Loading...
HomeMy WebLinkAboutITERIS INC. 3 -2012INSURANCE NOT ON FILE N-2012-036 WORK MAY NOT PROCEED CLERK OF COUNCIL AA// ? DATE: APR 1 2 2012 Q _ ?w'?'`? 1 , CONSULTANT AGREEMENT V ?,,.?., N o?v y eve THIS AGREEMENT made and entered into this3/ ?fday of March, 2012 by and between ITERIS, Inc., a Delaware corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of traffic video surveillance systems to assist the City in the upgrade of its system. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: SCOPE OF SERVICES Consultant shall review the current traffic surveillance system, document the requirements of an upgraded system and provide sample design and a recommendation for the acquisition of a new system, as set forth in Exhibit A to this Agreement and incorporated by this reference. 2. DELIVERY OF WORK PRODUCT -OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in a form approved by the City's Project Manager. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, a flat fee of $10,000. Additional services required for integration and/or construction oversight of the system will be billed on a time and materials basis pursuant to written approval of the Executive Director. b. Payment by City shall be made within thirty (30) days following receipt of the final Design Technical Memorandum, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date first written above and terminate on December 31 , 2012, unless terminated earlier in accordance with Section ] 3, below. The term of this Agreement may be extended upon a writing executed by the Executive Director of the Public Works Agency and the City Attorney- 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1 ,000,000 per occurrence. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1 ,000,000 per occur-ence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: 2 (i) Consultant shall maintain all insurance required above in full force and. effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. e. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 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 Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party 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. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with perfonnance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box ] 988 Santa Ana, CA 92702-1988 Fax 714-647-6956 With courtesy copies to: Executive Director of the Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-2]) P.O. Box ] 988 Santa Ana, California 92702 Fax 714-647-5670 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714-647-6515 To Consultant: ITERIS, Inc. 1700 Carnegie Ave., Suite 100 Santa Ana, California 92705 Fax 949-270-948] Attn: Alicia Yang A party inay change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by snail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 4 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any teens or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the teens and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. 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. 16. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or taintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. 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: ?i/? _ -? MARIA D. HUIZAR Clerk of the Council CITY OF//S--ANTA ANA ?l.(???? PAUL M. WALTERS Interim City Manager APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney By: Lau Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II? Executive Director of t Public Works Agency CONSULTANT SCOTT CARLSON Vice President Tax ID # ? S ZS?-$ ?? (? 6 ITERIS' ?.?..?.:h? Transmittal To: Mr. Vinh Nguyen, Senior Engineer From: Mr. George Gener VNtiuyen@santa-ana.ora g?@iteris.com Date: 03/03/2012 Job Number: 17-P12-0007 Re: City of Santa Ana Video System Upgrade Support Project •..V? r ¦R1Q?7t5: Mr. Nguyen, Thank you for allowing us the opportunity to provide this Scope of Work for your Video System Upgrade project. We have reviewed and considered your comments from the draft scope submittal and our follow- on meeting discussions on 02/02/2013. We have incorporated our agreements from the meeting in the attached Scope of Work document. I trust this will meet with your satisfaction. 1 will be the responsible Project Manager and Technical Lead on this project. Should you have any questions or require additional information, please do not hesitate to contact me. Alternatively feel free to contact Alicia Vang who has been working with you recently. She and I will be coordinating to ensure we meet your expectations for the project. My contact information is noted below, Alicia can act as a local contact resource if you so desire- We are eager to begin this work and bok forward to receiving a contract and Notice to Proceed. We are prepared to begin this effort at your earliest convenience. Sincerely, George Gener Senior Program Manager Iteris, Inc. 1471 Shoreline, Dr. ? Suite 135 Boise ? ID ? 83702 tel 208.345.4630 ? cell 2.08.409.7109 ? faz 208.345.4631 Attachments: Scope of Work Statement t 700 Gamegie Avenue I Surte t00 I Sartta Ana I CA 1927055551 I tei. 949.270.900 ? tax 949.270 940t ? www.Rens.com - Scope of Work for City of Santa Ana Video System Upgrade Support Project- Iteris Scope of Services for City of Santa Ana Video System Upgrade Support Project Background: The City of Santa Ana current/y employs a video system for Traffic Survei/lance and wishes to upgrade the system. Withh the goo! of providing more functionality and improve to an all /P networtc based system. A diagram of the existing system, as provided to lteris by the City, is depicted below for reference. The primary issues and existing conditions, identified by the City, to overoome for the protect are identrfied as to/lows: 1. The main issue is providing video and control to the Remote TMC users and to the Senior Engineer's office. 2. There are 12 multimode fibers between the Main TMC to the Remote TMC. 3. There ore 6 single mode fibers between the Moin TMC to the Remote TMC, with 3 fibers used for current video transceivers and Ethernet connection. 4. The distance between the two TMCs is about 900 feet. 5. The analog monitors in the TMC will one day be changed to digital ones. 6. The future cameras wi!/ be the Cohu He/ios_ 7. The ffp server needs snapshots [o be uploaded to it, where it then publishes the images to [he City website. So, the process of coking snapshots at certain intervals and uploaded to the ftp server needs to be addressed. s.]..c ...d.,o s,?,e.w..._ ?'1?\I w M? E.NasS i 5 dial Wu „ }? ?„ysy ?? ?r?[I M?f v M]] Kip IIf.Y++?wu. Yl]l IYY; ? ,9 rwa. }f ? -. rte... ?. .senc ? d? _ Yoe ww?t?? WJ",-?flq (.tl?? V?E[i !?? 1 ?? u?I? Meee1 nu?ds 9905!(l•? ? ?. ? V ? ? ? ? ? ? w. FOw R. 6 V4? Tr?.nn? . 1 ? Ps?_cAaV 1 ?'? ? 1 ? '. 1 ?? rte[ [yr?ra 1?0 ??.sl 1 T 1 1 1 , 1 1 ? i ?' 1 1 ? ? 1 1 1 1 ? If11s Vpai? ? 1 1 1 UTi?"?q r.re?.e.wa. ? As deFned by the City, the upgraded Video System shall have the following capabi/ides as a minimum: 1. A// lP network based system 2. A!!ow control and video access from any workstation on the TMC network 3. Allow control and video access via remote login 4. A//ow snapshot and streaming for external uploads 5. A//ow multip/e wall video display for TMC and Remote TMC 6. Incorporate and maintain the use of existing Cohu cameras during transition 7. Incorporate and maintain the existing analog video system during the transition ITERIS? Scope of Work for City of Santa Ana Video System Upgrade Support Project- Scope of Work: The primary goal for the project is to provide a Vdeo System Upgrade Plan to the City. Iteris will provide the following scope of services to assist the City in its efforts. The resulting overall deliverable will be a brief, high- level plan in a Technical Memorandum (less than ? O pages) that presents TMC upgrades required to achieve the City's primary goals. The following tasks Task 7.O Conduct Uetai/ed Survey of Existing Systems and Communications Media: Implementing network based video requires a design analysis that begins with a survey of key elemerrts, including: 1. Existing TMC video equipment and field camera equipment- 2. Existing transceiver, video switch and network based communications. 3. Existing TMC LAN network equipment, software and servers that wi/I support the TMC and other users. 4. Documentation of the survey results into o Detailed Existing Systems and Communications report section. 7.0 Deliverable: Existing Systems and Communications Technical Memorandum Section Task 2.0 Requirements Oefrnition for networ/c, TMC, /P video systems, and Data systems interfaces: It is recommended that high-level user and system requirements be documented specifically for the TMC and other related users. Although the requirements will be high level and focused on the proposed City goals, it is envisioned that the developed requirements should also consist of some "system-wide" requirements to support the e?ansion of network based communications on a City wide level- This effort will include: 1. 1-2 meetings with City of Santa personnel to document requirements for the expanded systems. 2. Development/document user and system requirements for the network and video systems 2.0 Oe/iverab/e. Requirements Definition Technical Memorandum Section Task 3.O High Level Design and Ana/ysis?Recommendation of requiried/availab/e vendor equipment: Based on results of Tasks 1.0 and 2.0, Iteris will review available systems and analyze vendor equipment to recommend for deployment of network and video components supporting the City's goals. This will be used to develop a high level design that the City could use to implement required changes. This effort would include: 1. Recommendations of networking equipment. 2. Recommendation of video encoding/decoding equipment and software [hot can be used- 3. Provide high level design diagram(s) for proposed network and system architecture. 4. Phased Upgrade Plon, identifying how best to upgrade and when. 5. Rough Order of Magnitude Costs and Proposed Bil! of Materials 3.0 Oe/iverab/e: Recommended Equipment and High Level Design Technical Memorandum Section. Taste 4.0 /ntegration and Construction Oversight (Options/) The deployment of network communications and the system integration effort involved may encompass a variety of integration and construction oversight tasks as shown bekwv. It is understood that City staff or subcontractors, which could be Iteris, could be involved in system up9radeldeployment. Iteris is prepared to move fonivard with any activities that the City deems relevant and critical for our involvement on a time and material basis. The following tasks are envisioned: I??2zs - Scope of Work for Crty of Santa Ana Video System Upgrade Support Pmject- • Assist City or contractor with configuration, testing, and deployment of /TS elements and network components. • Assist with development of evaluation criteria for selection of the /TS elements and communications infrastructure insta/lotion contractor. • Assistance during bidding and selection process, such as answering technical questions on beho/f of the City. • Attend construction meetings as necessary to assist with plan clarifications and provide implementation coordination support. • Provide end-to-end system integration services, upon comp/e [ion of the /TS elements and fiber communications hardware installation/modifications- This would inc/ude ensuring proper communications between City TMC equipment, traffic contra/ elements, Data Collections Network, and CCTV system ensuring data exchange between al/systems. • Develop an Acceptance Test Plan to include Test Objectives, Environmenfo/ Requirements, Test Equipment, Types of Tests, Duration of Tests, Acceptance Criteria, Participant Roles/Responsibilities, and Test Procedures. • Conduct Acceptance Testing fo//owing the p/on and procedures. The focus of this test would be to verify that the functional requirements hove 6ee» satisfied, the system architecture is functional, and that data exchange between City TMC and the field elements is successful. • Generate a draft and final Test Report os o result of the acceptance tests, to include ol/ actions, results, failures, and corrective or preventative measures token. • Develop o training outline and supporting user operations presentation materials and documentation. • Train City staff on the operation and maintenance of the network components and communications system. • Develop an operations manual based on the delivered system and to inc/ude a description of the operation of the system (hardware, software, and communications equipmenfJ as it relates to the user's tasks. • Create equipment configuration parameters, document details for optimized and accepted settings for network components and pertinent information for all network equipment. • Generate os-but/t plan sets for both the CCTV and communications system instal/anon. • Perform project management activities during this task, such as scope, schedule, budget, and quo//ty control, meeting with the City and reporting on progress. 4.0 De/ivereble(s): Qs requested Time and Materials Tots/ Costs: Iteris is pleased to provide this cost proposal for the scope of work described herewith. Iteris proposes to complete the work of Tasks 1-3 for a Lump Sum Total amount of 510,000. Task 4 is a future optional task and is not included in the $10,000 fee. Iteris will bdl in full upon completion of the work and submittal of the Technical Memorandum. Anticipated project personnel resources include Mr. George Genet (Senior Program Manager VII) billed at $190/hour, Ms- Alicia Yang (Senior Transportation Engineer I) billed at $140/hour, and Mr. Stuart Hunter (Associate Transportation Engineer I) billed at $100/hour. I7?x?s? AC'?RD® CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) f?--' 03/26/2012 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(fes) 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 COilnne Ford NAME: Woodruff-Sawyer 8c Co. PNONE -- - ----- -- -- - -- FAx 415-989-9923 ? 50 California Street, 12th Floor In/c?yo1 _ E-MA-aq`E"?`-- - -------- cford wsandco com ADDRESS San Francisco CA 94104 . ___ ---------?------------.-"---- ?----?--------- ? ? ? O/a 0.? ? - -- - INSURER(S) AFFORDING COVERAGE ___ _- _ __ NAIC # __ ? (41 S) 391-2141 INSURER A : Continental Insurance Company _ 35289 INSURED INSURER B I111nO1S LJnlon Insurance COm an 27960 Iteris, Inc. INSURER c : National Fire Insurance Com an of Hartford 20478 1700 Carnegie Avenue, Suite 100 Santa Ana CA 92705-5551 INSURER D= Berkley National Insurance Com an , INSURER E INSURER F COVERAGES CERTIFICATE NUMBER: 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 SUER POLICY NUMBER MMLDD/YYYY MM DO/YYYY LIMITS C GENERAL LIABILITY X 4025751745 04/01/2012 04/01/2013 EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY PREMISESO RENTED _ ?a occurrence 1,000>000 $ _ CLAIMS-MADE ?? OCCUR MED EXP (Any one person) $ _ 1 5,000 X PD Deductlble - l?lOIIC PERSONAL S ADV INJURY $ 1,000,000 }? BI DeduCtlble - TlOne GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG $ 2,000,000 PRO- X POLICY LOC $ A AUTOMOBILE LIABILITY 4025751759 04/01/2012 04/01/2013 COMBINED SINGLE LIMIT Ea accidentl_. 1,000>000 X ANV AUTO OWned 8L Hlred AutGS BODILY INJURY (Per person) $ - - _ ALL OWNED AUTOS SGH EDUCED AUTOS Comp Ded $500 _-____ BODILY INJURY (Par accitlent) $ _____._.-_._._._- X HIRED AUTOS X AONOSWNED . . Coll. Ded. $500 __.._____ ?PeO aP EO aTentDAMAGE - $ -- - A }{ UMBRELLA LIAB - ?{ OCCUR 4025751762 04/01 /2012 04/0 l /2013 EACH OCCURRENCE . -- $ 25,000,000 ----.-?-. - EXCESS LIAB CLAIMS-MADE AGGREGATE $ IRC1Ude DED X RETENTION $ 10 000 $ D WORKERS COMPENSATION ' 04/01 /2012 04/01 /2013 X WC STAT V- OTH- - 4RY_Lll1ALT -- AND EMPLOYERS LIABILITY y / N TWC700 ] 008- 10 ANYPROPRIETOFLPARTNEWEXECUTIVE E. L_. E_A_C_H_A_G_GIDENT _ - - $ - - _1,00000 OFFICE WME MBER EXCLUUED4 ? (Mandatory In NH) N / A E-L. DISEASE - EA EMPLOYE $ 1 000 000 If yes, tlescribe untler DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1 >000,000 B Professional Liability 621656045009 04/01/2012 04/01/2013 Limit $5,000,000/ Aggregate 5,000,000 Claims Made Form Retro-Date 01/01/1991 Deductible $50,000 DESCRIPTION OF OPERATIONS /LOCATIONS /VEHICLES (Altech ACORO 101, Addltlonal Remarks Schedule, If more apace Is raqulrcd) Re: On-Call ITIS Agreement City of Santa Ana, its officers, employees, agents, volunteers and representatives are included as additional insured with respects General Liability per form CG 2026 0704 attached. Policies contain a 30 da notice of cancellation and a 10 da notice of cancellation for non- a ment of remium. GCK 1 IF IGA 1 t MULUCK a..narv a..c LLia I Ivry Santa Ana, Clt Of Y Attn: Zed Kekula APPROVEIj AS T(? F? SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE E EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ' IFCCO RDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza, M-30 Santa Ana, CA 92702_1 Laura 5 Assistan[ LOAN #: / .? Shecdy iLy Attorne ' AUTHORIZED REPRESENTATIVE ?,/7/? In a.. ©'1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (20'10/05) The ACORD name and logo are registered marks of ACORD ADDITIONAL INSURED ENDORSEMENT FOR CONSMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # 4ozs7si74sr.elating to the following: 1 _ The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its ofFicers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the . benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective) Effective POI1Cy ISSUed t0 o4/oi/zoiz this endorsement form as a part of NATIONAT. FIRE" INSl7RANCE OF H.4RTFOi2D- -- --?'-'-' ._.__._._._........._.__. 4025751745 axis, Inc. Named Insured Countersigned by Authorized Representative NAMED INSURED: Iteris, Inc. POLICY NUMBER: 4025751745 COMMERCIAL GENERAL LIABILITY CG 20 26 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Santa Ana, City of Attn: Zed Kekula 20 Civic Center Plaza, M-30 Santa Ana, CA 92702-1988 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section 11 -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. Re: On-Call ITIS Agreement City of Santa Ana, its officers, employees, agents, volunteers and representatives are included as additional insured with respects General Liability per form CG 2026 0704 attached. CG 20 26 07 04 Page 1 of ? © ISO Properties, Inc., 2004 NAMED INSURED: Iteris, Inc. POLICY NUMBER: 4025751745 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CHANGES -NOTICE OF CANCELLATION OR MATERIAL COVERAGE CHANGE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART In the event of cancellation or material change that reduces or restricts the insurance afforded by this Coverage Part (other than the reduction of aggregate limits through payment of claims), we agree to mail prior written notice of cancellation or material change to: SCHEDULE 1. Number of days advance notice: 30 2. Name: Santa Ana, City of 3. Address: Attn: Zed Kekula 20 Civic Center Plaza, M-30 Santa Ana, CA 92702-1988