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HomeMy WebLinkAboutKEYSER MARSTON ASSOCIATES (2)- 2017dlirS.UR'ANCE ON HLE aygwK MAY PROCEED N-2018-043 III. INSURANCE EXPIRES /op—/— 17 UERK OF COUNCIL 62018 &'I D A 0 CONSULTANT AGREEMENT 9501 "Yl X THIS AGREEMENT, made and entered into this 46 day of September, 2017, by and between Keyser ,Marston -Associates, Inc. (hereinafter "Consultant'), and 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"). RECITALS A. The City desires to retain a qualified consulting firm having special skill and knowledge in the field of financial consulting services and development. 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: 1. SCOPE OF SERVICES Consultant shall provide on-call consulting services for potential economic development projects within the City of Santa Ana. Services may include real estate deal structuring, developer selection and transaction negotiation, real estate market and financial feasibility pro form analysis, policy planning, etc., as set forth in more detail in the Scope of Services attached hereto as Exhibit A and incorporated herein by this reference. 2. DELIVERY OF WORK PRODUCT Consultant shall deliver to City any work product that results from the services provided. In regard to all copyrightable material produced as a deliverable under this Agreement, including but not limited to books, reports, plans, photographs, and drawings, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty -free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials, excluding proprietary computer models. 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in the Fee Schedule attached hereto as Exhibit B and incorporated herein by this reference. The total sum to be expended under this Agreement shall not exceed twenty-five thousand dollars ($25,000.00) during the term of this Agreement. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice, including a detailed breakdown of the services and tasks performed, hours and hourly rates related to performance of those services and tasks, subject to City accounting procedures. c. 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. In the event that the City disputes a portion of Consultant's invoice, any sums not in dispute shall be remitted to Consultant. 4. TERM This Agreement shall commence on the date first written above and terminate after two (2) years, unless terminated earlier in accordance with Section 13, below. The Term of this Agreement may be extended upon a writing executed by the City Manager 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 naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit C upon execution of this Agreement and shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (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 General Counsel. (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. 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. 3 INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect negligent performance of services 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 challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from Consultant's negligence or willful misconduct on the performance of this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 8. 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. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. G! 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: City of Santa Ana Clerk of the Council 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 City of Santa Ana Director of Community Development Agency 20 Civic Center Plaza (M-25) P.O. Box 1988 Santa Ana, California 92702 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Telefacsimile (714) 647-6515 To Consultant: Keyser Marston Associates, Inc. 500 S. Grand Avenue, Suite 1480 Los Angeles, CA 90071 Phone: (213) 622-8095 FAX: (213) 622-5204 A party may change its address by giving notice in writing to the other party. Thereafter, communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 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 terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 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 City Manager may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product, with the exception of Consultant's proprietary computer models, 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 maintain 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. 7 N-2018-043 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: RIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIAA R VALHO City orP bl (} By: Ryan APPROVED AS TO CONTENT: R BERTI ZURC MIEO Interim Executive irector Community Development Agency CITY OF SANTA ANA RAUL GODINEZ II City Manager CONSULTANT By: Kathleen Head Managing Principal/Vice President Tax ID# 94-23663444-94-2363741 EXHIBIT A SCOPE OF SERVICES Professional real estate advisory services, including but not limited to: • Real estate economics; • Transaction structuring; • Fiscal analysis; • Real estate market and financial feasibility analysis; • Pro forma preparation and analysis; • Asset management; • Specific plan feasibility and policy planning; • Other similar professional real estate related advisory services. 0 EXHIBIT B FEESCHEDULE KMA BILLING RATES The billing rates for the KMA staff members who may be assigned are presented in the following table. KMA will not increase these hourly fees during the contract term. Title Hourly Rates Managing Principal $280.00 Senior Principals $270.00 Principals $250.00 Managers $225.00 Senior Associates $187.50 Technical Staff $95.00 Administrative Staff $60.00 10 EXHIBIT C ADDITIONAL INSURED ENDORSEMENT Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702; its officers, employees, agents and volunteers are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective , this endorsement form as a part of Policy # Issued to Named Insured Countersigned by Authorized Representative 11 ®® CERTIFICATE OF LIABILITY INSURANCE DATEIMMIDDYYYY) 11/14/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER($), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) 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 'L1�q� nx Tr ftp A ylq- "J I )'9 ICC MOC Insurance Services ��J License No. 0589960 A-20IS- U3'i 44 Montgomery St., 17th Fl. q N-oRu F'^'7 San Francisco CA 94104 P' Y �7 V7 CONTACTHalides Ca11e'as NAME: J PHONE (415) 957-0600 FAX No: (415)957-0577 E-MAIL hcallejas@mooins. corn INSURERS AFFORDING COVERAGE NAICp INSURER A Mas sachusette Bay Ins. Co. 22306 INSURED Keyser Marston Associates, Inc. a1w I9I�0 1299 4th Street, Suite 408 1 O San Rafael CA 94903 ) J INSURER INSURER e Allmerica Financial Benefit Co. 41840 INSURERC:Hanover Insurance Company 22292 tNSURERD:Re ublic Indemnity Company of 43753 INSURER E: INSURERF: COVERAGES CERTIFICATE NUMBER2017-2018 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. ILTR TYPE OF INSURANCE ADDL B POLICY NUMBER POLICY EFF M LIC YYYY POLICY EXP FOLIC YYYY LIMITS X COMMERCIAL GENERAL LIABILITY Halides Callejas/HCA EACH OCCURRENCE $ 1,000,000 A CLAIMS -MAGE X OCCUR DAMAG TOREN D 500,000 PREMISES Ea occurrence $ MED EXP (Any one person $ 10,000 X ZDFA49104903 12/1/2017 12/1/2018 PERSONAL &ADV INJURY $ 1,000,000 No Deductible Applies GENL AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE 2,000,000 POLICY I JECT D LOC __$ PRODUCTS - COMP/OP AGO $ Included OTHER; AUTOMOBILE LIABILITY COMBINED SINGLELIMIT $ 1,000,000 Ea acGdent BODILY INJURY (Per person) $ B X ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS X AWA49004903 12/1/2017 12/1/2018 BODILY INJURY (Per acddant) $ Pere cltlenl AIdAGE $ X HIRED AUTOS X NON-OWNEp AVi05 Uninsured motorist combined $ 1,000,000 X Comp$500 X CA $500 X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 4 000 000 AGGREGATE $ 41000,000 C EXCEBSLIAB CLAIMS -MADE DIED X RETENTION 0 $ X USFA49117103 12/1/2017 12/1/2018 WORKERS COMPENSATION AND EMPLOYERS'LIABILITY YIN ANY PROPRIETORIPARTNER/EXECUTIVE PER X MATUTE I I EERH EACH ACCIDENT $. 1000,000 EL 1 D OFFICERIMEMBER EXCLUDED? ❑NIA (Mandatory in NH) 3954623 12/1/2017 01/01/2018 - — E.L. DISEASE -EA EMPLOYE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT s 1,000,000 C Professional Liability =42616500 12/1/2017 12/1/2018 Each Wrongful Act $1,000,000 Retention $25,000 Retro Date: 11/11/1976 Aggregate Limit $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) City of Santa Ana, City of Santa Ana Acting as Successor Agency and/or Housing Authority of the City of Santa Ana, its officers, employees, agents, volunteers and representatives are Additional Insured with respects to the Insured's operations. Insurance provided is Primary and is not contributory with any other insurance carried. 30 Day Notice of Cancellation/10 Day for nonpayment of premium. CERTIFICATE HOLDER CANCELLATION ACORD 25 (2014/01) INS025 (20140) ) ©1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Executive Director of CDA ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza M-25 AUTHORIZED REPRESENTATIVE Santa Alla, CA 92701 Halides Callejas/HCA ACORD 25 (2014/01) INS025 (20140) ) ©1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY POLICY NUMBER: ZDFA49104903 CG 20 10 07 04 Effective Date: 12/01/2017 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR , ORGANIZATION This endorsement modifies insurance provided under the following: 1 J Ol$ g of COMMERCIAL GENERAL LIABILITY COVERAGE PART $� SCHEDULE Name of Additional Insured Person(s) or Organization(s): Locations of Covered Operations The City of Santa Ana, Housing Authority as Successor Housing Agency, its officers, employees, agents, volunteers and representative. It is understood and agreed that this insurance is primary and any other insurance maintained by the Additional Insured shall be excess only and not contributing With this insurance in regards to all operations as pertains to the named insured. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — 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: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; In the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equip-ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in -tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a princi-pal as a part of the same project. CG 20 10 07 04 0 ISO Properties, Inc., 2004 Page 1 of 1 Keyser Marston Associates, Inc COMMERCIAL AUTO CA 00 01 03 06 Various provisions In this policy restrict coverage. SECTION I — COVERED AUTOS Read the entire policy carefully to determine rights, Item Two of the Declarations shows the "autos" that duties and what Is and Is not covered. are covered "autos" for each of your coverages. The Throughout this policy the words "you" and "your" refer following numerical symbols describe the "autos" that to the Named Insured shown In the Declarations. The may be covered "autos". The symbols entered next to words "we", "us" and "our" refer to the Company pro- a coverage on the Declarations designate the only viding this insurance, "autos" that are covered "autos". Other wards and phrases that appear in quotation A. Description Of Covered Auto Designation marks have special meaning. Refer to Section V — Symbols Definitions. -Symbol Description Of Covered Auto Designation Symbols 1 An "Auto" 2 Owned "Autos" Only those "autos" you own (and for Liability Coverage any "trailers" you don't own Only while attached to power units you own). This includes those "autos" you acquire ownership of after the policy begins. 3 Owned Private Only the private passenger "autos" you own. This includes those private passenger Passenger "autos" you acquire ownership of after the policy begins, "Autos" Only 4 Owned "Autos" Only those "autos" you own that are not of the private passenger type (and for Li - Other Than Pri- ability Coverage any "trailers" you don't own while attached to power units you vate Passenger own). This includes those "autos" not of the private passenger type you acquire "Autos" Only ownership of after the policy begins. 5 Owned "Autos" Only those "autos" you own that are required to have No -Fault benefits in the state Subject To No- where they are licensed or principally garaged. This includes those "autos" you ac - Fault quire ownership of after the policy begins provided they are required to have No - Fault benefits in the state where they are licensed or principally garaged. 6 Owned "Autos" Only those "autos" you own that because of the law in the state where they are li- Subject To A censed or principally garaged are required to have and cannot reject Uninsured Compulsory Un- Motorists Coverage. This includes those "autos" you acquire ownership of afterthe insured Motor- policy begins provided they are subject to the same state uninsured motorists re- Ists Law quirement. 7 Specifically De- Only those "autos" described in Item Three of the Declarations forwhich a pre- scribed "Autos" mium charge is shown (and for Liability Coverage any "trailers" you don't own while attached to any power unit described in Item Three). 8 Hired "Autos" Only those "autos" you lease, hire, rent or borrow. This does not include any "auto" Only you lease, hire, rent, or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. 9 Nonowned Only those "autos" you do not own, lease, hire, rent or borrow that are used in con - "Autos" Only nection with your business. This includes "autos" owned by your "employees", part- ners (if you are a partnership), members (if you are a limited liability company), or members of their households but only while used in your business or your personal affairs. CA 00 0103 06 0 ISO Properties, Inc., 2005 Page 1 of 12 13 19 Mobile Equip- ment Subject To Compulsory Or Financial Re- sponsibility Or Other Motor Ve- hicle Insurance Only those "autos" that are land vehicles and that would qualify under the definition of "mobile equipment" under this policy if they were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law where they are li- censed or principally garaged. B. Owned Autos You Acquire After The Policy Begins 1. If Symbols 1, 2, 3, 4, 6, 6 or 19 are entered next to a coverage in Item Two of the Declara- tions, then you have coverage for "autos" that you acquire of the type described for the re- mainder of the policy period. 2. But, if Symbol 7 is entered next to a coverage in Item Two of the Declarations, an "auto" you acquire will be a covered "auto" for that cover- age only if: a. We already cover all "autos" that you own for that coverage or It replaces an "auto" you, previously owned that had that cover- age; and b. You tell us within 30 days after you acquire It that you want us to cover it for that cover- age. C. Certain Trailers, Mobile Equipment And Temporary Substitute Autos If Liability Coverage is provided by this Coverage Form, the following types of vehicles are also cov- ered "autos" for Liability Coverage: 1. "Trailers" with a load capacity of 2,000 pounds or less designed primarily for travel on public roads. 2. "Mobile equipment" while being carried or towed by a covered "auto". 3. Any "auto" you do not own while used with the permission of its owner as a temporary substi- tute for a covered "auto" YOU own that is out of service because of its: a. Breakdown; b. Repair; c. Servicing; d. "Loss"; or e.. Destruction. �laa4a SECTION II — LIABILITY COVERAGE A. Coverage We will pay all sums an "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, caused by an "accident" and resulting from the ownership, maintenance or use of a covered "auto". We will also pay all sums an "insured" legally must pay as a "covered pollution cost or expense" to which this insurance applies, caused by an "acci- dent" and resulting from the ownership, mainte- nance or use of covered "autos". However, we will only pay for the "covered pollution cost or ex- pense" if there is either "bodily injury" or "property damage" to which this insurance applies that is caused by the same "accident". We have the right and duty to defend any "insured" against a "suit" asking for such damages or a "covered pollution cost or expense". However, we have no duty to defend any "Insured" against a "suit" seeking damages for "bodily injury" or "prop- erty damage" or a "covered pollution cost or ex- pense" to which this insurance does not apply. We may investigate and settle any claim or "suit" as we consider appropriate. Our duty to defend or settle ends when the Liability Coverage Limit of Insur- ance has been exhausted by payment of judg- ments or settlements. 1. Who Is An Insured The following are "insureds": a. You for any covered "auto". b. Anyone else while using with your permis- sion a covered "auto" you own, hire or bor- row except: (1) The owner or anyone else from whom you hire or borrow a covered "auto". This exception does not apply if the covered "auto" Is a "trailer" connected to a cov- ered "auto" you own. Page 2 of 12 © ISO Properties, Inc., 2005 CA 00 01 03 06 El (2) Your "employee" if the covered "auto" is owned by that "employee" or a member of his or her household. (3) Someone using a covered "auto" while he, or she is working in a business of selling, servicing, repairing, parking or storing "autos" unless that business is yours. (4) Anyone other than your "employees", partners (if you are a partnership), members (If you are a limited liability company), or a lessee or borrower or any of their "employees", while moving property to or from a covered "auto". (6) A partner (if you are a partnership), or a member (if you are a limited liability company) for a covered "auto" owned by him or her or a member of his or her household. c. Anyone liable for the conduct of an In- sured" described above but only to the ex- tent of that liability. 2. Coverage Extensions a. Supplementary Payments We will pay for the "insured": (1) All expenses we incur. (2) Up to $2,000 for cost of bail bonds (in- cluding bonds for related traffic law vio- lations) required because of an "acci- dent" we cover. We do not have to fur- nish these bonds. (3) The cost of bonds to release attach- ments in any "suit" against the "insured" we defend, but only for bond amounts within our Limit of Insurance. (4) All reasonable expenses incurred by the "insured" at our request, Including actual loss of earnings up to $250 a day be- cause of time off from work. (5) All costs taxed against the "insured" in any "suit" against the "Insured" we de- fend. (6) All interest on the full amount of any judgment that accrues after entry of the judgment in any "suit" against the "in- sured" we defend, but our duty to pay in- terest ends when we have paid, offered to pay or deposited in court the part of the judgment that is within our Limit of Insurance, These payments will not reduce the Limit of Insurance. b. Out -Of -State Coverage Extensions While a covered "auto" Is away from the state where it is licensed we will: (1) Increase the Limit of Insurance for Li- ability Coverage to meet the limits speci- fied by a compulsory or financial re- sponsibility law of the jurisdiction where the covered "auto" is being used. This extension does not apply to the limit or limits specified by any law governing motor carriers of passengers or prop- erty. (2) Provide the minimum amounts and types of other, coverages, such as no- fault, required of out-of-state vehicles by the jurisdiction where the covered "auto" is being used. We will not pay anyone more than once for the same elements of loss because of these extensions. B. Exclusions This insurance does not apply to any of the follow- ing: 1. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the "in- sured". 2. Contractual Liability assumed under any contract or agree- ment. But this exclusion does not apply to liability for damages: a. Assumed in a contract or agreement that is an "insured contract" provided the "bodily in- jury" or "property damage" occurs subse- quent to the execution of the contract or agreement; or Jr. That the "insured" would have in the ab- sence of the contract or agreement. 3. Workers' Compensation Any obligation for which the "insured" or the "insured's" insurer may be held liable under any workers' compensation, disability benefits or unemployment compensation law or any similar law. 4. Employee Indemnification And Employer's Liability "Bodily injury" to: a. An "employee" of the "insured" arising out of and in the course of: (1) Employment by the "insured"; or CA 00 0103 06 wl 5 q S� © ISO Properties, Inc., 2005 Page 3 of 12 ❑ Ak R�' CERTIFICATE OF LIABILITY INSURANCE 7x(323// 8 YY) 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(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER y� p �.,,/ Aon Risk Services Inc of Florida �`il) AC it ii" 3 1 i' w`Y CONTACT NAME: Aon Risk Services, Inc of Florida 1001 Bricker Bay Drive, Suite #1100 Miami, FL 33131-4937 11`` "p- A d'J.O IS'Le "3 t PHONE AIC No Ext); 800-743-8130 A/C No): 800-522-7514 EMAIL ADDRESS: ADP ,COI.Centerr Aon.com INSURER(S) AFFORDING COVERAGE NAIC# INSURER A; American Home Assurance Co. 19380 INSURED yy -_•^ g„�r,� INS TolalSouroe OE IV, Inc �`t'1A ®1 A nG INSURER B: INSURER C: Miami, FL 331Dme-„-,o, ypV� !"e i'"W INSURER D: UCIF p Keyser Marston Associates, Inc. ')66 11 0 1299 Fourth Street, Suite 400 p� San Rafael, CA 94901 i V' INSURER E : INSURER F: COVERAGES CERTIFICATE NUMBER: 1873463 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. LIMITS SHOWN ARE AS REQUESTED. INSIR LTR TYPE OF INSURANCE ADDL INSR SUBR WVO POLICY NUMBER POLICY EFF MMIDDIYVYV POLICY EXP MMIDDIYYYV LIMITS 040!7. GAk ErIC daily,, QJLC o COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS -MADE ❑ OCCUR DAMAGE TO RENT PREMISES Ee occurrEDence $ MED EXP (Any one arson $ PERSONAL &ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: POLICY F]PROJECT ❑ LOC GENERAL AGGREGATE $ PRODUCTS - COMPIOP AGG $ $ OTHER AUTOMOBILE LIABILITY COMBINED e E LIMIT Ea awident $ BODILY INJURY Perperson) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMAGE Per accitlent $ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAR CLAIMS -MADE DEC RETENTION $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN WC 026181717 CA 01/01/18 07/01/18 X PER OTH- STATUTE ER ANY PROPRIETOMPARTNERIEXECUTIVE OFFICER/MEMBER EXCLUDED? NIA X E.L. EACH ACCIDENT S 2,000,000 E.L. DISEASE - EA EMPLOYEE $ 2,000,000 (Mandatory In NH) If yes, describe under EL.DISEASE -POLICY LIMIT 1 5 2,000,000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) See attached Certlflcale Holder Cancellation Notice. All worksite employees working for KEYSER MARSTON ASSOCIATES, INC„ paid under ADP TOTALSOURCE, INC's payroll, are covered under the above stated policy, WAIVER OF SUBROGATION IN FAVOR OF CITY OF SANTA ANA ITS OFFICERS, OFFICIALS, EMPLOYEES, AGENT, REPRESNTATIVES AND VOLUNTEERS AS RESPECTS OF JOB PERFORMED BY KEYSER MARSTON ASSOCIATES, INC. AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER CANCELLATION City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Executive Director of CDA THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 20 Civic Center Plaza M-25 Santa Ana, CA 92701 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 040!7. GAk ErIC daily,, QJLC o / odOfL#da © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD POLICY HOLDER NOTICE CERTIFICATE HOLDER CANCELLATION NOTICE SCHEDULE Should this policy be cancelled before the expiration date hereof, the producer will endeavor to mail 30 days written notice to the certificate holder named herein, but failure to do so shall impose no obligation or liability of any kind upon the insurer, the producer, or the respective agents or representatives of each. SCHEDULE: CERTIFICATE HOLDERS AS IDENTIFIED ON THE MOST RECENT QUARTERLY SCHEDULE OF CERTIFICATE HOLDERS PROVIDED BY THE INSURED'S BROKER OF RECORD TO THE INSURER. P' a ° F 2