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HomeMy WebLinkAboutHOAG Memorial Hospital - 2014-11-17f� Dept. ID CS 14-026 Page 1 of 3 Meeting Date: 11/17/2014 7j���,v`�r1 CITY OF HUNTINGTON BEACH -REQUEST FOR. CITY COUNCIL ACTION MEETING DATE: 11/17/2014 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Janeen Laudenback, Director of Community Services SUBJECT: Approve a Memorandum of Understanding and License to Utilize Certain Space Agreement between the City of Huntington Beach and HOAG Memorial Hospital Presbyterian; authorize receipt and appropriation of funds; and, authorize execution of all related documents Statement of Issue: HOAG Memorial Hospital Presbyterian (HOAG), a trusted and nationally recognized healthcare leader, and the City wish to memorialize the long-standing partnership between the two entities and outline the structure for a significant one-time donation to the new "Senior Center in the Park", as well as additional annual cash and in -kind donations for the provision of programs and services to enhance the quality of life for Huntington Beach residents. Financial Impact: Accept donations of $2,000,000 to the General Fund for construction of the new Senior Center, $500,000 in a one-time cash contribution to fund staffing for five years, $155,000 in annual cash contributions for five years totaling $775,000 to support a variety of needed Human Services programs for the residents of Huntington Beach and $100,000 for five years totaling $500,000 of in - kind services. Total financial impact is $3,775,000. Recommended Action: A) Approve the "Memorandum of Understanding and License to Utilize Certain Space Between the City of Huntington Beach and HOAG Memorial Hospital Presbyterian," providing for certain naming rights and continued collaboration, including a $2,000,000 contribution to the construction of the new Senior Center and additional contributions for related programs and services; and, B) Authorize the Mayor, City Clerk, and City Manager to execute any and all documents related to this transaction; and, C) Authorize the receipt and appropriation of $2,000,000 to be used for construction of the new Senior Center to the Senior Center Capital Projects Fund (Fund 319); and, D) Authorize the receipt and appropriation of $500,000 for a Community Services and Recreation Specialist position through the term of the MOU in an amount not to exceed $500,000 over a five-year period, into the Donations Fund (Fund 103) account number Item 15. - I KB -5 1 0- Dept. ID CS 14-026 Page 2 of 3 Meeting Date: 11/17/2014 10345507.51110, and to adjust the Table of Organization accordingly; and, E) Authorize the receipt from HOAG and appropriation of $100,000 on an annual basis for the City's "Seniors on the Go" transportation to Donations — Senior Transportation, Temporary Salaries, Account 10345502.52000; and, F) Authorize the receipt from HOAG and appropriation of $35,000 on an annual basis in support of the "Meals to the Home" program through the term of the MOU to Donations — Meals to the Home, Temporary Salaries, Account 10345604.52000; and, G) Authorize the receipt from HOAG and appropriate $20,000 on an annual basis through the term of the MOU for the Project Self Sufficiency program to Donations — Project Self Sufficiency Case Management, Base Salaries, Account 10345202.51110. Alternative Action(s): Do not approve the Memorandum of Understanding and License Agreement with HOAG Hospital Presbyterian and seek funding for construction and operation from other sources. Analysis: The City has been in the process of building a new senior center in Central Park for many years. In part, the new Senior Center will enhance the quality of life of older adults and promote healthy aging in Huntington Beach. One use for the Senior Center will be for wellness programs and preventative services made available to active seniors as well as frail and homebound seniors. To that end, HOAG wishes to partner with the City of Huntington Beach in an effort to continue its commitment to the community by elevating the level of programs, services, and facilities available at the new Senior Center. The City of Huntington Beach began partnering with HOAG in 1999 to provide funding to the Huntington Beach Council on Aging for the City's "Seniors on the Go" transportation program. Since then, HOAG has expanded its level of support to other City programs that promote health and wellness, including Meals to the Home and Project Self Sufficiency. HOAG would like to contribute $2,000,000 towards its construction costs for the new Senior Center. This contribution would meet the need for additional project funding in exchange for certain naming rights and use of certain designated areas of the Center. Approval of this MOU would memorialize and legally bind the City and HOAG with regards to its one-time $2,000,000 contribution to the construction of the Center. Furthermore, the MOU stipulates HOAG's additional commitment to provide annual funding for other Human Service programs and services for a 5-year period, with the option to extend an additional 5-years upon mutual consent, as outlined below: ® $100,000 — for City staffing in support of the fitness area of the center, (these funds to be paid by HOAG up front for the first five-year term); 9 $100,000 — for "Seniors on the Go" transportation program; and ® $ 35,000 — for "Meals to the Home" program; and a $ 20,000 — for "Project Self Sufficiency" program. HB -51 1 - Item 15. - 2 Dept. ID CS 14-026 Page 3 of 3 Meeting Date: 11/17/2014 The MOU provides HOAG certain "naming rights" to the building as well as to the fitness area within the building as well as the use of offices within a fitness suite for HOAG to provide direct patient care and other clinical services, as well as the use of spaces within the Center. The provision of these free clinics and community education services is valued at $100,000. The City's commitments include working collaboratively with HOAG to develop a mutually agreeable naming and signage program that recognizes HOAG's contribution to the construction and operation of the Center. In addition, the City will provide a Community Services and Recreation Specialist dedicated to the development and maintenance of a comprehensive array of offerings within the fitness suite and will work with HOAG to develop an "Annual Program Plan" for the fitness suite that supports HOAG's strategic objectives. Finally, MOU details the continued Human Service programs, including Seniors on the Go transportation, Meals to the Home, and Project Self Sufficiency. Environmental Status: Not applicable Strategic Plan Goal: Enhance quality of life and improve the City's infrastructure Attachment(s): 1. MOU and License Agreement between the City of Huntington Beach and HOAG Memorial Hospital Presbyterian. Item 15. - 3 HB -512- All AmtonMhN 1 *1 J; Execution Copy MEMORANDUM OF UNDERSTANDING AND LICENSE TO UTILIZE CERTAIN SPACE BETWEEN THE CITY OF HUNTINGTON BEACH AND HOAG MEMORIAL HOSPITAL PRESBYTERIAN ITIIS MEMORANDUM OF U1\1DERSTANDING AND LICENSE TO UTILIZE CERTAIN SPACE (this "MOU") is made and entered into as of November /Z, 2014 (the "Effective Date"), by and bct%veen the CITY OF HUNITINGTON BEACH, a municipal corp-oration of the State of California (hereinafter referred to as the "City"), and HOAG MEMORIAL HOSPITAL PRESBYTERIAN. a California nonprofit public benefit corporation (hereinafter referred to as "Hoag"). "I'lie City and Hoag are sometimes each referred to.herein as a""Party'"and collectively, as the "Parties." WHEREAS, beginning in 1999, the City entered into various affiliations with Hoag, with the goal of providing life enhancing programs and services to seniors who reside in the City or who otherwise receive services from the City, WHEREAS, Hoag's affiliations with the City furthers Hoag's charitable mission of providing health care services and other services to its communities, and also provides a community benefit for those who receive such services from the C'Itv,. WHEREAS, in response to a substantial community need. the City is in the process of building a new full service senior citizen center (the "Center") which will be located at 18041 Goldcnwest Street, Huntington Beach, CA 92648, in part to enhance the quality of life by increasing the level of services and programing offered to such individuals by the City and I-loag, WHEREAS, Hoag, in response to the community's needs and in furtherance of its charitable mission and to provide a community benefit to the aging population served by the City, has agreed to provide a one- time donation to tund construction of the Center as well as I'Lind certain aspects of the programming and other administrative portions related to the 4900500.15 operation of the Center and to provide certain charitable health care services to senior citizens who utilize the Center; WHEREAS, subject to the terms of this MOU, the City. in recognition of such contributions by lloag, will grant to Hoag certain naming rights for the Center and the license to use certain areas in the Center; WHFRFAS, subject to the terms of this MOU, this MOU is intended to legally bind the Parties with regard to Hoag assisting with funding certain items and services for the Center and to provide certain services to senior citizens who utilize the Center, acid to also legally bind the Parties to operate the Center in accordance with the terms of this MOU, including the use of the Funding, (as defined below) and to comply with the naming rights set forth in this MOU, and WHEREAS, a Party's performance under this MOU is subject to compliance with federal, state and local laws as well as receipt of all applicable approvals, including governing body approvals, by Hoag and approval by the City's council. NOW, THEREFORE, FORE, for and in consideration of the promises and covenants hereinafter contained and intending to be legally bound, the Parties agree to the following: SECTION 1. TERM AND TERMINATION_ I. This MOU will become effective on the Effective Date and continue in effect until five (5) years from the Opening Date (the "Initial Term'). This MOU may automatically be extended for one additional five (5) year term (a "Renewal Term' and with the Initial 'Perm, the "Term") unless otherwise terminated herein or either Party submits in writing its intent to not extend the contract within one hundred twenty (120) days prior to the expiration of the Initial Term. 2. 'Phis MOU may be terminated by Hoag immediately in the event that: (a) the City"s use of the Funding adversely impacts or threatens Hoag's or a Hoag affiliate`s tax-exempt 2 490485W1S status or the bond financing that Hoag or a Hoag affiliate receives; (b) the performance by a Party hereto of any term, covenant, condition or provision of this MOU jeopardizes the licensure of Hoag or any Hoag affiliate, or prevents Hoag or an affiliate from receiving payment or reimbursement from or participating in Medicare, Medicaid or other third party payors, or, as applicable or a Party's performance hereunder is or would result in a violation of any other statute. law. rile or regulations of any governmental agency; (c) Hoag believes that a Party's perforniance hereunder is or would result in a violation of a statute, law, rule or regulations of any governmental agency, private agency or professional association with jurisdiction over Hoag or a Hoag affiliate. (d) the Center is sold to a third part} (c) the use of the Center changes; (f) in the event of a breach of any of the material terms and conditions of this MOU by the City; (g) the City fails to deliver the Licensed Areas (as defined herein) as of July 1, 2017 (the "Final Construction Date"): or (h) as otherwise provided in this MOU. Hoag in its sole option may also work with the Cite to amend this MOU to avoid termination of this MOU. 3. The City may immediately terminate this MOU in the event of a breach of any of the material terns and conditions of this MOU by Hoag, as well as a Party's performance hereunder is or would result in a violation of a statute. law, rule or regulations of any governmental agency; the Center is sold to a third party; the use of the Center changes or as otherwise provided in this MOU. 4. The City acknowledges and agrees that should Hoag or the City terminate this MOU, Hoag and the City shall have no further obligations under this MOU, including but not limited to, Hoag providing the Funding to or the services to the City, effective as of such termination date, including providing any Funding that may become due after the termination date. Notwithstanding. Hoag acknowledges and agrees: that it shall have no recourse to recover any amounts provided to the City that the City has already spend in furtherance of the purposes 49049560.1; set forth in this MOU, unless said amounts are used in violation of this MOU, and each Party shall not have any other recourse against the other Party absent the applicable indemnification obligations set forth in this MOU. Upon termination or expiration of this MOU, Hoag will surrender the Licensed Areas, clean and free of debris.. ordinary ,A/ear and tear excepted. Further, the City shall repay as of such termination, date, all funds held in reserves pursuant to the terms of Section 2 of Exhibit A. SECTION 11. 0131,1GATIONIS OF IJOAG 1. Hoag will provide the Funding and services as more fully set forth on Exhibit A. attached hereto and incorporated herein by this reference, 2. Iloag acknoAledges, and agrees that this MOU is a binding commitment to provide the Funding and also the sen.'ices contemplated by this NIOU, in the amount and within the time frames set forth in this MOU. Notwithstanding the loregoing, such commitment shall not apply to any, obligations related to providing the Funding that are incurred following termination of this MOU for any reason. 3. Hoag also acknowledges and agrees that the City is relying on Hoag's C� L-1 commitment to provide the Funding and services for the Center. 4. Hoag and its applicable affiliates shall have the right, but not the obligation, to occupy and use the Licensed Areas for the agreed upon hours and days, which days and times shall he agreed to by the Parties. prior to the Opening Date (as defined herein). Hoag also t�� - Ir agrees to use the Licensed Areas solely for the purposes stated within this MOU, and for no other purposes whatsoever without the prior written consent of the City, which consent will not be unreasonably withheld. conditioned or delayed. S. Subject to the representations made by the City in this MOU regarding the Licensed Areas. Hoag will accept the Licensed Areas as of the Opening Date in their current "as- 4 19418500,15 is- condition. Hoag shall have the right, but not the obligation, to make such alterations and improvements to the Licensed Areas as it deems necessary to maintain and operate the health, fitness and wellness program subject to prior approval by the City, which approval will not be unreasonably withheld. Hoag shall retain the right to remove all improvements, including all fixtures. from the Licensed Areas throughout the Term of this MOU or upon its termination or expiration. In particular, I loag shall have the right to install the items agreed to in the Annual Program Plan or as the Parties may later agree on ("Hoag Installations—). All Floag Installations shall at all times remain the property of Hoag. Iloag shall notify the City at least five (5) days prior to prior to any construction work related to Installing or removing any improvements fixtures etc. and City shall have the right to approve or condition an-, such work- subject to City's reasonable discretion. The City shall keep the Center in good order, condition and repair. 6. Hoag Hoag , shall. at its cost. repair any damage to the Licensed Areas caused by or Floag contractors or sublicensees during the Term of this MOIJ. 7. All sionaoc and &cor to be placed on the exterior of the Licensed Areas by Hoag shall be preapproved by the City, in its reasonable discretion. 8. Except when I loag or a Hoag affiliate is providing healthcare services or when reed upon hours and days, I loag's use oftheC�o Hoag is otherwise providing services during the agreed Licensed Areas shall be non-exclusive for the Term. Furiher, if required by applicable law. the City agrees to enter into or allow Hoag to enter into some sort of sublicense or similar document with that floag affiliate who will provide healthcare services for the premises in which such healthcare services will be provided, and such affiliate shall provide the insurance documentation reasonably requested by the City. .5 49048560.15 SECTION III. OBLIGATIONS OF CITY 1. In recognition of the Funding and the services provided by Hoag and its affiliates under this MOLJ, the City will work collaboratively with Hoag to develop a mutually agreeable naming and signage program for the Center, pursuant to the provisions set forth in Section IV below. 2. The City will make available to Hoag, a fitness suite and other areas as described below and on Exhibit B, attached hereto and incorporated herein by this reference ("Licensed Areas"). Subject to the terms of this MOU. the City hereby licenses to Hoag. and Hoag hereby accepts the license from the City, the Licensed Areas. In addition to Hoag's rights to use and occupy the Licensed Areas as provided in this 1\40tJ, iloag shall also have non-exclusive rights to all areas and facilities outside the Licensed Areas open to public use, Hoag and other occupants and users of the Center and their respective employees, suppliers, shippers, customers, contractors and invitees including, but not limited to, common entrances, lobbies, corridors, stairwells, public restrooms, elevators, parking areas, loading and unloading areas, trash areas, roadways, walkways, driveways and landscaped areas. 'Me City agrees to provide all maintenance, .janitorial services, heating, ventilation, air conditioning, reasonable amounts of electricity and other utilities for Hoag's intended uses, water for reasonable and normal drinking and lavatory use in connection with Hoag',, intended uses for the licensed ,Areas. 4. The City shall deliver the licensed Areas to I loag in a clean condition on the date that 1-loag commences to provide services which date shall coincide with the date that the Center opens to the public (the "Opening Date-) and the City agrees that the electrical, plumbing, fire sprinkler. lighting, heating, ventilating and air conditioning systems ("HVAC'), and all other items which the Citv will construct or has constructed, shall be in good operating condition on 6 •1(J0,1X560 15 the Opening Date. that the structural elements of the roof, bearing walls and foundation of the Licensed Areas shall he free of material defects, and that the Licensed Areas will not contain hazardous levels of an}- mold or fungi defined as toxic under applicable state or federal lave. 1-he City represents and warrants that to the best of its knowledge, the improvements on or to be on the l..icensed Area,, and any common areas comply or will comply \kith the building codes applicable laves, covenants or restrictions of record. regulations, and ordinances that were or are in effect at the time that each improvement, or portion thereof, was or is constructed. i. EXISTING PROGRAMS: Contingent upon the Funding being provided in accordance with this MOl1, the City will continue to provide Senior Transportation, Sr�rf C.'ity Seniors on the Go!. and Home Delivered Meals to seniors in lluntington Beach as part of its mission to enhance quality of life and alloys seniors and the Bail and homebound to age in place. The City will also continue to provide case management services to single mothers through the Project Sclf Sufficiency Program. encouraging wellness and self-sufficiency through education to highly motivated single women. 6. OTH lt: a. During the Term of this MOU. the City- will provide staff to assist in the development and maintenance of a comprehensive contracted array of exercise, Fitness and wellness offerings. b. The City will work with Hoag to develop an ''Annual Program Plan" prior to the Opening Date for the Licensed (Areas that supports Hoag's strategic objectives, including the exclusive right to provide clinical services, and to provide and distribute clinical intbrmation and related Hoag services at the Licensed Areas. The Parties will also work together to develop and adopt a sustainability plan that will support these programs fir the long terns. 7 191) SghA_I; C. The City acknowledges and agrees that it will use the Funding exclusively for the purposes set forth in this MOU and that the Cite may not use any portion of the Funding for any other use without the prior written approval of 1loag. in particular, the Funding and services provided by I-loag shall be used in furtherance of charitable purposes within the meaning of 501(c)(3) of the Internal Revenue Code, as amended in and response to a community need. 1n particular, the City. agrees to repay any portion of the Funding which is not used for the Purposes set forth in this MOU and in accordance with the terms of this MOU. d. The City agrees to provide annual or more frequently, if requested by Hoag, N%Tltten reports to Hoag accounting for the expenditure of the Funding and the progress made to accomplishing the purposes set forth in this MOU. including demonstration that such Funding is being used for charitable purposes in accordance with the provisions of 501(c)(3) of the Internal Revenue Code, as amended and in furtherance of a community need. Further, the City agrees that Hoag's representatives shall have the right to inspect and make copies of all other applicable records relating to the City's use of the Funding, upon written request and during normal business hours. C. Pursuant to the terms of Section 5.3 of the Bylaws of the Huntington Beach Council on Aging (`'HBCOA"), the City shall endeavor and work with I-IBCOA to ensure the appointment of at least one (1) representative from Hoag to represent the provider sector (as such term is used in the I IBCOA Bylaws) to serve on H BCOA's Board of Directors during the 'Perm of this MOU. Such representativc(s) will he chosen solely by Hoag. The City agrees to work with I-IBCOA to ensure that this request is placed on 1-113COA's agenda no later than 8 'IL4148i(A I at 14BCOA's December meeting and that should HBCOA fail to memorialize such representation or should HBCOA fail to allow such representation from Hoag during the Term of this Agreement. such action shall be considered a material breach of this MOU and allow I loag all rights afforded under Section 11 (2)• f. The City shall provide Hoag with at least ninety (90) days advance notice regarding the potential sale of the Center and 14oag shall have the option at such time to immediately cease providing the services and the Funding contemplated by this MOI..f and tenninate this MOt_1. SFCTION IV. Naminsf„Rhts. Publicity and l.ise of!�tarks. I. As further consideration for the Funding and services to be provided by Hoag under this MOU, the City acknowledges and agrees that it will place a plaque/signage in a mutually agreed upon, but prominent portion of the exterior of the Center that reads "Huntington Beach Senior Center in the Park in Affiliation With 1-loag" or another name mutually agreed upon by the Parties. Notwithstanding. the size and character of the signs discussed herein shall be at Citv's discretion and in compliance with the City's sign codes. The City also acknowledges and agrees that it will name and place similar signage outside the Licensed Areas naming such area the "Hoag Health and 'Wellness Pavilion" or another name mutually agreed upon by the Parties. The Parties may also agree on other Named Locations (as defined below). These locations shall individually he referred to as the "Famed Location" and collectively be referred to as the -"Named Locations." �. The City agrees that in the event the premises tied to a Named Location is ever relocated from its present location, the applicable substitute premises will continued to he named as described in Section IV(1) above. 9 *00-18;60.1 In the event the Center is ever sold or otherwise transferred to a different entity or the City seeks to transfer by gilt any portion of the Named Locations. the naming rights set forth in this Section IV will continue to apply unless Hoag consents otherwise and in particular. retention of such Named Location shall be a condition to any subsequent transfer by the City of such Named Locations or Hoag may terminate this MOU. 4. The City agrees that in the event Hoag requests that Hoag's name is removed From a Named Location. the City will honor the request and remove the name and will require a successor. as applicable, to do also agree to do the same. 5. Hoag also acknowledges and agrees that the City may receive funding or grants from other sources and that such sources may also be afforded naming rights at the Center. G. 'ncc City agrees that in any publicity surrounding the Funding or services provided by Hoag. that the City shall explicitly acknowledge that such Funding or services were received from Hoag and, as applicable, Hoag shall have a right to collaborate with the City regarding such publicity. 7. I-foag shall have the right to use the official Huntington Beach City logic. surfboard logo. and City's -Surf City Huntington Beach" trademark, subject to the City obtaining any applicable third party approvals to use such logo or trademark, which the City will use reasonable efforts to obtain. Notwithstanding, in the event that the City cannot obtain such approvals. Hoag will not use such logo or trademark until such approvals have been obtained. SECTION V. DAMAGE OR DESTRUCTION TO CF_.NTI"R OR LICENSED AREAS In the event the Center is not constructed or if material damage to or dcstruction or the Center or to the Licensed Areas, or in the event any (material) portion of the Center or Licensed Areas shall be lawfully taken or condemned, Hoag or the City shall have the right to terminate this Agreement: (a) ifthe Licensed Areas are not delivered by the L"inal Construction Date, or (b) lb 44148 0 is as of the date (if the damage or destruction or as of the taking (as the case may be), and neither Pam shall thereafter have any rights or obligations thereafter accruing under this Agreement. including any obligation by Hoag to provide further Funding or sen ices. SL;C"TION VI. HOLD i IARML.1 SS 1. Hoag shall protect, defend, indemnify and hold harmless the Cite. its officers. officials, employees, and agents from and against any and all liability. loss, damage, expenses, and costs arising out of willful or gross negligence or intentional or willful misconduct arising out of its performance of this MOU or its ]allure to comply with any of its obligations under this MOU. except from such loss or damage which was caused by the sole negligence or willful misconduct of the City, and Floag shall similarly require all subcontractors to waive subrogation. Notwithstanding the foregoing, in no event shall Hoag be liable to the City fir any indirect, special or consequential losses suffered by the City or a third party. ?. To the fullest extent allowable under applicable California law, the City shall protect, defend, indemnify and hold harmless Hoag, its officers. directors. employees, agents and affiliates from and against any and all liability. loss, damage, expenses, and costs arising out of willful or gross negligence or intentional or willful misconduct arising out of its performance of this MOU or its failure to comply with any of their obligations under this MOH except such loss or damage which was caused by the sole negligence or willful misconduct of Hoag and the City shall similar]\ require all subcontractors to \vaive subrogation. Notwithstanding the foregoing, in no event shall the City be liable to Lloag for any indirect, special or consequential losses suffered by Hoag or a third party. 3. A Party seeking indemnification from the other Party shall first seek to recover from the applicable insurance company. a90-18560.1 SECTION V11. INSURANCE 1. At all times during the Term, the City and Hoag shall maintain in full force and effect Nyith insurance companies licensed to do business in the State of California and otherwise satisfactory to the other Party, in such other Partv's sole discretion, such policies shall include the following coverage: (a) workers' compensation insurance in at least the minimum statutory amounts required by California law: and (b) general public liability insurance, including motor vehicle coverage, which shall provide coverage in not less than a combined single limit bodily iniury and property damage. including products/completed operations liability and blanket contractual liability, of $1.000.000 per occurrence and an aggregate limit must be no less than $1,000,000. The general public liability insurance described in (b) shall contain an endorsement naming, the ether Party as an additional insured. Further. the Cite shall provide fire, extended coverage, vandalism. malicious mischief, earthquake, flood, fire rental and sprinkler leakage (if building contains sprinklers) insurance for the Licensed Areas in such form and with such covered perils as Iloag deems appropriate in its sole discretion, insuring the Licensed Areas and other improvements in the Licensed Areas in an amount equal to the full replacement value thercol. 2. Hoag and the City each agree that all insurance policies shall contain a clause permitting the insured to Nvaive the insurance carrier right of subrogation against the other Party arising out of the occurrence of any casualty insured against the other Party. and hereby waive any such right ol'subrogation against the other Party hereto. SECTION Vill. ASSIGNING AS BREACH A Party shall not encumber, assign or otherwise transfer this MOU, or any right or interest in this N101,11. without the express written consent ofthe other Pam; provided. however. that Floag may assign the right 10 use and occupy the Licensed Areas_ to provide health care services or wellness services to an affiliate or contractor. and such assignment shall not be 12 .191 4S160 1 considered an assigilnlent under this Section Vill. however, Hoag will obtain the City's consent, which will not be unreasonably withheld, prior to alloying any third party access to the premises: provided: however, the Ciry consents to access to the premises by t}le Hoag Medical Group. Inc. to provide the services contemplated in Section 3 of Exhibit A. without further actions by either Party. Consent by a Party to one (I ) assignment or transfer to another person or entity shall not be deemed to be a consent to any subsequent assignment or transfer to another person or entity. Any encumbrance, assignment or transfer without the prior written consent of the other Party, whether it be voluntary or involuntary, by operation of law or otherwise. is void and shall, at the option of the other Party. result in termination of this MOU. SECTION IX. TERMS 13TNDi\C ON SUCCESSORS All the terns. covenants and conditions of this MOU shall inure to the benefit of and be binding upon the Parties and their successors and assigns. The provisions of this Section IX shall not be deemed as a waiver of any of the conditions against assignment hereinbefore set forth. SECTION X. CONI=1:ICf Of- INTEREST A Party shall not employ an official, director or officer or employee of the other Party in the work performed pursuant to this MOU. No officer, director or employee of a Party shall have any financial interest in this MOU in violation of the applicable provisions of the (..aliforniu Government Cottle or Hoag's conflict of interest policy. SECTION X1. PHOTOGRAPHY The City may grant permits to persons enga4ged in the production of still and motion Pictures. television programs. advertising and related activities, to take photographs and,/or motion pictures of the Center's activities. However. consistent 1\'Itll good safety practices, the Cite will endeavor to give 24-hour advance notification of such activities to Hoag. 1; SECTION Xll. NONDISCLOSURLSTRESS REL.I ASI S A Party shall consult with the other Party prior to issuing any press releases or otherwise making any public statements with respect to this MOU, the transactions contemplated herein, or matters arising herefrom. SI CTiON X111. CUMULATIVE REMEDIES The remedies given to the Parties in this MOU shall not be exclusive but shall be cumulative and in addition to all remedies now or hereafter allowed by haw or elsewhere provided in this MOU. SECTION XIV. WAIVER OF BREAC'1-I "Ilse waiver by a Party of any breach by the other Party of am- of the provisions of this MOU. irrespective of the length of time for which such failure continues, shall not constitute a waiver of such breach or a waiver of any subsequent breach by such Party either of the same or another provision of this NIOU. SECTION XV. FORCE MAJEIiRE - UNAVOIDABL>=DEL.,AYS Should the performance of any act required by this MOU to be performed by either the City or I long be prevented or delayed by reason of an act of God, strike, lockout. labor troubles, inability to secure materials.. restrictive governmental laws or regulations, or any other cause (except financial inability) not the fault of the Party required to perform the act. the time for perfonnance of the act will he extended for a period equivalent to the period of delay and perfonnance of the act during the period of delay will be excused. Sl':CTION XV1. NOTICE Any written notice given under the terms of this MOU shall be either delivered personally or mailed, certified lnall, postage prepaid. addressed to the Party concerned, as follows: 14 490-18i60,1 City The City Director of Community Services City of I lunting,ton Beach 2000 Main Street, P.O. Box 190 Huntington Beach. CA 92648 Phone: (714) 5 16-5292 Hoag Director of Community Health 307 Placentia Suite 10013 Newport Beach, CA 92663 Phone: (949) 764-6278 If a Party desires to change the address far notices set forth herein, said Party will provide thirty ( 0) days advance written notice to the ether Party of any such change. SECTION ION XVI1. LL -FTORNE,Y'S FEES In the event suit is brought by Hoag on the one hand and the City on the other hand to enforce the terms and provisions of this MOU, the prevailing party shall not be entitled to recover its attorneys fees tiom the non -prevailing party. S1,CTION XVIII. CON —TROLLING LAW AND VENU, The rights and liabilities of the Parties. and the interpretation and construction of this MOU. shall be determined in accordance with the laws of the State of California. Any controversy arising out of or under this MOU. if litigated, sliall be adjudicated in a court of competent .jurisdiction in Orange County, California. SEC'1 ION XIX. SECTION TITLES The section titles in this MOU are inserted only as a matter of convenience and for reference, and in no way define. limit or describe the scope of intent of this MOU or in any way affect this MOU. SUI'C ION XX. '1'IME OF ESSENCE Time is of the essence with respect to all provisions of this MOU in which a definite time for performance is specified including, but not limited to. the expiration of this MOU. 15 4004s 60, 1{ SECTION XXI SURVIVAL OF INDEMNITIES Termination of this MOU shall not a5 ct the right of a Party to enforce any and all indemnities given or made by the other Paiiv under this MOU, nor shall it affect any provision of this MOU that expressly states that the provision shall survive termination thereof. SI:'-,CI'ION X.XII, NONLIABILITI' OF A PAR"fY'S (:)f l'1Cl.4LSyt)1=F[CI;RS, \4E!�413ERS, DIRECTORS. EMPLOYEES. AGENTS OR AFFILIATES No elective or appointed City or City affiliated board, commission or member thereof. or a trustee, officer, official, employee, agent. member, director or affiliate ofa Party shall be personally liable to the other Party. its successors and assigns, of any default or breach by such Party under this MOU or for any agreement which may become due to the other Party, its successors and assigns. under this MOU or for any obligation of such Party, under this'v401-1. SECTION XXIII. AGRF FA4LNT IN WRITING this MOU contains and embraces the entire agreement between the Parties hereto and neither it nor any part of it may be changed, altered, modified, limited or extended orally or by any other agreement between the: Parties unless such agreement be expressed in writing, signed and acknmvledged by the Parties. or their successors in interest. SECTION XXiV. PARTIAL, INVALIDITY Should any provision of this \40U be held by a court of competent jurisdiction to be either invalid. void, or unenforceable, the remaining provisions of this MOLT shall remain in full force and effect unimpaired by the holding, so lone as the reasonable expectations of the Parties hereto are not materially impaired. SECTION XXV1. NO TITLE INTEREST No title interest of any kind is hereby given, and I Ion shall never assert any claim or title to the Center or any other public property. 16 -;Q(148�(10 1? SECTION XXVIL LNTIR-L-:TY The foregoing sets forth the entire agreement between the Parties. SECTION XXVI11. REFERRALS The City shall not have nor exercise any control over the number, type or receipt of patient referrals made to or received due to this MOU, or by medical and ancillary personnel providing services herein, and nothing in this MOU shall he construed as directing or influencing such referrals. In particular, no part of the Funding or services provided under this MOU shall be for the referral of patients to, or ordering, leasing or purchasing any item or service from, or arranging tor the referral of patients to. or arranging for the ordering, leasing or purchasing of any item or service. Further, the Funding and services provided under this MOU do not take into account the volume or value of referrals or business that may otherwise be generated between the Parties for which payment may he made in whole or in part under Medicare. Medicaid or other Federal health care pro grams. SECTION XXIX. SURVIVAL Any provision of this MOU which imposes an obligation alter termination or expiration of this ?�4OL1 shall survive the termination or expiration of this MOU and shall continue to be binding on the Parties including, but not limited to; the provisions set forth in Sections 1(4). lI (2). 111 (6). I11(6)(d). IV, VI though XXX. SECTION XXX. COUNTERPARTS This MOUI may he executed in one or more counterparts. each of which will be deemed to be an original copy of this MOIL and all of which, v.,hen taken together, will be deemed to constitute one and the same instrument. Facsimile or email transmission of a true scanned copy of any signed original counterpart transmission shall be deemed the same as the delivery of an original. 17 -1004 S560 15 IN W-`SUSS WJIf?RL:OF. the Parties hereto have caused this `IOU and License to l.tilize Certain Space to be executed by and through their authorized officers to be effective as of the Effective Date. HOAG MEMORIAL HOSPITAL PRESBYTERIAN. a nonprofit public benetit corporation: -�op print name ITS: (circle one) Chat rman/Presidenu`\'ice President AND Y.. By - print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary —'treasurer 18 -It1uY485 00.1 CITY OF Ht?NTINGTON BEACH. a municipal corporation of the State of California __.. 4ayor A'l-ITS I': Cite APYROV1 1) AS 0�1`1011RZNII,�City Attor.'� Y - ( i RI::VIF ND API'ROVID: C't tanager IN ITIATE D AN D PP V ED: Directo L,Gcak : crviccs EXHIBIT A FUNDING, AND SERVICES Hoag will provide the Funding and services f'or the Center described below to the City: 1. Within ninety (90) days of the I'l-'ffective Date, Hoag will provide Two Million Dollars ($2,000,000) for construction costs for the Center. This amount is a one-time donation and is non-refundable. Hoag agrees that once the donation is made, it Hill not seek to recover any of said .unount in law or equity for atty reason including breach of this NIOU, absent the City using such funding for any purpose other than for the constriction costs for the Center. 2. Hoag will provide funding of Five Hundred Thousand Dollars (;S500,000) for services related to comprehensive fitness, health and wellness services for the Center and the operating expenses related to such funding. Such funding will be delivered within ninety (90) days of the Effective Date and on the same day that such funds are delivered in 1 above . provided, however, that only One Ilundred Thousand Dollars 6100,000) of this funding may be used on an annual basis and the remainder of such amount shall be held in reserves by City. The City will account for such finds in a separate business unit within the donations find to provide for separate recordkecping. In particular, such funding is to be used over a five (5) year period with such expenditures comtencing on the Opening Date. 3. Hoag on an annual basis, commencing on the Opening Date, will provide free services valued at One I kindred Thousand Dollars ($100,000) at the Center including clinics and assessments and community education. These programs will provide direct care to individuals of the Center for a variety of clinical conditions from cardiac care and personal training to preventive health care and education, mental health services as well A-1 as state of the art teaching. Thcsc health services progrrtis will be developed by the Parties prior to such services being delivered. 4. Crnnmencing January 1. 2015 and expiring an January 1. 2019, Floag will provide annual funding through the Community Benefits Program of Dnc Hundred Thousand Dollars (S100,000) to be billed quarterly, for the .turf'O'ySeniors on the Go! Senior Transportation program. Senior transportation .ill be provided to residents 55 and over. free of charge, vvIthin the city of I luntington Beach city limits, and to Iloag's facilities. Notwithstanding the toregoing, in the event that the Initial Term has not expired by January 1, 2019, the Parties shall enter into non -binding negotiations at least ninety (90) days prior to January 1, 2019. to discuss the continued funding, and amount of such funding, for such matter. Such agreement may be memorialized as an amendment to this N10U or in a separate agreement and in the event of termination or expiration of this MQU for any reason. the Parties agree to enter into non -binding negotiations to discuss the continued funding of such matter. 5. Commencing January 1. 2015 and expiring on January 1, 2019., Hoag will provide annual funding, through the Community Benefits Program of Thirty -Five Thousand Dollars ($35.000), to be billed biannually for Home Delivered Meals to seniors, biome Delivered Meals assures that Bail and homebound seniors Nvill receive 3 nutritional meals per day and extends the time older adults can remain independent in their own homes. Notwithstanding the foregoing, in the event that the initial Tenn has not expired by January 1. 2019, the Parties shall enter into negotiations at least ninety (90) days prior to Januaiv 1. 2019, to discuss the continued funding and amount of such fundinL, for such matter. Such agreement naay tic memorialized as an amendment to this MOl. or in a separate agreement. Notwithstanding the foregoing. in the event that the A - 2 190,185 0,t? initial Term has not expired by January 1, 2019, the Parties shall enter into non-bindinf: negotiations at least ninety {90} days prior to January 1, 2019. to discuss the continued funding and autiount of such fundins, for such matter. Such agreement may be memorialized as in arnendtnent to this MOO or in a separate agreement and in [tie even[ of termination or expiration of this MO UT for any reason. the Parties agree to enter into non -binding negotiations to discuss the continued funding of such matter. h. Commencing January 1, 2015 and expiring on January 1. 019, 1.1oa�g- through the Community Benefits Program will provide annual funding ol"l-wenty Thousand Doilars (SIO.{ 00), to he billed annually, for Project Self Sufficiency staffing, which provides wraparound case management sen-ices to low income single parent families. Services include rental and utility assistance. scholarships. education counseling. nutrition. housing; case management and a food pantry. Notwithstanding the 11oregoing, in the event that the Initial Terin has not expired by January 1. 2019. the Parties shall enter into non- binding negotiations at least ninety (90) days prier to January 1. 1-019, to discuss the continued fundinc and amount of such tundin- for such matter. Such aigreement may tic memorialized as an amendment to this MOLI or in a separate agreement and in the event of tennination or expiration of this MOU liar any reason, the Parties agree to enter into non -binding negotiations to discuss the continued funding, of such matter. The items set forth in 1. ?. 4. 5. and 6 above shall coliectivel" be referred to as the -Funding." A-3 S`H v1 XWP. 15 EXIiIBIT B LICENSED AREAS The area licensed hereunder are described as a portion of Suites „ . located in the Center as indicated on the plan attached hereto and consisting of approximately 200 sq. fect. a. Fwo 100 sq. it. offices within a fitness suite which .will be available for Hoag or an affiliate to provide direct care to patients. Offices «'ill be used to provide far a variety of clinical services from preventative care and education to health services. b. The Cite will operate space within the fitness suite for City contracted classes, including dance. exercise and strength training for groups or individuals. Hoag may also use this space to provide its own classes not in conflict with the Citv's classes. The Consultation spaces fur personal training or the development of individualized fitness plans will be available for contracted trainers and Hoag service providers or affiliates of Hoag. Further, during the Tenn, the City will provide 1 loag with the right of first refusal to provide any other health. fitness or wellness services that are not in conflict with Cite contracted classes. C. if available, the Cite will make available to educators andphysicians of Hoag and Hoag's affiliates, spaces within the Center equipped with audio and visual technology to enable state-of- the-art teaching to improve health and wellbeing fur large and small groups. d. The Citv acknowledges and agrees that in the provision of health care services That employees or agents of Hoag Medical Group or another affiliate of Hoag will provide such medical services. as may be required under applicable laxw, and that when such services are being provided, Hoag or its affiliates shall have exclusive use of the applicable portion of the Licensed Areas. 1:3-1 •190484,b.14 INSURANCE AND INDEMNIFICATION WAIVER MODIFICATION REQUEST 1. Requested by: Carrie Gonzales 2. Date: 11 /4114 3. Name of contractor/permittee: Hoag Memorial Hospital Presbyterian (HOAG) 4. Description of work to be performed: MOU between the City and HOAG 5. Value and length of contract: 11/4/19 6. Waiver/modification request: Unable to amend the Additional Insured as a separate page 7. Reason for request and why it should be granted: Unable to comply with requirements 8. Identify the risks to the City in approving this waiver/modification: Non foreseen 11/4/14 19�ent Head Signature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Ad inistrator's Office is only required if Risk Management and the City Aft ey's Office disagree. 1. Risk Management Approved ❑ Denied / /l Signature Date 2. City Attorney's Office Approved ❑ Denied 816 // q Signature bat 3. City Manager's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval.. Once the contract has been approved, this form is to be filed with the Risk Management Division of Human Resources 11/4/2014 1:47:00 PM ACC?R®® CERTIFICATE OF LIABILITY INSURANCE DATE (MM/OD/YYYY) 10/24/2014 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 Beecher Carlson - Santa Ana 6 Hutton Centre Drive Suite 1280 Santa Ana CA 92707 CNAONTACT ME: 1r Jenn Norbeck PHONE (714) 481-7101 PAX A/C No): E-MAILDRESS:J norbeck@beechercarlson.com O INSURERS AFFORDING COVERAGE NAIC # INSURERA.Hoag Memorial Hosp Self-Insd INSURED Hoag Memorial Hospital Presbyterian One Hoag Drive Newport Beach CA 92663 INSURERBNatlonal Union Fire Ins Co 19445 INSURERC: INSURER D : INSURER E INSURERF: r0VFRAlI CERTIFICATF NIIMRFR-14-15 SIR AUTO REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS A GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREM SES (Ea occurrence) $ 2,000,000 MED EXP (Any one person) $ 2,000,000 CLAIMS -MADE lil OCCUR X Hoag Self -Insured Program l/31/2014 1/31/2015 PERSONAL & ADV INJURY $ 2,000,000 X Professional Liability - X Claims Made GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,000 $ POLICY PRO LOC AUTOMOBILE LIABILITY Ea a.d.nn)11S LE LIMIT 1,000,000 BODILY INJURY (Per person) $ B ANY AUTO X ALL OWNED X SCHEDULED AUTOS AUTOS X NON -OWNED HIRED AUTOS AUTOS X A 348-24-23 1/31/2014 1/31/2015 BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE APPROVED AS TOFORM DED RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Myandatory in NH) DESCRIPTION OF OPERATIONS below describe under NIA �(/" �/✓" (f ��•• ?� B7 $*J �� A98ttitA211: City AttawsyE.L. (� / {,✓(ti/gi. ✓� WC STATU- OTH- E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYE $ DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Evidence of Healthcare Professional Liability Insurance, General Liability Insurance and Automobile Insurance for Hoag Memorial Hospital Presbyterian. The City of Huntington Beach Senior Center located on 18041 Goldenwest Street Huntington Beach CA 92648 is named as addtional insured. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Hunting Beach Senior Center AUTHORIZED REPRESENTATIVE 18041 Goldenwest Street Huntington Beach, CA 92648 David Harper/JNORBE ACORD 25 (2010/05) INS025 tgninn.F� ni © 1988-2010 ACORD CORPORATION. All rights reserved. The Ar()Rr) name and Innn arc rcnicfcrarl marlrc of Ar()Rr) ACORD,-,.'{CERTIFICATE OF ,LIABILITY INSURANCE r DATE (MM/DD/YY) 10i31i2014 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY Keenan Healthcare 2355 Crenshaw Blvd., Suite 2OO AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICES BELOW. Torrance, CA 90501 (310) 212-0363 Ex 3401 INSURERS AFFORDING COVERAGE INSURED INSURER k Safety National Casualty Corporation INSURER B: Hoag Memorial Hospital Presbyterian One Hoag Drive Newport Beach, CA 92658 INSURERC: INSURER D: INSURER E: THIS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE 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 POLICES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. POLICY POLICY INSR ITR TYPE OF INSURANCE POLICY NUMBER EFFECTIVE DATE MM/DD/YY EXPIRATION DATE MM/DDNY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ FIRE DAMAGE(Any one fire) $ ❑ COMMERCIAL GENERAL LIABILITY ❑ CLAIMS MADE ❑OCCUR ❑ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ ❑ — PRODUCTS—COMP/OP AGG $ GEN'L AGGREGATE LIMIT APPLIES PER ❑ POLICY ❑ PROJECT ❑ LOC AUTOMOBILE LIABILITY 1-1ANYAUTO COMBINED SINGLE LIMIT (Ea accident) $ ❑ ALL OWNED AUTOS ❑ SCHEDULED AUTOS APPROVEE JENNIFER AS nT�Ory�FuO lf ATH,Ci A•^"'w7 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ ❑ HIRED AUTOS ❑ NON -OWNED AUTOS ❑�QC ❑ r/` � 1a- 4►J � D M I I I iq 1 ,,�`_ �µ�,/ {7 k"I J ' PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY —EA ACCIDENT $ ❑ ANY AUTO OTHER THAN ACECA $ AUTO ONLY: AGG $ ❑ EXCESS LIABILITY EACH OCCURRENCE $ AGGREGATE $ ❑ OCCURR ❑ CLAIMS MADE $ ❑ DEDUCTIBLE $ ❑ RETENTION $ X WC STATU- OTH- WORKERS COMPENSATION AND TORY LIMITS ER E.L. EACH ACCIDENT $ 1,000,000 A EMPLOYERS' LIABILITY - Excess $1,000,000 Self -Insured SP4051683 9-1-14 9-1-15 E.L. DISEASE — EA EMPLOYEE $ 1,000,000 E.L. DISEASE —POLICY LIMIT $ 1,000,000 Retention OTHER DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Verification of Excess Workers' Compensation coverage for Hoag Memorial Hospital Presbyterian with respects to the Hoag's operations at the Huntington Beach Senior Center: 18041 Goldenwest Street, Huntington Beach 92648. The policy also includes a Waiver of Subrogation in favor of the Certificate Holder. CFRTIFIrATF HnLnFR I I I n niTinnini a C11— 1, 11-1i To CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE City of Huntington Beach TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS P.O. Box 190 / 2000 Main Street OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE Huntington Beach, CA 92648 ACORD 25-S (7-97) © ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ecnan')r_s 17_07� n ACORD CORPORATION 1988 Beecher Carlson 6 Hutton Centre Drive, Suite 1280 Santa Ana, CA 92707 October 24, 2014 City of Huntington Beach Senior Center 18041 Goldenwest Street Huntington Beach, CA 92648 Re: Hoag Memorial Hospital Presbyterian Professional and General Liability (Including Malpractice) Term: 01/31/2014 to 01/31/2015 TO WHOM IT MAY CONCERN: This is to confirm that Hoag Memorial Hospital Presbyterian maintains through Illinois Union Insurance Company Excess Insurance, excess Hospital and General Liability. Hospital Professional Liability: The Hospital is self -insured for $2 Million with respects to its Hospital Professional, including Hospital General Liability Insurance Coverage. General Liability: The Hospital self -insured for $2 Million with respects to its General Liability Insurance Coverage for non -hospital operations and exposures. Excess Liability: The Hospital maintains through Illinois Union Insurance Company $20 Million of excess liability limits for coverage in excess of the Hospital Professional and General Liability Self -Insured Retention of $2 Million on a claims made form basis. Hoag Memorial Hospital Presbyterian, as a self -insured entity for its Hospital Professional and General Liability exposures can elect to extend Additional Insured coverage to third parties by agreement, up to $2 Million limit. The limit is above most agreements requirements of $500,000 or $1,000,000. The City of Huntington Beach Senior Center is hereby named additional insureds under the hospital's self -insured insurance policy, but only for legal liability arising out of the acts and omission of Hoag Memorial Hospital Presbyterian. For those Hospital Professional and Hospital General Liability agreements requiring higher than $2 Million, underwriting approval will be necessary. Please contact our office if you have any questions. Sincerely, David Harper Regional Managing Director