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HomeMy WebLinkAboutTENACORE - 2010 iNSUHANLt LE NORK MAY P,90:,!: r JNTi MURAti; = x H; _ 1-?-201 CL D.ATF j' TCY't A-2010-240 elf CUSTOMIZED TRAINING AGREEMENT UNDER THE WORKFORCE INVESTMENT ACT } y THIS AGREEMENT is made and entered into this 6th day of December, 2010 between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California (hereinafter "CITY") and Tenacore 7 Holdings Inc. (hereinafter "EMPLOYER"). o ? N WITNESSETH Recitals: U ? A. CITY has been designated a Local Workforce Investment Area ("LWIA") pursuant to Section 116 of the Workforce Investment Act ("WIA"), P.L. 105-220, 29 USC Section 2801, to receive federal funds to promote effective delivery of job training services to local area residents. B. The State of California has created the California Workforce Investment Board pursuant to Section 111 of the Workforce Investment Act, P.L. 105-220, 29 USC 2821 to administer the WIA programs operated by the State of California. C. As a LWIA, CITY is entitled to receive federal funds to establish programs to prepare eligible unskilled youth, adults, dislocated workers, and incumbent workers for entry into the labor market, and to provide job training to those individuals who face serious barriers in obtaining productive employment ("said Program"). Such programs include customized training programs. D. Pursuant to Section 101(8) of the Workforce Investment Act, "customized training" means training: (i) that is designed to meet the special requirements of an employer (including a group of employers); (ii) that is conducted with a commitment by the employer to employ, or in the case of incumbent workers, continue to employ, an individual on successful completion of the training; and (iii) for which the employer pays for not less than 50 percent of the cost of the training. E. The Department of Labor granted California a waiver of the required 50 percent employer contribution. This waiver has been granted through June 30, 2011.. Under this waiver, the following sliding scale is permitted: (1) no less than a 10 percent match for employers with 50 or fewer employees; (2) no less than a 25 percent match for employers with 51 - 250 employees; and (3) no less than a 50 percent match for employers with more than 250 employees. F. Pursuant to 20 CFR Part 663.705 customized training for employed workers must relate to the introduction of new technologies, introduction to new production or service procedures, upgrading to new jobs that require addition al skills, workplace literacy, or other appropriate purposes identified by the Local Board. 1 G. EMPLOYER is able and willing to train eligible unskilled applicants to operate said Program pursuant to the WIA and applicable federal, state and local laws. WHEREFORE, for and in consideration of the respective and mutual covenants and promises hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereto do hereby agree as follows: Term. The effective term of this Agreement is for the period beginning December 13, 2010, and ending April 30, 2011. The term of this Agreement may be extended upon agreement of the City Manager or his/her designee and EMPLOYER. 2. Scope of Work. The EMPLOYER shall train up to 12 incumbent employee(s)/worker(s) (hereinafter "Trainee(s)") in the occupation and in accordance with the Customized Training Plan set forth in Exhibit A, attached hereto and incorporated herein by this reference. Training must significantly raise the Trainee from his/her prior position in level of skill by the end of the training period. A. Incumbent Worker Training Incumbent workers must: i. Be WIA eligible employees of Santa Ana companies and ii. Earn less than the SAWIB self- sufficiency wage of $15.24 and iii. NOT displace (including a partial displacement, such as a reduction in the hours of non-overtime work, wages, or employment benefits) any currently employed employee (as of the date of the participation). 2. Training may include but not limited to: i. Skills upgrading or adapting skills of line staff ii. Training of managers and supervisors to provide skills needed to assume new functions and responsibilities within an at risk business. 3. Duration and Length of Activity i. The training period shall not exceed 6 months. B. Incumbent Worker Training Specifications The proposed customized training must meet the following specifications: 1. Training may be designed for one business or a group of businesses 2. There must be a demonstrated need for training i. Trainees must have a deficiency in the occupational skills required for immediate employment in the position to be filled after training OR ii. Business must identify new or changing regulations that require a change in technology, software, waste reduction, energy conservation, etc. OR iii. Identify changing skill requirements as a result of external economic or market forces, significant changes in operating processes, rapidly 2 changing industry or occupational job requirements or emergence of new products. 3. The business(es) must agree to retain trainees who are current employees upon successful completion of the training; 4. The business(es) must pay a minimum of 50 percent of the training cost; 5. The project must not cause displacement of current regular employees or reduce the number of work hours or earnings of current employees; 6. The business(es) cannot be involved in a current labor dispute; and 7. No lay-off shall have occurred within the last 120 days. from the date of application. Funding. CITY shall reimburse the EMPLOYER an amount not to exceed $ 51,000 in accordance with the budget Exhibit B. EMPLOYER shall bill the CITY monthly on an invoice provided by CITY for actual and reasonable cost for providing the services described in this Agreement. 4. Subcontracting. Training may only be subcontracted to Vendors on the Qualified Customized Training Provider List provided by the CITY (the "List"). EMPLOYER is legally permitted to subcontract the customized training, however CITY will only reimburse the cost of training up to 75% of EMPLOYER'S cost for said training so long as the subcontractor is on the List. 5. Employer Obligations. During the training, the EMPLOYER shall ensure that the Trainee: a. is on the EMPLOYER's payroll, not paid as a contracted employee or independent contractor; and, b. receives the same benefits as EMPLOYER's other employees performing similar work; and, is provided Worker's Compensation Insurance coverage, pursuant to state law; and, d. is provided by EMPLOYER with safety instructions and equipment necessary for reasonable protection against injury and damage. CONTRACTOR shall maintain appropriate standards for health and safety in work and training situations. Where special clothing or equipment is provided to the EMPLOYER's regular employees, EMPLOYER shall provide the same type of clothing or equipment to the Trainee performing similar work. 6. Employment of Trainee. The EMPLOYER shall employ the Trainee as a regular member of EMPLOYER's work force. If EMPLOYER wants to continue to employ the Trainee upon the successful completion of the training period under this Agreement, said employment shall be subject to the same conditions of employment applied to EMPLOYER's other regular employees, including termination for unsatisfactory performance. 7. Patent, Copyrights and Rights in Data. The EMPLOYER will disclose to the CITY any invention, written product, computer program developed or data assembled as a result of performance of work under this Agreement within seventy four (74) days of invention, development or assembly. The CITY, State of California, and U.S. Department of Labor will have the right to patent any invention and copyright any written product or computer program or data generated by EMPLOYER. Upon written request, EMPLOYER will transfer all pertinent information, specifications and right, title and interest to the designated agency. 8. INVENTIONS, PATENTS AND COPYRIGHTS. A. Reporting Procedure. If any project produces patentable items, patent rights, processes, or inventions in the course of work under a U.S. Department of Labor (DOL) grant or agreement, the CONTRACTOR shall report the fact promptly and fully to the CITY. The CITY shall report the fact to the Grant Officer, at the DOL. Unless there is a prior agreement between the CITY and the DOL and its representative on these matters, the DOL shall determine whether to seek protection on the invention or discovery. The DOL and its representative shall determine how the rights in the invention or discovery, including rights under any patent issued thereon, will be allocated and administered in order to protect the public interest consistent with the "Governmental Patent Policy" (President's Memorandum for Heads of Executive Departments and Agencies, August 23, 1971, and Statement of Government Patent Policy). B. Copyright Policy. 1. Unless otherwise provided in the terms of the grant or agreement, when copyright-able material is developed in the course of or under a DOL Grant or agreement, the author and the CITY which developed the work is free to copyright material or to permit others to do so. The EMPLOYER and the Workforce Investment Board (WIB) shall have a royalty- free, nonexclusive and irrevocable license to reproduce, publish, use and to authorize others to use all copyrighted material. 2. The DOL reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for Federal Government purposes: (a) The copyright in any work developed under any grant, sub-grant, or contract under a grant or subgrant; (b) Any right of copyright to which a grantee, subgrantee or a EMPLOYER purchases ownership with grant support; and (c) EMPLOYER shall comply with the requirements of 29 CFR Part 97.34. C. Rights to Data. The DOL and the CITY shall have unlimited rights to any data first procured or delivered under this Agreement. 9. Hold Harmless. The EMPLOYER shall indemnify, defend and hold harmless CITY, and its officers, agents and employees, from and against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of CITY, and shall indemnify, defend and hold harmless CITY, and its officers, agents 4 and employees, from any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not limited to, workers' compensation claims, resulting from or arising out of the negligent acts, errors or omissions of EMPLOYER, its employees, agents or subcontractors. 10. Insurance. The EMPLOYER shall obtain at its sole cost and file with the City of Santa Ana - Santa Ana W/O/R/K Center, upon execution of this Agreement, and maintain for the period covered by this Agreement, a policy or policies of commercial general liability insurance or a certificate of such insurance, satisfactory to the City Attorney of CITY, naming the CITY, and its officers, agents, employees and volunteers, as insured or additionally insured (see attached Additional Insured Endorsement, Exhibit C), which provides coverage not less than that provided in the form of a comprehensive general liability insurance policy against liability for any and all claims and suits for damages or injuries to persons or property resulting from or arising out of operations of EMPLOYER, and its officers, agents, or employees. Said policy or policies of insurance shall provide coverage for both bodily injury and property damage in no less than One Million Dollars ($1,000,000). Said policy or policies shall also contain a provision that no termination, cancellation or change of coverage or of insured or additional insured shall be effective until after thirty (30) days notice thereof has been given in writing to CITY. EMPLOYER shall give to CITY prompt and timely notice of claims made or suit instituted against said policy. EMPLOYER shall procure and maintain at its own costs and expense, any additional kinds and amounts of insurance which, in its own judgment, may be necessary for its proper protection. 11. Record Keeping. CITY, the State of California and the United States government and/or their representatives shall have access for purposes of monitoring, auditing and examining of EMPLOYER'S activities, performance, books, documents, papers, and records of EMPLOYER'S subcontractors, bookkeepers and accountants, and employees and participants related to this Agreement. Such agencies or representatives shall also schedule on-site monitoring in their discretion. Monitoring activities may also include, but are not limited to, questioning employees and participants and entering any premises or onto any site in which any of the services or activities funded hereunder are conducted or in which any of the records of EMPLOYER are kept. Nothing herein shall be construed to require access to any privileged or confidential information as set forth in federal or state law. In the event EMPLOYER does not make the above-referenced documents available within the City of Santa Ana, California, EMPLOYER agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. All accounting records and evidence pertaining to all costs of EMPLOYER and all documents related to this Agreement shall be kept available at the location where EMPLOYER conducted the program, as well as in the County of Orange, for the duration of this Agreement and thereafter for three (3) years after completion of an audit. Records which relate to (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement, or (b) costs and expenses of this Agreement to 5 which CITY, the State of California or the United States Government take exception, shall be retained beyond the three (3) years until resolution of disposition of such appeals, litigation, claims, or exceptions. 12. Government Funding. This Agreement is valid and enforceable only if sufficient funds are made available to the State by the United States Government for the same Fiscal Year as for this Program. In addition, this Agreement is subject to any additional restrictions, limitations, or conditions enacted by Congress or any statute enacted by Congress which may affect the provision, terms or funding of this Agreement in any manner. 13. Payment Cap. CITY's Customized Training reimbursement payments to EMPLOYER shall not exceed a maximum of seventy-five percent (75%) of the Customized Training Cost paid by EMPLOYER as specified in Exhibit B, during the training period specified in Exhibit A. 14. Amendment of Agreement. No alteration or variation of the terms of this Agreement shall be valid and/or binding unless made in writing and signed by both parties. There are no oral understandings or agreements between the parties. 15. Breach/Sanctions. If, through any cause, EMPLOYER violates any of the terms and conditions of this Agreement, or if EMPLOYER reports inaccurately or if any Audit Report makes disallowances, EMPLOYER shall promptly remedy its acts or omissions and/or repay CITY all amounts due CITY as a result of EMPLOYER's violation. For any such failures or violations, CITY shall also have the right at its sole discretion to either: (1) discontinue program support until such time as EMPLOYER fulfills its obligations or remedies all violations of this agreement or prior agreements; and/or (2) collect outstanding amounts as determined by CITY due CITY by offsetting or debiting from current claims or invoices, if after thirty (30) days' written notice EMPLOYER has failed to repay same or a repayment schedule has not been made; and/or (3) terminate this Agreement by giving written notice to EMPLOYER of such termination in accordance the notice provision in Paragraph XVIII herein below. 16. Termination. Either party may terminate this Agreement upon thirty (30) days prior written notice to the other party. However, the CITY may immediately terminate this Agreement at such time as funds are not made available to CITY through the United States Department of Labor or the State of California Employment Development Department for the purpose of carrying out this Agreement. 17. Independent Contractor. The EMPLOYER, and any agents and employees of the EMPLOYER, in the performance of this Agreement, shall act in an independent capacity as independent contractors and not as officers, employees, or agents of the CITY. This Agreement is not intended nor shall it be construed to create an employer-employee relationship between EMPLOYER and CITY, nor a joint venture relationship. The EMPLOYER shall not subcontract in the name of the CITY. 18. Equal Employment Opportunities. The EMPLOYER warrants that it will comply with Title VI of the Civil Rights Act of 1964, and the requirements relating to equal 6 employment opportunities set forth in Executive Order No. 11246, as amended by E.O. 11375 and supplemented by the requirements of 41 CFR Part 60. EMPLOYER will also comply with all applicable federal and state laws and regulations, and particularly those assurances and certifications set forth in Exhibit D attached hereto and by this reference incorporated herein. 19. Prohibitions. The EMPLOYER shall not use any of the training funds provided under this Agreement for political or sectarian activities. 20. Grievance Procedure. The EMPLOYER shall continue to operate, or shall establish and maintain a grievance or complaint handling procedure relevant to the terms and conditions of employment and the EMPLOYER's activities and programs, which shall meet at a minimum the requirements set forth in Section 101(31) of the Act and 663.700- 710 and regulations promulgated by the State or Federal Government. EMPLOYERS that do not have a grievance or complaint handling procedure shall use the procedures prescribed by the CITY. 21. Guidelines. The CITY shall make the WIA applicable federal regulations and policy guidelines available to EMPLOYER at CITY - W/O/R/K Center, 1000 E. Santa Ana Blvd., Suite 200, Santa Ana, California 92701. The CITY shall also inform the EMPLOYER of changes in the WIA regulations or policy guidelines if such changes affect the operation of this Agreement. 22. Drug Free Workplace. The EMPLOYER agrees to provide a drug-free work place and to execute a certification as set forth in Exhibit E attached hereto and incorporated herein by this reference. 23. Notices. All notices, reports and correspondence between the parties hereto respecting this Agreement shall be in writing and deposited in the United States mail, postage prepaid, addressed as follows: CITY: City of Santa Ana - Santa Ana W/O/R/K Center 1000 E. Santa Ana Blvd., Suite 200 Santa Ana, CA 92701 Attention: WORK Center Director EMPLOYER: Tenacore Holdings Inc. 1525 E. Edinger Ave. Santa Ana, CA 92705 Attention: Enrique Lopez 7 24. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 29 CRF Parts 97.35 and 98.510. EMPLOYER must review and sign Exhibit E "Debarment", which is attached hereto and incorporated herein by this reference. 24. Merger. This Agreement, together with the attachments hereto, expresses the total understanding of the parties. There are no oral understandings of the parties or terms and conditions other than as stated herein. 25. Validity. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 26. 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: Maria D. Huizar Clerk of the Council CITY OF SANTA ANA David N. Ream City Manager APPROVED AS TO FORM: Joseph W. Fletcher City Attorney By: Lisa Storck Assistant City Attorney EMPLOYER: Brand Caso Director 33-0911809 9 Exhibit A Customized Training Plan 1. GENERAL 1. Name of Employer: Tenacore 2. Address of Work-site: 1525 E. Edinger Ave., Santa Ana, CA 92705 3. Phone Number: 714-444-4643 4. Training Supervisor: Jaz Singh, Director of Operations 5. Number of Trainees up to 12 6. Trainee Wages at time of training $12.50 hr 7. Trainee Wages at completion of training $13.50 hr II. TRAINING OUTLINE: 1. Project Length: 3 months 2. Total Training Hours: 200 hours (proximately 16 hours per week) 3. Training Type: Classroom and Hands-On Training 4. ONET Code: 49-9062 5. SVP Level 6.0 6. Occupation/Product or Service: Ultrasound Probe Technology 7. Curriculum: The curriculum plan includes the following class titles, dates: 1. Class: Overview of ultrasound probe technology 2. Class: Diagnosis and identification of common micro-coaxial cable failure points 3. Class: Soldering high-density micro-coaxial cable of 40 gauge or smaller 4. Class: Quality assurance procedures for the soldering processes 5. Class: Ultrasound array technology overview 6. Class: Soldering to ultrasound arrays 7. Class: Quality assurance procedures for ultrasound array soldering 8. Class: Documentation or processes and procedures 9. Class: Teardown and rebuild of common ultrasound probes 10. Class: Diagnosis of probe failure points 11. Class: Ultrasound monitor board-level repair 12. Class: Conclusion/Wrap-Up Method of Assessment: ELEMENTS OF TRAINING HOURS OF TRAINING 1. Overview of ultrasound probe technology Diagnosis and identification of common micro-coaxial cable failure points 50 Soldering high-density micro-coaxial cable of 40 gauge or smaller Measurement Method: Student shows a basic understanding of concepts learned during the training. Students will be evaluated weekly on topics covered during training sessions to ensure students are understanding concepts being taught during the week. Students will receive a written test, as well as oral test. In addition, students will be evaluated by work observation. Students will be given scenarios where they will troubleshoot and solve problems. 2. Quality assurance procedures for the soldering processes Ultrasound array technology overview Soldering to ultrasound arrays 50 Measurement Method: Student shows a basic understanding of concepts learned during the training. Students will be evaluated weekly on topics covered during training sessions to ensure students are understanding concepts being taught during the week. Students will receive a written test, as well as oral test. In addition, students will be evaluated by work observation. Students will be given scenarios where they will troubleshoot and solve problems. 3. Quality assurance procedures for ultrasound array soldering Documentation or processes and procedures Teardown and rebuild of common ultrasound probes 50 Measurement Method: Student shows a basic understanding of concepts learned during the training. Students will be evaluated weekly on topics covered during training sessions to ensure students are understanding concepts being taught during the week. Students will receive a written test, as well as oral test. In addition, students will be evaluated by work observation. Students will be given scenarios where they will troubleshoot and solve problems. 4. Diagnosis of probe failure points Ultrasound monitor board-level repair Conclusion/Wrap-Up 50 Measurement Method: Student shows a basic understanding of concepts learned during the training. Students will be evaluated weekly on topics covered during training sessions to ensure students are understanding concepts being taught during the week. Students will receive a written test, as well as oral test. In addition, students will be evaluated by work observation. Students will be given scenarios where they will troubleshoot and solve problems. RATING LEVELS: Measurement method: how will it be determined if OJT participant acquired the skill? Q&A, observation, product review/inspection, etc. PROFICIENT MODERATE MARGINAL M. Training Provider 1. Company Name: FARUS, LLC 2. Contact Name: Martin Culjat 3. Address: 2146 Sand Hill Rd., Menlo Park, CA 94025 4. Phone : 310-869-5504 5. Total Training Hours: 200 hours 6. Provider on the Santa Ana WORK Center Qualified Vendor List: X Yes No IV. Training Reimbursement Rate 50 percent employer contribution for customized training is required per WIA Section 101(8)(C), however current waiver permits the following sliding scale based on the size of the business: (1) no less than a 10 percent match for employers with 50 or fewer employees = up to 90 percent reimbursement (2) no less than a 25 percent match for employers with 51 - 250 employees = up to 75 percent reimbursement (3) no less than a 50 percent match for employers with more than 250 employees = up to 50 percent reimbursement 1. Number of Tenacore Employees: 125 2. Reimbursement Rate: un to 75% 3. Training Cost. $68,000 4. Reimbursement Calculation: $68,000 X 75% = $51,000 3 EXHIBIT B BUDGET FORM Company Match WIA Total Cost Personnel Salaries* 1. Martin Culjat 2. Rahul Singh 3. Use separate sheet if necessary. $12,000 $36,000 $48,000 Benefits* 1. N/A 2. 3. Use separate sheet if necessary. $0 $0 $0 Total Personnel $12,000 $36,000 $48,000 Operational Expenses Equipment Purchases Services 0 0 0 Equipment rental fees $1,000 $3,000 $4,000 Indirect costs $1,250 $3,750 $5,000 Insurance 0 0 0 Internet fees 0 0 0 Legal services 0 0 0 Office expenses (consumables) $250 $750 $1,000 Other Utilities 0 0 0 Parkin fees 0 0 0 Phones 0 0 0 Space Rent $500 $1,500 $2,000 Staff travel/mileage $250 $750 $1,000 Travel $500 $1,500 $2,000 Vehicle lease 0 0 0 Other $250 $750 $1,000 Participant Expenses Tuition 0 0 0 Books $1,000 $3,000 $4,000 Other (list)* 0 0 0 Total Participant Expenses $1,000 $3,000 $4,000 GRAND TOTAL (Total Personnel + Total Operating Expenses) $17,000 $51,000 $68,000 *See Budget Form Instructions Note: Audit Requirements States, local governments and non-profit institutions who receive $500,000 or more in federal funds in a fiscal year shall meet the audit requirements of the OMB Circular A-133, "Audits of States, and Local Governments and Non- Profit Institutions." Budget Narrative: Equipment Rental Fees - This will cover ultrasound probe equipment rentals that are necessary to complete training. It will also include a demonstration of a variety of ultrasound probe diagnostic equipment that is currently being used in the market. The demonstration will include training on each piece of equipment. Indirect costs - This will include costs that are indirectly related to the trainings, such as training materials, network usage, computer usage, and shipping costs for materials. Office Expenses (Consumables) - This will include printouts, paper, pens, papers, staplers. Space Rent - This will include space to conduct trainings, storage for equipment that will be used during the training, storage for materials. Staff travel/mileage - This will include driving travel for trainers and their staff. Travel - This will include flight travel for trainers, including hotel stays. Mileage - The trainers will be the ones charging for mileage. Other - This will include parts, components, soldering equipment that will be used during training. Other costs include access to Ultrasound Probe technology training materials online. Books - This will include the cost to purchase books that will be used by trainers and students during trainings. Equipment Costs - No equipment costs are included in the budget. They are covered by Tenacore. EXHIBIT C ADDITIONAL INSURED ENDORSEMENT 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 92702; its officers, employees, agents and volunteers 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 canceled, 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 92702. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective , this endorsement form as a part of Policy # Issued to Named Insured Countersigned by Authorized Representative ASSURANCES A. The EMPLOYER assures that: EXHIBIT D 1. It will comply with the requirements of the Workforce Investment Act (WIA), the California Unemployment Insurance Code, as amended, and the regulations and policies promulgated thereunder. 2. No Customized Training participant displaces a regular employee nor shall a Customized Training participant fill a position of a person who has been laid off from the same or similar position. 3. No current employees are receiving unemployment insurance benefits as a result of layoffs or work reductions. 4. No person in the United States shall on the grounds of race, color, sex, religion, national origin, age, disability, sexual orientation, or marital status be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity for which the applicant receives federal financial assistance and will immediately take any measure necessary to effectuate this Agreement. It will comply with provisions of the Hatch Act, if applicable, which limits the political activities of employees. 6. Individuals receiving training on the job shall be compensated by the EMPLOYER at such rate, including periodic increases, as may be deemed reasonable under regulations prescribed by the Secretary of Labor, but in no event at a rate less than that specified in Section 6 (a) (1) of the Fair Labor Standards Act of 1938 or, if higher, under the applicable State or local minimum wage law. 7. Services and activities provided under this Agreement will be administered by or under the supervision of the EMPLOYER. 8. No relative by blood, adoption or marriage of the EMPLOYER may be trained under this Agreement. 9. Appropriate standards for health and safety in work and training situations will be maintained. 10. Conditions of employment or training are appropriate and reasonable with regard to the type of work, the geographical region, and the proficiency of the trainee. 11. Training will, to the maximum extent practicable, be consistent with every individual's fullest capabilities and lead to employment possibilities. 12. The program will, to the maximum extent feasible, contribute to the occupational development or upward mobility of individual participants. 13. Training will be in accordance with the training plan, which plan incorporates documentation that must be completed by EMPLOYER before end of contract. 14. The participating EMPLOYER must keep an accurate files with pre and post assessments of skills, and training attendance records be retained on file by the EMPLOYER for each Customized Training trainee and are subject to review. 15. Monthly progress reports outlining trainee skill attainment are submitted to the Santa Ana WORK Center by the 10th day of the following month. 16. Trainees must be determined WIA eligible and enrolled in the Customized Training Program by Santa Ana WORK Center staff prior to the commencement of training. EXHIBIT E Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about - (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. 1 EXHIBIT E (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Dated: ?z Ile /d Progra Opera 2 EXHIBIT E DIVISION OF EMPLOYMENT SERVICES PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: Name of Contractor: Contractor Number: O'so Te?c_cc ccvvc1 Date: I F'//o / 2 of 0 The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): 0sn. i TO rkA if C- i l > / 3 ACC?Rbr `6.1 CERTIFICATE OF LIABILITY INSURANCE ? 1 IDD 111//18 18/20010 10 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 be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Tutton Insurance Services AHO No Ext:_(949) 261-5335 ?A/( C, 1 (949)261_1911 2913 S. Pullman Street E-MAIL ADDRESS: PRODUCER 00014139 -CUSTOMER ID#: Santa Ana CA 9270_5_ INSURER(S) AFFORDING COVERAGE NAIC # INSURED INSURER A: Travelers Property Casualty__ 25674 INSURER B: Continental Insurance Co. 35289 Tenacore Holdings, Inc INSURERC:The Hartford 1525 E. Edinger Avenue INSURER D: INSURER E : Santa Ana CA 92705 INSURER F: COVERAGES CERTIFICATE NUMBER:10/11 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MMIDDNYYY POLICY EXP MM1DD/YYYV ' LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY PREMISES [Ea occurrece $ 300 , 000 A _ CLAIMS-MADE Fx l OCCUR 6303978P564 i1/1/2010 1/1/2011 MED EXP (Any one person) $ 10 , 000 PERSONAL B, ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS - COMP/OP AGG --- $ Exclude X POLICY PRO- JECT LOC $ AUT OMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 B ?I ANY AUTO ALL OWNED AUTOS 017949748 /1/2010 1/1/2011 _ (Ea accident) BODILY INJURY (Per person) $ SCHEDULED AUTOS O BODILY INJURY (Per accident) $ ]? + PROPERTY DAMAGE X HIRED AUTOS (Per accident) $ X NON-OWNED AUTOS ?j Uninsured motorist combined $ 1,000,000 ( Medical payments $ 5,000 UMBRELLA LIAR OCCUR LISA A > tOrney EACH OCCURRENCE $ EXCESS LIAB _ _? CLAIMS-MADE ?t Assistant City _ AGGREGATE $ DEDUCTIBLE $ RETENTION $ __-_- $ C WORKERS COMPENSATION ' WC STATU- OTH- x AND EMPLOYERS LIABILITY ( YIN ._i.TORY LIMITS - ER ANY PRCPRIETCR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? 7 N/A E L. EACH ACCIDENT -- $ 1 , 000,000 (Mandatory in Ni 72WELT3745 /1/2010 1/1/2011 -? FLD SEASE - EA EMPLOYEE $ 1 , 000 , 000 EAS If yes, describe under DE SCRIPTION OF OPERATIONS below I - SEASE - POLICY LIMIT $ 1,000,000 A Products Liability E06103301 1/1/2010 1/1/2011 i PRODUCTS - COMPIOPAGO $2,000,000 EACH OCCURRENCE $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) RE: All Operations City of Santa Ana is named as additional insured per attached CGD430 07/08. Primary & non-contributory wording applies per attached CGD425 07/08. City of Santa Ana PO Box 1988 Santa Ana, CA 92702 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE tanley Tutton/SYLVAN ?7 - M%,UKLJ to (cuuviii ©1988-2009 ACORD CORPORATION. All rights reserved. INS025 poogos) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. OTHER INSURANCE = ADDITIONAL INSUREDS - PRIMARY AND NON-CONTRIBUTORY WITH RESPECT TO CERTAIN OTHER INSURANCE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is added to Paragraph 4. a., Primary Insurance, of SECTION IV - COMMERCIAL GEN- ERAL LIABILITY CONDITIONS: However, if you specifically agree in a written contract or agreement that the insurance afforded to an addl- tional insured under this Coverage Part must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such addional insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought is caused by an "occurrence" that takes place; and (z) The "personal injury" or "advertising injury" for which coverage is sought arises out of an offense that is committed; subsequent to the signing and execution of that con- tract or agreement by you. TO yow S'? ORCK ?°? P E Clty PAor+1eY As?lgtant CG D4 25 07 08 0 2001. The Travelers Companies, Inc. Page 1 of 1 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PAR? GENERAL DESCRIPTION OF COVERAGE - This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. T he following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Reasonable Force Property Damage - Exception To Expected Or Intended Injury Exclusion B. Clinical Trial Participants - Bodily Injury To Em- ployees Or Volunteer Workers C. Non-Owned Watercraft Less Than 75 Feet L. Blanket Additional Insured - Lessors Of Leased Equipment M. Blanket Additional Insured - Persons Or Organi- zations For Your Ongoing Operations As Re- quired By Written Contract Or Agreement 0. Aircraft Chartered With Pilot N. Blanket Additional Insured - Broad Form Vendors E. Damage To Premises Rented To You F. Increased Supplementary Payments G. Who Is An Insured - Employees And Volunteer Workers -- First Aid H. Who Is An Insured - Employees - Supervisory Positions O. Blanket Additional Insured _ Medical Or Biotech- nology Products Advisors And Contract or Clinical Research Organizations P. Who Is An Insured - Unnamed Subsidiaries Q. Who Is An Insured - Liability For Conduct Of Un- named Partnerships Or Joint Ventures R. Contractual Liability - Railroads 1. Who Is An insured -- Employees - Representa- S. Knowledge And Notice Of Occurrence Or Offense tions, Warnings Or instructions With Respect To Products Or Work T. Unintentional Omission J. Who Is An Insured - Newly Acquired Or Formed U. FIa"Aver Of Subrogation Organizations A5 T K. Blanket Additional Insured - Owners, ?p Or Lessors Of Premises r y' SP PROVIS O ?5'f OP ?? ne`1 I NS ? OM sured. This exclusion does not apply to "bod- n A. REASONABLE FORCE PROPERTY DAMAG?s?a fly injury" or "property damage" resulting from EXCEPTION TO EXPECTED OR INTENDED IN. 3 the use of reasonable force to protect any 1( JURY EXCLUSION l ( person or property. The following replaces Exclusion a., Expected Or B. CLINICAL TRIAL PARTICIPANTS - BODILY Intended Injury, in Paragraph 2., of SECTION I - INJURY TO EMPLOYEES OR VOLUNTEER COVERAGES - COVERAGE A BODILY IN- WORKERS JURY AND PROPERTY DAMAGE LIABILITY: 1. The following is added to Exclusion e., Em- a. Expected Or Intended Injury Or Damage ployees Liability, in Paragraph 2., of SEC- "Bodily injury" or "property damage" expected TION I - COVERAGES - COVERAGE A or intended from the standpoint of the in- BODILY INJURY AND PROPERTY DAM- AGE AGE CG D4 30 07 08 ® 2008 The Travelers Companies, Inc. Page 1 of 7 includes the copyrighted material of insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY This exclusion also does not apply to "bodily injury" to an "employee" arising out of his or her voluntary participation as a human sub- ject in a "clinical trial". 2. The following is added to Paragraph 2.a.(1) of SECTION II - WHO 1S AN INSURED: Paragraphs (1)(a), (b) and (c) above do not apply to "bodily injury" to a co-"employee" or co-"volunteer worker" arising out of his or her voluntary participation as a human subject in a "clinical trial". C. NON-OWNED WATERCRAFT LESS THAN 75 FEET The following replaces Paragraph (2) of Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY: (2) A watercraft you do not own that is: (a) Less fhan 75 feet long; and (b) Not being used to carry any person or property for a charge. D. AIRCRAFT CHARTERED WITH PILOT The following is added to Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE A BODILY IN- JURY AND PROPERTY DAMAGE LIABILITY: This exclusion does ;,ot apply to an aircraft that is: (a) Chartered with a pilot to any insured; (b) Not owned by any insured; and (c) Not being used to carry any persah'?l rop- erty for a charge.g E. DAMAGE TO PREMISES RENTED TOY gP ?' 1. The first paragraph of the a ions i•s,t clusion j., Damage To Property, I ara- graph 2. of SECTION I -- COVERAGES - COVER-AGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY is deleted. 2. The following replaces the last paragraph of Paragraph 2., Exclusions, of SECTION I - COVERAGES - COVERAGE A BODILY IN- JURY AND PROPERTY DAMAGE LIABIL- ITY: Exclusions c., g, and h., and Paragraphs (1), (3) and (4) of Exclusion j., do not apply to "premises damage". Exclusion L(1)(a) does not apply to "premises damage" caused by fire unless Exclusion f. of Section I - Cover- age A - Bodily Injury And Property Damage Liability is replaced by another endorsement to this Coverage Part that has Exclusion - All Pollution Injury Or Damage or Total Pollution Exclusion in its title. A separate limit of insur- ance applies to "premises damage" as de- scribed in Paragraph 6. of Section III - Limits Of Insurance. 3. The following replaces Paragraph 6. of SEC- TION III - LIMITS OF INSURANCE: 6. Subject to 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "premises damage" to any one premises. The Damage To Premises Rented To You Limit will be: a. Tine amount shown for the Damage To Premises Rented To You Limit on the Declarations of this Coverage Part; or b. $100,000 if no amount is shown for the Damage To Premises Rented To You Limit on the Declarations of this Coverage Part. 4. The following replaces Paragraph a. of the definition of "insured contract" in the DEFINI- TIONS Section: a. A contract for a lease of premises. How- ever, that portion of the contract for a 10lease of premises that indemnifies any rson or organization for "premises damage" is not an "insured contract"; The following is added to the DEFINITIONS gAOP??oC?\Aection: G??y "Premises damage" means "property dam- age" to; a. Any premises while rented to you or tem- porarily occupied by you with permission of the owner; or b. The contents of any premises while such premises is rented to you, if you rent such premises for a period of seven or fewer consecutive days. 6. The following replaces Paragraph 4.b.(1)(b) of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: (b) That is insurance for "premises damage"; or Page 2 of 7 © 2608 The Travelers Companies, Inc. CG D4 30 07 08 includes the copyrighted material of Insurance Services Office, Inc. with Its permission. COMMERCIAL GENERAL LIABILITY 7. Paragraph 4.b.(1)(c) of SECTION IV - COMMERCIAL GENERAL LIABILITY CON- DITIONS is deleted. F. INCREASED SUPPLEMENTARY PAYMENTS 1. The following replaces Paragraph 1.b. of SUPPLEMENTARY PAYMENTS - COVER- AGES A AND B of SECTION I - COVER- AGES: b. Up to $2,500 for cost of bail bonds re- quired because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily injury Liability Coverage applies. We do not have to fur- nish these bonds, 2. The following replaces Paragraph 1.d. of SUPPLEMENTARY PAYMENTS - COVER- AGES A AND B of SECTION I - COVER- AGES: d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. G. WHO IS AN INSURED - EMPLOYEES AND VOLUNTEER WORKERS - FIRST AID 1. The following is added to the definition of "oc- currence" in the DEFINITIONS Section: Unless you are in the business or occupation of providing professional health care services, „oc . r ni ..t „ I•., of their employment by you or performing du- ties related to the conduct of your business. 3. The following is added to Paragraph 5. of SECTION III - LIMITS OF INSURANCE: For the purposes of determining the applica- ble Each Occurrence Limit, all related acts or omissions committed by any of your "employ- ees" or `'volunteer workers" in providing ut failing to provide first aid or "Good Samaritan sofvices" to any one person will be deemed to be one "occurrence". 4. The following is added to the DEFINITIONS Section: "Good Samaritan services" means any emer- gency medical services for which no compen- sation is demanded or received. H. WHO IS AN INSURED - EMPLOYEES - SU- PERVISORY POSITIONS The following is added to Paragraph 2.a.(1) of SECTION II - WHO IS AN INSURED: Paragraphs (1)(a), (b) and (e) above do not apply to "bodily injury" or "personal injury" to a co- "employee" in the course of the co-"employee's" employment by you arising out of work by any of your "employees" who hold a supervisory posi- tion. 1. WHO IS AN INSURED - EMPLOYEES - REP- RESENTATIONS, WARNINGS OR INSTRUC- TIONS WITH RESPECT TO PRODUCTS OR WORK ?u ran- a ? means an a„ „r om a U.. The following is added to Paragraph 2.a.(1) of committed by any of your "employees" or SECTION II -WHO IS AN INSURED: "volunteer workers", other than an employed or volunteer doctor, in providing or failing to Paragr,pii$ )(a), (b) and (c) above do not apply provide first aid or "Good Samaritan services" $tv?*o ly Injury" or "personal injury" arising out of to a person. p O any: 2. The following is added to Paragrap ) esentation made at any time, or that SECTION II - WHO IS AN INSURE 5-( ul"ve been made; by any of your "em- SP E es" with respect to the fitness, quality, Unless you are in the business or occu L? tarp om durability, performance, handling, mainte- of providing professional health care ervIce Ss?s nance, operation, safety, or use of "your Paragraphs (1)(a), (b), (e) and (d) above d? no! apply to "bodily injury" arising out of pro- products" or "your work"; or viding or failing to provide first aid or "Good (ii) Warnings or instructions provided, or that Samaritan services" by any of your "employ- should have been provided, by any of your ees" or "volunteer workers", other than an "employees" with respect to "your products" employed or volunteer doctor. Any of your or "your work". "employees" or "volunteer workers" providing ,f. WHO 13 AN INSURED -- NEWLY ACQUIRED or failing to provide first aid or "Good Samari- OR FORMED ORGANIZATIONS tan services" during their work hours for you The following replaces Paragraph 4. of SECTION will be deemed to be acting within the scope 11- WHO IS AN INSURED: CG D4 30 07 08 Q 2008 The Travelers Companies, Inc. Page 3 of 7 Includes the copyrighted material of Insurance Services Office, Irc. with its permission. COMMERCIAL GENERAL LIABILITY 4. Any organization you newly acquire or form, other than a partnership or joint venture, of which you are the sole owner or in which you maintain the majority ownership interest, will qualify as a Named Insured if there is no other insurance which provides similar cover- age to that organization. However: a. Coverage under this provision is afforded only: (1) Until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier.. if you do not report such organization in writing to us within 180 days after you acquire or form it, or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such or- ganization, if you report such organi- zation in writing to us within 180 days after you acquire or form it, and we agree in writing that it will continue to be a Named Insured until the end of the policy period: b. Coverage A does not apply to "bodily in- jury" or "property damage" that occurred before you acquired or formed the or- yanizatiun; and c. Coverage B does not apply to "personal injury" or "advertising injuy' arising out of an offense committed before you ac- quired or formed the organization. K. BLANKET ADDITIONAL INSURED - OWNERS, MANAGERS OR LESSORS OF PREMISES The following is added to SECTION 11 - WHO IS AN INS! ?RED: Any person or organization that is a premises owner, manager or lessor is an insured, but only with respect to liability arising out of the owner- ship, maintenance or use of that part of any prem- ises leased to you. The insurance provided to such premises owner. manager or lessor does not apply to: a. Any "bodily injury" or "property damage" caused by an "occurrence" that takes place, or "personal injury" or "advertising injury" caused by an offense that is committed, after you cease to be a tenant in that premises; or b. Structural alterations, new constructions $ demolition operations performed by or onJt- half of such premises owner, manager or les- sor, L. BLANKET ADDITIONAL INSURED - LESSORS OF LEASED EQUIPMENT The following is added to SECTION 11 - WHO IS AN INSURED; Any person or organization that is an equipment lessor is an insured, but only with respect to liabil- ity for "bodily injury", "property damage", "per- sonal injury" or "advertising injury" caused, in whole or in part, by your acts or omissions in the maintenance, operation or use by you of equip- ment leased to you by such equipment lessor. The insurance provided to such equipment lessor does not apply to any "bodily injury" or "property damage" caused by an "occurrence" that takes place, or "personal injury" or "advertising injury" caused by an offense that is committed, after the equipment lease expires. M. 'BLANKET ADDITIONAL INSURED - PERSONS ?- OR ORGANIZATIONS FOR YOUR ONGOING OPERATIONS AS REQUIRED BY WRITTEN CONTRACT OR AGREEMENT The following is added to SECTION II - WHO IS AN INSURED: Any person or organization that is not otherwise an insured under this Coverage Part and that you have agreed in a written contract or agreement to Include as an additional Insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury" or "property damage" that a. Is caused by an "occurrence" that takes place after you have signed and executed that con- tract or agreement: and b. Is caused; in whole or in part. by your acts or omissions in the performance of your ongoing operations to which that contract or agree- ment applies or the acts or omissions of any person or organization performing such op- erations on your behalf. The limits of insurance provided to such insured will be the limits which you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, %,t?ichever are less. N. BLANKET ADDITIONAL INSURED - BROAD FORM VENDORRSS,R,t The I I1 i yipa'dded to SECTION 11 - WHO IS I ED- K SP S. S?OA orney Page 4 of 7 s 2008 Th ravelerr Com, Ci+ly CG D4 30 07 08 Includes the copyrighied material of Insuranc ces Office, Inc with its permission COMMERCIAL GENERAL LIABILITY Any person or organization that is a vendor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with re- spect to liability for "bodily injury" or "property damage" that: a. Is caused by an "occurrence" that takes place after you have signed and executed that con- tract or agreement; and b. Arises out of "your products" which are dis- tributed or sold in the regular course of such vendor's business. The insurance provided to such vendor is subject to the following provisions: a. The limits of insurance provided to such ven- dor will be the limits which you agreed to pro- vide in the written contract or agreement, or the limits shown in the Declarations, which- ever are less, b. The insurance provided to such vendor does not apply to: (1) Any express warranty not authorized by you; (2) Any change in "your products" made by such vendor; (3) Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (4) Any failure to make such inspections, ad- justments, tests or servicing as vendors agree to perform or normal!,,, undertake to perform in the regular course of business, in connection with the distribution or sale of "your products"; (5) Demonstration, installation, servicing or repair operations, except such operations performed at such vendor's premises in connection with the sale of "your prod- ucts"; or (6) "Your products" which, after distribution or sale by you, have been labeled or re- labeled or used as a container, part or in- gredient of any other thing or substance by or on behalf of such vendor. client, part or container entering into, accom- panying or containing such products; or b. Any vendor for which coverage as an addi- tional insured specifically is scheduled by en- dorsement. 0. BLANKET ADDITIONAL INSURED - MEDICAL OR BIOTECHNOLOGY PRODUCTS ADVISORS AND CONTRACT OR CLINICAL RESEARCH ORGANIZATIONS The following is added to SECTION II - WHO IS AN INSURED: Any person or organization that is serving or has served as: a. An advisor or consultant, including a scientific advisory board and its members, in a review of the design or development of "your medical products" or "your biotechnology products"; or b. A contract or clinical research organization, including its employees, for a "clinical trial" of your medical products" or "your biotechnol- ogy products"; is an insured, but only for "bodily n;ury" or "prop- erty damage" arising out of those products. How- ever, no such person or organization is an in- sured for "bodily injury" or "property damage" ads- ing out of its providing or failing to provide profes- sional health care services. P. WHO IS AN INSURED - UNNAMED SUBSIDI- ARIES The following is added to SECTION II - WHO IS AN INSURED: Any of your subsidiaries, other than a partnership or joint venture, that is not shown as a Named In- sured in the Declarations Is a Named Insured if: a. You maintain an ownership interest of more than 50% in such subsidiary on the first day of the policy period; and b. Such subsidiary is not an insured under simi- lar other insurance. No such subsidiary is an insured for "bodily injury" Cr "property damage" that occurred, or "personal injury" or "advertising injury" caused by an of- fense committed: a. Before you maintained an ownership interest of more than 50% in such subsidiary; or Coverage under this provision does not apply to: ?,,??c b. After the date, if any, during the policy period yM(jo that you no longer maintain an ownership in- a. Any person or organization from who bw- have acquired "your product otAn r gre- terest of more than 50% in such subsidiary. CG D4 30 07 08 $ao r m"s Carnpanies, inc. Page 5 of 7 inciudes they i Od ti j?i pjL urance Services Office, inc. With its parmissiort, ?? 'r Peg;Sta r? 7 COMMERCIAL GE=NERAL LIABILITY O. WHO IS AN INSURED - LIABILITY FOR CON- DUCT OF UNNAMED PARTNERSHIPS OR JOINT VENTURES The following replaces the last paragraph of SECTION II - WHO IS AN INSURED: No person or organization is an insured with re- spect to the conduct of any current or past part- nership or joint venture that is not shown as a Named Insured in the Declarations. This para- graph does not apply to any such partnership or joint venture that otherwise qualifies as an in- sured under Section II - Who Is An Insured, R. CONTRACTUAL LIABILITY - RAILROADS i. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINI- TIONS Section: c. Any easement or license agreement; 2. Paragraph f.(1) of the definition of "insured contract" in the DEFINITIONS Section is de- leted. S. KNOWLEDGE AND NOTICE OF OCCUR- R ENCLE 0R l1v 1 F 1 F EI NSSE IYVL VI L. The following is added to Paragraph 2., Duties In The Event of Occurrence, Offense, Claim or Suit, of SECTION IV - COMMERCIAL GEN- ERAL LIABILITY CONDITIONS: e. The following provisions apply to Paragraph a. above, but only for the purposes of the in- surance provided under this Coverage Part to you or any insured listed in Paragraph 1. or 2. of Section II -Who Is An Insured: (1) Notice to trs of such "occurrence" or of- fense must be given as soon as practica- ble only after the "occurrence" or offense is nilown to you (if you are an individual), any of your partners or members who is an individual (if you are a partnership or joint venture), any of your managers who is an individual (if you are a limited liability company), any of your trustees who is an individual (if you are a trust), any of your .1 executive officels" or directors (if you are an organization other than a partnership, joint venture, limited liability company or trust) or any "employee" authorized by you to give notice of an "occurrence" or offense. (2) If you are a partnership, joint ventty?e,10W ited liability company o usK41n ne of your partne>;A,o__ ture members, _ Page 6 of 7 managers or trustees are individuals, no- tice to us of such "occurrence" or offense must be given as soon as practicable only after the "occurrence" or offense is known by: (a) Any individual who is: (i) A partner or member of any part- nership or joint venture; (ii) A manager of any limited liability company; (iii) A trustee of any trust, or (iv) An executive officer or director of any other organization; that is your partner, joint venture member, manager or trustee; or (b) Any "employee" authorized by such partnership, joint venture, limited li- ability company, trust or other organi- zation to give notice of an "occur- rence" or offense. (3) Notice to us of such "occurrence" or of- fense will be deemed to be given as soon as practicable if it is given in good faith as soon, a practicable to your workers' compensation insurer. This applies only if you subsequently give notice to us of the "occurrence" or offense as soon as prac- ticable after any of the persons described in Paragraphs e. (1) or (2) above discov- ers that the "occurrence" or offense may result in sums to which the Insurance provided under this Coverage Part may apply. However, it this policy includes an endorse- ment that provides limited coverage for "bod- ily injury" or "property damage" or pollution costs arising out of a discharge, release or escape of "pollutants" which contains a re- quirement that the discharge, release or es- cape of "pollutant" must be repotted to us within a specific number of days after its abrupt commencement. this Paragraph e. does not affect that requirement. T. UNINTENTIONAL OMISSION The following is added to Paragraph 6., Repre- sentations, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not preju- E rTtealelers Companies, Inc CG D4 30 07 08 the cdpyM0ffd 'v"eVof Insurance Services Office, Inc, with its permission, 1/? COMMERCIAL GENERAL LIABILITY dice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. U. BLANKET WAIVER Of SUBROGATION The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV - COMMERCIAL GENERAL LI- ABILITY CONDITIONS: If the insured has agreed in a contract or agree- ment to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organiza- tion, but only for payments we make because of: a. "Bodily injury" or "property damage" caused by an "occurrence" that takes place; or b. "Personal injury" or "advertising injury" caused by an offense that is committed; subsequent to the execution of the contract or agreement. VED g'S TO gpAM APPR STORCK LISA E' Attorney Assistant City C? CG D4 30 07 08 2008 The Travelers Companies, Inc. Page 7 of 7 includes the copyrighted material or Insurance Services Office, Inc. with its pekmi5sion.