HomeMy WebLinkAboutGRANICUS, INC. - 2005-09-30GRANICUS, INC.
SERVICES AGREEMENT
THIS AGREEMENT, date as of _ C , 2.005 is between GRANICUS, INC.,
a California Corporation and the >° , (the "Client").
A. Granicus, Inc. has developed a streaming media solution and Media Management
Software that specializes in Internet Broadcasting.
B. The Client desires to (i) purchase the Granicus Solution which will facilitate
streaming and distribution of live and archived video and audio content, and (ii) engage Granicus,
Inc. to integrate its' Media Management Software onto the Client's existing website, and (iii)
contract with Granicus, Inc. to administer the Streaming Solution through a Managed Services
solution.
NOW, THEREFORE, in consideration of the foregoing and the mutual agreements,
covenants, representations and warranties herein contained, the parties hereto agree as follows:
1. GRANICUS SYSTEM; INSTALLATION.
1.1 Installation of Granicus System.
(a) Granicus, Inc. shall have the following obligations in connection with the
installation of the Granicus System:
(i) install, set-up and test the Granicus System, including, if
necessary, installing the computers, mounting the cameras, connecting the
microphones and cameras and loading any necessary software;
(ii) conduct one initial "train the trainer" training session, using a
combination of written procedures (in English) and hands-on training, on the use
of the Granicus System; and
(iii) if necessary assist the Client in provisioning a high -quality
broadband telecommunications line that is accessible to the site locations and that
satisfies any specific system requirements of the Granicus System.
(b) The Client shall have the following obligations in connection with the
installation of the Granicus System:
(i) provide physical space at the site locations that is appropriate and
sufficient for the Granicus System, including a controlled access area for the
computers and associated hardware, equipment and accessories; and
(ii) Compensate all costs related to the installation and deployment of
the Granicus solution as described in the Proposal.
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(iii) Compensate all Managed Services payments as described in
section 5.2
1.2 Site Preparation.
(a) The Client shall provide such materials as may reasonably be necessary to
post warnings and other disclaimers at appropriate intervals around the various site
locations within the Client venue where live audio and video streaming will take place.
(b) The Client shall be responsible for maintaining such warnings and
disclaimers and for ensuring that patrons are fully informed regarding the locations and
times when such audio and video streaming will occur.
1.3 Maintenance of Equipment.
(a) For (3) three years after the date of this Agreement, Granicus, Inc. shall
repair or replace any Equipment, provided directly from Granicus, that fails to function
properly due to normal wear and tear, provided that any such failure is not covered by
insurance maintained by the Client. Granicus; Inc. shall not be responsible, however, for
any such failure that is due to other causes, such as power surge, fire, flood or other
casualty, accident, vandalism, misuse or abuse, alteration of the Equipment or failure of the
Client to maintain a proper environment or otherwise properly care for the Equipment.
(b) Granicus, Inc. has the technology in place to continually monitor all
equipment and should any malfunction appear Granicus, Inc. shall immediately notify the
Client. Granicus, Inc. shall respond to requests to repair or replace any non-functioning
Equipment, provided directly from Granicus, within 24 hours from the time that notice is
received, and the Client shall grant Granicus, Inc. or its Representative's access to the
Equipment for this purpose at reasonable times. Granicus, Inc. will keep the Client
informed regarding the time frame and progress of the repairs or replacements.
(c) Granicus, Inc. offers continuous customer support and is dedicated to
ensuring that the Client is completely satisfied with Granicus products and services.
Granicus staff is available to the Client 24hrs a day, 365 days a year, via the customer
support lines. All support numbers are listed on the bottom of this contract.
USE OF MEDIA MANAGEMENT SOFTWARE.
2.1 Use. Granicus, Inc. agrees to provide Client with a Revocable, non -transferable
and non-exclusive account to access the Media Management Software; and grants Client a
Revocable, non-sublicensable, non -transferable and non-exclusive right to use the Media
Management Software. The Media Management Software is proprietary to Granicus, Inc.,
and protected by intellectual property laws and international intellectual property treaties.
Client's access to, and use of the Media Management Software is licensed and not sold.
Client will be responsible for any applicable costs and taxes associated with Client's use of
the Services, or use of the Services through Client's account.
CONTENT PROVIDED TO GRANICUS INC.
3.1 Responsibility for Content. The Client shall have sole control and responsibility
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over the determination of which data and information shall be included in the Content that is to be
transmitted, including, if applicable, the determination of which cameras and microphones shall be
operational at any particular time and at any particular location. The Client shall not provide to
Granicus, Inc., or permit to be provided to Granicus, Inc., any Content that (a) infringes or violates
any third parties' Intellectual Property Rights, rights of publicity or rights of privacy, (b) contains
any defamatory material, or (c) violates any federal, state, local or foreign laws, regulations or
statutes.
4. OWNERSHIP• INTELLECTUAL PROPERTY RIGHTS & SECURITY.
4.1 Content Ownership. The Client shall own all right, title and interest in and to all
Content on a worldwide basis, including, without limitation, all Intellectual Property Rights
relating thereto, (i) with respect to Content captured by cameras or microphones at the venue, at the
time such Content is so captured and prior to the time it is transmitted to the computer at the venue
and (ii) with respect to all other Content, at the time such Content is transmitted or otherwise
provided to Granicus, Inc. pursuant to this Agreement. To the extent that any such Content is
protectable by copyright, such Content shall be deemed to be "works made for hire" under the
copyright laws of the United States.
4.2 Trademark Ownership and License.
(a) The Client shall retain all right, title and interest in and to its Trademarks,
including any goodwill associated therewith, subject to the limited license granted to
Granicus, Inc. pursuant to Section 4.2 hereof.
(b) Granicus, Inc. shall retain all right, title and interest in and to the Granicus,
Inc. Trademarks, including any goodwill associated therewith, subject to the limited
license granted to the Client pursuant to Section 4.2 hereof.
(c) Each party grants to the other a non-exclusive, non -transferable (other than
as provided in Section 6.1 hereof), limited license to use the other parry's Trademarks as is
reasonably necessary to perform its obligations under this Agreement, provided that any
promotional materials containing the other parry's trademarks shall be subject to the prior
written approval of such other party, which approval shall not be unreasonably withheld.
(d) Neither party shall use the other parry's Trademarks in a manner that
disparages the other party or its products or services, or portrays the other party or its
products or services in a false, competitively adverse or poor light. Each party shall
comply with the other parry's requests as to the use of the other parry's Trademarks and
shall avoid any action that diminishes the value of such Trademarks.
4.3 Security of Data. Granicus, Inc. will take commercially reasonable efforts to
protect and control access to Client Content. However, Granicus, Inc. makes no guarantee and
assumes no liability for the security of any of Client Content or other data provided to Granicus,
Inc., including any of Client Content or data placed on any servers including "secure servers."
Client will be responsible for the creation and protection of username and password. In no event
shall Granicus, Inc. be liable for any direct, indirect or other damages arising out of any breach of
security or otherwise.
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MANAGED SERVICES FEES
5.1 Terms of Agreement
(a) Granicus, Inc. agrees to provide the Client the hosting, storage, and
bandwidth necessary for the Client to broadcast its content to the Internet for at least
three (3) years in accordance with the Granicus Managed Services defined in The Proposal.
(b) The Client agrees to purchase hosting, storage, and bandwidth necessary
for the Client to broadcast its content to the Internet for at least one (1) years in accordance
with the Granicus Managed Services defined in The Proposal.
5.2 Payment of Maintenance Fees
(a) Upon execution of this Agreement, the Client agrees to pay Granicus, Inc.
the first month's Managed Service Fees.
(b) Thereafter, the Client agrees to pay the monthly fees to Granicus, Inc. by
the first day of the month a month in advance of services.
5.3 Cancellation of Managed Service Plan
(a) In the event of a cancellation of Managed Services by Client within (12)
months from the "live" date, the Client will be responsible for paying the amount due for
the remainder of the first year.
(b) Cancellation of Clients Managed Services will also result in the immediate
termination of Clients Media Management Software license as described in Section 2.1
6. CONFIDENTIAL INFORMATION & OWNERSHIP.
6.1 Disclosure. Except to the extent necessary as contemplated by this Agreement,
each party agrees not to disclose any Confidential Information to any person and agrees to use its
best efforts to prevent inadvertent disclosure of any Confidential Information to any person.
Without limiting the generality of the preceding sentence, each party agrees to treat the
Confidential Information of the other party with at least the degree of care that such party treats
similar information of its own. Each party may disclose such Confidential Information to a court
or other governmental authority to the extent that such disclosure is required by governmental
order or by law; provided that the receiving party shall (i) notify the disclosing party in writing of
such required disclosure as soon as reasonably possible prior to such disclosure, specifying in detail
the reasons why such disclosure is required, (ii) use its commercially reasonable efforts at its
expense to cause such disclosed Confidential Information to be treated by such governmental
authority as trade secrets and as confidential, and (iii) use its commercially reasonable efforts at its
expense to obtain such other protective orders and protections with respect thereto as the disclosing
party may reasonably request.
6.2 Use. Each party agrees not to use any Confidential Information for any purpose
whatsoever except to the extent necessary as contemplated by this Agreement. Each party agrees
not to disclose the Confidential Information to any of its Representatives except those who are
required to have the Confidential Information in connection with such purpose and then only if
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such Representative is either subject to a written confidentiality agreement that would cover the
confidential treatment of the Confidential Information or otherwise subject to fiduciary obligations
of confidentiality that would cover the confidential treatment of the Confidential Information.
6.3 Termination of Confidentiality Obligations. The obligations of this Article 7 shall
terminate with respect to any particular portion of the Confidential Information when receiving
party can prove by appropriate documentation that such Confidential Information (a) was
previously known to the receiving party as shown by the receiving parry's files at the time of
disclosure thereof, (b) was already in the public domain at the time of the disclosure thereof, or (c)
entered the public domain through no action of the receiving party subsequent to the time of the
disclosure thereof.
7. DISCLAIMER OF WARRANTY; LIMITATION OF LIABILITY.
7.1 Granicus, Inc. hereby agrees to protect, defend, indemnify and hold harmless the
Client, its officers, elected or appointed officials, employees, agents and volunteers from and
against any and all claims, damages, losses, expenses, judgments, demands and defense cost
(including, without limitation, cost and fees of litigation of every nature or liability of any kind or
nature) arising out of our in connection with Granicus', Inc. (or Granicus', Inc. subcontractors, if
any) negligent performance of this Agreement or its failure to comply with any of its obligations
contained in this Agreement by Granicus, Inc., its officers, agents or employees except such loss or
damage which was caused by the sole negligence or willful misconduct of the Client. Granicus,
Inc., will conduct all defense at its cost and expense and the Client shall approve selection of
Granicus' Inc. 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 limitation upon the amount
of indemnification to be provided by Granicus, Inc.
8. TERM AND TERMINATION.
8.1 Term. The term of this Agreement shall commence on the date hereof and shall
continue in full force and effect for one (1) years after the date hereof. This Agreement shall
automatically renew for additional 3 terms of (1) one year each, unless either party notifies the
other in writing at least 30 days' prior to such automatic renewal that it does not wish to renew this
Agreement.
8.2 Termination. This Agreement may be terminated, in whole or in part, pursuant to
the following terms and conditions:
(a) by mutual written consent of the parties hereto;
(b) by either party if there has been a material default or breach on the part of
the other party in any of its representations, warranties, covenants or obligations contained
in this Agreement and such default or breach is not cured within 90 days following written
notice from the non -breaching party;
8.3 Obligations Upon Termination. Upon any termination of this Agreement, the
following shall apply:
(a) The parties shall remain responsible for any payments that have become
due and owing as of the effective date of termination.
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(b) The provisions of Articles 6 and 7 hereof (together with all other
provisions that reasonably may be interpreted as surviving termination of this Agreement)
shall survive termination of this Agreement and continue in full force and effect.
(c) Except as provided in Article 8 hereof, no party shall have any liability
upon any termination of this Agreement.
9. MISCELLANEOUS.
9.1 Assignment; Successors and Assigns. Neither this Agreement nor any rights or
obligations herein may be assigned by either party, by operation of law or otherwise, without the
written consent of the other party; provided, however, that, without the consent of the Client,
Granicus, Inc. may assign this Agreement in connection with a merger, consolidation, assignment,
sale or other disposition of substantially all of the assets or business relating to the portion of the
Granicus, Inc.' operations that is the subject of this Agreement. This Agreement shall be binding
on and inure to the benefit of the parties hereto and their heirs, legal representatives, successors and
permitted assigns.
9.2 Amendment and Waiver. This Agreement may be amended, modified, waived or
canceled only in writing signed by each of the parties hereto or, in the case of a waiver, by the
party waiving compliance. No failure or delay by either party in exercising any right or remedy
under this Agreement shall waive any provision of this Agreement nor shall any single or partial
exercise by either party of any right or remedy under this Agreement preclude either of them from
otherwise or further exercising these rights or remedies or any other rights or remedies granted by
any law or any other document.
9.3 Governing Law. The laws of the State of California shall govern the validity,
construction, and performance of this Agreement, without regard to the conflict of laws provisions
of any jurisdictions. Any legal proceeding related to this Agreement shall be brought in an
appropriate California court, and each of the parties hereto consents to the exclusive jurisdiction of
that court for this purpose.
9.4 Construction. Wherever possible, each provision of this Agreement shall be
interpreted so that it is valid under applicable law. If any provision of this Agreement is to any
extent invalid under applicable law in any jurisdiction, that provision shall still be effective to the
extent it remains valid. The remainder of this Agreement also shall continue to be valid, and the
entire Agreement shall continue to be valid in other jurisdictions.
9.5 Counterparts. This Agreement may be executed in two or more counterparts, each
of which shall constitute an original, but all of which, when taken together, shall constitute one and
the same instrument.
9.6 Entire Agreement. This Agreement supersedes all previous and contemporaneous
oral negotiations, commitments, writing, and understandings among the parties hereto concerning
the matters in this Agreement.
9.7 Notices. All notices and other communications required or permitted under this
Agreement must be in writing and must be hand delivered or sent by registered first-class mail,
postage prepaid or by overnight courier service. Such notices or other communications shall be
effective upon receipt if hand delivered, and ten (10) business days after mailing (or, for overnight
courier, the number indicated in the mailing instructions) if sent, in the case of the Client, to the
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address set forth below and, in the case of Granicus, Inc., to its principal executive offices to the
attention of the Chief Executive Officer, or at such other address for a party as may be specified by
like notice.
9.8 Mediation and Arbitration. If any dispute, controversy or claim arises under this
Agreement, the parties shall negotiate in good faith to settle the matter. If the parties are unable to
resolve the matter within a reasonable time, the parties shall submit the matter to mediation by a
trained mediator approved by both parties, the cost of which shall be shared equally by the parties.
Any dispute, controversy or claim arising under this Agreement not resolved through mediation
within a reasonable period of time (not to exceed 90 days) shall be finally settled by arbitration in
accordance with the Commercial Arbitration Rules of the American Arbitration Association in
effect on the date of this Agreement by a single arbitrator appointed in accordance with such Rules.
The appointing authority shall be the American Arbitration Association. The parties shall share the
costs of any arbitration equally, unless the award of the arbitrator provides otherwise. The
arbitrator's award shall be non -appealable and enforceable in any court of competent jurisdiction.
The place of mediation or arbitration shall be San Francisco, California. Nothing in this Section
11.9 shall preclude any party from seeking injunctive relief or other equitable remedies (whether
prior to or during such mediation or arbitration) if necessary to protect the interests of such party.
10. DEFINITIONS.
In addition to the capitalized terms otherwise defined herein, the following additional
capitalized terms shall have the meanings set forth below, unless the context clearly otherwise
requires:
10.1 "Confidential Information" shall mean all business, technical and other
information (including without limitation, all product, services, financial, marketing, engineering,
research and development information, product specifications, technical data, data sheets,
programs, software, inventions, processes, know-how, chip designs, mask works, designs,
drawings and any other documentation), disclosed from time to time by the disclosing party to the
receiving party, directly or indirectly in any manner whatsoever (including without limitation, in
writing, orally, electronically, in all types of disks, diskettes, computer memory or storage or other
media, or by drawings or inspection of physical items, and whether or not modified or merged into
other materials); provided, however, that the term "Confidential Information" shall not include the
Content that is intended to be published on the Website.
10.2 "Content" shall mean any and all, documents, graphics, video, audio, images,
sounds and other content that is streamed or otherwise transmitted or provided by, or on behalf of,
the Client to Granicus, Inc.
10.3 "Granicus Solution" shall mean the product specified in Client's proposal
henceforth identified as Proposal hereto.
10.4 "Equipment" shall mean the hardware components of the Granicus Solution.
10.5 "The Proposal" shall mean the document which specifies the Products or Services
the Client chooses to utilize from Granicus, Inc.
10.7 "Media Management Software" shall mean all software included with the Granicus
Solution including but not limited to the web application used to administer streaming media.
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10.8 "Intellectual Propedy Rights" shall mean all right, title and interest in and to any
and all intellectual property rights throughout the world, including, without limitation, any and all
patents, patent applications, copyrights, copyright applications, moral rights, trademarks, trade
secret rights, rights to know-how, inventions and algorithms, and any and all similar or equivalent
rights throughout the world.
10.9 "Losses" shall mean demands, claims, complaints, actions or causes of action,
suits, proceedings, investigations, arbitrations, assessments, fines, penalties, judgments, losses,
damages (including diminution in value), liabilities, obligations, and any costs and expenses,
including without limitation interest, penalties, investigative costs and reasonable attorneys' fees.
10.10 "Representatives" shall mean the officers, directors, employees, agents, attorneys,
accountants, financial advisors and other representatives of a party.
10.11 "Trademarks" shall mean, with respect to each party to this Agreement, all
trademarks, trade names and logos of such party listed on Exhibit C attached hereto and any other
trademarks, trade names and logos that such party may specify in writing to the other party from
time to time.
10.12 "Client Website" shall mean, collectively, the web site of any Granicus, Inc. client
that is hosted by Granicus, Inc.
10.13 "Managed Services" shall mean monthly fees paid to Granicus, Inc. by Client for
bandwidth usage associated with live and archived Internet streaming, data storage, and Granicus
Solution maintenance and monitoring.
10.14 "Live shall mean the time at which "Managed Services" are activated and
monthly billing begins.
10.15 "Revocable" shall mean that Client's right to use or access the media management
software shall be annulled because Client has either discontinued their use of a Granicus Managed
Services program, failed to pay any Granicus fees for more than 30 days, or breached the terms of
this contract.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first
above written.
GRANICUS, INC.
By:
Thomas A. en Zr
Its: Chief Executive Officer
Address:
28 2nd St. Suite 400
San Francisco, CA 94105
Client
Address
Date: Z9(2%v
APPROVED AS TO FORM
JENNIFER M,GRATH, City Attorney
Paul D'Alessandro CIO -I/o 5
Assistant City Attorney
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Granicus Inc. Support Information
Address:
Granicus, Inc.
28 2nd St, Suite 400
San Francisco, CA 94105
Phone:
Direct (8:OOam to 6:OOpm Pacific time): 415-357-3618
Toll Free (8:OOam to 6:00pm Pacific time): 877-889-5495
On -call Technical Support (available 24 hours, 7 days a week): 415-637-0520
Fax: 415-522-5215
Web:
Site: www.uanicus.com
Email: support@granicus.com
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September 81h, 2005
To: City of Huntington Beach
Joan L. Flynn
City Clerk
Via email
Joan,
Granicus looks forward to developing a successful long-term relationship with the City of Huntington
Beach. By selecting Granicus as your streaming media solution provider, you will greatly improve
external and internal access to your public meetings. These meetings will be available live over the
Internet, and as searchable archives that can be used for efficient long-term record keeping. Streaming
with Granicus improves public access beyond what can be provided through cable broadcast. The
availability of searchable archives allows a section of any meeting to be retrieved at anytime using a
simple keyword search. In _ addition, documents like staff . reports, agenda's, and minutes can be
synchronized and linked to your audio and video archive all of which will be available through the City's
web site
While public meeting broadcasts are a compelling and popular use of your Granicus solution, your
system can be used by all city departments to present video content internally or externally over the web.
Other cities use the Granicus solution to deliver public education content, public service announcements,
and video on demand training.
The Granicus solution delivers the functionality desired by the City of Huntington Beach, and does it in a
way that minimizes the overall cost. Our proposed solution integrates with your current infrastructure
and audio video equipment instead of replacing or duplicating it. Additionally, the storage and
distribution of your .streaming content is offloaded to the Granicus Media Center eliminating your need
to invest in additional dedicated bandwidth and servers, which are necessary to support streaming. By
automating processes that would normally be done manually the Granicus MediaManagerTM software
also minimizes the impact streaming has on staff time, and eliminates the need for the IT staff to be on
hand during meetings. Agenda items can be indexed in real time, and archives are automatically
published to the City's web site minimizing the involvement of your Webmaster. Because meeting
archives are readily available on the Internet, the need for the clerk's office to retrieve and prepare
meeting records will also diminish over time.
At Granicus, we recognize that a great product is only part of what keeps our clients satisfied. For that
reason, Granicus provides 24/7 technical support and onsite user training. We also take full
responsibility for maintaining and monitoring the technology that powers your solution, so that you can
avoid the cost of developing a team of streaming experts. When you need us we will be there to help.
If you have any questions about our services or this proposal please do not hesitate to contact me.
Most Sincerely,
Tom Spengler
Chairman and Chief Executive Officer
Granicus, Inc.
Proposed Solution Pricing
Your Granicus solution was designed based on the City of Huntington Beach's specific streaming needs.
Our pricing reflects our commitment to supply our customers with the highest value and utmost quality.
Your solution consists of the components detailed below.
Granicus Media Manager
Hardware (Provided by City)
1 - Dell Server -Power Edge 750 Next Day Three Year Service $0.00
Single Processor Intel Xeon, 2.4 GHz Processor
36GB Hard Drive
512 MB SDRAM 133 MHz, 4x128MB DIMMs
Windows XP Professional or 2003 Server
Configuration
Hardware (Provided by City) $0.00
Software $500.00
Software
Basic (one encoder/parser) $6,500.00
MinutesMaker $9,750.00
Bundle Discount ($3,250,00)
Sales Tax 7.75% $1,007.50
Subtotal $14,507.50
Granicus MediaVault
Hardware (Provided by City)
$0.00
1 - Dell Server -Power Edge 1850 Next Day Three Year Service
Single Processor Intel Xeon, 2.8 GHz Processor Xeon 800MHz
(2) 36GB Hard Drive RAID 1
1GB DDR2 400 MHz, 4x128MB DIMMs
Windows 2003 Server
600 GB Dell PowerVault 220S, 3U
W/ 14 Bay SCSI Rack mount 143GB Drives
Configuration
Hardware (Provided by City)
$0.00
Software
$450.00
Software
MediaVault
$5,400.00
Software License Bundle Discount
$0.00
Sales Tax 7.75%
$418.50
Subtotal
$6,268.50
Professional Services & Other Hardware
Other Hardware
(2) S-Video Balun's $150.00
200 ft of Cat 5 $200.00
Audio Video Connectors $50.00
(1) Osprey 230 Encoding Card $350.00
Training
2 Days Onsite $3,200.00
Remote Installation (Does not include wiring) $500.00
Web Site Integration $4,000.00
Sales Tax 7.75% $58.13
Subtotal $8,508.13
Shipping $50
First Months Managed Services $1,200
Total Bundle Discount ($3,250.00)
Total Sales Tax 7.75% $1,484.13
Total $30,634.13
Total Monthly
$1,200
Granicus Managed Services
All managed services plans are billed on a monthly basis, and require the first month be paid during the
initial setup of your Granicus solution. All plans include full Managed Services, complete monitoring and
maintenance of your on -site hardware and 24/7 technical and user support for your complete solution.
Managed Services also includes all software upgrades and bug fixes for all of the City's Granicus software
components. The goal of our Managed Services program is to help the City realize the highest level of
value and satisfaction from Granicus solution, without incurring additional or unexpected costs.
Granicus Managed Services include the following:
Technical and User Support
Granicus offers continuous customer support and is dedicated to ensuring that the City is completely
satisfied with Granicus products and services. Granicus staff is available to the City 24hrs a day, 365
days a year, via the contact info below.
Direct (8:OOam to &00pm Pacific time): 415-357-3618
Toll Free (8:OOam to 6:OOpm Pacific time): 877-889-5495
On -call Technical Support (available 24 hours, 7 days a week): 415-637-0520
Site: www.granicus.com
Email: support@gtanicus.com
Monitoring
-o
As part of the City's Managed Services Granicus will continually monitor, on a 24/7 basis, all the
software and hardware included in your solution. Should any malfunction appear, Granicus will
immediately notify the City and proceed to resolve the issue. Granicus is committed to repair or replace
any non-functioning hardware, provided directly from Granicus, within 24 hours for up to 3 years.
Software Upgrades
Granicus provides its software as a "Lifetime License", and all software upgrades are included as part
of your Managed Services program. This includes both the rights to use the upgraded software and any
services required as part of the upgrade process.
Bandwidth and Storage
Through Granicus Managed Services we will provide all of the bandwidth and storage necessary to utilize
your solution. The Granicus Managed Services plan includes "Unlimited Bandwidth" for streaming
the City's live and on -demand content over the Internet through the Granicus Media CenterTM
The Granicus Managed Services plan also includes 12 months of archiving for all public meetings and
20 hours or 3 Giga bytes of storage for additional content at the Granicus Media CenterTM. Additional
storage beyond the 3 Gigabytes can be purchased at 5 cents per megabyte per month.
Project Implementation Timeline
Granicus is pleased to begin a promising and successful relationship with the City of Huntington Beach.
To begin the process, we have outlined a timeline to ensure the efficient and organized implementation
of your Granicus solution. Granicus guarantees a 30-day implementation period, which begins the day
the service contract and initial fees are received.
1. The City of Huntington Beach delivers signed proposal and service contract to Granicus
2. Full purchase order is issued by the City of Huntington Beach.
3. On site installation project plan completed by Granicus & the City of Huntington Beach.
4. Hardware built, configured and tested by City engineers
5. Granicus in conjunction with the City Webmaster will complete the City of Huntington Beach's
website Integration
6. The City of Huntington Beach completes onsite installation and Granicus provides remote
software install and onsite training.
7. The City of Huntington Beach completes two-day solution testing and final implementation sign
off.
8. The City of Huntington Beach releases remaining project funds to Granicus.
Unless otherwise stated in a program announcement or solicitation, this signed and accepted proposal
must be received by October 1st, 2005.
Sign to Accept proposal.
Return to representative or:
City of Huntington Beach
Client Signature:
Date:
Granicus, Inc.
28 2nd St. Suite 400
San Francisco, CA 94105
Granicus, Inc.
Signature:
Date:
Professional Services Description
ConK ura tion:
Configuration of Granicus hardware includes the assembly of all server and encoder components. Base
operating systems are installed on Granicus or client supplied hardware. The hardware and software is
optimized for streaming media applications. Graxiicus software is then installed and initial configuration
and testing is performed.
Web Site Integration:
Web site integration includes incorporating the public components of the Granicus Media
ManagementTM software into the clients website, matching the look and feel, and integrating the
navigation. This service also includes the custom design of a client specific pop-up video player, or skin,
and a custom agenda parser to increase indexing quality and efficiency. In addition, our MinutesMaker
feature can be customized to provide automatic generation of cross -linked meeting minutes to meet your
specific needs.
Onsite Installation & Traigj=
Onsite installation of hardware at client's location includes configuration of: analog audio and video
feeds to the encoder, Internet and LAN connectivity, configuration of firewalls and proxies, all hardware
with power and backup power supplies, and final system configuration with the Graxiicus Media Center.
Once the system is up and running Graxiicus' engineers finish the setup by tuning the audio and video
remotely. A training session concludes the onsite visit.
Once the system is installed, our engineers will remotely monitor your equipment to assure that it is
continually operating to original specifications.
Granicus MediaManagerTM Software
Granicus MediaManagerTM consists of proprietary web -based software tools designed to efficiently
organize and manage your streaming content. These tools put the control of broadcast activity, user
account management, live event management, and usage reporting in your hands.
The software has been broken up into for segments to meet the unique needs for a variety of Cities and
Counties. These three components are: 1) Media ManagerTM — Basic, 2) MediaManagerTM — Enterprise,
and 3) MediaManagerTM, - Minutes -Maker. Each of these components are described in detail below.
MediaManagerTM - Basic is the foundation technology of every solution and is required before adding the
Enterprise or MinutesMaker software modules.
MediaManapaerTM Basic
Public Site:
Our solution includes several pages for your Internet users to access on -demand media and live
broadcasts. Users will use these pre -built pages to search out specific footage, and jump to specific events
within your audio/video archive. The Granicus solution also allows for a key word search based on all of
the index points associated with the City's complete library of video archives. This functionality
substantially increases the convenience of access to and use of meeting archives. Around these core
pages you can instantly control user access using a registration and log in system. All public web pages
are seamlessly integrated into your current website, so that the look and feel of your site remains
consistent. The MediaManager — Basic software license allows for one custom build archiving listing
page, and one video skin. By adding MediaManagerTM — Enterprise you will the ability to create and
customize an unlimited number of public pages by utilizing our templates and views tools. See
MediaManagerTM - Enterprise for more information.
Protected Administration Site:
As a client of Granicus, you will have access to a web based administrative site that will allow you to
create and manage archives, schedule and index live events, link documents and minutes of meeting to
the video, view real time usage reporting, and configure content distribution. You will also have access to
a series of video editing tools that can be used to enhance your on -demand content once it has been
broadcasted or encoded.
Media Acquisition tools give you the ability to add audio and video content to your content
library from a variety of sources. Utilizing the Granicus OutcastTM encoder, live events can be
simultaneously broadcast and archived to the library easily and directly through the live event
manager. During a broadcast you can add times stamped data, such as agenda item indices or
slides, allowing you to create rich multimedia presentations. You are also given a simple media
import tool that can be used to import any pre -encoded content from your desktop into your
archive listing. Finally, the Granicus OutcastTM encoder, which is included with
MediaManagerTM - Basic, can be used to encode your analog video by replacing the live signal
with that of a standard video playback device such as a standard VCR or DVD player. In this
scenario, the same capture tools for managing a live broadcast can be used to make your valued
offline content available online. Granicus also offers in house from encoding from VHS or
DVD as part of our professional services.
Automatic Live Event Scheduler and Archive Publishing - Live events, such as City
Supervisors meetings, can be easily scheduled to be both broadcast live and archive through the
Granicus Live Event Manager. By utilizing this tool, the City will not require staff time or
technical assistance to start, stop or archive their live events. Archives are automatically
transferred from the Granicus OutCastTM encoder to the Granicus MediaCenterTM and
automatically published the City's web site. These features substantially decrease the need for
staff time to manage content creation and publishing to the City's web site.
• Media Clip Administration provides clients the tools to create, edit, delete, index, trim and
merge digital video clips. Once the media is in the archive library you can utilize indexing tools
that allow you to set multiple "Jump To" points into the video, providing your end user the
ability to easily navigate your streaming content. Various other editing and organizational tools
allow you to modify your archives and add to the searchable Meta data associated with each
archive.
Meeting Agenda Parser allows the City to index its video archives based on agenda item titles,
by automatically pulling the agenda item titles and descriptions from the City's agenda and
loading them into the Granicus MediaManagerTM. These agenda item titles are than loaded into
the live event manager, which allows you to index your video in real time by simply clicking on
an agenda item title and pressing enter when the council or board begins discussing that issue.
Other solutions, if they offer indexing, force you to manually retype and load the text for each
agenda item. The Agenda Parser feature assures quality indexing and substantially decreases the
staff time need to create indices.
Searchable Indexes — Audio and Video archives, which are viewable over the Internet, can be
easily indexed with multiple jump points through the Granicus MediaManagerTM software.
These indexes allow users to jump directly to the specific point in the City's audio/video archive.
The Granicus solution also allows for a key word search based on all of the index points
associated with the City's complete library of video archives. For example a key word search on
"Water" will return to the user a direct link to all of the audio/video archives, which discuss
water usage in the City. This functionality substantially increases the convenience of access to
meeting archives.
Searchable Closed Captioning— The Granicus solution supports the use of closed captioning,
and the association of the captioning with the streaming media. Captions axe viewable during
Eve and archived streaming for full ADA compliance. For archived meetings the captions can
also be searched by key words allowing the user to jump to the appropriate point in the video
archive. In addition captions can also be used to create a transcript for a particular agenda item
through the Granicus MediaManagerTM Software.
Document Management enables documents to be manually loaded and linked to video
archives and directly associated to the appropriate agenda items, resulting in a searchable archive
that includes both the audio/video record of your meeting and the staff reports or other
documents that were used during the meeting. Cross -linking documents and audio/video
archives provide the most comprehensive records archive system available. To improve the
efficiency of integrating and linking your meeting documents with your meeting audio / video
see the Document management Integration option included with MinutesMakerTM
• CD Download with Indexing— Audio/Video Archives can be quickly downloaded and burned
to CD by any administrator of the Granicus solution. The CD download also includes the
agenda item indexing information so users of the CD can still jump directly to the agenda items
they are interested in. This tool conveniently provides offline copies of your meetings for those
citizens without Internet access.
Media Delivery subsystems, such as the Granicus StreamRephcatorTM and Media.VaultTM,
maximize your existing infrastructure investment by allowing you to deliver content using local
storage and bandwidth when appropriate. These systems function transparently as part of the
Granicus solution, and complement the robust delivery architecture at the Granicus
MediaCenterTM. No special training is required to operate these devices as they function
autonomously and are controlled by Granicus MediaManagerTM software.
• Summary Reports provide you with detailed usage reports concerning: streaming requests,
average user bandwidth, outbound bandwidth, content popularity, and media storage usage.
MediaManagerTM - Enterprise
User/Group Administration provides clients with the tools to set login and registration
requirements and create new user accounts. Tools are also provided to manage and utilize the
account information for registered users and export valid e-mail addresses into a quick mailing
list. Most importantly, the group management tools allow you to categorize your media library,
automatically limiting a users access to those clips that you specifically made available to them.
By creating group administrators who control certain clips and managing users accounts, you can
distribute the responsibility of managing your media library.
• Access Control— Access control for content and groups of content allows you to define exactly
who can access what content and from where. Access control can be based on IP address,
username/password or both.
Complete Template Language — The Granicus MediaManagerTM software uses a tag -based
template language to display all published content. This allows you to finely control the look and
feel of your video and video -related pages, and does not restrict your layout like a header/footer
based publishing system would. By utilizing the Granicus MediaManagerTM - Enterprise license
you can create and edit an unlimited number of publishing templates. These templates can be
easily managed through our HTML editor by your webmaster.
Views System —The views system is the counterpart to the template language. The Granicus
MediaManagerTM software allows you to publish video archives and a list of upcoming live
broadcast to the web by creating views. To create a view you simply select the appropriate
template and specific content you would like to have published. For example, a city may want
to publish all of its City Council archives and the upcoming live broadcast of the City Council
meeting on one webpage. To do this simply select the City Council archive folder and City
Council event and then select the appropriate template. This will generate an HTML webpage
with the appropriate look and feel and content. Link this page into your existing website and
your ready to go.
MediaManaszefrm - MinutesMakeem
Granicus MinutesMakerT" acts as a substitute to the City Clerk's current live audio recording
equipment and minutes annotation tools, making it simple to annotate your meeting minutes live
during the meeting. By using the Minutes Maker software you can capture motions, votes, and
discussion summaries as they occur leaving you with minimal annotation work the next morning.
The MinutesMakerTM software logic is based on Robert's Rules of Order and standard
parliamentary procedure. Thus, allowing the system to easily record a variety of motion types
including, amendments, substitute, and free form motions. In addition, the system easily
handles updating of the role call during the meeting, recording the times that voting members
join and leave a meeting. Votes are recorded live through a simple interface, which defaults all
members to yes or absent based on their current attendance at the meeting. Every item that is
annotated through the software is automatically linked to the audio and video record of your
meeting as you type, enabling very efficient cleanup of your minutes after the meeting.
If the Clerk does need to review the audio of the meeting the next day in order to update their
minutes, you can simply click on the text of your minutes and the MinutesMakeirm software will
play back the audio and video from that precise point in the meeting. While you are watching or
listing to the meeting record you can simply and quickly edit the text of your minutes. As a result,
you will no longer have to spend hours fast forwarding and rewinding through the audio tape of
your meeting in order to finish you minutes.
• Minutes Templates are utilized to format the look and feel of your minutes document. Using
the minutes template tools Granicus will develop an HTML minutes document that looks
virtually identical to your current minutes format. However, the new minutes document will
include links to the audio / video archive of your meeting as well as links to the appropriate
supporting documents like staff reports for that meeting.
Searchahle Voting Record Report — In addition to publishing your minutes to the web the
Granicus MeetingManagerTM also generates a voting record log. The voting log simply displays
the agenda item or motion and each members vote in a web ready table. The voting log is
displayed in a simple table, but also allows for search for voting and attendance records on a
particular voting member or by a keyword in the agenda item titles.
Mohile Encoder Option — The Granicus MeetingManagerTM also enables you to utilize the
Granicus MobileEncoderTM. The MobileEncoderTM will allow you to utilize all of the
functionality of the MinutesMakerTM to record and index the audio / video of your meeting, and
take your meeting annotations at a remote locations without Internet access. When you return
to your office, you can simple upload the audio file to the Granicus Media Manager. At which
point it can be automatically published to the city's web site or edited just like the meetings that
take place in the council or board chambers.
• Document & Agenda Managementlntegration — Granicus MeetingManagerTM allows for
the integration of the Granicus Streaming media solution with a document management or
agenda management solutions in order to create the most complete and accessible archive of
your public meetings and legislative history. Granicus and its partners are working together to
produce a system that will archive and manage all aspects of your public meeting records. This
includes meeting agendas, minutes, documents and audio/video recordings. All of these media
types are automatically synchronized and cross -linked allowing for intuitive web based search
and retrieval of information. In addition, the document and agenda management integration will
allow the two systems to automatically share information and streamlining your agenda and
minutes workflow.
Voting System Integration - Granicus N inutesMakerTM is required for integration with the
Granicus VotingSystemTM software. The Granicus VodngSystemTM workflow is integrated
tightly with the Clerks use of the Granicus MinutesMakerTM software, which together allows
legislative motions, votes, and attendance information to be recorded directly from the council
member's finger into the clerks meeting minutes. Additional detail regarding the Voting system
functionality can be found below.
Granicus MediaCenter"m - Content Management and Delivery
To deliver reliable, high -quality audio and video content over the Internet you must have a secure and
scalable distribution facility able to support hundreds or thousands of concurrent users; with this as our
goal we created the Granicus MediaCenterTM. The Granicus i\L 4ediaCente,TM enables us to store and
distribute your content over the Internet to ensure your audience consistently receives a high quality
stream.
How it Works
The Granicus MediaCenterTM is the core of all Granicus Internet broadcast solutions. This secure and
reliable facility stores and distributes rich -media events to the public over the Internet. Live streams are
encoded at your location and one stream is sent to our streaming servers at the Granicus MediaCenterTM
Archive files can also be uploaded directly to our servers. Your streaming content will be available
through your web site, but the Granicus MediaCenterTM handles all requests for both live and archived
streams. The only streaming that will travel over your network is the one stream per source, you are
sending to the Granicus MediaCenterTM
The Granicus MediaCenterTM is well equipped to handle all of your streaming needs. It has direct
redundant Internet connectivity at optical wavelength speeds to a variety of major Internet backbone
providers, including Qwest Communications, SBC/Pacific Bell and others.
In addition to providing standard Internet Data Center power facilities the Granicus MediaCenterTM has
the significant added benefit of being a Designated Block 50 facility. Allowing the facility to be exempt
from rolling blackouts.
MediaCenterTM Features:
• Flexible Storage Programs
• Flexible Distribution Programs
• 24/7 System Support
• Redundant Storage
• Redundant Network Connections
Granicus OutcastTm Encoder - Feature Rich Encoding
The Granicus Outcast encoder coupled with the Granicus MediaManagerTM Software makes live
streaming and archiving a simple and hands off process. Most encoders simply convert an audio video
signal into a digital format that can be used for streaming; the Granicus OutcastTM does much more.
Using the Granicus OUtCaStTM with your Granicus solution allows for live event scheduling, automatic
web publishing, live indexing, slides, closed captioning, and automatic archiving and file transfer to
distribution servers
How it Works
The OutcastTM Encoder integrates with the web -based Granicus MediaManagerTM software and transfers
live broadcasts to the Granicus MediaCenterTM in real time. The Granicus MediaCenterTM then
duplicates and distributes your high quality audio and video content to the audience requesting the
content.
While broadcasting a live event, the on -site Granicus OutcastTM Encoder can also archive your
broadcasts for on -demand viewing later. Once your broadcast is complete, the encoded event is
automatically transferred to the Granicus MediaCenterTM where our suite of streaming media tools are
accessible for editing, management and publishing functions.
OutcastTM Encoder Features:
• Live & Scheduled Broadcast Control
• Automatic Archiving
• Multiple Bit Rate Support
• Automated Broadcast and Archive Publishing
• Live event management: Indexing, Slides, and Closed Caption
Granicus StreamReplicatorTM - Intranet Stream Delivery
To deliver a live broadcast to a large audience inside your network without exorbitant bandwidth costs, a
single encoder is not enough. The Granicus StreamReplicatorTM allows you to replicate and redistribute
Eve streams efficiently within a private network using multicast technology.
How it Works
The Granicus StreamReplicatorTM replicates live broadcasts to viewers within your network. It delivers
broadcast quality audio and video while minimizing bandwidth use and costs. Its muldcast technology
allows hundreds of concurrent viewers to watch what your network sees as a single live broadcast stream.
StreamReplicatoiym Features:
• Broadcasts Multicast Live Events
• Broadcasts Unicast Live Events
Granicus MediaVaultTM - Large Archives at Low Cost
An audio/video archive requires storage, management and delivery. The Granicus MediaVaultTM
provides long-term storage and management while maximizing the use of your existing broadband
connectivity. The result: long term storage and content distribution at a drastic cost savings.
How it Works
The Granicus MediaVaultTM integrates with the Granicus MediaCenterTM and transfers archived video to
local storage. When archived video is requested, the MediaVaultTM takes the place of the Granicus
MediaCenterTM and delivers content directly from your location on your network. Should demand for
archived content increase beyond your capacity, content can be transferred back to the MediaCenterTM
with a click of a button. As a result, the Granicus MediaVaultTM provides a superior solution for creating
a digital library or records retention system.
MediaVaultTM Features:
• RAID 5 Redundant Storage
• Capacity for up to 18,000 Hours of Content (2.12 years)
• Serves Content on LAN/WAN
• Simple Migration Tools
City of Huntington Beach
HUNTINGTON BEACH
2000 Main Street California 92648
Insurance Requirements/Encroachment Permit Applicants and Contractual Services
-.
City Resolution 97-20 requires that licensees, lessees and vendors have an approved Certificate of
Insurance (not a declaration or policy) on file with the City for the issuance of a permit or contract.
Receipt of an insurance certificate does not satisfy our insurance requirements that vary for private or
public property, for city contract or simply encroachment permits as well as consultant services.
InIrnuch as the typical approval process timeline varies from several days or more, it is strongly
rm%mmended that you have certificate(s) submitted at least one week, if not two, prior to your event.
certificate is the only acceptable insurance proof media (not a declaration, statement or policy). An
original certificate is required or, if it is fax'd, it must come directly from your insurance
�mpany/agent to Risk Management (fax 714/536-5212).
C.)
Private Property Work Permit Requirements. —If the planned work does not involve public
v property or its right-of-way (e.g., sidewalk/street or abutment to same), the Workers'
LCompensation Certificate is the only insurance requirement. However, if the work abuts to public
property, the City Attorney's Office must be informed for consideration of liability and decides
whether or not to approve the certificate with a specific Private Property Only approval stamp.
➢ Encroachment (City/Public Property) Permit Requirements. —General Liability and Workers'
Compensation are required (see General Liability Insurance Certificate below).
➢ Consultant Services. ---Professional Liability Insurance Certificate is required (i.e., Legal,
architectural, etc.) in addition to a General Liability Insurance Certificate and Workers'
Compensation Insurance Certificate.
➢ General Liability Insurance Certificate of >_$1,000,000 combined single limit/per occurrence
Additional Insured Endorsement must name the City of Huntington Beach, its agents, officers and
employees as additionally insured and, when applicable, the Redevelopment Agency of the City of
Huntington Beach must also be additionally insured.
Insured definition must read as the insured is amended to include as an insured the person or
organization shown in the Schedule, but only with respect to liability arising out of "your work" for
that insured by or for you. (It is not to read, .....but only with respect to liability arising out of your
ongoing operations performed for that insured.)
Type of coverage must be "per occurrence" not "claims made". "Claims made" designation is only
acceptable for professional or pollution liability insurance.
A brief description of work and/or nature of business, timeframe for completion, dollar value and if
applicable, the related City department while not necessary, is highly desirable in the event that part
of the insurance requirement cannot be met and Risk Management must complete a waiver form
for that specific requirement.
➢ Workers' Compensation Insurance Certificate of statutory amount and
If you have no employees, you must sign a Declaration of Non -employee Status form available
from the Risk Management Department. In lieu of a certificate of insurance, a certificate of Consent
to Self -Insure issued by the California Director of Industrial Relations is also acceptable.
G:\RiskMgmt\Cent-Ins\Require. Doc (Rev. 10/4/2005)
➢ Professional Liability Insurance Certificate of >_of $1,000,000 (applicable for professional services)
Type of coverage "Claims Made" designation is acceptable for professional or pollution liability
insurance.
In addition to the above, ALL CERTIFICATES MUST CONTAIN THE FOLLOWING:
Insurance Carrier Rating. —Insurance must be placed with a California -admitted carrier with a current
A.M. Best Rating of >_ A: V I I
Certificate Holder. --The City of Huntington Beach (2000 Main Street, Huntington Beach, CA 92648,
Attn: Risk Management).
Deductible, Self -Insurance Retention (SIR), --The city maintain a zero deductible/SIR requirement. Any
deductibles/SIRS in force must be listed on the certificate. In the event of any deductible/SIR, the city
has an insurance waiver procedure to request a waiver of the zero requirement (see Waiver
Procedure below).
30-day Cancellation Notice. --There must be a thirty (30) day notice for policy cancellation. A ten (10)
day notice for cancellation for non-payment of premiums and/or salary reporting is allowed in
combination with the required 30-day notice.
Cancellation Clause Wording. --The following wording must either be removed or lined -out (by the
insurance agent) if they appear on the certificate: "endeavor to" and "failure to mail such notice shall
impose no obligation nor liability of any kind upon the company, its agents or representatives.
Waiver Procedure. —In lieu of meeting the City's insurance requirements, a permitee/insured can
request a waiver of a specific requirement. To do so, the permitee/insured must provide the Risk
Management Department with a brief description of the work/project (one to two sentences), the
timeframe for completion and the dollar value of the work/project. Upon receipt of this information,
Risk Management will complete and attach the waiver form to the insurance certificate and submit it
for approval (signage) to the pertinent City Department, the Risk Manager and the City Attorney.
➢ General Contractor/Sub-contractor(s).—Both the general- and their sub -contractors must provide
proof of insurance subject to the City's insurance requirements.
➢ Trucking Companies. --Per the Public Utilities Commission (PUC) regulations, you must provide
proof of Workers' Compensation Insurance and General Liability Insurance. The General Liability
Insurance requirements are $600,000 combined single limit or $250,000 bodily injuries or death of
one person and $500,000 protection against total liability for bodily injuries or death of more than
one person from anyone accident. This is subject to the same $250,000 limitation for each person
and $100,000 protection for accidental damage or destruction of property other than property
being transported. The City of Huntington Beach must be named as Certificate Holder but does
not need to be named as additional insured.
Please forward these requirements to your insurance agent/producer for their processing of your
insurance certificates. For assistance, call Christi Mendoza (phone 714/536-5252 and fax
714/5 36-5212).
G:\RiskMgmt\Cert-Ins\Require. Doc (Rev. 7/21/00)
Page 2 of 2
S
CITY of HUNTINGTON BEACH INSURANCE CERTIFICATE REVISION(s)
2000 Main Street, CA 92648 FAX 714/536-5212 (Cmendoza@surfcity-hb.org)
bate: Pages: Re:
Forward this form and attached ins. certificate to your ins. agent for corrections and resubmittal.
❑ This has been fax'd to your insurance; please contact them to ensure receipt and that the modifications can and have been made.
Note: Typical approval process time can vary from one to several days or more; it is strongly recommended that you have certificate(s)
submitted at least one week or two, prior to your event. An original certificate is required or, if FAKD IT MUST COME DIRECTLY FROM
YOUR INSURANCE to Risk Management (fax number is listed above).
® Please note that renewal certificates are routinely received so if you do not have a current need to have your insurance on
file/approved per City requirements (i.e., contract or encroachment/transportation permit), please disregard this notice.
® INDICATE PURPOSE: 7 Permit.--Encroachment/Transportation Permits require only that the add'I insured be listed on the
certificate (see Item 4 below) ® Contract. --Requires separate Endorsement Page w/naming on it (see Item 4) Not a Blanket Endorse.
Z WAIVER PROCEDURE: If unable to comply with a requirement (except Item 4 "Add'I Insured Endorsement"), the INSURED can have
Risk Mgmt. prepare a waiver form to waive the specific requirement that can't be meet by checking-off/indicate here ❑ , returning the
rejected certificate with all possible completed requested changes and providing a brief description (one/two sentences) of the proposed
work/project, its dollar amount/value and projected timeframe.
ALL CERTIFICATES (not declarations/statements or policies) of insurance HAVE THE FOLLOWING TWO REQUIREMENTS:
® The Cancellation Clause must have a 30-day cancellation notice AND your insurance producer must strikeout/remove the
wording "endeavor to" and "but failure to mail such notice shall impose no obligation or liability of any kind upon the
company, its agents or representatives". A ten (10) day notice in the event of non-payment is acceptable.
2. Z Any deductible/SIR must be clearly indicated/disclosed. The City has a zero deductible/SIR requirement so you must either
have your policy changed to a zero deductible or the INSURED may request a waiver (of the zero deductible requirement, see above
waiver procedure). Gen Liability ❑; Prof Liability
Commercial General Liabili /I has not been approved for the following reasons:
3. ® No g/I Insurance was submitted or the existing coverage has lapsed, upon submittal, items 4 - 6 will apply.
4. ® An additional insured endorsement is required naming: "The City of Huntington Beach, its agents, officers and employees" as an
additional insured on the insurance certificate for Encroachment and/or Transportation Permits. CONTRACTS REQUIRE an
ADDITIONAL INSURED ENDORSEMENT PAGE w/the certificate W/THE PROPER NAMING APPEARING ON IT --if this box 7 is
checked, the Redevelopment Agency of City of Huntington Beach must also be added to the endorsement.
5. 7 The certificate does not provide at least $1,000,000 combined single limit coverage and/or does not specify the type of claim as
Per Occurrence (claims made type is only acceptable for Professional Liability insurance).
6. 7 Insurance must be placed with a California -Admitted Carrier with a current A.M. Best's Rating of no less than A:VII (see waiver).
Workers' Compensation w/c and/or Automotive has not been approved for the following reasons:
7. ® Certificate was not provided or has lapsed. If you have no employees, you must sign the Declaration of Non -Employer Status
form available from the Risk Management Division of the City. Note, some city contracts do require w/c insurance.
8. ❑ The w/c insurance shown does not meet California statutory limits of at least $1,000,000 bodily injury per disease or accident;
$300,000 bodily injury by disease policy limit.
Professional Liability /I or Errors & Omissions a&o has not been approved for the following reasons:
9. Failure to provide a minimum of $1,000,000 coverage a contractor providing professional services. Additional Insured
Endorsement is not required.
® Note: Insurance must be submitted as a complete package (i.e., g/I & w/c, etc.) for approval. If not, individual proof forms will be
returned to you pending any changes or corrections for re -submittal. Please contact Chris Mendoza at 714/536-5252 with any questions.
a:\rorms\return.aoc ( Revised: 10/4/2005)