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HomeMy WebLinkAboutC-5070 - On-Call PSA for CIP Staff Support ServicesAMENDMENT NO. ONE TO ON -CALL PROFESSIONAL SERVICES AGREEMENT WITH INTERWEST CONSULTING GROUP, INC., FOR CIP STAFF (� SUPPORT SERVICES THIS AMENDMENT NO. ONE TO ON -CALL PROFESSIONAL SERVICES AGREEMENT ( "Agreement ") is made and entered into as of the day of JYuMY 2.ol3 8.1 -2; / Deeember;- 2 by and between the CITY OF NEWPORT BEACH, a California ` municipal corporation and charter city ( "City "), and INTERWEST CONSULTING GROUP, INC., a Colorado corporation ( "Consultant "), whose address is 15061 Springdale Street, Suite 205, Huntington Beach, CA 92649, and is made with reference to the following: RECITALS A. On February 17, 2012, City and Consultant entered into an On -Call Professional Services Agreement ( "Agreement ") for engineering staff support services on an as- needed basis for various capital improvement projects ( "Project "). B. City desires to enter into this Amendment No. One to extend the term of the Agreement to December 31, 2014, increase the compensation, and update the insurance requirements. C. City and Consultant mutually desire to amend this Agreement, as provided below. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement shall be amended in its entirety and replaced with the following: The term of the Agreement shall commence on the Effective Date, and shall terminate on December 31, 2014, unless terminated earlier as set forth herein. 2. COMPENSATION TO CONSULTANT Section 4.1 of the Agreement shall be amended in its entirety and replaced with the following: City shall pay Consultant for the Services on a time and expense not -to- exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached to the Agreement as Exhibit B and incorporated herein by reference Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Seventy -Five Thousand Dollars and No1100 ($75,000.00) ( "Total Amended Compensation ") without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 2.1 The Total Amended Compensation reflects Consultant's additional compensation for additional on -call services to be performed in accordance with this Amendment No. One in an amount not to exceed Twenty -Five Thousand Dollars and Nol100 ($25,000.00). 3. INSURANCE Section 14 of the Agreement shall be amended in its entirety and replaced with the following: Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 4. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] INTERWEST CONSULTING GROUP, INC. Page 2 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNVY'p OFFICE Date: I ZI q), Z IN Aarorf-e-%rp City Attorney ATTEST: 1.1b.13 Date: c By: Leilani I. Brown City Clerk Cco r L'gLI FOS, CITY OF NEWPORT BEACH, a California municipal corporation Date: /7- /"- '7 By: Y, David A. Webb Public Works Director CONSULTANT: INTERWEST CONSULTING GROUP, INC., a California corporation Date:b/ By �yyRXi e Chief/Executive Officer Date: Z1— � L By: eki ie Thor n Secretary [END OF SIGNATURES] Attachments: Exhibit C — Insurance Requirements INTERWEST CONSULTING GROUP, INC. Page 3 EXHIBIT C 1. INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1.1 Provision of Insurance. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 1.2 Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 1.3 Coverage Requirements. 1.3.1 Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code, 1.3.1.1 Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. 1.3.2 General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate, The policy shall cover liability arising from premises, operations, products - completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract) with no endorsement or modification limiting the scope of coverage for liability assumed under a contract 1.3.3 Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. 1.3.4 Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed INTERWEST CONSULTING GROUP, INC. Page C -1 in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. 1.4 Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: 1.4.1 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. 1.4.2 Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, but not including professional liability, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. 1.4.3 Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self- insurance maintained by City. 1.4.4 Notice of Cancellation. All policies shall provide City with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required) or nonrenewal of coverage for each required coverage. 1.5 Additional Agreements Between the Parties. The parties hereby agree to the following: 1.51 Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 1.5.2 City's Right to Revise Requirements. The City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving the Consultant sixty (60) days advance written notice of such change. if such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation. 1.5.3 Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant INTERWEST CONSULTING GROUP, INC. Page C -2 of non - compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. 1.5.4 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 1.5.5 Self- insured Retentions. Any self- insured retentions must be declared to and approved by City. City reserves the right to require that self- insured retentions be eliminated, lowered, or replaced by a deductible. Self- insurance will not be considered to comply with these requirements unless approved by City. 1.5.6 City Remedies for Non Compliance If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. 1.5.7 Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. 1.5.8 Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. LNTERWEST CONSULTING GROUP, INC. Page C -8 ® CERTIFICATE OF LIABILITY INSURANCE GATE (MMlODh'YYY) CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, 12/20/2012 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(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 CON NAME: Van Glider Insurance Corp. 1515 Wynkoop, Suite 200 Denver CO 80202 P CN He 80 -8 7 -$ FAX Na: E -MAIL ABBES I . INSURERS AFFORDING COVERAGE NAIC f{ 1111412013 INSURERA,�L Specialty ly�^TtlranCE CO „_,_,,,„, ..6,6„ m INSURED INTCON6 INSURER a -.Travelers Propefty Casualty INSURER c:PL-Iravelers f Interwest Consulting Group INSURER D: - _........ 51,000,000 Naffa, Inc. 1076 Lincoln Place CLAIMS -MADE K OCCUR Boulder CO 80302 INSURER E: MEDEXP(myone2eison) M,000 INSURER F $2,000000___ COVERAGES CERTIFICATE NUMBER: 1068678400 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. tNBA TYPEOFINSURANCE ADDLSUSR IR MD POLICY NUMBER POLICY EFF (MIND POLCYE%P IMMIDDNYYYI LIMITS B GENERAL LIABILITY Y Y 680746OM671 1111412012 1111412013 EACH OCCURRENCE $2,000,000 X COMMERCIAL GENERAL LIABILITY DAMAG PREMISES Ea ocgalrgn ,e - _........ 51,000,000 CLAIMS -MADE K OCCUR MEDEXP(myone2eison) M,000 PERSONAL &ADV INJURY $2,000000___ GENERAL AGGREGATE 54,000,000 GEN'L AGGREGATE LWR€ APPLIES PER PRODUCTS- COMPIQPAGG $4,000000 $ POLICY X PRO- LOC C AUTOMOBILE MABILITY Y Y BA746SM429 11/14/2012 1/14/2013 Ea COMBINED SINGLE IT 1,000000 X BODILY INJURY (Per Par..) $ ANY AUTO BODILY INJURY (Per accident) $ ALL OWNED SCHEDULED AUTOS NON -OWNED HIRED AUTOS X AUTOS X PROPERTYDAMAGE 'PeraczAdan $ S B X UMBRELLA LIAR X OCCUR Y Y CUP1330T362 11/14/2012 111412013 EACH OCCURRENCE $1,000,006 AGGREGATE _ $1,000,000 E %CESS LIAB CLAIMS -MADE' _ _ $ DED X RETENTION! 10,000 _ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORiPARTNEWEXECUTIVE y VMPJUB1339T93411 11/1412012 1/1412013 X MSTATU- OTH- Y-1 IMITS. ER E.L. EACH ACCIDENT $1,000,000 OFFICERJMEMSER EXCLUOED? ❑ {Mandatory, in NH} N/A E.L. DISEASE - EA EMPLOYE $1,000,000 ELDISEASE - POLICY LIMIT $1,000000 if yes, describe under DESCRIPTION OF OPERATIONS berow A Professional Liability Claims Made DPR9703316 11/14/2012 1/14/2D13 Per Claim $1,000,000 Annual Aggregate $3,000,000 Petro Date: 6/1/2002 DESCRIPTION OF OPERATIONS f LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space Is required) As required by written contract or written agreement, the following provisions apply subject to the policy terms, conditions, limitations and exclusions: The Certificate Holder is included as Additional Insured for your work, acts or omissions which includes completed operations under General Liability; Designated Insured under Automobile Liability; and Additional Insured under Umbrella / Excess Liability but only with respect to liability arising out of the Named Insured's work performed on behalf of the certificate holder and owner. This insurance will apply on a primary and non - contributory basis. A Blanket Waiver of Subrogation applies for General Liability, Automobile Liability, Umbrella /Excess Liability and Workers Compensation. The Umbrella / Excess Liability policy provides excess coverage over the General Liability, Automobile See Attached... CERTIFICATE HOLDER CANCELLATION ACORD 25 (2010105) ©1988.2010 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 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Newport Beach ACCORDANCE WITH THE POLICY PROVISIONS. 3300 Newport Boulevard BOX 1766 Newport Beach GA 92658 AUTHORIZED rREPRESENTATIVE ACORD 25 (2010105) ©1988.2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: INTCON6 LOC #: ADDITIONAL REMARKS SCHEDULE Page 1 of I AGENCY NAMED INSURED Van Gilder Insurance Corp. Interwest Consulting Group � Naffa, Inc. -RGucy -NUMSFR"---" 1n7r I innin PlnrA CARRIER I NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25- FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Liability and Employers Liability_ Additional insured and Waiver of Subrogation: The City of Newport Beach, its officers, officials, employees, and volunteers ACORD 101 (2008101) 0 2008 ACORD CORPORATION. All rights reserved, The ACORD name and logo are registered marks of ACORD WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 03 13 (00) _ o We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.} This agreement shalt not operate directly or indirectly to benefit any one not named In the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS COMPLETED A WRITTEN AGREEMENT TO PROVIDE THIS WAIVER. DATE OF ISSUE: ST ASSIGN: September 15, 2010 Re: Enclosed Certificates Starting on 01 September 2010, the "Certificate of Liability €nsuranW national template Issued by ACORD changed. The certificate contains new cancellation notice language. Van Gilder, nor any other insurance agency, is no longer allowed to amend the certificate template. However, we understand haw Important notice of certain items Is to you. Therefore, we are committed to providing the following: Should any of the policies identified on the enclosed certificates be cancelled or non - renewed, Van Glider will endeavor to provide 30 days notice to you or that amount of notice coinciding with the notice Van Gilder receives from the insurance company. to the event of non - payment of premium, Van Gilder will endeavor to provide 10 days notice. Please note that failure to provide notice does not impose an obligation or liability on the insurance company, or its agents, or representatives. Please do not hesitate to contact us with any questions or concerns. Van Glider Insurance Corp, Van Gilder Insurance Corporat(on I PO Box 46510 1 Oenvar, CO 80201 (Tel 800.873.8500 [Fax 303.831.5295 1 www.vilic.com MRnsivea Gbbal Verinar E m= o= o o— x' o® 00218 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. • ! 'J �•' This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. 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 the Coverage Pan, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The 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. BLANKET ADDITIONAL INSURED B. EMPLOYEE HIRED AUTO C. EMPLOYEES AS INSURED D. SUPPLEMENTARY PAYMENTS - INCREASED LIMITS E. TRAILERS - INCREASED LOAD CAPACITY F. HIRED AUTO PHYSICAL DAMAGE G. PHYSICAL DAMAGE - TRANSPORTATION EXPENSES - INCREASED LIMIT A. BLANKET ADDITIONAL INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION 11 - LIABILITY COV- ERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Liability Cover- age, but only for damages to which this insurance applies and only to the extent that person or or- ganization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. :myilJKi](x r = s The following is added to Paragraph A.1., Who Is An Insured, of SECTION II - LI- ABILITY COVERAGE: An "employee" of yours is an "insured" while operating a covered "auto" hired or rented under a contract or agreement in that "em- ployee's" name, with your permission, while H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT- INCREASED LIMIT 1. WAIVER OF DEDUCTIBLE - GLASS J. PERSONAL EFFECTS K. AIRBAGS L. AUTO LOAN LEASE GAP M. BLANKET WAIVER OF SUBROGATION performing duties related to the conduct of your business. 2. The following replaces Paragraph b. in B.S., Other Insurance, of SECTION IV - BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while perform- ing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto ". C. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION 11 - LIABILITY COV- ERAGE: CA Td 20 07 10 0 2010 The Travelers Indemnity Company. All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO Any "employee" of yours is an "insured" while us- Ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. D. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2) of SECTION It — LIABILITY COVERAGE: (2) Up to $3,000 for cost of bail bonds On- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4) of SECTION II — LIABILITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. E. TRAILERS — INCREASED LOAD CAPACITY The following replaces Paragraph C.I. of SEC- TION I — COVERED AUTOS: 1. "Trailers" with a load capacity of 3,000 pounds or less designed primarily for travel on public roads. F. HIRED AUTO PHYSICAL DAMAGE The following is added to Paragraph A.4., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Hired Auto Physical Damage Coverage If hired "autos" are covered "autos" for liability Coverage but not covered "autos" for Physical Damage Coverage, and this policy also provides Physical Damage Coverage for an owned "auto% then the Physical Damage Coverage is extended to "autos" that you hire, rent or borrow subject to the following: (1) The most we will pay for "loss" in any one "accident" to a hired, rented or borrowed "auto" is the lesser of: (a) $50,000; (b) The actual cash value of the damaged or stolen property as of the time of the "loss "; or (c) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality. (2) An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss ". (3) If a repair or replacement results in better than like kind or quality, we will not pay for the amount of betterment. (4) A deductible equal to the highest Physical Damage deductible applicable to any owned covered "auto ". (5) This Coverage Extension does not apply to: (a) Any "auto" that is hired, rented or bor- rowed with a driver, or (b) Any "auto" that is hired, rented or bor- rowed from your "employee ". G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence In Para- graph AA.a., Transportation Expenses, of SECTION ill — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT — INCREASED LIMIT Paragraph C.2.. Limit Of Insurance, of SEC- TION III — PHYSICAL DAMAGE COVERAGE is deleted. 1. WAIVER OF DEDUCTIBLE —GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. J. PERSONAL EFFECTS The following is added to Paragraph A.4., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Personal Effects Coverage We will pay up to $400 for "loss" to wearing ap- parel and other personal effects which are: (1) Owned by an "Insured "; and (2) In or on your covered "auto ". This coverage only applies in the event of a total theft of your covered "auto ". No deductibles apply to Personal Effects cover- age. Page 2 of 3 02010 The Travelers Indemnity Company. All rights reserved. CA T4 20 07 10 Includes copyrighted material of insurance Services Office, Inc. with its permission E E o= fl a® "= o o= 005217 K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not Intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss ". L. AUTO LOAN LEASE GAP The following is added to Paragraph A.4., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Auto Loan Lease Gap Coverage for Private Passenger Type Vehicles In the event of a total "loss" to a covered "auto" of the private passenger type shown in the Schedule or Declarations for which Physical Damage Cov- erage is provided, we will pay any unpaid amount due on the lease or loan for such covered "auto" less the following: (1) The amount paid under the Physical Damage Coverage Section of the policy for that "auto "; and COMMERCIAL AUTO (2) Any: (a) Overdue lease or loan payments at the time of the "loss "; (b) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; (c) Security deposits not returned by the les- sor; (d) Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (e) Carry-over balances from previous loans orleases. M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.S., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: S. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract exe- cuted prior to any "accident" or "loss ", pro- vided that the "accident" or "loss" arises out of the operations contemplated by such con- tract. The waiver applies only to the person or organization designated in such contract. CA T4 20 07 10 © 2010 The Travelers Indemnity Company. All rights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. -: - 1. 1 10ATA Avilo -.. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. The following is added to WHO IS AN INSURED INSURANCE (Section III) for this Coverage (Section 11): Part. Any person or organization that you agree in a "contract or agreement requiring insurance" to in- clude as an additional insured on this Coverage Part, but only with respect to liability for "bodily in- jury", "property damage" or "personal injury" caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing opera- tions; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "products- completed operations Such person or organization does not qualify as an additional insured for "bodily injury, "property damage" or "personal injury" for which that per- son or organization has assumed liability in a con- tract or agreement. The insurance provided to such additional insured is limited as follows: d. This insurance does not apply on any basis to any person or organization for which cover- age as an additional insured specifically is added by another endorsement to this Cover- age Part. e. This insurance does not apply to the render- ing of or failure to render any "professional services ". f. The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed in that "contract or agreement requir- ing insurance" to provide for that additional insured, or the limits shown in the Declara- tions for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the LIMITS OF B. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a "contract or agreement requiring insurance" that the insurance provided to an additional insured under this Cov- erage 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 addi- tional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury' for which coverage is sought arises out of an offense committed; after you have entered into that "contract or agreement requiring insurance ". But this insur- ance still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured when the insured is an additional insured under any other insurance. C. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CON- DITIONS (Section IV); We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, under a "contract or agreement requiring insurance" with that person or organization. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insur- ance" with such person or organization entered into by you before, and in effect when, the "bodily CG D3 81 09 07 © 2007 The Travelers Companies, Inc. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission 11 1 injury" or "property damage" occurs, or the "per- sonal injury" offense is committed. D. The following definition is added to DEFINITIONS (Section V): "Contract or agreement requiring insurance" means that part of any contract or agreement un- der which you are required to include a person or organization as an additional insured on this Cov- erage Part, provided that the "bodily injury" and "property damage" occurs, and the "personal in- jury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. Page 2 of 2 © 2007 The Travelers Companies, Inc, CG D3 81 09 07 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART :21,191Tl69[+7I COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV), Paragraph 4. (Other Insurance), is amended as follows: 1. IThe following is added to Paragraph a. Primary Insurance: 2. However, if you specifically agree in a written con- tract or written agreement that the insurance pro- vided to an additional insured under this Coverage Part must apply on a primary basis, or a primary and non - contributory basis, this insur- ance is primary to other insurance that is avail- able to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage" for which coverage is sought occurs, and b. The "personal injury" or "advertising injury" for which coverage is sought arises out of an of- fense committed subsequent to the signing and execution of that contract or agreement by you. The first Subparagraph (2) of Paragraph b. Ex- cess Insurance regarding any other primary in- surance available to you is deleted. 3. The following is added to Paragraph b. Excess Insurance, as an additional subparagraph under Subparagraph (1): That is available to the insured when the insured is added as an additional insured under any other policy, including any umbrella or excess policy. CG DO 37 04 05 Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. Page 1 of 1 COMMERCIAL GENERAL LIABILITY However, this exclusion does not apply to your liability with respect to your conduct of the business of any current or past partner- ship orjoint venture: a. That is not shown as a Named Insured in the Common Policy Declarations, and b. In which you are a member or partner where each and every one of your co- ventures in that joint venture is an archi- tectural, engineering, or surveying firm. 2. This Provision P. does not apply to any per- son or organization for which coverage is ex- cluded by another endorsement to this Cov- erage Part, 1 The insurance provided by this Provision P. shall be excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, which is available covering your liability with respect to your conduct of the business of any current or past partnership or joint venture that is not shown as a Named Insured in the Common Policy Declarations and which is issued to such partnership or joint venture. Q. rPER PROJECT GENERAL AGGREGATE LIMIT 1. Paragraph 2. of LIMITS OF INSURANCE (Section Ill) is deleted and replaced by the following: The General Aggregate Limit is the most we will pay for the sum of: a. Damages under Coverage B; and b. Damages from "occurrences" under Cov- erage A and for all medical expenses caused by accidents under Coverage C which cannot be attributed only to opera- tions at a single "project'. 2. The following is added to LIMITS OF IN- SURANCE (Section 111): A separate Per Project General Aggregate Limit applies to each 'project' for all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under Coverage A and for all medical ex- penses caused by accidents under Coverage C which can be attributed only to operations at a single "project', and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations for this Coverage Part. Any payments made under Coverage A for damages and under Coverage C for medical expenses shall reduce the Per Project Gen- eral Aggregate Limit for that "project ", but shall not reduce: a. Any other Per Project General Aggregate Limit for any other "project "; b. The General Aggregate Limit; or c. The Products - Completed Operations Ag- gregate Limit. The limits shown in the Declarations for this Coverage Part for Each Occurrence, Dam- age To Premises Rented To You and Medical Expense are also subject to the Per Project General Aggregate Limit when the Per Pro- ject General Aggregate Limit applies. 3. As used in the Provision Q.: "Project" means an area away from premises owned by or rented to you at which you are performing operations pursuant to a contract or agreement. For the purposes of determin- ing the applicable aggregate limit of insur- ance, each "project" that includes premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right - of -way of a railroad shall be considered a sin- gle "project ". R. KNOWLEDGE AND NOTICE OF OCCUR- RENCE OR OFFENSE The following is added to Paragraph 2, Duties In The Event of Occurrence, Offense, Claim Or Suit of COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): Notice of an 'occurrence" or of an offense which may result in a claim must be given as soon as practicable after knowledge of the "occurrence" or offense has been reported to you, one of your "executive officers" (if you are a corporation), one of your partners who is an individual (if you are a partnership), one of your managers (if you are a limited liability company), one of your trustees who is an individual (if you are a trust), or an "employee" (such as an insurance, loss control or risk manager or administrator) designated by you to give such notice. Knowledge by any other "employee" of an "occur- rence" or offense does not imply that you also have such knowledge. Page 6 of 8 O 2007 The Travelers Companies, Inc. CG D3 73 08 07 ON CALL PROFESSIONAL SERVICES AGREEMENT WITH INTERWEST CONSULTING GROUP, INC. FOR CIP STAFF SUPPORT SERVICES l THIS AGREEMENT FOR PROFESSIONAL SERVICES ( "Agreement ") is made (� and entered into as of this r1hday of IkA" , 2012 by and between the CITY OF NEWPORT BEACH, a California Municipal Corporation ( "City "), and, INTERWEST CONSULTING GROUP, INC. a Colorado Corporation ( "Consultant "), whose address is 15061 Springdale Street, Suite 205, Huntington Beach, CA 92649 and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City desires to engage Consultant to provide engineering staff support services on an as- needed basis for various capital improvement projects ( "Project "). C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. D. The principal member of Consultant for purposes of Project shall be Tim D'Zmura, E. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the above written date, and shall terminate on December 31, 2012 unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED 2.1 Consultant shall provide "On -Call" CIP staff support services as described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ( "Services "). Upon verbal or written request from the Project Administrator (as defined below in Section 6), Consultant shall provide a letter proposal for Services requested by the City (hereinafter referred to as the "Letter Proposal "). The Letter Proposal shall include the following: 2.1.1 A detailed description of the Services to be provided; 2.1.2 The position of each person to be assigned to perform the Services, and the name of the individuals to be assigned, if available; and 2.1.3 The estimated number of hours and cost to complete the Services; 2.1.4 The time needed to finish the specific project. 2.2 No Services shall be provided until the Project Administrator has provided written acceptance of the Letter Proposal. Once authorized to proceed, Consultant shall diligently perform the duties in the approved Letter Proposal. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and the Services shall be performed to completion in a diligent and timely manner. The failure by Consultant to perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.1.1 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice to the other party so that all delays can be addressed. 3.2 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator (as defined in Section 6 below) not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.3 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand - delivery or mail. 4. COMPENSATION TO CONSULTANT 4.1 City shall pay Consultant for the Services on a time and expense not -to- exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Fifty Thousand Dollars and no /100 ($50,000.00) without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.2 Consultant shall submit monthly invoices to City describing the Work performed the preceding month. Consultant's bills shall include the name of the person who performed the Work, a brief description of the Services performed and /or the INTERWEST CONSULTING GROUP, INC. Page 2 specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Consultant only for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Consultant: 4.3.1 The actual costs of subconsultants for performance of any of the Services that Consultant agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. 4.3.2 Approved reproduction charges. 4.3.3 Actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 4.4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. 5. PROJECT MANAGER 5.1 Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated George Alvarez to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. 5.2 Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 5.3 If Consultant is performing inspection or construction management services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. Consultant's cellular phone number will be provided to City. INTERWEST CONSULTING GROUP, INC. Page 3 6. ADMINISTRATION This Agreement will be administered by the Public Works Department. David Webb, Deputy Public Works Director or his designee, shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his authorized representative shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES 7.1 In order to assist Consultant in the execution of its responsibilities under this Agreement, City agrees to, where applicable: 7.1.1 Provide access to, and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's Work schedule. 7.1.2 Provide blueprinting and other Services through City's reproduction company for bid documents. Consultant will be required to coordinate the required bid documents with City's reproduction company. All other reproduction will be the responsibility of Consultant and as defined above. 7.1.3 Provide usable life of facilities criteria and information with regards to new facilities or facilities to be rehabilitated. is �,I."I TANOX0100 _l i� 8.1 All of the Services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with community professional standards. All Services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. By delivery of completed Work, Consultant certifies that the Work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the professional standard of care.. 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force in effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.3 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, or acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. INTERWEST CONSULTING GROUP, INC. Page 4 8.4 The term Construction Management or Construction Manager does not imply that Consultant is engaged in any aspect of the physical work of construction contracting. Consultant shall not have control over or be in charge of and shall not be responsible for the project's design, City's project contractor ( "Contractor "), construction means, methods, techniques, sequences or procedures, or for any health or safety precautions and programs in connection with the Work. These duties are and shall remain the sole responsibility of the Contractor. Consultant shall not be responsible for the Contractors' schedules or failure to carry out the Work in accordance with the Agreement. Consultant shall not have control over or be responsible for acts or omissions of City, Design Engineer, Contractor, subcontractors, or their Agents or employees, or of any other persons performing portions of the Work. 9. HOLD HARMLESS 9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties') from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Consultant's presence or activities conducted on the Project (including the negligent and /or willful acts, errors and /or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). 9.2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this INTERWEST CONSULTING GROUP, INC. Page 5 Agreement that may appear to give City the right to direct Consultant as to the details of the performance or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services. 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator and /or his /her duly authorized designee informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. i [�I►�3i17_l`►[�3 14.1 Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. 14.2 Proof of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 14.2.1 Consultant shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Consultant, his agents, representatives, employees or subcontractors. The cost of such insurance shall be included in Consultant's bid. 14.3 Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. INTERWEST CONSULTING GROUP, INC. Page 6 14.4 Coveraae Reauirements 14.4.1 Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least one million dollars ($1,000,000)) for Consultant's employees in accordance with the laws of the State of California, Section 3700 of the Labor Code In addition, Consultant shall require each subconsultant to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California, Section 3700 for all of the subcontractor's employees. 14.4.1.1 Any notice of cancellation or non - renewal of all Workers' Compensation policies must be received by City at least thirty (30) calendar days (ten (10) calendar days written notice of non - payment of premium) prior to such change. 14.4.1.2 Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. 14.5 General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. 14.6 Automobile Liability Coverage. Consultant shall maintain automobile insurance covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit for each accident. 14.7 Professional Liability (Errors & Omissions) Coverage. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) limit per claim and in the aggregate. 14.8 Other Insurance Provisions or Requirements. 14.8.1 The policies are to contain, or be endorsed to contain, the following provisions 14.8.1.1 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors. 14.8.1.2 Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to INTERWEST CONSULTING GROUP, INC. Page 7 inform Consultant of non - compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. 14.8.1.3 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 14.8.1.4 Notice of Cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required) or nonrenewal of coverage for each required coverage. 14.9 Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement. 14.10 Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint - venture or syndicate or cotenancy, which shall result in changing the control of Consultant. Control means fifty percent (50 %) or more of the voting power, or twenty - five percent (25 %) or more of the assets of the corporation, partnership or joint- venture. 16. SUBCONTRACTING The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express written consent of City. Consultant shall not subcontract any portion of the Work to be performed under this Agreement without the prior written authorization of City. 17. OWNERSHIP OF DOCUMENTS 17.1 Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City INTERWEST CONSULTING GROUP, INC. Page 8 shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon prior written request. 17.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 18. COMPUTER DELIVERABLES CADD data delivered to City shall include the professional stamp of the engineer or architect in charge of or responsible for the Work. City agrees that Consultant shall not be liable for claims, liabilities or losses arising out of, or connected with (a) the modification or misuse by City, or anyone authorized by City, of CADD data; (b) the decline of accuracy or readability of CADD data due to inappropriate storage conditions or duration; or (c) any use by City, or anyone authorized by City, of CADD data for additions to this Project, for the completion of this Project by others, or for any other Project, excepting only such use as is authorized, in writing, by Consultant. By acceptance of CADD data, City agrees to indemnify Consultant for damages and liability resulting from the modification or misuse of such CADD data. All original drawings shall be submitted to City in the version of AutoCAD used by CITY in ".dwg" file format on a CD, and should comply with the City's digital submission requirements for Improvement Plans. The City will provide AutoCAD file of City Title Sheets. All written documents shall be transmitted to City in the City's latest adopted version of Microsoft Word and Excel. 19. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City authorizes in writing the release of information. 20. OPINION OF COST Any opinion of the construction cost prepared by Consultant represents his /her judgment as a design professional and is supplied for the general guidance of City. Since Consultant has no control over the cost of labor and material, or over competitive bidding or market conditions, Consultant does not guarantee the accuracy of such opinions as compared to consultant or contractor bids or actual cost to City. INTERWEST CONSULTING GROUP, INC. Page 9 21. INTELLECTUAL PROPERTY INDEMNITY The Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. 22. RECORDS Consultant shall keep records and invoices in connection with the Work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 23. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue Work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or his /her designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 24. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and /or restoration expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under the law or any other sections of this Agreement. 25. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project 26. CONFLICTS OF INTEREST 26.1 The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the Work INTERWEST CONSULTING GROUP, INC. Page 10 performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 26.2 If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 27. NOTICES 27.1 All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first -class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: David Webb, Deputy Public Works Director Public Works Department City of Newport Beach 3300 Newport Boulevard PO Box 1768 Newport Beach, CA 92658 Phone: 949 - 644 -3328 Fax: 949 - 644 -3318 27.2 All notices, demands, requests or approvals from CITY to Consultant shall be addressed to Consultant at: Attention: Tim D'Zmura INTERWEST CONSULTING GROUP, INC. 15061 Springdale Street, Suite 205 Huntington Beach, CA 9264q Phone: 714 - 899 -9039 Fax: 714 - 899 -9146 28. CLAIMS The Consultant and the City expressly agree that in addition to any claims filing requirements set forth in the Agreement, the Consultant shall be required to file any claim the Consultant may have against the City in strict conformance with the Tort Claims Act (Government Code sections 900 et seq.). 29. TERMINATION 29.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are INTERWEST CONSULTING GROUP, INC. Page 11 reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 29.2 Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 30. STANDARD PROVISIONS 30.1 Compliance With all Laws. Consultant shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 30.2 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 30.3 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 30.4 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 30.5 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 30.6 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. INTERWEST CONSULTING GROUP, INC. Page 12 30.7 SeverabilitV. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 30.8 Controlling Law And Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 30.9 Equal OpportunitV Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. 30.10 No Attorney's Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 30.11 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. (SIGNATURES NEXT PAGE] INTERWEST CONSULTING GROUP, INC. Page 13 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: L / Coll z By: Z Jf C Aaron C. Harp City Attorney ATTEST: l�. �� Date: By: • Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, A Califor�ni� mynicipal corporation Date: l/ /9%/ z Director CONSULTANT: INTERWEST CONSULTING GROUP, INC., a Colorado Cmmnrafinn Chief Executive Officer Date: By: Debbi horson Secretary [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates INTERWEST CONSULTING GROUP, INC. Page 14 EXHIBIT A INTERWEST ■ C O N S U L T I N G G R O U P CONSULTANT SPECIALTIES Capital Improvement Planning/Project Delivery Interwest has extensive experience in developing and implementing Capital Improvement Projects. We create and apply management systems that work and carefully monitor program effectiveness by closely tracking work quality, quantity, and cost. Our approach begins with the identification of specific project priorities and their scheduled completions. The key feature of this program is a funding strategy which puts projects in the ground and not a program that merely banks revenues on partially funded projects. Delivering Capital Projects under aggressive schedules involves management, administration, and oversight of project development teams from inception to completion. Program management to Interwest means complete ownership of all aspects including transportation project delivery, transportation funding, project development, and programming. ✓ Monitor Program Effectiveness ✓ Agency Coordination on Joint Projects ✓ Community Outreach ✓ Work with Utility Agencies on Relocations ✓ Ensure Environmental Regulation Compliances ✓ Advanced Project Planning ✓ Bid & Award Contracts ✓ Manage Federally Funded Projects Construction Management Interwest applies effective management techniques throughout the planning, design, and construction of a project. These techniques are applied from inception to completion with the primary goal of controlling time, cost and quality. We focus our efforts to ensure the successful execution of capital projects for owners, developers, etc. These projects can be highly complex. It is a challenge for many public agencies to maintain the necessary staff resources for every project. Interwest can augment staff with pre- planning, design, construction, engineering and management expertise bringing you the best possible project outcome, no matter what type of project delivery method used. ✓ Constructabildy Review & Value Engineering ✓ Office Engineering Services ✓ Traffic Signals & Street Lighting Inspection Development Services ✓ SWPP Inspection ✓ Capital Projects Inspection ✓ Development Inspection Interwest provides services to plan, review, and regulate private and commercial development. This includes analyzing and regulating private development impacts and improvements within the public right -of -way, as well as planning, designing, and construction of private development improvement for residential, commercial, and office /retail projects. Our Development Services team is committed to meeting the needs of our clients. We work with our clients to efficiently review and approve development applications to maintain schedules. We guarantee the highest level of quality through the development cycle, from planning to design and construction completion. ✓ Entitlement Preliminary Review & Conditioning ✓ Environment Document Review ✓ Improvement Plan Check/ Map Check ✓ Drainage Engineering, Inspection and Management ✓ Building & SafetyAdmin, Plan Review, Code Inspection ✓ Building Permits Building and Safety Interest's Building and Safety team consists of building officials, permit technicians, civil engineers, structural engineers, plan examiners, and inspectors. Our staff is certified, registered, and many have extensive experience in and with government agencies. We understand the day -to- day needs you might experience and have developed methods and systems that work. Our team is familiar with all types of construction and has successfully managed projects from review through inspection to completion. ✓ Life Safety & Structural Plan Review ✓ Fire Plan Review ✓ Onsite Civil Plan Review ✓ OSHPD3 Project Review ✓ Third Party Plan Review ✓ Accessibility Review ✓ Inspection Services Real Estate ✓ Administrative / Permit Intake Staffing Capabilities ✓ Interim CBO Services ✓ Jurisdictional Code Consulting ✓ Green Building Standards ✓ ADA Evaluation & Compliance ✓ Disaster Recovery Interest's Real Estate team provides full service municipal real estate consultation and tum -key right -of -way services inclusive of project management, acquisition, appraisal, appraisal review, relocation assistance, property management, escrow and title coordination, and condemnation support. By providing full service real estate support, we serve our clients in a variety of ways. From early project planning to obtaining full possession of property necessary for project construction, our real estate team has the experience to perform all functions of right -of -way. We strongly support the team concept. Our role is an extension of our clients, carrying out the tasks necessary to complete projects on time and within budget. Our staff members have a thorough knowledge of all aspects of public sector real estate, each having worked extensively in the public sector. ✓ Project Management ✓ Relocation Assistance ✓ Valuation /Appraisal ✓ Land Acquisition Process ✓ Acquisition /Negotiation ✓ Condemnation Support Transportation Programming and Financing Interwest assists jurisdictions in implementing transportation projects that have an added layer of complexity because of the mix of state, federal, or local funding sources. Because nearly all jurisdictions rely on federal transit, Sales Tax Programs, Federal -Aid, and other SAFETE -LU dollars, we can coach your staff on how to protect federal funds that may be at risk of lapsing and provide oversight on federal policies, guidelines, and eligibility. We have direct experience with the challenges agencies face when they are competing against so many other transportation projects (from other agencies) and have advocated successfully for transportation policy changes. Key to this work is building partnerships with the cities, counties, policy boards, and other agencies. ✓ Act as Regional and Interagency Committees Liaison ✓ Monitor and Amend Federally Funded Projects ✓ Ensure Compliance of Federal Project Listings ✓ Track Activities and Policies ✓ Strategic Planning for CIP Projects ✓ Technical Regional Transit Planning Traffic Engineering & Transportation Planning Interest's traffic engineering and transportation planning group works with a variety of partners to provide the safe and efficient movement of pedestrians, cyclists, and vehicle traffic, Our staff has experience in both the public and private sectors. We have licensed traffic engineers and engineering technicians. ✓ Collision Analysis ✓ Site Plan Review ✓ General Traffic Investigations & ✓ Traffic Calming Data Collection ✓ Traffic Control Design /Review ✓ Operation & Maintenance of ✓ Traffic Impact Studies Transportation Management Center ✓ Traffic Signal Design ✓ Plan Check for Both Public & ✓ Traffic Signal Timing Private Projects ✓ Traffic Signing, Striping Design & ✓ Resolution Speed Limit Program Review Storm Water Management Interwest delivers Storm Water Management solutions. Even during the tough rainy season our Storm Water experts guide cities through the maze of environmental permits and regulatory agency requirements to ensure projects are in compliance. We offer exceptional training, program management and inspection services throughout California. ✓ National Pollution Discharge Elimination System (NPDES) Program Audit Services ✓ National Pollution Discharge Elimination System (NPDES) Services ✓ Storm Water Pollution Prevention (SWPP) Inspection Services ✓ Storm Water Pollution Plan (SWPPP) Design and Plan Review Services Geographic Information Systems Interwest's GIS Group provides solutions for all levels of local government spanning development services to public safety. We offer services ranging from simple mapping and reporting to complex data integration and GIS strategic planning. We provide the information and tools to help cities make better decisions, and make business processes more efficient to better serve your customers. ✓ Automation of Routine GIS Data Tasks ✓ Creation of Enterprise Desktop GIS Tools ✓ Development Tracking with GIS ✓ General GIS Project Management ✓ General Local Government GIS Services ✓ GIS Data Conversion IT (Information Technology) Services ✓ GIS Integration with Enterprise Systems ✓ GIS Strategic Planning and Startup ✓ Public Safety Computer Aided Dispatch (CAD) ✓ Revenue Database Streamline / Audits ✓ Route Analysis for Integrated Waste ✓ Site Selection Analysis Interwest handles everything from hardware installations to large software applications. We are experienced in IT project planning and work with clients to analyze their IT needs and create solutions that are a good fit for their organization. We believe IT should work with you, not against you, and understand each organization has its own unique needs and challenges. We develop customized IT solutions by working collaboratively with your staff to create solutions you can rely on. ✓ Email Server Set -Up I Configuration ✓ File Server Set -Up I Maintenance ✓ Corporate Anti -Virus ✓ Citrix and Remote Access ✓ Network and Domain Configuration ✓ Blackberry Server Set -Up I Support ✓ Back -Up Server Set -Up I Support ✓ Software Analysis ✓ Internet Connectivity Set -Up ✓ Intranet Implementations ✓ Desktop Implementations EXHIBIT B Interwest Consulting Group Fees CLASSIFICATION HOURLY BILLING RATE Engineering CityEngineer ................. .................................................................... _ ......................................... $135 TrafficEngineer ................................................................... ............................... ............................130 SupervisingEngineer .......................................................... ............................... ............................125 SeniorEngineer .................................................................. ............................... ............................120 ProjectManager .................................................................. ............................... ............................110 AssociateEngineer III ......................................................... ............................... ............................105 AssociateEngineer II .......................................................... ............................... ............................100 AssociateEngineer I ........................................................................................... .............................85 EngineeringTechnician III ................................................................................... .............................73 Engineering Technician 11 .................................................................................... .............................70 Engineering Technician 1 .......................................:............................................. .............................65 StudentTrainee ................................................................................................... .............................30 Construction Management Construction Manager ......................................................... ............................... ............................120 Assistant Construction Manager ......................................... ............................... ............................110 Supervising Public Works Observer .................................... ............................... ............................105 Senior Public Works Observer ................................................................._......... .............................95 PublicWorks Observer III ................................................................................... .............................85 PublicWorks Observer II .................................................................................... .............................80 PublicWorks Observer I ..................................................................................... .............................75 Transportation Supervising Transportation Planner .................................... ............................... ............................120 Senior Transportation Planner ............................................ ............................... ............................110 Associate Transportation Planner III ................................................................... .............................95 Associate Transportation Planner 11 .................................................................... .............................85 Associate Transportation Planner 1 ..................................................................... .............................80 Real Estate Real Estate Property Manager ............................................ ............................... ............................120 Senior Real Property Agent ................................................ ............................... ............................115 RealProperty Agent 1111 ....................................................... ............................... ............................105 RealProperty Agent 11 ......................................................... ............................... ............................100 RealProperty Agent I ......................................................................................... .............................90 GIs GISManager ....................................................................... ............................... ............................120 SeniorGIS Analyst .............................................................. ............................... ............................115 GISAnalyst 1111 .................................................................... ............................... ............................100 GISAnalyst If ...................................................................................................... .............................90 GISAnalyst I ....................................................................................................... .............................80 Administrative SeniorAdminist rative .......................................................................................... .............................65 AdministrativeIII .................................................................................................. .............................58 Administrative11 ................................................................................................... .............................54 AdminstrativeI .................................................................................................... .............................48 i I I 1 ACCM®® CERTIFICATE OF LIABILITY INSURANCE MDD YYYY, 2/77 /201/201 2 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 COOT CT NAME: K Btt1Y -!Ric f Van Gilder Insurance Corp. Den r CO 8 p, Suite 200 Denver CO 80202 PHD "E 303 -837 -8500 TaIC. NPI:303 -83]_$ -2451_ ADDRESS: V iC,COm INSURER(S) AFFORDING COVERAGE — NAICM __ INSURERA.XL SpeClalty InSUrnn Ce Co. _ _ %865 1/14/2012 INSURED I NTCON6 INSURER B Travelers P %dy-„C..a�s���all�CsL_ _- 557_ —. Interwest Consulting Group INSURER C:PL- Travelels IRdS1nDjty_ _Q Of Q 1076 Lincoln Place Boulder CO 80302 INSURER 2: INSURER INSURER F : $10,000 PERSONAL &ADV INJURY_ COVERAGES CERTIFICATE NUMBER: 1481g9n51I 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 POUCIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NLSR TYPE OF INSURANCE IADDL INSR BR WVD POLICY NUMBER I POLICYEFF s1MMO NYVY) POLICY EXP INIMMDNYYYI LIMITS B GENERAL LIABILITY Y Y 807460M677 1/74/2017 1/14/2012 EACH OCCURRENCE /$2,000,000 X COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR AMA fOREITTED PREMISES Ea xunenca $1,000.000 EEO EXP(Arty one person) $10,000 PERSONAL &ADV INJURY_ _ $2,000.000,..__ J _ GENERAL AGGREGATE $4,000.000_ _ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGO S4J00000 POLICY I1 PRO. LOC 5 — C AUTOMOBILE LIABILITY Y Y BA7466M429 1111412011 1114/2012 Ea accident ___ 51 Dee 000_ —_ BODILY INJURY (Per person) S X ANY AUTO ALL OWNED SCHEDULED AUTOS BOOILYINJURY'Parattiden0 -- 5_ X PP Oraccide DAMAGE S NON-OWNED HR DSAuTos X I3 8 X UMBRELLA LIAR OCCUR Y CUP133OT362 1/14/2011 11/1412012 EACH OCCURRENCE ,$1,000.000 AGGREGATE S1,000,OD0 EXCESSLWB CMMS-&MDE I DED Ix I RETEMIONS10.000 Is 9 WORKERS COMPENSATION AND EMPLOYERSLIABILITY YIN ANY PROPRIETORIPARTNERrcXECURVE OFFICERIMEMBER EXCLUDED? FN (Mandatory In NHl NIA y [VMPJUB1339T93411 11/14/2011 11/1412012 X 'A'C STAiU- I IO,T.H-I I E.L EACH ACCIDENT $1000000 r IE.L. DISEASE -EA EMPLOYE S1_000,000 11 yes. describe under DESCRIPTION OF OPERATIONS below I 1 I E.L. DISEASE - POUCY LIMIT I 57.000,000 A IProfessional Liability PR9695279 1/14/2011 1/14/2012 Per Claim $1.000,000 Claims Made Retro Date: 6/7/2002 Annual Aggregate $3,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if mom space is required) If required by written contract or written agreement, the following provisions apply subject to the policy terms, conditions, limitations and exclusions: The Certificate Holder and Owner are included as Additional Insureds for ongoing and completed operations under General Liability, Automobile Liability and Umbrella / Excess Liability but only with respect to liability arising out of the Named Insured's work performed on behalf of the certificate holder and owner. This insurance will apply on a primary, non - contributory basis. A Waiver of Subrogation applies for General Liability, Automobile Liability, Umbrella /Excess Liability and Workers' Compensation. Limited Contractual Liability is included. The Umbrella / Excess Liability policy provides excess coverage over the General Liability, Automobile Liability and Employers Liability. CFRTIFICATF Hnl nFR CANCFI I ATInN ACORD 25 (2010/05) ©1988 -2010 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 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Newport Beach ACCORDANCE WITH THE POLICY PROVISIONS. 3300 Newport Boulevard PO Box 1768 AUTHORIZED REPRESENTATIVE Newport Beach CA 92658 ACORD 25 (2010/05) ©1988 -2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 03 13 (00) _o7 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS COMPLETED A WRITTEN AGREEMENT TO PROVIDE THIS WAIVER. DATE OF ISSUE: ST ASSIGN: September 1 ", 2010 Re: Enclosed Certificates Starting on 01 September 2010, the "Certificate of Liability Insurance" national template issued by ACORD changed. The certificate contains new cancellation notice language. Van Gilder, nor any other insurance agency, is no longer allowed to amend the certificate template. However, we understand how important notice of certain items Is to you. Therefore, we are committed to providing the following: Should any of the policies identified on the enclosed certificates be cancelled or non - renewed, Van Gilder will endeavor to provide 30 days notice to you or that amount of notice coinciding with the notice Van Gilder receives from the insurance company. In the event of non- payment of premium, Van Gilder will endeavor to provide 10 days notice. Please note that failure to provide notice does not impose an obligation or liability on the insurance company, or its agents, or representatives. Please do not hesitate to contact us with any questions or concerns. Van Gilder Insurance Corp. Van Gilder Insurance Corporation I PO Box 46510 1 Denver, CO 80201 1 Tel 800.873.8500 1 Fax 303.831.52951 v .vgic.wm MPa .GbW.Po , COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. The following is added to WHO IS AN INSURED (Section II): Any person or organization that you agree in a .,contract or agreement requiring insurance' to in- clude as an additional insured on this Coverage Part, but only with respect to liability for "bodily in- jury', "property damage' or "personal injury' caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing opera- tions; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "products- completed operations Such person or organization does not qualify as an additional insured for "bodily injury', "property damage' or "personal injury' for which that per- son or organization has assumed liability in a con- tract or agreement. The insurance provided to such additional insured is limited as follows: 0 e. This insurance does not apply on any basis to any person or organization for which cover- age as an additional insured specifically is added by another endorsement to this Cover- age Part. This insurance does not apply to the render- ing of or failure to render any "professional services ". The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed in that "contract or agreement requir- ing insurance" to provide for that additional insured, or the limits shown in the Declara- tions for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the LIMITS OF INSURANCE (Section III) for this Coverage Part. B. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a "contract or agreement requiring insurance' that the insurance provided to an additional insured under this Cov- erage 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 addi- tional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage' for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have entered into that "contract or agreement requiring insurance". But this insur- ance still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured when the insured is an additional insured under any other insurance. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CON- DITIONS Section IV): We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", 'property damage" or 'personal injury' arising out of "your work" performed by you, or on your behalf, under a "contract or agreement requiring insurance' with that person or organization. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insur- ance' with such person or organization entered into by you before, and in effect when, the 'bodily CG D3 81 09 07 © 2007 The Travelers Companies, Inc. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission fa NTAMLA yns���a: nr� 3t�ru injury" or "properly damage" occurs, or the "per- sonal injury" offense is committed. D. The following definition is added to DEFINITIONS (Section V): "Contract or agreement requiring insurance" means that part of any contract or agreement un- der which you are required to include a person or organization as an additional insured on this Cov- erage Part, provided that the "bodily injury' and "property damage" occurs, and the "personal in- jury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. Page 2 of 2 @ 2007 The Travelers Companies, Inc. CG D3 81 09 07 Includes the copyrighted material of Insurance services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. OTHER INSURANCE - ADDITIONAL INSUREDS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV), Paragraph 4. (Other Insurance), is amended as follows: 1. The following is added to Paragraph a. Primary Insurance: 2. However, if you specifically agree in a written con- tract or written agreement that the insurance pro- vided to an additional insured under this 3. Coverage Part must apply on a primary basis, or a primary and non - contributory basis, this insur- ance is primary to other insurance that is avail- able to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or 'property damage" for which coverage is sought occurs; and b. The "personal injury' or "advertising injury" for which coverage is sought arises out of an of- fense committed subsequent to the signing and execution of that contract or agreement by you. The first Subparagraph (2) of Paragraph b. Ex- cess Insurance regarding any other primary in- surance available to you is deleted. The following is added to Paragraph b. Excess Insurance, as an additional subparagraph under Subparagraph (1): That is available to the insured when the insured is added as an additional insured under any other policy, including any umbrella or excess policy. CG DO 37 04 05 Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. Page 1 of 1 COMMERCIAL GENERAL LIABILITY However, this exclusion does not apply to your liability with respect to your conduct of the business of any current or past partner- ship or joint venture: a. That is not shown as a Named Insured in the Common Policy Declarations, and b. In which you are a member or partner where each and every one of your co- ventures in that joint venture is an archi- tectural, engineering, or surveying firm. 2. This Provision P. does not apply to any per- son or organization for which coverage is ex- cluded by another endorsement to this Cov- erage Part. 3. The insurance provided by this Provision P. shall be excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, which is available covering your liability with respect to your conduct of the business of any current or past partnership or joint venture that is not shown as a Named Insured in the Common Policy Declarations and which is issued to such partnership or joint venture. Q. PER PROJECT GENERAL AGGREGATE LIMIT 1. Paragraph 2. of LIMITS OF INSURANCE (Section III) is deleted and replaced by the following: The General Aggregate Limit is the most we will pay for the sum of: a. Damages under Coverage B; and b. Damages from "occurrences" under Cov- erage A and for all medical expenses caused by accidents under Coverage C which cannot be attributed only to opera- tions at a single "project ". 2. The following is added to LIMITS OF IN- SURANCE (Section III): A separate Per Project General Aggregate Limit applies to each "project" for all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under Coverage A and for all medical ex- penses caused by accidents under Coverage C which can be attributed only to operations at a single "project ", and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations for this Coverage Part. Any payments made under Coverage A for damages and under Coverage C for medical expenses shall reduce the Per Project Gen- eral Aggregate Limit for that "project ", but shall not reduce: a. Any other Per Project General Aggregate Limit for any other "project "; b. The General Aggregate Limit; or c. The Products - Completed Operations Ag- gregate Limit. The limits shown in the Declarations for this Coverage Part for Each Occurrence, Dam- age To Premises Rented To You and Medical Expense are also subject to the Per Project General Aggregate Limit when the Per Pro- ject General Aggregate Limit applies. 3. As used in the Provision Q.: "Project" means an area away from premises owned by or rented to you at which you are performing operations pursuant to a contract or agreement. For the purposes of determin- ing the applicable aggregate limit of insur- ance, each "project" that includes premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right - of -way of a railroad shall be considered a sin- gle "project ". R. KNOWLEDGE AND NOTICE OF OCCUR- RENCE OR OFFENSE The following is added to Paragraph 2. Duties In The Event of Occurrence, Offense, Claim Or Suit of COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): Notice of an "occurrence" or of an offense which may result in a claim must be given as soon as practicable after knowledge of the "occurrence" or offense has been reported to you, one of your "executive officers" (if you are a corporation), one of your partners who is an individual (if you are a partnership), one of your managers (if you are a limited liability company), one of your trustees who is an individual (if you are a trust), or an "employee" (such as an insurance, loss control or risk manager or administrator) designated by you to give such notice. Knowledge by any other "employee" of an "occur- rence" or offense does not imply that you also have such knowledge. Page 6 of 8 © 2007 The Travelers Companies, Inc. CG D3 79 09 07 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. 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 the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The follovving 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. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COVERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — LIABILITY COV- ERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage, Coverage under this provision is afforded only un- til the 180th day after you acquire or forth the or- ganization or the end of the policy period, which- ever is earlier. B.1 BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT J. PERSONAL EFFECTS K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Liability Cover- age, but only for damages to which this insurance applies and only to the extent that person or or- ganization qualifies as an "insured" under the Who Is An Insured provision contained in Section 1. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION 11 — LI- ABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while peflorning duties related to the conduct of your busi- ness. CA T3 53 0310 ®201OThe Travelers Indemnity Company. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO 2. The following replaces Paragraph b. in B.S., within such country or jurisdiction, for Liability Other Insurance, of SECTION IV - BUSI- ® Coverage for any covered "auto" that you NESS AUTO CONDITIONS: lease, hire, rent or borrow without a driver for b. For Hired Auto Physical Damage Cover- a period of 30 days or less and that is not an age, the following are deemed to be cov- "auto" you lease, hire, rent or borrow from ered "autos" you own: any of your "employees ", partners (if you are a partnership), members (if you are a limited (1) Any covered "auto" you lease, hire, liability company) or members of their house- rent or borrow, and holds. (2) Any covered "auto" hired or rented by (a) With respect to any claim made or "suit" your "employee" under a contract in brought outside the United States of that individual "employee's" name, America, the territories and possessions with your permission, while perform- of the United States of America, Puerto ing duties related to the conduct of Rico and Canada: your business. (i) You must arrange t defend the "in- However, any auto" that is leased, hired, i sured" against, and nvestigate or set- rented or borrowed with a driver is not a tle any such claim or "suit" and keep covered "auto ". us advised of all proceedings and ac- D. EMPLOYEES AS INSURED lions. The following is added to Paragraph A.1., Who Is (ii) Neither you nor any other involved An Insured, of SECTION II - LIABILITY COV- "insured" will make any settlement ERAGE: without our consent. Any "employee" of yours is an 'insured" while us- (iii) We may, at our discretion, participate ing a covered "auto" you don't own, hire or borrow in defending the "insured" against, or in your business or your personal affairs. in the settlement of, any claim or E. SUPPLEMENTARY PAYMENTS - INCREASED "Suit ". ® LIMITS (iv) We will reimburse the "insured" for sums that the "insured" legally must —_ 1. The following replaces Paragraph A.2a.(2), pay as damages because of "bodily m.� of SECTION 11- LIABILITY COVERAGE: injury" or "property damage" to which (2) Up to $3,000 for cost of bail bonds (In- this insurance applies, that the "in- cluding bonds for related traffic law viola- sured" pays with our consent, but tions) required because of an "accident" only up to the limit described in Para- - we cover. We do not have to furnish graph C., Limit Of Insurance, of SEC- °® these bonds. TION 11- LIABILITY COVERAGE. ° 2. The following replaces Paragraph A.2.a.(4), (v) We will reimburse the "insured" for °® of SECTION II - LIABILITY COVERAGE: the reasonable expenses incurred (4) All reasonable expenses incurred by the with our consent for your investiga- "insured" at our request, including actual tion of such claims and your defense loss of earnings up to $500 a day be- of the "insured" against any such >= cause of time off from work. "suit ", but only up to and included within the limit described in Para- F. HIRED AUTO - LIMITED WORLDWIDE COV- graph C., Limit Of Insurance, of ^_ ERAGE - INDEMNITY BASIS SECTION II - LIABILITY COVER- The following replaces Subparagraph (5) in Para- AGE; and not in addition to such limit. graph B.7., Policy Period, Coverage Territory, Our duty to make such payments °® of SECTION IV - BUSINESS AUTO CONDI- ends when we have used up the ap- TIONS: plicable limit of insurance in pay- °= (5) Anywhere in the world, except any country or menu for damages, settlements or ®_ jurisdiction while any trade sanction, em- defense expenses. bargo, or similar regulation imposed by the (b) This insurance is excess over any valid ® United States of America applies to and pro- and collectible other insurance available hibits the transaction of business with or Page 2 of 4 ® 2010 The Travelers Indemnity company. CA T3 53 03 10 Includes copyrighted material of Insurance Services Office, Inc, with its permission. 004020 to the "insured" whether primary, excess contingent or on any other basis. (c) This insurance is not a substitute for re- quired or Compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada. You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT The following replaces the last sentence of Para- graph AA.b., Loss Of Use Expenses, of SEC- TION III — PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is S65 per day, to a maximum of $750 for any one "accident ". I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. COMMERCIAL AUTO J. PERSONAL EFFECTS The following is added to Paragraph A.4., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Personal Effects We will pay up to $400 for "loss" to wearing ap. parel and other personal effects which are: (1) Owned by an "insured "; and (2) In or on your covered "auto This coverage applies only in the event of a total theft of your covered "auto ". No deductibles apply to this Personal Effects coverage. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that In- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss ". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION N — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss CA T3 53 03 10 ® 2010 The Travelers Indemnity Company. Page 3 of 4 Includes copyrighted material of Insurance services Office, Inc. whh its permission. L] COMMERCIAL AUTO ® M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.S., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract signed and executed prior to any "accident' or "loss ", provided that the " accident" or "loss" arises out of operations contemplated by o® ov o o� ov such contract. The waiver applies only to the person or organization designated in such contract. N. UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Paragraph B.T., Con- cealment, Misrepresentation, Or Fraud, of SECTION IV — BUSINESS AUTO CONDITIONS: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. How- ever this provision does not affect our right to col- lect additional premium or exercise our right of cancellation or non - renewal. Page 4 of 4 4D201oThe Travelers Indemnity Company. CA T3 53 03 10 Includes copyrighted material of Insurance Services Office, Inc. vrith its permission. 004927 CERTIFICATE OF INSURANCE CHECKLIST cl W of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. * Date Received: 2 -10 -12 Dept. /Contact Received From: Tania Date Completed: 2 -13 -12 Sent to: Tania By: Joel Company /Person required to have certificate: Intenvest Consulting Type of contract: All Other I. GENERAL LIABILITY EFFECTIVE/EXPIRATION DATE: 11 -14- 11/11 -14-12 A. INSURANCE COMPANY: Travelers Properly Casualty Co. B. AM BEST RATING (A-: VII or greater): A: XV C. ADMITTED Company (Must be California Admitted): Is Company admitted in California? ® Yes ❑ No D. LIMITS (Must be $1 M or greater): What is limit provided? 2,000,000 E. ADDITIONAL INSURED ENDORSEMENT — please attach ® Yes ❑ No F. PRODUCTS AND COMPLETED OPERATIONS (Must (What is limits provided ?) N/A include): Is it included? (completed Operations status does F. PRIMARY & NON - CONTRIBUTORY WORDING (For Waste not apply to Waste Haulers or Recreation) ® Yes ❑ No G. ADDITIONAL INSURED FOR PRODUCTS AND G. HIRED AND NON -OWNED AUTO ONLY: ❑ N/A COMPLETED OPERATIONS ENDORSEMENT (completed H. NOTICE OF CANCELLATION: ❑ N/A Operations status does not apply to Waste Haulers) ® Yes ❑ No H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? ® Yes ❑ No I. PRIMARY & NON - CONTRIBUTORY WORDING (Must be included): Is it included? ® Yes ❑ No J. CAUTION! (Confirm that loss or liability of the named insured is not limited solely by their negligence) Does endorsement include "solely by negligence" wording? ❑ Yes ❑ No K. ELECTED SCMAF COVERAGE (RECREATION ONLY): ® N/A ❑ Yes ❑ No L. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No II. AUTOMOBILE LIABILITY EFFECTIVE/EXPIRATION DATE: 11 -14- 11/11 -14 -12 A. INSURANCE COMPANY: Travelers Indemnity Co. of Connecticut B. AM BEST RATING (A-: VII or greater) A: XV C. ADMITTED COMPANY (Must be California Admitted): Is Company admitted in California? ® Yes ❑ No D. LIMITS (Must be $1M min. BI & PD and $500,000 UM, $2M min for Waste Haulers): What is limits provided? 1,000,000 E LIMITS Waiver of Auto Insurance / Proof of coverage (if individual) (What is limits provided ?) N/A F. PRIMARY & NON - CONTRIBUTORY WORDING (For Waste Haulers only): ® N/A ❑ Yes ❑ No G. HIRED AND NON -OWNED AUTO ONLY: ❑ N/A ❑ Yes ® No H. NOTICE OF CANCELLATION: ❑ N/A 0 Yes ❑ No III. WORKERS' COMPENSATION EFFECTIVE /EXPIRATION DATE: 11- 14- 11/11 -14 -12 A. INSURANCE COMPANY: Travelers Property Casualty Co. B. AM BEST RATING (A-: VII or greater): A: XV C. ADMITTED Company (Must be California Admitted): ® Yes ❑ No D. WORKERS' COMPENSATION LIMIT: Statutory ® Yes ❑ No E. EMPLOYERS' LIABILITY LIMIT (Must be $1 M or greater) 1,000,000 F. WAIVER OF SUBROGATION (To include): Is it included? ® Yes ❑ No G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM: ® N/A ❑ Yes ❑ No H. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED IV. PROFESSIONAL LIABILITY V POLLUTION LIABILITY V BUILDERS RISK ® N/A ❑ Yes ❑ No ® N/A ❑ Yes ❑ No ® N/A ❑ Yes ❑ No 044 ■ Ap`ppprrroov`ed':: February 13, 2012 Agent of Alliant Insurance Services Date Broker of record for the City of Newport Beach RISK MANAGEMENT APPROVAL REQUIRED (Non - admitted carrier rated less than _ Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No Reason for Risk Management approval /exception /waiver: Approved: Risk Management Date * Subject to the terms of the contract.