADDITIONAL INSURED ENDORSEMENT IGENERAL LIABILITY) (INCLUDES WAIVER OF SUBROGATION) This endorsement modifies insurance under the following: MISCELLANEOUS HEALTHCARE FACILITIES GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured: Where required by written contract The following is added to Section Il. WHO IS AN INSURED of the MISCELLANEOUS HEALTHCARE FACILITIES GENERAL LIABILITY COVERAGE PART: The person or organization shown in the Schedule above is included as an additional Insured if you are obligated by virtue of a written contract to provide insurance to such person or organization of the type afforded by this Policy, but only with respect to liability arising out of operations conducted by you or on your behalf. Notwithstanding any provision in the written contract between you and the person or organization shown in the Schedule above to the contrary, the person or organization shown in the Schedule above shall not be construed as a person or organization acting on your behalf and there shall be no coverage with respect to liability for injury or damages arising out of any act or omission of such person or organization. In the event that the Limits of Insurance provided by this Policy exceed the Limits of Insurance required by the. written contract, the insurance provided by this endorsement shall be limited to the Limits of Insurance (inclusive of any applicable deductible or self insured retention) required by the written contract. The Limits of Insurance {inclusive of any applicable deductible or self insured retention) provided by this Policy shall not be increased for any reason, including any failure, refusal or inability of any self insurance/ Insured to pay any amounts due thereunder. This endorsement shall not increase the Limits of Insurance shown in the Declarations pertaining to the coverage provided herein. 141662 (07/21) ENDORSEMENT NO. 34 (Continued) Any coverage provided by this endorsement to an additional Insured shown in the Schedule above shall be excess over any other valid and collectible insurance or self insured retention available to the additional Insured whether primary, excess, contingent or on any other basis, unless the written contract with the additional Insured specifically requires that this insurance be primary and non-contributory with any other insurance carried by the additional Insured. In such case, this insurance shall be primary and non-contributory with any other insurance carried by the additional Insured. In the event of payment under the Policy, we waive our right of subrogation against any person or organization shown in the Schedule above where the Named Insured has waived liability of such person or organization as part of a written contractual agreement between the Named Insured and such person or organization, which was executed prior to the effective date of this endorsement and prior to the occurrence or offense. In accordance with the terms and conditions of the Policy, as soon as practicable, each additional Insured must give us prompt notice of any occurrence or offense which may result in a claim, forward all legal papers to us, cooperate in the defense of any actions, and otherwise comply with all of the Policy's terms and conditions. Failure to comply with this provision may, at our option, result in the claim or suit being denied. All other terms and conditions of the policy remain the same. Oil 141662 (07/21) Authorized Representative or countersignature (where required by law) Coalition` Section 11. Definitions itionaL Insured Means any person or entity that the Insured Organization has agreed to add as an additional insured under this Policy through a written contract or agreement,but only if the contract or agreement was executed before the date the Insured Organization first committed the alleged acts, errors,or omissions. Adverse Publication Means any report or communication to the public through any media format (including television, print media, radio,internet,and social media) by a third party of information previously unavailable to the public,specifically concerning a security failure,systems failure,data breach,cyer extortion,or privacy liability. Multiple adverse publications relating to the same security failure,systems failure,data breach,cyber extortion,or privacy Liability shall be considered a single adverse publication and will be deemed to have occurred on the date of the first such adverse publication. Al Security Means the failure of security of the applicable computer systems, IT Provider computer systems,or Non-IT Provider computer systems,caused by any malicious use of artificial intelligence technology, including through the use of machine learning or prompt injection exploits. Appilcation Means all applications,including;any attachments thereto and supplemental information,submitted to us by or on behalf of the Named Insured in connection with the underwriting of this Policy. Betterment Allowance Means the costs to: - 1. upgrade or enhance covered computer software that is damaged,destroyed, lost,altered,or corrupted,with more secure software;and 2. replace computers or any associated equipment or devices with a more secure functionally equivalent item(s). Provided, however,that the betterment allowance cannot exceed an additional 25%of the cost that would have been incurred to restore or replace the covered digital assets,computers,or associated equipment or devices to the level or condition which existed prior to the security failure. Breach Notice Law Means any statute or regulation that requires: i. notice to individuals whose personally identifiabte information was,or reasonably likely to have been accessed or acquired by an unauthorized person;or 2. notice to regulatory agencies of such an incident. Breach es n s Means the following reasonable and necessary costs,fees, and expenses you incur with our prior written consent in response to an actual or suspected security failure or data breach, for a computer forensic professional to determine the existence,cause, and extent of a security failure or data breach; 2. for an attorney to advise you on your investigation of a security failure or data breach and to determine whether you are legally obligated under,a breach notice law to notify individuals or applicable regulatory agencies of such security failure or data breach; 3, for an attorney to advise you in complying with Payment Card Industry("PC]")operating regulation requirements for responding to a data breach compromising payment card data,and ....... _._ .. .... ....._ ..............___. - - _— CYUSP 5OPF 0125-01 Page 4 of 28