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Adopt-A-Highway Maintenance Corporation - AAB - 2008-05-19
f Council/Agency Meeting Held: Deferred/Continued to: App ved ❑ Conditionally Approved ❑ Denied \�2 C Jerk' Signa r Council Meeting Date: 5/19/2008 Department ID Number: CS08-014 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: PAUL EMERY, INTERIM CITY ADMINISTRATOR PREPARED BY: JIM B. ENGLE, DIRECTOR OF COMMUNITY SERVIC SUBJECT: APPROVE SPONSORSHIP AGREEMENT BETWEEN T CITY OF HUNTINGTON BEACH AND ADOPT -A -HIGHWAY MAINTENANCE CORPORATION FOR TRASH RECEPTACLE PROGRAM Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: Should the city extend the agreement with Adopt -A -Highway Maintenance Corporation to provide trash receptacles and money for beach maintenance to the City of Huntington Beach in exchange for sponsor identification on the trash receptacles on the city beach? Funding Source: Not applicable. City will receive revenue and merchandise. REVENUE SUMMARY Total Contract Value for Ten Years Value of Trash Receptacles Cash TOTAL VALUE Annual Revenue to the City of Huntington Beach Value of Trash Receptacles Cash TOTAL ANNUAL VALUE $387,450 $164, 000 $551,450 $ 38,745 $ 16,400 $ 55,145 REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 5/19/2008 DEPARTMENT ID NUMBER: CS08-014 Recommended Action: Motion to: 1. Authorize the Mayor and City Clerk to sign the agreement with Adopt -A -Highway Maintenance Corporation for a five-year term with an optional five-year extension to provide free trash receptacles and cash to the City of Huntington Beach with a total year net value of $551,450 in exchange for sponsorship identification on the trash receptacles; and, 2. Authorize the Director of Community Services to act as the city's agent in reviewing and approving all advertisements as to appropriateness to be placed on the trash receptacles. Alternative Action(s): Do not enter into this agreement at this time. Analysis: The city's agreement with Adopt -A -Highway Maintenance Corporation for the Adopt -A -Beach trash receptacle advertisement program has reached its 10-year term. The organization wants to continue what it considers to be a mutually successful relationship with the city. They provide free trash receptacles and funds in exchance for the right to display advertisements/posters on the receptacles. The following is a comparison of the first 10 years of the program and the proposal for the next 10 years: Annual Minimum # of Value of Trash Trash Receptacles Receptacles First 10 Years 375 $185,098 (1998-2008) Next 10 Years 410 $387,450 (2009-2019) Value of Cash Total Value Payments to City $105,089 $164,000 $290,187 $551,450 The trash receptacles, maintenance, and revenue are provided in exchange for displaying client sponsorship identification on the receptacles. The sponsorship identification on the receptacles must be appropriate and in good taste. Sponsorship identification that will not be permitted includes political advertising, signs that are indecent, obscene, pornographic, or sexually explicit, or materials advocating the use of illegal substances, tobacco, or alcohol products. Sponsorship identification must be two dimensional, printed material reviewed by the city (Director of Community Services) prior to placing on the trash receptacles. Each receptacle will have two ads, each 24" x 36" in size, plus the words "Keep Our Beaches Clean" with the Surf Rider logo on the bottom and "Ad opt -A- Beach" on the top. Sponsorship identification cannot contain moving parts, an audio message, or scent. It cannot provide for distribution of samples, fliers, brochures, coupons, or other similar material. Staff recommends approval of this agreement. -2- 5/5/2008 1:45 PM REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 5/19/2008 DEPARTMENT ID NUMBER: CS08-014 Strategic Plan Goal: This will create long-term financial strategies for funding the backlog of capital projects and maintenance requirements, and ensuring sufficient reserves to withstand major revenue fluctuations in order to ensure continuation of city services during economic downturns. This program will generate additional revenue of $551,450 for the city over the next 10 years. Environmental Status: Trash receptacles need to be at the beach and the more trash receptacles on site, the cleaner the beach. Attachment(s): -3- 5/5/2008 2:30 PM SPONSORSHIP AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND ADOPT -A -HIGHWAY FOR TRASH RECEPTACLE This Agreement is entered into this / 9 day of _M 14, V , 2008, by and between the CITY OF HUNTINGTON BEACH (hereinafter "City") and ADOPT -A - HIGHWAY MAINTENANCE CORPORATION, a- California corporation, dba ADOPT A BEACH (hereinafter "AAB"). RECITALS WHEREAS, City has the operational authority for management of the coastline within its boundaries, including maintenance, and desires to preserve its beauty ; and In furtherance of those goals, Huntington Beach Municipal Code Chapter 13.56 authorizes the City to sell sponsorship rights; and AAB desires to provide sponsorship to help maintain and preserve the coastal beauty and cleanliness of City beaches by supporting beach maintenance costs in exchange for the exclusive right to donate Trash Receptacles for placement on City beaches and to sell sponsorship on such barrels, NOW, THEREFORE, it is agreed by and between the parties as follows: Definitions. As used herein, the terms set forth below shall be defined as follows: a. "Agreement Year" shall mean the 365-day period commencing June 24, 2008 or any subsequent 365-day period commencing upon the expiration of a prior Agreement year. b. "Client" shall -mean any group, organization, or entity which contracts with AAB for the sponsorship of Trash Receptacles on City beaches, allowing for the display of its name, image and/or products on the sponsored Trash Receptacles. C. "Client records" shall mean all transactions and contracts including all accounting regarding remittances to AAB from the Client with respect to the sponsorship of the Trash Receptacles on City beaches. d. "Commencement date" shall mean the date the Agreement is executed by City. e. "Gross revenue" shall mean all revenue collected by AAB from an Agreement Year from its clients for the sponsorship of the Trash Receptacles, minus the commissions(s) paid to recognized and credible marketing agencies and the Surfrider Foundation and other nonprofit organizations that assist with AAB's marketing efforts, which commissions shall not exceed 20 percent of all revenue collected. 21258 f. "City Beaches" shall mean those beaches over which the City of Huntington Beach has operational authority. g. "Sponsorship identification" shall mean the display of no more than 66 percent of the total surface space on the Trash Receptacle designated for a sponsor's name, image and/or products. Areas reserved for public service messages shall not be included as part of the sponsorship identification space. h. "Trash Receptacle(s)" shall mean a Trash Receptacle container of the size used by City to be located and supplied by AAB pursuant to this Agreement and placed on City beaches. i. "Trash Receptacle value" shall mean the assigned annual value for providing the Trash Receptacles to City. 2. Rights Granted to AAB. a. Subject to the conditions set forth herein below and upon execution of the Agreement, City shall grant to AAB the right to provide Trash Receptacles on City beaches during the term of this Agreement and to sell to Clients sponsorship of the Trash Receptacles in consideration for the display of Client sponsorship identification on the Trash Receptacles. b. City agrees to place Trash Receptacles on City beaches at appropriate locations as determined by the Director of Community Services within approximately 10 business days of receipt of the Trash Receptacles at delivery sites agreed upon by City and AAB, but in no case later than 30 days after receipt of the Trash Receptacles. C. The number of Trash Receptacles to be placed on City beaches shall be set forth in Exhibit 1. The exact number of Trash Receptacles may be modified at the sole discretion of the City throughout the term of this Agreement, but shall be no less than the minimums set forth in Exhibit 1. City may temporarily remove Trash Receptacles from the beach to avoid damage to or loss of the Trash Receptacles. This fluctuation will not affect the terms of this Agreement. e. City agrees to reasonably place, maintain and empty the Trash Receptacles placed on City beaches. f. It is understood by both AAB and City that Trash Receptacles will need to be replaced due to loss or damage. AAB will replace up to 10% of the total number of barrels in each Agreement year. City shall be required to pay for additional trash receptacles should the loss/damage rate exceed 10% or should City request additional Trash Receptacles 21258 2 3. Obligations of AAB. a. Fees and Costs: For the right to place Sponsorship Identification on the Trash Receptacles, AAB agrees: (1) In each Agreement Year, AAB will provide the City a cash payment of $40.00 for each Sponsorship Identification ready Trash Receptacle placed on City beaches pursuant to this Agreement (i.e. receptacles that can have sponsorship identification). Payments will be divided into 2 equal cash payments, to be paid on November 1" and May I" of each Agreement Year. Additionally, AAB will pay City 20% of Gross Revenues in excess of the sum of the cash payments and Trash Receptacle value for such year, no later than 45 days after such Agreement Year has ended. b. AAB will provide to City an accounting of its Gross Revenues within 45 days after the expiration of each Agreement Year. In addition, to the extent the percentage -based Gross Revenues are due City in excess of the payments previously made plus the Trash Receptacle Value for such year, AAB shall transmit the balance due in cash together with the accounting no later than 45 days after termination of the Agreement Year. C. AAB shall maintain accurate and complete Client Records, kept in accordance with generally accepted accounting principles. AAB shall retain the Client Records for a period of not less than 3 years from the termination date of this Agreement. AAB shall make all of its Client Records available to City for inspection within 20 days of request. d. At the beginning of each Agreement Year, AAB agrees to provide the Trash Receptacles that are identified on Exhibit 1 according to a schedule to be agreed upon between City and AAB. AAB shall deliver the first shipment of Trash Receptacles within 60 days of the commencement of the Agreement. AAB further agrees to assume all design, manufacturing, and delivery costs associated with the production and delivery of the Trash Receptacles to designated sites. e. The Trash Receptacle is a 55 gallon plastic drum that is currently used by City. If any changes are proposed to the design of the Trash Receptacle, prior approval must be obtained from both parties, which approval shall not be unreasonable withheld. AAB shall also, at its sole expense, install and replace Sponsor Identification covered by this Agreement. f. AAB represents that all Sponsorship Identification shall be appropriate and in good taste and is subject to City approval which may be withheld at the City's sole and absolute discretion. Sponsorship Identification shall not include signage for indecent, obscene, pornographic or sexually explicit materials, materials advocating the use of illegal substances, tobacco or alcohol products. In addition, Sponsorship Identification shall not be for goods or services that compete with official City sponsors. 21258 g. AAB agrees that all Sponsorship Identification will be 2 dimensional printed material, and shall be reviewed in advance by City as provided in subparagraph H below. Sponsorship Identification shall not contain moving parts and shall not provide an audio message or a scent. h. AAB must submit to City for review a copy of all Sponsorship Identification for evaluation and approval prior to the application of any such Sponsorship Identification to the Trash Receptacle. At is sole and absolute discretion, City may reject any and all Sponsorship Identification. City will notify AAB of approval or disapproval of all Sponsorship Identification within 72 hours, not including Saturdays, Sundays, or holidays. Silence by City, or failure to approve or disapprove Sponsorship Identification shall not be considered as approval or concurrence. However, silence by City or its failure to approve or disapprove within 12 calendar days of receipt of Sponsorship Identification shall be deemed to constitute approval of such Sponsorship Identification. AAB shall not place on a Trash Receptacle any Sponsorship Identification which has been disapproved by City. If City disapproves of Sponsorship Identification and AAB so requests, City shall meet with AAB and make a good faith attempt to resolve any disagreement. 4. Term. The term of this Agreement shall begin on June 25, 2008 and continue for 5 years. AAB may make written request for one 5-year extension, with approval of the City. Administrator. Said extension term may be provided at the sole option of the City and may be denied by City for any reason. 5. Operational Expansion or Reduction. AAB and City agree that in the event that the jurisdictional or operational authority of City is expanded or reduced, the following provisions apply: a. In the event City's jurisdiction or operational control is expanded to include beaches not under its control as of the effective date of this Agreement, and AAB desires to increase its sponsorship, City and AAB shall negotiate an increase in the fees commensurate with the increase in the number of Trash Receptacles needed as determined at the sole discretion of City. b. In the event City's jurisdictional and/or operational control is reduced to exclude beaches under its control as of the effective date of this Agreement, City and AAB shall negotiate a reduction in the fees commensurate with the decrease in Trash Receptacles. If the reduction of operational control exceeds 30 percent of the area and the corresponding number of barrels, AAB may terminate this Agreement without liability upon giving 30 days written notice to City and upon pro rata distribution of cash fees required to be paid in Section 3.b above. AAB shall not be entitled to a refund of any payments made in the event of a voluntary termination based on a reduction of City's operational control. 6. Indemnification. AAB 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 defense costs, and consequential damage or liability of any kind or nature, however caused, including 21258 4 those resulting from death or injury to AAB's employees and damage to AAB's property, arising directly or indirectly out of the obligations or operations herein undertaken by AAB, caused in whole or in part by any negligent act or omission of AAB, any subcontractors, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. AAB will conduct all defense at its sole cost and expense and City shall approve selection of AAB's counsel. City shall be reimbursed for all costs and attorney's fees incurred by City in enforcing this obligation. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by AAB. 7. Insurance. General Liability. In addition to the workers' compensation and employer's liability insurance and AAB's covenant to defend, hold harmless and indemnify City, AAB shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project. This policy shall indemnify AAB, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out or in connection with the Project, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than One Million Dollars ($1,000,000) for this Project. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project shall be deemed excess coverage and that AAB's insurance shall be primary. Under no circumstances shall said above -mentioned insurance contain a self - insured retention, or a "deductible" or any other similar form of limitation on the required coverage. Workers' Compensation and Employer's Liability Insurance. Pursuant to California Labor Code Section 1861, AAB acknowledges awareness of Section 3700 et seq. of this Code, which requires every employer to be insured against liability for workers' compensation; AAB covenants that it will comply with such provisions prior to commencing performance of the work hereunder. AAB shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. AAB shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. AAB shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation 21258 and employer's liability insurance and AAB shall similarly require all subcontractors to waive subrogation. Certificates of Insurance• Additional Insured Endorsements. Prior to commencing performance of the work hereunder, AAB shall furnish to City certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this Agreement; the certificates shall: (1) provide the name and policy number of each carrier and policy; (2) state that the policy is currently in force; and (3) promise to provide that such policies will not be canceled or modified without thirty (30) days' prior written notice of City. AAB shall maintain the foregoing insurance coverages in force until the work under this Agreement is fully completed and accepted by City. The requirement for carrying the foregoing insurance coverages shall not derogate from the AAB's defense, hold harmless and indemnification obligations as set forth under this Agreement. City or its representative shall at all times have the right to demand the original or a copy of all the policies of insurance. AAB shall pay, in a prompt and timely manner, the premiums on all insurance hereinabove required. AAB shall provide a separate copy of the additional insured endorsement to each of AAB's insurance policies, naming City, its officers, elected and appointed officials, employees, agents and volunteers as Additional Insureds, to the City Attorney for approval prior to any payment hereunder. 8. Termination. All work required hereunder shall be performed in a good and workmanlike manner. City may terminate AAB'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 AAB as provided herein. In the event of termination, under this section City shall pay AAB for value of work in place on the Project through the termination period. Such payment by City shall be AAB`s sole and exclusive remedy for termination by City for its convenience and City shall have no further obligation to AAB. All finished and unfinished documents, exhibits, report, and evidence shall, at the option of City, become its property and shall be promptly delivered to it by AAB. 9. Default. The parties agree that, without prejudice to any other rights available to them at law or pursuant to this Agreement, a party shall be deemed to be in default ("breaching party") and another party ("non -breaching party") shall have the right to terminate this Agreement: a. If the breaching party shall fail to perform its obligation under this Agreement after 30 days written notice, except if such failure to perform is due to fire, earthquake, labor dispute, or other events reasonably beyond the control of the breaching 21258 6 parry, in which case the non -breaching party shall extend the time in which the breaching party may meet its obligations, the length of time for such extensions to be determined by the non -breaching party; or b. If a party shall become bankrupt or insolvent, or enter into liquidation, or have a receiver appointment and be prevented from fulfilling its obligations as a result thereof. 10. Waiver. Failure or inability of any party to enforce any right hereunder shall not waive any right to enforce said right in the future. 11. Notices. Any notices, certificates, or other communications hereunder shall be given either by personal delivery to AAB`s agent 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 AAB 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. AAB shall maintain an address within California as the address to which notice shall be given. AAB shall designate an agent with a California address to accept service of process. The addresses for notice are: TO CITY City of Huntington Beach Attn: Director of Community Services 2000 Main Street, P.O. Box 190 Huntington Beach, CA 92648 f ..; Adopt a Highway Maintenance Corporation Attn: Jason Stern 1211 East Dyer Road, Suite 110 Santa Ana, CA 92705 12. Compliance with Law. AAB shall conform to and abide by all municipal and county ordinances and all state and federal laws insofar as the same or any of them are applicable; provided however, that if the adoption or enactment of any law after the date hereof results in it becoming not feasible for economic reasons for AAB to fulfill its obligations under this Agreement, AAB shall have the right to terminate this Agreement upon 90 days written notice. 13. Severability of Provisions. Should any individual provision of this Agreement be declared void, the validity of the remainder of this Agreement will not be affected and will remain in full force and effect. 14. No Joint Venture. Nothing herein contained shall be deemed to constitute a joint venture or partnership between the parties and none of them shall be responsible for any obligations of the other, except as herein specifically provided. 15. Execution in Counterparts. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 21258 7 16. Independent Contractor. AAB 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. AAB shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for AAB 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. 17. Assignment and Delegation. This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by AAB 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. 18. Copydghts/Patents. City shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 19. City Employees and Officials. AAB 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. 20. Consent. When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 21. Modification. No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 22. 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. 23. 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 21258 8 wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 24. 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. 25. Immi ation. AAB 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. 26. Legal Services Subcontracting Prohibited. AAB 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. AAB 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 AAB. 27. Attoorney's Fees. In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing parry. 28 Survival. Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 29. Signatories. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. AAB's initials 30. 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 exhibit, contain the entire agreement between the parties respecting the 21258 9 subject matter of this Agreement, and supersede 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. ADOPT -A -HIGHWAY MAINTENANCE CORPORATION, dba ADOPT -A -BEACH By: 0'.' TASse2J print name ITS: (circle one) Chairman/R�esde intlVice President _ _ SAND By:��� print name ITS: (circle one) Secretary Chief Financial Officer/Asst. Secretary - Treasurer 21258 10 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California INITIATED AND APPROVED: Services REVI AN APPROVED: City Administrator APPROVED AS TO FORM: '1� 16� CArntyoey� - 'D t IIT 1 Adop� A Moghway maintenance corporation -- -------- _ Jill) Engle City of Huntington Beach 2000 Main Street 11.0, Box 190 Huntink,ton Beach, CA 92648 Dear.11111: January 10, 2008 Forthe past 10 years, Adopt A Beach and the City ofl-luntington Beach havejoined to-cther in it Z" Z:� Prog all(] preserve the coastal bCMltV and cleanliness Of I-11-111till 'toil 11 each. gram to ilial III e c Adopt N Beach SLIPPOI-tS public safety set -vices and beach maintenance costs in exchange for the CXCILISIVC 1-i(ItIt to SLII'-)Piy Trash Receptacles for placement Oil lit-111014 11011 Beach and to sell I sponsorship Oil such receptacles. Throu, gh this agreernent, the City of Huntington Beach has benefited from hundreds of thousan Is of dollars in Trash Receptacles as well as over one hundred thousand dollars M cash. Annual Minimum Value of Trash Value of Cash Total Value to # of Trash Pavnients Receptacles City Receptacles f; first 10 Yea rs S185,098 S 105,089 $290,187 (1998 - 2008) Next 10 N"&ars 410 S387,450 S 164,000 1 S551,450 j ('2001) -- 2019) 1 1 In the next few months it will be tillIC to I'ClIM; our cxistmo agreellicilt so that this successful Adopt A Beach Progjam can cont,111LIC to provide the resources needed to support 1-funtingtoll Beach. As you can see 1rotii the chart above, in this nccv agreement period, the City of'Huntington Beach will receive over S554.000 of -benefits from the Adopt A Beach Program. In addition to the increase in cash payments. it is worthy to note that when we be(nin this Program In 1998, the 1211 E Dyer Rd #110, Santa Ana, CA 92705 [M 300 200M03 0 800 .35&0230 0 adopt-highwaycom price of barrel of oil wits S12, Today it sells for approximately $96 per barrel, 'I-leisIsan8OO'/`0 increase In the price of the raw material that goes into making a plastic trash receptacle and obviously impacts the cost ot'the receptacle. Please review the attached renewal and sign and returnto the at the address below. Your prompt response will ensure that our continuation of the program goes uninterrupted. Please Call i f'you have any questions. Best regards, /plot-, Jason Steil,) _Adopt A Beach 1211 E. Dver Rd. I 10 Santa Ana., CA 92705 Phone.- (714) 689-9309 Fax: (714) 540-56,-,'(> 1211 8 Dyer Rd #110, Santa Ana, CA 92705 ffa 800200.0003 JM 800 358.0230 a ado ptahighwaycon) �u Adop� A H'ghway Ing. maintenancecorporation n ._K .. E, ._ ,� _ ,. "_ .,. me,n _ April 30, 2008 Kati Von Holle, Assistant to Jim Engle City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Dear Kati - lease akl-cept this ietier as a'Loi7fnai request to waivc the zpro dcductiuie rcquirements and be allowed to maintain our $10,000 per occurrence deductible on our Certificate of Liability insurance for policy # 72CESOF1349 effective 5/1/08-5/1/09. Under the current contract with the City of Huntington Beach, AHMC supplies approximately 500 trash receptacles with advertising on the beaches of Huntington. The estimated annual dollar value of the project is $100,000. Should you require additional information, please contact me directly at 714-689-9316 or email at paula@adoptahighway.com Your immediate attention to this matter is greatly appreciated. Regards, 4 Paula Offutt Human Resources Coordinator Enc: Certificate of Workers Compensation z {� 1211 E Dyer Rd #110, Santa Ana, CA 92705 800 200.0003 800 358.0230 adoptahighway.com 1 INSURANCE s — t �� i.� i�� INDEMNIFICATION WAIVE lip Hunfin Beach MODIFICATION REQUEST 1. Requested by: Jim B Engle 2. Date: May 5, 2008 3. Name of contractor/permittee: ADOPT -A -HIGHWAY MAINTENANCE 4. Description of work to be performed: TRASH CAN PLACEMENT 5. Value and length of contract: ONE YEAR 6. Waiver/modification request: DEDUCTIBLE 7. Reason for request and why it should be granted: CORPORATION UNABLE TO COMPLY WITH ZERO DEDUCTIBLE 8. Identify the risks to the City in approving this waiver/modification: NONE KNOWN 5/5/08 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 trator' ffi is only required if Risk Management and the City Atto y's c i e. 1. °s 'Management Approved ❑ Denied lgnature ate City 2. City Attorney's Office ❑ De i Signatu Date 3. City Administrator'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 Administrative Services Sample Waiver 5/5/2008 2:21:00 PM ,��®�® CERTIFICATE OF LIABILITY IIVSl1RAIVCE Date (mm/dd/yy) 5/1/2008 Producer Mela Mannescu THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. Countrywide Insurance Services, Inc. P.O. Box 25317 THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. I RER AFF RDIN COVERAGE Santa Ana CA 92799 INSURER Hartford Fire Insurance Co. (949) 222-8500 insurance.countrywide.com/Commercial/default.aspx OC17399 INSURER National Union Fire Ins.Co of Pitts Insured INSURER Adopt A Highway Maintenance Corp. INSURER 1211 E Dyer Rd., Ste. 110 Santa Ana CA 92705 INSURER E ? �4�OUERi4CE�SjI , 7i�1 II�rIi,I li:laTL �xr�d(il �d. 6.i�5o.z t.. �.S�z`� T(h 4i ark, THE POLICIES OF INSURANCE LISTED BELOW HAVEBEENISSUED 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. POLICY POLICY TYPE OF INSURANCE POLICY NUMBER EFFECTIVE M DATE YM EXPIRATION DAT YY LIMITS rLTRA GENERAL LIABILITY COMMERCIAL GENERAL LIAB CLAIMS MADE OCCUR Ded:$10,000 72CESOF1349 5/1/2008 5/1/2009 EACH OCCURRENCE $ FIRE DAMAGE (Any one fire) $ 300,000 MED EXP (Any oneperson) $ 10,000 PERSONAL & ADV INJURY $ QQQ QQQ Oer Occ GENERAL AGGREGATE $ 2,000,000 GENT AGG LIMIT APPLIES PER PRODUCTS-COMP/OP AGG $ 2,000,000 $ POLICY ROJECT LOC A AUTOMOBILE LIABILITY ANY AUTO 72 UUN VZ 2148 5/1/2008 5/1/2009 COMBINED SINGLE LIMIT $ 1,000,000 BODILY INJURY ALL OWNED AUTOS SCHEDULED AUTOS (Per person) $ BODILY INJURY HIRED AUTOS NON -OWNED AUTOS (Per accident) $ PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY ANY AUTO I'Epp, MT C CITY ATTORNT , "-� --IOTHER Y AUTO ONLY - EA ACCIDENT $ THAN EA ACC AUTO ONLY: AGG $ $ B EXCESS LIABILITY OCCUR FICLAIMS MADE BE5106767 5/1/2008 5/1/2009 EACH OCCURRENCE $ Q Q Q AGGREGATE $ 5,000,000 $ DEDUCTIBLE $ RETENTION $ WORKERS' COMPENSATION & EMPLOYERS' LIABILITY ISTATUTORYLIMIT ITHER ,ra`' EL EACH ACCIDENT $ EL DISEASE - EA EMPLOYEE $ EL DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIO S LOCATIONS VEHICLES EXCLUSIONS ADDED BY ENDORSEMENT SPECIAL PROVISION City of Huntington Beach, its agents, officers and employees are included as additional insured as respects general liability, but only if required by a written contract prior to an occurrence, waiver of transfer of rights applies, per policy form HG0001 06-05 ( pages 10-12) and page 15) attached, additional insured as liability, Hartford form CA0001 0- 1 2) attached respects auto per policy (page , subject to the provisions of the issued policies. CEF2T;I;�,IC�4 fE,,HO,LDER , ,u a l' "' na CAIVCELLATI'(7N t SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE City of Huntington Beach Attn: Director of Community Services EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE 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 OR REPRE- 2000 Main Street SENTATIVES. * 10 Days for Non -Payment of Premium AUTHORIZED REPRESENTATIVE Huntington Beach CA 92648 Stephen Wood A°C(3i3G25/9;s} ®ACORD,CO.RPO,RATION,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. ACORD 25-S (7/97) created at www.e CertsONLINE.com Adopt A Highway Maintenance Corp. have all your rights and duties under this Coverage Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial Interest of more than 50% of the voting stock on the effective date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not apply to injury or damage with respect to which an insured under this Coverage Part is also an insured under another policy or would be an insured under such policy but for its termination or the exhaustion of its limits of insurance. 3. Newly Acquired or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or farm the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Mobile Equipment With respect to "mobile equipment" registered in your name under any motor vehicle registration taw, any person is an insured while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization Is an insured with respect to: a. "Bodily injury" to a co -"employee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 5/1/2008 5. Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. 'Bodily injury" to a co -"employee" of the person operating the watercraft; or b. "Property damage" tc property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 6. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The following person(s) or organization(s) are an additional insured when you have agreed, in a written contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement. A person or organization is an additional insured under this provision only for that period of time required by the contract or agreement. However, no such person or organization is an insured under this provision if such person or organization is included as an insured by an endorsement issued by us and made a part of this Coverage Part. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products - completed operations hazard". (1) The insurance afforded the vendor is subject to the following additional exclusions: This insurance does not apply to: (a) 'Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; Page 1Q of 18 HG 00 0106 05 (b) Any express warranty unauthorized by you; (c) Any physical or chemical change In the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make In the usual course of business, in connection with the distribution or sale of the products; (1) Demonstration, installation, servicing or repair operations, . except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (1) The exceptions contained in Sub- paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. c. Lessors of Land or Premises Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises (eased to you. With respect to the insurance afforded these additional insureds the following additional exclusions apply: This insurance does not apply to: 1. Any "occurrence" which takes place after you cease to lease that land; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers or Surveyors (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or e' containing such products. b. Lessors of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2) With respect to the insurance afforded to these additional Insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or (2) In the performance of your ongoing operations performed by you or on your behalf. With respect to the insurance afforded these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: 1. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 2. Supervisory, inspection, architectural or engineering activities. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional Insureds, this insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (2) "Bodily injury" or "property damage" included within the "products -completed operations hazard". HG 00 01 06 05 Page 11 of 18 if. Any Other Party Any other person or organization who is not an insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the performance of your ongoing operations; (2) In connection with your premises owned by or rented to you; or (3) In connection with "your work" and included within the "products -completed operations hazard", but only if (a) The written contract or agreement requires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard". With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. c. Persons or organizations making claims or bringing "suits". 2. General Aggregate Limit The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard"; and c. Damages under Coverage B. 3. Products -Completed Operations Aggregate Limit The Products -Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products -completed operations hazard". 4. Personal and Advertising Injury Limit Subject to 2. above, the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal and advertising Injury" sustained by any one person or organization. 5. Each Occurrence Limit Subject to 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Coverage C because of all "bodily injury" and "property damage" arising out of any one 'occurrence". 6. Damage To Premises Rented: To You Limit The limits of insurance that apply to additional insureds under this provision is described in Section III — Limits Of Insurance. How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV — Commercial General Liability Conditions. No person or organization Is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III — LIMITS OF INSURANCE 7. 1. The Most We will Pay . The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of; a. Insureds; b. Claims made or "suits" brought; or Subject to 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. Medical Expense Limit Subject to 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of 'bodily injury" sustained by any one person. 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be Page 12 of 18 HG 00 0106 05 Adopt A Highway Maintenance Corp. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6. Representations a. When You Accept This Policy By accepting this policy, you agree; (1) The statements in the Declarations are accurate and complete; (2) Those statements are based upon representations you made to us; and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business that exist at the inception date of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us, The insured must do nothing after loss to impair them. At our request, the 5/1 /2008 insured will bring "suit" or transfer those rights to us and help us enforce them. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through, a. (1) Radio; (2) Television; (3) Billboard; (4) Magazine; (5) Newspaper; or b. Any other publication that is given widespread public distribution. However, "advertisement" does not include: a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network. 2. "Advertising idea" means any idea for an "advertisement". 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means a land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment. But "auto" does not include "mobile equipment". 5. 'Bodily injury" means physical; a. Injury; b. Sickness; or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. HG 00 0106 05 Page 15 of 18 Adopt A Highway Maintenance Corp. 72 U U N VZ 2148 B. Owned Autos You Acquire After The Policy Begins 1. If Symbols 1, 2, 3, 4, 5 or 6 are entered next to a coverage in Item Two of the Declarations, then you have coverage for "autos" that you acquire of the type described for the remainder of the policy period. 2. But, if Symbol 7 is entered next to a coverage in Item Two of the Declarations, an "auto" you acquire will be a covered "auto" for that coverage only if: a. We already cover all "autos" that you own for that coverage or it replaces an "auto" you previously owned that had that coverage; and b. You tell us within 30 days after you acquire it that you want us to cover it for that coverage. C. Certain Trailers, Mobile Equipment And Temporary Substitute Autos If Liability Coverage is provided by this Coverage Form, the following types of vehicles are also covered "autos" for Liability Coverage: 1. "Trailers" with a load capacity of 2,000 pounds or less designed primarily for travel on public roads. 2. "Mobile equipment' while being carried or towed by a covered "auto'. 3. Any "auto' you do not own while used with the permission of its owner as a temporary substitute for a covered "auto' you own that is out of service because of its: a. Breakdown; b. Repair; c. Servicing; d. "Loss"; or e. Destruction. SECTION II — LIABILITY COVERAGE A. Coverage We will pay all sums an "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, caused by an "accident' and resulting from the ownership, maintenance or use of a covered "auto'. 5/1 /2008 We will also pay all sums an "insured" legally must pay as a "covered pollution cost or expense" to which this insurance applies, caused by an "accident" and resulting from the ownership, maintenance or use of covered "autos". However, we will only pay for the "covered pollution cost or expense" if there is either "bodily injury" or "property damage" to which this insurance applies that is caused by the same "accident". We have the right and duty to defend any "insured" against a "suit" asking for such damages or a "covered pollution cost or expense". However, we have no duty to defend any "insured" against a "suit' seeking damages for "bodily injury" or "property damage" or a "covered pollution cost or expense" to which this insurance does not apply. We may investigate and settle any claim or "suit' as we consider appropriate. Our duty to defend or settle ends when the Liability Coverage Limit of Insurance has been exhausted by payment of judgments or settlements. 1. Who Is An Insured The following are "insureds": a. You for any covered "auto". b. Anyone else while using with your permission a covered "auto' you own, hire or borrow except: (1) The owner or anyone else from whom you hire or borrow a covered "auto'. This exception does not apply if the covered "auto" is a "trailer" connected to a covered "auto" you own. (2) Your "employee" if the covered "auto' is owned by that "employee" or a member of his or her household. (3) Someone using a covered "auto' while he or she is working in a business of selling, servicing, repairing, parking or storing "autos" unless that business is yours. (4) Anyone other than your "employees", partners (if you are a partnership) , members (if you are a limited liability company) , or a lessee or borrower or any of their "employees", while moving property to or from a covered "auto'. (5) A partner (if you are a partnership) , or a member (if you are a limited liability company) for a covered "autoowned by him or her or a member of his or her household. c. Anyone liable for the conduct of an "insured" described above but only to the extent of that liability Pages 2 of 11 © ISO Properties, Inc., 2000 CA 0001 1001 This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Designated Project(s) or Location(s) Of Covered Operations CITY OF HUNTINGTON BEACH, HUNTINGTON BEACH, CA ITS ELECTED OR APPOINTED OFFICIALS, AGENTS, OFFICERS, EMPLOYEES, AND VOLUNTEERS. ATTN: DIRECTOR OF COMMUNITY SERVICES 2000 MAIN STREET HUNTINGTON BEACH, CA 92648 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule above with whom you agreed in a written contract or written agreement to provide insurance such as is afforded under this policy, but only to the extent that such person or organization is liable for "bodily injury", "property damage" or "personal and advertising injury" caused by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations for such additional insured at the project(s) or location(s) designated in the Schedule; a. The written contract or agreement requires you to provide such coverage to such additional insured at the project(s) or location(s) designated in the Schedule; and b. This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard". B. The insurance afforded to these additional insureds applies only: 1. If the "occurrence" or offense takes place subsequent to the execution of such written contract or written agreement; and 2. In connection with your premises owned by or 2 While such written contract or written rented to you and shown in the Schedule; or agreement is in force, or until the end of the 3. In connection with "your work" for the "policy period," whichever is earlier. additional insured at the project(s) or C. With respect to the insurance afforded to these location(s) designated in the Schedule and additional insureds under this endorsement, the included within the "products -completed following additional exclusion applies: operations hazard", but only if: Form HS 24 82 06 05 Page 1 of 3 © 2005, The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional architectural, engineering or surveying services by or for you, including: 1. The preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or specifications; and 2. Supervisory, inspection, architectural or engineering activities. D. How Limits Apply To Additional Insureds The most we will pay on behalf of the additional insured shown in the Schedule is the lesser of: 1. The limits of insurance specified in the written contract or written agreement; or 2. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section. E. Duties Of Additional Insureds In The Event Of Occurrence, Offense, Claim Or Suit The Duties Condition in Section IV - Conditions is replaced by the following and applies to the additional insured shown in the Schedule: 1. Notice Of Occurrence Or Offense The additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: a. How, when and where the "occurrence" or offense took place; b. The names and addresses of any injured persons and witnesses; and c. The nature and location of any injury or damage arising out of the "occurrence" or offense. 2. Notice Of Claim If a claim is made or "suit" is brought against the additional insured, the additional insured must: a. Immediately record the specifics of the claim or "suit" and the date received; and b. Notify us as soon as practicable. The additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. 3. Assistance And Cooperation Of The Insured The additional insured must: a. Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit"; b. Authorize us to obtain records and other information; c. Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and d. Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. 4. Obligations At The Additional Insureds Own Cost No additional insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. 5. Additional Insureds Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to the additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance. 6. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs 1. and 2. applies to the additional insured only when such "occurrence", offense, claim or "suit" is known to: a. The additional insured that is an individual; b. Any partner, if the additional insured is a partnership; c. Any manager, if the additional insured is a limited liability company; d. Any "executive officer" or insurance manager, if the additional insured is a corporation; e. Any trustee, if the additional insured is a trust; or f. Any elected or appointed official, if the additional insured is a political subdivision or public entity. Page 2 of 3 Form HS 24 82 06 05 F. Other Insurance With respect to insurance provided to the additional insured shown in the Schedule, the Other Insurance Condition Section IV - Conditions is replaced by the following: 1. Primary Insurance a. Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in 3. below. b. Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs a. and b. do not apply to other insurance to which the additional insured has been added as an additional insured or to other insurance described in paragraph 2. below. 2. Excess Insurance This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: a. Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; b. Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; c. Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; d. Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I — Coverage A — Bodily Injury And Property Damage Liability; e. Property Damage to Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion j. of Section I - Coverage A - Bodily Injury And Property Damage Liability; or f. When You Are Added As An Additional Insured To Other Insurance That is any other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance. When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: a. The total amount that all such other insurance would pay for the loss in the absence of this insurance; and b. The total of all deductible and self -insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. 3. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. Form HS 24 82 06 05 Page 3 of 3 CERTHOLDER COPY SG P.O. BOX 420807, SAN FRANCISCO,CA 94142-0807 COMPENSATION INSUIRANCE FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE ISSUE DATE: 10-01-2007 GROUP: POLICY NUMBER: 1222272-2007 CERTIFICATE ID: 134 CERTIFICATE EXPIRES: 10-01-2008 10-01-2007/10-01-2008 CITY OF HUNTINGTON BEACH SG COMM SVCS DEPT 2000 MAIN ST HUNTINGTON BEACH CA 92648-2702 This is to certify that we have issued a valid Workers` Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon 30 days advance written notice to the employer. We will also give you 30 days advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or other document with respect to which this certificate of insurance may be issued or to which it may pertain, the insurance afforded by the policy described herein is subject to all the terms, exclusions, and conditions, of such policy. �THORIZEDREPRESENTATI -�{tom,-_e.,-- PRESIDENT EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE. ENDORSEMENT #2065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 10-01-1996 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. ENDORSEMENT #2570 ENTITLED WAIVER OF SUBROGATION EFFECTIVE 2007-10-01 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. THIRD PARTY NAME: CITY OF HUNTINGTON BEACH EMPLOYER ADOPT A HIGHWAY MAINTENANCE CORPORATION SG 1211 E DYER RD # 110 SANTA ANA CA 92705 (BDS,CN] (REV.2-05) PRINTED : 10-01-2007 INITIATING DEPARTMENT: Community Services SUBJECT: Agreement w/Adopt A Highway COUNCIL MEETING DATE: May 19, 2008 RCA ATTACHMENTS STATUS Ordinance (w/exhibits & legislative draft if applicable) Attached ❑ Not Applicable Resolution (w/exhibits & legislative draft if applicable) Attached ❑ Not A piicable Tract Map, Location Map and/or other Exhibits Attached ❑ Not Applicable Contract/Agreement (w/exhibits if applicable) Attached (Signed in full by the City Attorney) Not Applicable ❑ Subleases, Third Party Agreements, etc. Attached ❑ (Approved as to form by City Attorney) Not Applicable Certificates of Insurance (Approved by the City Attorney) Attached Not Applicable ❑ Fiscal Impact Statement (Unbudgeted, over $5,000) Attached ❑ Not Applicable Bonds (If applicable) Attt el El A icable Staff Report (If applicable) Attt ch licable Commission, Board or Committee Report (If applicable) Attached ❑ Not Applicable Findings/Conditions for Approval and/or Denial Attached ❑ Not Applicable EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FORW`A DED Administrative Staff ) ` Deputy City Administrator (initial) ) City Administrator Initial ( ) City Clerk ( ) EXPLANATIONe RETURN OF - -- Below Space For City C`I"e'. s Use Only) -- RCA Author: J. Engle /SS ity CITY OF HUNTINGTON BEACH INTERDEPARTMENTAL COMMUNICATION COMMUNITY SERVICES TO: Honorable Mayor and City Council Members Joan Flynn, City Clerk VIA: Paul Emery, Interim City Administrator FROM Jim B. Engle, Director of Community Servic s DATE: May 19, 2008 SUBJECT: LATE COMMUNICATION: APPROVE SPONSORSHIP AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND ADOPT -A - HIGHWAY MAINTENANCE CORPORATION FOR TRASH RECEPTACLE PROGRAM — ITEM #E-5 The cash value and the value of the merchandise (trash receptacles) were inadvertently switched on the first page of the RCA. Attached is the corrected first page. JBE:cvh Attachment 211����Z-11 Council/Agency Meeting Held: Deferred/Continued to: Approve ❑ ditionali Appro ed ❑ Denied City 1-el-Vs igriat re Council Meeting Date: 5/19/2008 Department ID Number: U,s CS08-014 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL IIEMqB SUBMITTED BY: PAUL EMERY, INTERIM CITY ADMINI ��ATORPI�ED't40�I=D BY: JIM B. ENGLE, DIRECTOR OF COM LAITY SERSUBJECT: APPROVE SPONSORSHIP AGREEMENT BETWY OF HUNTINGTON BEACH AND ADOPT-A-HIGHWAYCE CORPORATION FOR TRASH RECEPTACLE PROGRAM r Statement of Issue, Funding Source, Recommended Action, Alternativ6 Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: Should the city extend the agreement with Adopt -A -Highway Maintenance Corporation to provide trash receptacles and money for beach maintenance to the City of Huntington Beach in exchange"Ifor sponsor identification on the trash receptacles on the city beach? Funding Source: Not applicable! City will receive revenue and merchandise.1,. ,-REVENUE SUMMARY 1 Total Contract Value for Ten Years Cash Merqlandise (trash receptacles) TOTAL VALUE I Revenue to the City of Huntington Beach Cash Merchandise (trash receptacles) TOTAL ANNUAL VALUE $387,450 $164,000 $551,450 $ 38,745 $ 16,400 $ 55,145 E-f- City ®f Huntington Beach 2000 Main Street ® Huntington Beach, CA 92648 OFFICE OF THE CITY CLERK JOAN L. FLYNN CITY CLERK May 22, 2008 Adopt a Highway Maintenance Corporation Attn: Jason Stern 1211 East Dyer Road, Suite 110 Santa Ana, CA 92705 Dear Mr. Stern: Enclosed for your records is a copy of the sponsorship Agreement between Adopt -A - Highway and the City of Huntington Beach for trash receptacles. alb' ce'v-) j+*) Joan L. Flynn, CIVIC City Clerk JF:pe Enclosure: Agreement G: followup:agrmtltr Sister Cities: Anjo, Japan . Waitakere, New Zealand ( Telephone: 714-536-5227 )