HomeMy WebLinkAboutINFOSYS BUSINESS SOLUTIONS LLC - 2002-05-24CITY CLERICS ORIGINAL
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PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
INFOSYS BUSINESS SOLUTIONS, LLC
FOR
DESIGN AND DEVELOPMENT OF A
REMOTE CARE MANAGER SYSTEM
Table of Contents
1
Scope of Services.....................................................:...............................................I
2
City Staff Assistance.................................................................................................2
3
Term; Time of Performance.....................................................................................2
4
Compensation..........................................................................................................2
.5
Extra Work...............................................................................................................2
6
Method of Payment..................................................................................................3
7
License.....................................................................................................................3
8
Hold Harmless.......:.................................................................................................3
9
Professional Liability Insurance..............................................................................4
10
Certificate of Insurance............................................................................................5
11
Independent Contractor............................................................................................5
12
Termination of Agreement.......................................................................................6
13
Assignment and Delegation......................................................................................6
14
Copyrights/Patents...................................................................................................6
15
City Employees and Officials..................................................................................7
16
otices...-'.......
Notices...-'... ....
17
onsent............
Consent........ ....
18
Modification.............................................................................................................8
19
Section Headings.....................................................................................................8
20
Interpretation of this Agreement..............................................................................8
21
Duplicate Original..............................................................................::.......9
22
Immigration...::..........................................................................................................9
23
Legal Services Subcontracting Prohibited................................................................9.
24
Attorney's Fees..........................................................................................................10
25
Survival......................................................................................................................10
26
Governing Law.........................................................................................................10
27
Entirety......................................................................................................................10
02aerec/Infosys 13uiIneSS Solutions/jmlTjn/>'I6%2002
RLS 02-062
` T
•
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
INFOSYS BUSINESS SOLUTIONS, LLC
FOR
DESIGN AND DEVELOPMENT OF A
REMOTE CARE MANAGER SYSTEM
THIS AGREEMENT ("Agreement") is made and entered into this 7—�4 day of
2002, by and between the City of Huntington Beach, a municipal
corporation if the State of California, hereinafter referred to as CITY, and Infosys Business
Solutions, LLC, a California limited liability company, hereinafter referred to as "COMPANY."
WHEREAS, CITY desires to engage the services of'a company to design and develop a
remote care management system; and
Pursuant to documentation on file in the office of the City Clerk, the provisions of the
Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service
contracts have been complied with; and
COMPANY has been selected to perform these services,
NOW, THEREFORE, it is agreed by CITY and COMPANY as follows:
1. SCOPE OF SERVICES
COMPANY shall provide all. services as described in Exhibit "A," which is
attached hereto and incorporated into this Agreement by this reference. These services shall
sometimes hereinafter be referred to as the "PROJECT."
COMPANY hereby designates Jennifer Wignall, who shall represent it and be its
sole contact and agent in all consultations with CITY during the performance of this Agreement.
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RLS 02-062 Page I of 14
T
2. CITY STAFF ASSISTANCE
CITY shall assign a staff coordinator to work . directly with COMPANY in the
performance of this Agreement.
3. TERM; TIME OF PERFORMANCE
Time is of the essence of this Agreement. The services of COMPANY are to
commence as soon as practicable after the execution of this Agreement by CITY (the
"Commencement Date"). This Agreement shall expire on September 30, 2002, unless sooner
terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later
than six (6) weeks from the Commencement Date of this Agreement. These times may be
extended with the written permission of CITY. The time for performance of the tasks identified
in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to
benefit the PROJECT if mutually agreed to in writing by CITY and COMPANY.
4. COMPENSATION
In consideration of the performance of the services described herein, CITY agrees
to pay COMPANY on a time and materials basis at the rates specified in Exhibit "B," which is
attached hereto and incorporated into this Agreement by this reference, a fee, including all costs
and expenses, not to exceed One Thousand Four Hundred Dollars ($1,400.00).
5. EXTRA WORK
In the event CITY requires additional services not included in Exhibit "A" or
changes in the scope of services described in Exhibit "A," COMPANY will undertake such
work only after receiving written authorization from CITY. Additional compensation for such
extra work shall be allowed only if the prior written approval of CITY is obtained.
0
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RLS 02-062 Nee 2 of 14
6. METHOD OF PAYMENT
COMPANY shall be paid pursuant to the terms of Exhibit "B."
7. LICENSE
COMPANY shall grant CITY an irrevocable, perpetual license to use all
programs, software, or other work, items or materials produced as a result of this Agreement.
This license will apply to the terms of Exhibit "A." Any further usage by CITY will be subject
to terms of Section S (EXTRA WORK).
8. HOLD HARMLESS
COMPANY hereby agrees to protect, defend, indemnify and hold harmless
CITY, its officers, elected or appointed officials, employees, agents and volunteers from and
against any and all claims, damages, losses, expenses, judgments, demands and defense costs
(including, without limitation, costs and fees of litigation of every nature or liability of any kind
or nature) arising out of or in connection with (1) COMPANY's (or COMPANY's
subcontractors, if any) negligent performance of this Agreement or its failure to comply with any
of its obligations contained in this Agreement by COMPANY, its officers, agents or employees
and/or (2) an alleged violation or infringement of any patent, copyright, trade secret, trademark, .
or other proprietary right or intellectual property right of any third party related to this
Agreement, except such loss or damage which was caused by the sole negligence or willful
misconduct of CITY. CITY shall be reimbursed by COMPANY for all costs and attorney's fees
incurred by CITY in enforcing this obligation. COMPANY will conduct all defense at its sole
cost and expense and CITY shall approve selection of COMPANY's counsel. This indemnity
shall apply to all claims and liability regardless of whether any insurance policies are applicable.
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RLS 02-062 Page 3 of 14
The policy limits do not act as limitation upon the amount of indemnification to be provided by
COMPANY.
9. PROFESSIONAL LIABILITY INSURANCE
COMPANY shall obtain and furnish to CITY a professional liability insurance
policy covering the work performed by it hereunder. This policy shall provide coverage for
COMPANY's professional liability in an amount not less than One Million Dollars
($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance shall not
contain a self -insured retention, "deductible" or any other similar form of limitation on the
required coverage except with the express written consent of CITY. A,claims-made policy shall
be acceptable if the policy further provides that:
A. The policy retroactive date coincides with or precedes the initiation of the
scope of work (including subsequent policies purchased as renewals or
replacements).
B. COMPANY shall notify CITY of circumstances or incidents that might
give rise to future claims.
COMPANY will make every effort to maintain similar insurance during_ the
required extended period of coverage following PROJECT completion. If insurance is
terminated for any reason, COMPANY agrees to purchase an extended reporting provision of at
least two (2) years to report claims arising from work performed in connection with this
Agreement.
02agree/Infosys [3usiness Solutions/jmfTjn/i/IG.'2002
RLS 02-062 Page 4 of 14
10. CERTIFICATE OF INSURANCE
Prior to commencing performance of the work hereunder, COMPANY shall
furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the
foregoing insurance coverage as required by this Agreement; the certificate shall:
A. provide the name and policy number of each carrier and.policy;
B. shall state that the policy is currently in force; and
C. shall promise that such policy shall not be suspended, voided or canceled
by either party, reduced in coverage or in limits except after thirty (30)
days' prior written notice; however, ten (10) days' prior written notice in
the event of cancellation for nonpayment of premium.
COMPANY shall maintain the foregoing insurance coverage in force until the
work under this Agreement is fully completed and accepted by CITY.
The requirement for carrying the foregoing insurance coverage shall not derogate
from COMPANY's defense, hold harmless and indemnification obligations as set forth in this
Agreement. CITY or its representative shall at all times have the right to demand the original or
a copy of the policy of insurance. COMPANY shall pay, in a prompt. and timely manner, the
premiums on the insurance hereinabove required.
11. INDEPENDENT CONTRACTOR
COMPANY is, and shall be, acting at all times in the performance of this
Agreement as an independent contractor herein and not as an employee of CITY. COMPANY
shall secure at its own cost and expense, and be responsible for any and all payment of all taxes,
social security, state disability insurance compensation, unemployment compensation and other
02agree/Infosys BUSincsS So1utions/jmf%jn/5/16/2002
RLS 02-062 Page 5 of 14
payroll deductions for COMPANY and its officers, agents and employees and all business
licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder.
12. TERMINATION OF AGREEMENT
All work required hereunder shall be performed in a good and workmanlike
manner. CITY may terminate COMPANY's services hereunder at any time with or without
cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement
by CITY shall be made in writing, notice of which shall be delivered to .COMPANY as provided
herein.
13. ASSIGNMENT AND DELEGATION
This Agreement is a personal service contract and the work hereunder shall not be
assigned, delegated or subcontracted by COMPANY to any other person or entity without the
prior express written consent of CITY. If an assignment, delegation or subcontract is approved,
all approved assignees, delegates and subconsultants must satisfy the insurance requirements as
set forth in Sections 9 and 10 hereinabove.
14. COPYRIGHTS/PATENTS
COMPANY represents and warrants that it has full title and/or right to license the
programs, software, or other work, items or materials produced as a result of this Agreement and
that the programs, software, or other work, items or materials produced as a result of this
t
Agreement do not violate or infringe any patent, copyright, trade secret, trademark, or other
proprietary right or intellectual property right of any third party. In addition, if COMPANY
cannot provide CITY with a non -infringing System (as the term "System" is defined in Exhibit
"A" hereto), then COMPANY immediately shall refund to CITY all of the. fees paid to
COMPANY under this Agreement.
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ILLS 02-062 Pace 6 of 14
15
CITY EMPLOYEES AND OFFICIALS
COMPANY shall employ no CITY official nor any regular CITY employee in the
work performed pursuant to this Agreement. No officer or employee of CITY shall have any
financial interest in this Agreement in violation of the applicable provisions of the California
Government Code.
16. NOTICES
Any notices, certificates, or other communications hereunder shall be given either
by personal delivery to COMPANY's agent (as designated in Section 1 hereinabove) or to CITY
as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and
depositing the same in the United States Postal Service, to the addresses specified below. CITY
and COMPANY may designate different addresses to which subsequent notices, certificates or
other communications will be sent by notifying the other party via personal delivery, a reputable
overnight carrier or U. S. certified mail -return receipt requested:
TO CITY:
City of Huntington Beach
ATTN: Director of Community Services
2000 Main Street
Huntington Beach, CA 92648
17. CONSENT
TO COMPANY:
Infosys Business Solutions, LLC
ATTN: Jennifer Wignall
PMB 122
10013 Valley View Street
Cypress, CA 90630
When CITY's consent/approval is required under this Agreement, its
consent/approval for one transaction or event shall not be deemed to. be a consent/approval to
any subsequent occurrence of the same or any other transaction or event.
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RLS 02-062 Page 7 of 14
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18. MODIFICATION
No waiver or modification of any language in this Agreement shall be valid
unless in writing and duly executed by both parties.
19. SECTION HEADINGS
The titles, captions, section, paragraph and subject headings, and descriptive
phrases at the beginning of the various sections in this Agreement are merely descriptive and are
included solely for convenience of reference only and are not representative of matters included
or excluded from such provisions, and do not interpret, define, limit or describe, or construe the
intent of the parties or affect the construction or interpretation of any provision of this
Agreement.
20. INTERPRETATION OF THIS AGREEMENT
The language of all parts of this Agreement shall in all cases be construed as a
whole, according to its fair meaning, and not strictly for or against any of the parties. If any
provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be
unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining
covenants and provisions of this Agreement. No covenant or provision shall be deemed
dependent upon any other unless so expressly provided here. As used in this Agreement, the
masculine or neuter gender and singular or plural number shall be deemed to include the other
whenever the context so indicates or requires. Nothing contained herein shall be construed so as
to require the commission of any act contrary to law, and wherever there is any conflict between
any provision contained herein and any present or future statute, law, ordinance or regulation
contrary to which the parties have no right to contract, then the latter shall prevail, and the
02agiedinfosys Business Sol utions/jm17jn/5116/21002
RLS 02-062 Page 8 of 14
0
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provision of this Agreement which is hereby affected shall be curtailed and limited only to the
extent necessary to bring it within the requirements of the law.
21. DUPLICATE ORIGINAL
The original of this Agreement and one or more copies hereto have been prepared
and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of
the date of its execution and delivery, be deemed an original. Each duplicate original shall be
deemed an original instrument as against any party who has signed it.
22. IMMIGRATION
COMPANY shall be responsible for full compliance with the immigration and
naturalization laws of the United States and shall, in particular, comply with the provisions of the
United States Code regarding employment verification.
23. LEGAL SERVICES SUBCONTRACTING PROHIBITED
COMPANY and CITY agree that CITY is not liable for payment of any
subcontractor work involving legal services, and that such legal services are expressly outside
the scope of services contemplated hereunder. COMPANY understands that pursuant to
Huntington Beach City Charter Section.309, the City Attorney is the exclusive legal counsel for
CITY; and CITY shall not be liable for payment of any legal services expenses incurred by
COMPANY.
24. ATTORNEY' S FEES
Except as expressly set forth .in Section 8 of this Agreement, in the event suit is
brought by either party to construe, interpret and/or enforce the terms and/or provisions of this
Agreement or to secure the performance hereof, each party shall bear its own attorney's fees,
02agree/Infosys Business Solutions/jmf/jn/5/l6/2002
RLS 02-062 Page 9 of 14
such that the prevailing party shall not be entitled to recover its attorney's fees from the non -
prevailing party.
25. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context survive
the expiration or termination of this Agreement, shall so survive.
26. GOVERNING LAW
This Agreement shall be governed and construed in accordance .with the laws of
the State of California.
27. ENTIRETY
The parties acknowledge and agree that they are entering into this Agreement
freely and voluntarily following extensive arm's length negotiation, and that each has had the
opportunity to consult with legal counsel prior to executing this Agreement. The parties also
acknowledge and agree that no representations, inducements, promises, agreements or
warranties, oral or otherwise, have been made by that party or anyone acting on that party's
behalf, which are not embodied in this Agreement, and that that party has not executed this
Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or
circumstance not expressly set forth in this Agreement. This Agreement, and the attached
exhibits, contain the entire agreement between the parties respecting the subject matter of this
Agreement, and supercede all prior understandings and agreements whether oral or in writing
between the parties respecting the subject matter hereof.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by and through their authorized offices the day, month and year first above written.
02agrcc/lnfosys l3usincss Solutions/jmPjn/5/16!2002
RLS 02-062 Page 10 of 14
CITY CLERICS ORIGINAL
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COMPANY,
INFOSYS BUSINESS SOLUTIONS, LLC,
a CalifoTia limite liability company
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ITS: (circle one)
cc President
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ITS: (circle o� Secretar /Chief Financial Officer/Asst.
Secretary — Treasu.
CITY OF HUNTINGTON BEACH,
a munici al corporation f the State of California
Director of Community Services
(Pursuant To HBMC §3.03. 100)
APPROVED AS TO FORM:
City Attorney
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REVIEWED AND APPROVED:0
City Administrator
(only for contracts over $50,000.00)
02agrce/Infosys Business So1utions/jmOjn/5/16/2002
RLS 02-062 11agc I I of 14
•
Exhibit "A"
A. STATEMENT OF WORK: (Narrative of work to be performed)
Design and develop a remote care manager software system (the "System") compatible
with the existing care manager system in place at the Senior Outreach Center. Install the
System on six (6) workstation computers. Configure the System on the workstation
computers and provide security for the administrative users. The System will utilize the
existing care manager system database with provisions to'download and upload from the
System data.
B. COMPANY'S DUTIES AND RESPONSIBILITIES:
Design and develop the System to be fully compatible with the existing care manager
system. Provide a full -color user's manual. The System will add an update flag to the
client table menu. The flag will set to "Y" anytime a client record is called up. The
System will create a utility to export clients' new data, such as client emotions, client
notes, client medications, client contacts, client intellect and client services, to an external
file on a diskette file into the database. The System shall create a zip file from the
database daily to synchronize data on the workstation computers. The System will be a
customized menu -based PC system written in Microsoft Access 97. COMPANY shall
provide an all -functions demonstration and training of the completed System to CITY
staff. The System will be fully warranted by COMPANY for a period of three (3)
calendar months from the date of City's written acceptance of the System for which
COMPANY shall provide its services to correct any errors and/or defects at no cost to
CITY.
C. .CITY'S DUTIES AND RESPONSIBILITIES:
1. Back up data on all workstation computers.
2. Provide a functional modem hook-up.
3. Provide a functional working server.
4. All workstation computers should have the following:
A. A minimum system hardware of 133/64 MG of RAM;
B. Windows 95 or higher operating system;
C. Licensed MS Office Pro;
D. Connectivity from modem to existing care manager system; and
E. Software program PC Anywhere 8.0.
5. Provide passwords or any other permission to access workstation computers.
6. Not modify, reproduce, or redistribute the System, or any portion thereof, without
written consent of COMPANY.
02agree/Infosys Business Solutions!jml7jn!i/16/2002
KL S 02-062 Page 12 of 14
•
D. WORK SCHEDULE:
COMPANY shall begin work as soon as practicable after the Commencement Date of
this Agreement and complete all services under this Agreement and provide the System
free of all errors and software conflicts within six (6) weeks.
02agree/hil'osys 130SInCSS Solu6ons/jmf/jn/5/I6/2002
RLS 02-062 Page 13 of 14
EXHIBIT "B"
Payment Schedule (Fixed Fee Payment)
1. COMPANY shall be entitled to fifty percent (50%) of the fixed fee or Seven Hundred
Dollars ($700.00) within two (2) weeks after the Commencement Date of this Agreement, and shall
be entitled to the remaining 50% of the fixed fee or $700.00 upon CITY's written acceptance of the
System.
2. Delivery of work product: A copy of every memorandum, letter, report, calculation
and other documentation prepared by COMPANY shall be submitted to CITY to demonstrate
progress toward completion of tasks. In the event CITY rejects or has comments on any such
product, CITY shall identify specific requirements for satisfactory completion.
shall:
3. COMPANY shall submit to CITY an invoice for the final payment due. Such invoice
A) - Reference this Agreement;
B) Describe the services performed;
C) Show the total amount of the payment due;
D) Include a certification by a principal member of COMPANY's firm that the
work has been performed in accordance with the provisions of this
Agreement.
Upon submission of any such invoice, if CITY is satisfied that COMPANY is making
satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall
approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the
invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an
invoice, CITY shall notify COMPANY in writing of the reasons for non -approval.
4. Any billings for extra work or additional services authorized .in advance and in
writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all . of the
information required above, and in addition shall list the hours expended and hourly rate charged for
such time. Such invoices shall be approved by CITY if the work performed is in accordance with the
extra work or additional services requested, and if CITY is satisfied that the statement of hours
worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any
dispute between the parties concerning payment of such an invoice shall be treated as separate and
apart from the ongoing performance of the remainder of this Agreement.
02agrcc/lnfosys Busincss Solutions/jmiTn/5/16/2002
RLS 02-062 Pam 14 of 14
•
ANDREW W- MORRIS INS- AGENCY
14151 NEWPORT AVE., STE. 101
TUSTIN, CA,92780
LIC. IE 0022586
(114) 544-3914
INFOSYS BUSINESS SOLUTIONS, LLC
10073 VALLEY VIEW ST., #122
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ANY RECIAvd%LNT, TT38N OR CONW ON OF ANY CONTRACT OR OTHER OOCUMEWr Vdffl ONW;Cr TO V*0CH THM CER7VWATE WAY BE ISSUED OR
MAY PERTAIA THE MSURANCE AFFORDED BY TIE POLOES DESCRIBED 1Ri SUBJECT TO ALL THE TEwAs. map USK*W AND COWTIOM C F SUCH
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* PROFESSIONAL LIABILITY—CLAMIS MADE FORM, AGGREGATE LIMIT POLICY. DEnXSE COST INCLUDED
WITHIN LIMIT OF LIABILITY. THE CITY OF NUNTINGTON BF,ACH, ITS AGENT, OFFICERS AND EMPLOYEES
ARE NAMED AS ADDITIONAL INSURED AS RESPECTS TO GENERAL, LIABILITY PER,POLICY WORDING ATTACKED.
X 1 AOOITI"LS=M@D.-BtaUREiT
CITY OF HUNTINGTON BEACH
ITS AGENTS, OFFICERS AND EMPLOYEES
ATTENTION DAVID WEBB
20DO MAIN STREET
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IMPORTANT
N the cwVfWs holder is an ADDITIONAL INSURED. the pofic ws) must be endoMed. A statement
on this oertiCete does not confer dphts to the oertihCats holder in 6su of such endomement(s).
If SUBROGATION IS WANED, subject tD the berms and coniffiorm of the poWf. certain policies may
require an endorsement. A statement an this certif wle does not confer e4 is to the cefiificeAe
holder in Lieu of such endorsenm*s)_
The Certi6Ca0e of Insurance on the reveres side of this form does not cormOM a oontmet between
the issuing insurer(aL authorized representative or producer. end the certificate holder tar does it
atfirmefively or nay amend extend or viler the covemp allorded by the paides wed thereon.
T4VS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
CG 20 261186
DITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
CITY OF HUNTINGTON BEACH, ITS AGENTS, OFFICERS. AND EMPLOYEES
20W MAIN STREET
HUNTINGTON BEACH. CA 92M
(if no entry appears above, information required to complete this endorsement will be shown in the
Dedarations as aWimblo to this endorsement.)
WHO IS AN INSURED (Section 11) Is amended to include as an insured the person or organtzalion shown
In the Shcedule aS an Insured but only with respect to liablity arming out of your operations or promises
owned by or rented to you.
ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. ,
ATTACHED TO AND FORMING PART OF: GL 13510
TOPA INSURANCE COMPANY
ISSUED TO. INFOSYS BUSINESS SOLUTIONS
BY
C-Myr 1. Inman(* Swvlcw 0"M Inc..19M
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CITY OF HUNTINGTON BEACH
INTER -DEPARTMENT COMMUNICATION
F�fl
HUNTINGTON BEACH
To Connie Brockway, City Clerk
From Jim B. Engle, ActinaD6ctor, Community Services
Date October 17, 2002
Subject Expired Contract with Steve Wignall
Community Services' contract with Infosys Business Solutions, as
you advised, expired September 30, 2002, yet their insurance
expired September 9, 2002. Please be advised that this contractor
did no work after September 9, 2002. The work that was
contracted for was completed before the expiration date of the
insurance.
If you have any questions concerning this matter, please give
Janeen Laudenback a call at X-5496.
JBE:cr
cc: Janeen Laudenback
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