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HomeMy WebLinkAboutFocus Media Group, Inc. - 2018-04-10SERVICE AGREEMENT BE'1'WEEN THE CITY OF HUNTINGTON BEACH AND FOCUS MEDIA GROUP, INC. FOR BUS SHELTER AND BUS BENCH ADVERTISING AND MAINTENANCE THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter called "City," and Focus Media Group, Inc., an Oklahoma corporation, hereinafter referred to as "Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of Bus Shelter/Bus Bench Advertising and Maintenance. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02, NOW, THEREFORE, it is agreed by City and Contractor as follows: 1. Scope of Services t Contractor shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "Project." Contractor hereby designates Michael A. Culver, who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 2. City Staff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement. 17-6177/171439/D0 3. Compensation a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit `B." The total sum to be expended under this Agreement shall not exceed Thirty Thousand Dollars ($30,000) per year during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. Contractor shall be paid pursuant to the terms of Exhibit "B." 4. Term Time is of the essence of this Agreement. The services of Contractor are to commence as soon as practicable after the execution of this Agreement by City (the "Commencement Date") and terminate September 30, 2021, unless terminated earlier in accordance with the provisions of this Agreement. Term may be extended for an additional two-year term if mutually agreed to in writing by City and Contractor. All tasks specified in Exhibit "A" shall be completed no later than as scheduled from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein. 5. Extra Work In the event City requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. 6. Disposition of Plans, Estimates and Other Documents Contractor agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to City, and Contractor shall turn these materials over to City upon expiration or termination of this Agreement or upon Project completion, whichever shall occur first. These materials may be used by City as it sees fit. 17-6177/ 17143 9/DO 2 7. Hold Harmless Contractor hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all, claims, damages, losses, expenses, judgments, demands and defense costs, and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor, any subcontractors, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to, concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel. 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 Contractor. 8. Workers' Compensation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code, which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend, hold harmless and indemnify City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project/Service. This policy shall indemnify Contractor, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out of or in connection with the Project/Service, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, 17-6177/171439/DO 3 the aggregate limit must be no less than One Million Dollars ($1,000,000) for this Project/Service. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary. Under no circumstances shall said above -mentioned insurance contain a self - insured retention, or a "deductible" or any other similar form of limitation on the required coverage. 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for Contractor's automotive liability in an amount not less than One Million Dollars ($1,000,000) per occurrence and a separate "Additional Insured Endorsement" page listing both the policy number and naming the "City of Huntington Beach, its off cers, elected or appointed officials, employees, agents and volunteers" as additional insured on the endorsement. The above -mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of City. 11. Certificate of Insurance Prior to commencing performance of the work hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: a. provide the name and policy number of each carrier and policy; b. state that the policy is currently in force; and C. promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. Contractor shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. The requirement for carrying the foregoing insurance coverage shall not derogate from Contractor's defense, hold harmless and indemnification obligations as set forth in this Agreement. City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. Contractor shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 17-6177/ 171439/DO 4 12. Independent Contractor Contractor is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder. 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 14. Termination This Agreement may be terminated by the City upon thirty (30) days' written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 17-6177/171439/DO 16. Assignment Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by any other Contractors retained by City. 17. City Employees and Officials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 18. Notices Any notices, certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent (as designated in Section 1 hereinabove) or to City as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses below. City and Contractor may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U.S. certified mail -return receipt requested: To City: To Contractor: City of Huntington Beach Focus Media Group, Inc. Attn: Denny Bacon Attn: Michael Culver 2000 Main Street 11612 Knott Street, Ste. 2 Huntington Beach, CA 92648 Garden Grove, CA 92641 19. Consent When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event. 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 17-6177/ 171439/DO 6 21. Section Headings The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 22. Interpretation of this Agreement The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 23. Duplicate Original The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 24. Immigration Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 25. Legal Services Subcontracting Prohibited Contractor and City agree that City is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. Contractor understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for City; 17-6177/171439/DO 7 and City shall not be liable for payment of any legal services expenses incurred by Contractor. 26. Confidentiality Contractor recognizes that in the performance of its duties under this Agreement, it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable efforts consistent with practices customary in the facilities management industry in recruiting, training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this, Contractor agrees, at the request of the City, to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 27. Discrimination Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 28. Jurisdiction — Venue This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 29. Professional Licenses Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17-6177/171439/DO 8 30. Attorney's Fees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 31. Survival Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 32. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 33. Signatories Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 34. Entirety (a) The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement warranty, fact or circumstance not expressly set forth in this Agreement. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 17-6177/171439/DO 9 35. Effective Date IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the r; ty r1 erk This Agreement shall expire when terminated as provided herein. CONTRACTOR, FOCUS MEDIA GROUP, INC., an Oklahoma corporation By: print name ITS: (circle one) Chairman/ resident ice President AND By: 44411 71 print name ITS: (circle one) Secretary/Chief Financial Officer sst. Secretary - Treasurer CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California fj by Manager INITIATED AND APPROVED: Director of Pub is Works APPROVED AS TO City Attorney b�aj 1131(B tw RECEIVE AND FILE: City Clerk Date Aq /L / e), oZole 17-6177/171439/DO 10 zE,l oc ,y LF F State of California Secretary of State 09lic OPNP Statement of Information FT38834 (Foreign Corporation) FILED FEES (Filing and Disclosure): $25.00. If this is an amendment, see instructions. In the office of the Secretary of State IMPORTANT — READ INSTRUCTIONS BEFORE COMPLETING THIS FORM of the State of California JAN-04 2018 1. CORPORATE NAME FOCUS MEDIA GROUP, INC. This Space for Filing Use Only 2. CALIFORNIA CORPORATE NUMBER C3089640 No Change Statement (Not applicable if agent address of record is a P.O. Box address. See instructions.) 3. If there have been any changes to the information contained In the last Statement of Information filed with the California Secretary of State, or no statement of information has been previously filed, this form must be completed in its entirety. If there has been no change in any of the information contained in the last Statement of Information filed with the California Secretary of State, check the box and proceed to Item 13. Complete Addresses for the Following (Do not abbreviate the name of the city. Items 4 and 5 cannot be P.O. Boxes.) 4. STREET ADDRESS OF PRINCIPAL EXECUTIVE OFFICE CITY STATE ZIP CODE 2271 W. MALVERN AVE #407, FULLERTON, CA 92833 5. STREET ADDRESS OF PRINCIPAL BUSINESS OFFICE IN CALIFORNIA, IF ANY CITY STATE ZIP CODE 6. MAILING ADDRESS OF THE CORPORATION, IF DIFFERENT THAN ITEM 4 CITY STATE ZIP CODE 2271 W. MALVERN AVE #407, FULLERTON, CA 92833 Names and Complete Addresses of the Following Officers (The corporation must list these three officers. A comparable title for the specific officer may be added; however, the preprinted titles on this form must not be altered.) 7. CHIEF EXECUTIVE OFFICER/ ADDRESS CITY STATE ZIP CODE MICHAEL ALLEN CULVER 2271 W. MALVERN AVE #407, FULLERTON, CA 92833 S. SECRETARY ADDRESS CITY STATE ZIP CODE MICHAEL ALLEN CULVER 2271 W. MALVERN AVE #407, FULLERTON, CA 92833 9. CHIEF FINANCIAL OFFICER/ ADDRESS CITY STATE ZIP CODE MICHAEL ALLEN CULVER 2271 W. MALVERN AVE #407, FULLERTON, CA 92833 Agent for Service of Process If the agent is an individual, the agent must reside in California and Item 11 must be completed with a California street address, a P.O. Box address is not acceptable. If the agent is another corporation, the agent must have on file with the California Secretary of State a certificate pursuant to California Corporations Code section 1505 and Item 11 must be left blank. 10. NAME OF AGENT FOR SERVICE OF PROCESS MICHAEL ALLEN CULVER 11. STREET ADDRESS OF AGENT FOR SERVICE OF PROCESS IN CALIFORNIA, IF AN INDIVIDUAL CITY STATE ZIP CODE 2271 W. MALVERN AVE #407, FULLERTON, CA 92833 Type of Business 12. DESCRIBE THE TYPE OF BUSINESS OF THE CORPORATION 1957 13. THE INFORMATION CONTAINED HEREIN IS TRUE AND CORRECT. 01/04/2018 THAVERN KIM CULVER EVP DATE TYPE/PRINT NAME OF PERSON COMPLETING FORM TITLE SIGNATURE SI-350 (REV 01/2013) APPROVED BY SECRETARY OF STATE SCOPE OF WORK WORK AREA: Sunset Beach area of the City of Huntington Beach CONTRACTOR RESPONSIBILITIES: 1. Sunset Beach Trash Can Servicing A. removal and disposal of trash B. replace liners C. clean outside of can as necessary 2. Sunset Beach Bus Bench and Bus Shelter Service A. Pressure wash as needed (full water containment/recovery required — no wash water to runoff or to enter gutter and/or storm drain system) B. Clean and replace parts as needed C. Remove graffiti and stickers D. Bus shelters and bus benches will collectively be called "Street Furniture" 3. Advertising Sales A. Operate an advertising sales organization and monetize the Street Furniture advertising space B. Ensure that the advertising sales effort is robust and sufficient to support the capital and expenses of the program to reach a minimum goal of no net expense for maintenance to City 4. Scheduling A, Work to be performed during regular business hours for Huntington Beach — 5:30 a.m. to 5 p.m. Pacific Time B. Work week is Monday through Friday unless otherwise specified. The following holidays will be observed: i. New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day ii. Some work maybe required on holidays to meet peak visitor demand as requested by City 5. General Conditions — CONTRACTOR will: A. Provide approved trash can services as directed by CITY and bus stop maintenance services in the Sunset Beach area of the City of Huntington Beach B, Comply with all operations and maintenance requirements as established by CITY and CONTRACTOR C, Provide day-to-day operational supervision and personnel management, project management, and maintenance expertise necessary to operate the program D. Provide weekly trash collection andd disposal; cleaning and maintenance services for Street Furniture and the immediate area and around all structures E. Provide emergency maintenance and repair services to advertising Street Furniture within twenty-four (24) hours of notice F. Obtain and keep current City business license and proper permit(s) required by CITY G. Maintain a local Orange County office, staffed with adequate personnel to manage, clean and maintain all trash cans and Street Furniture H, Properly train and equip their personnel responsible for cleaning and repair to handle all maintenance EXHIBIT "B" kneing, Revenue, and Payments CHARGE FOR SERVICES: CONTRACTOR to provide services described in this agreement at no charge for the first sixty (60) days of service after commencement. Thereafter, CONTRACTOR will charge per service per the following schedule: SERVICE CHARGE Trash Can Servicing Ten dollars $10per week per assigned trash can Sunset Beach Bus Bench & Bus Shelter Service No Charge all CONTRACTOR to retain 100% of any advertising revenue generated from Street Furniture advertisements in the service area for the first sixty (60) days of service. Thereafter, CONTRACTOR to share Advertising Revenue with CITY per the following schedule: TYPE SHARE Sunset Beach Bus Bench CITY share will be fifteen percent (l 5%) of the revenue from bus bench advertising Sunset Beach Bus Shelter CITY share will be twenty-five percent (25%) of the revenue from bus shelter advertising DOCUMENTATION AND INVOICES: CONTRACTOR to provide detailed invoices at the end of each calendar quarter including the following: A. The type and amount of Advertising Revenue and the CITY share for the quarter B. The cost for Trash Can Servicing for the quarter C. The net difference between items A and B. Settlement to be made as follows: A. When the cost for Trash Can Servicing exceeds the Advertising Revenue Share, CITY will pay CONTRACTOR for the difference as invoiced. B. When Advertising Revenue Share exceeds the cost for Trash Can Servicing, CONTRACTOR will remit that amount to CITY within sixty (60) days after the close of each quarter. Exhibit B ACCOR" CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDIYYYY) 2/23/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Laura L. Baron CIC NAME: (PAHONrE Ext). (310)326-6333 FAX No): (310)326-5416 Nickerson Insurance Services, Inc. LIC #04915B9 E-MAIL Laura@nickersonins.com ADDRESS: INSURER(S) AFFORDING COVERAGE I NAIC# 2106 West Lomita Blvd. Lomita CA 90717 INSURERA:National Fire Insurance of Hartford 120478 INSURED INSURERB:COntinental Insurance Company 35289 INSURER c:Transportation Insurance Company 02131 Focus Media Group, Inc., DBA: Coastline Advertising INSURER AmTrust North America 15954 7108 Katella Ave. #511 INSURER E : I INSURERF: Stanton CA 906BO-2803 COVERAGES CERTIFICATE NUMBER:17-18 GL/Auto/WC/UMB 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. IN LTR TYPE OF INSURANCE ADDLISUBR POLICY NUMBER POLICY EFF MMIDDIYYYY POLICY EXP MMIDDIYYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A CLAIMS -MADE [X OCCUR PREM SESO(Ea occurrence)_ $ 300,000 MED EXP (Any one person) $ 10,000 X B4034610293 5/19/2017 5/19/2018 A"MICMAGNTILS' RM PERSONAL & ADV INJURY $ 1,000,000 BY;Itol) �L8.$ GEN'L AGGREGATE LIMIT APPLIES PER: _� POLICY PRO ❑ LOC JECT I OTHER: GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMPIOPAGG $ 2,000,000 AUTOMOBILE LIABILITY ANY AUTO CITY OF HUNTINGTQ 61BACH COMBINED SINGLE LIMIT _(Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ B ALL OWNED SCHEDULED AUTOS AUTOS NON -OWNED HIRED AUTOS AUTOS F-I ! B5088115784 5/19/2017 5/19/2018 BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ Uninsured motorist combined $ 1,000,000 X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 4,000,000 C EXCESS LIAR ~ CLAIMS -MADE �B4034610245 AGGREGATE $ 4, 000, 000 DED I X IRETENTION$ 10,000 $ 5/19/2017 5/19/2018 D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN (Mandatory In NH MBER EXCLUDED? ( ry ) NIA SWC1148585 4/21/2017 4/21/2018 SEFF TATUTE ERH E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) The Certificate Holder: City of Huntington Beach, its officers elected or appointed officials employees agents and volunteers are automatic Additional Insured in respect to insured ongoing operations per attached CNA endorsement form #SB300lB4B (Ed. 04/14) and endorsement form #-SB146932E 06/11 which includes primary, non-contributory & Waiver of Subrogation wording. 30 Days Notice of Cancellation Subject to 10 day Notice of Cancellation for Non-payment of Premium when required by written executed contract GERTIFIGAiE HOLDER GANGELLAIIUN laura@ncikersonins.com City of Huntington Beach Attn.: Denny Bacon 2000 Main Street Huntington Beach, CA 92648 ACORD 25 (2014/01) INS025 (201401) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Sarah Kelly/DMP © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Additional Named Insureds Other Named Insureds Coastline Advertising Corporation Doing Business As OFAPPINF (02/2007) COPYRIGHT 2007, AMS SERVICES INC POLICY NUMBER INSURED NAME AND ADDRESS B 4034610293 FOCUS MEDIA GROUP, INC. 7108 KATELLA AVE # 511 STANTON, CA 90680 FORMS AND ENDORSEMENTS SCHEDULE The following list shows the Forms, Schedules and Endorsements by Line of Business that are a part of this policy. COMMON The following forms have been added to your policy, effective 02/16/2018 FORM NUMBER FORM TITLE G56015B 11/1991 ENDORSEMENT EFFECTIVE 02/16/2018 Countersignature - Secretary Chairman of the Board SB-146895-A (Ed. 01/06) INSURED Page 3 of 3 POLICY NUMBER INSURED NAME AND ADDRESS B 4034610293 FOCUS MEDIA GROUP, INC. 7108 KATELLA AVE # 511 STANTON, CA 90680 POLICY CHANGES ENDORSEMENT EFFECTIVE 02/16/2018 This Change Endorsement changes the Policy. Please read it carefully. This Change Endorsement is a part of your Policy and takes effect on the effective date of your Policy, unless another effective date is shown. The following Additional Insured(s) has (have) been added: Form #: S3300120C Title: ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTOR Name and Address: THE CITY OF HUNTINGTON BEACH, IT'S ELECTED OR APPOINTED OFFICIALS, AGENTS, OFFICERS EMPLOYEES AND VOLUNTEERS SHALL BE ADDITIONAL INSURED(S) WHILE ACTING WITHIN THE SCOPE OF THEIR DUTIES AGAINST ALL CLAIMS ARISING OUT OF OR INCONNECTION WITH THE WORK TO BE PERFORMED ATTN: DENNY BACON 200 MAIN STREET, HUNTINGTON BEACH, CA 92648 Chairman of the Boartl G-56015-3 (ED. 11/91) Secretar SB-300120-C (Ed. 06/11) POLICY NUMBER: B 4034610293 F INSURED NAME: FOCUS MEDIA GROUP, INC. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION - WITH PRODUCTS COMPLETED OPERATIONS COVERAGE This endorsement modifies insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE FORM SCHEDULE* Name Of Person Or Organization: THE CITY OF HUNTINGTON BEACH, IT'S ELECTED OR APPOINTED OFFICIALS, AGENTS, OFFICERS EMPLOYEES AND VOLUNTEERS 200 MAIN STREET, HUNTINGTON BEACH, CA 92648 * Information required to complete this Schedule if not shown on this endorsement will be shown in the Declarations. A. The following is added to Paragraph C. Who Is An Insured: 4. Any person(s) or organization(s) shown in the Schedule is also an additional insured, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury," caused, in whole or in part, by: a. Your acts or omissions; or b. The acts or omissions of those acting on your behalf in the performance of your ongoing operations for the additional insured(s); at the location(s) designated above; or c. "Your work" that is included in the "products - completed operations hazard" and performed for the additional insured, but only if this Policy provides such coverage, and only if the written contract or written agreement requires you to provide the additional insured such coverage. B. The insurance provided to the additional insured does not apply to "bodily injury," "property damage," or "personal and advertising injury" arising out of: 1. The rendering of, or the failure to render any professional architectural, engineering, or surveying services, including: (a) The preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. 2. "Bodily Injury," "property damage," or "personal and advertising injury" arising out of any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this Policy. C. The following is added to Paragraph H. of the Businessowners Common Policy Conditions: H. Other Insurance This insurance is excess over any other insurance naming the additional insured as an insured whether primary, excess, contingent or on any other basis unless a written contract or written agreement specifically requires that this insurance be either primary or primary and noncontributing. SB-300120-C Page 1 of 1 (Ed. 06/11)