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HomeMy WebLinkAboutNBS Government and Finance Group, DBA NBS - 2016-10-03PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND NBS GOVERNMENT AND FINANCE GROUP, DBA NBS FOR GROUND EMERGENCY MEDICAL TRANSPORTATION COST CONSULTING SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY, and NBS Government and Finance Group, dba NBS, a California corporation, hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide Ground Emergency Medical Transportation ("GEMT') Cost Consulting Services; 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 CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT 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." CONSULTANT hereby designates Greta Davis, who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. RLS 9/27/16/16-5459/144926/DO 1 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on 2 3, 20f,� (the "Commencement Date"). This Agreement shall automatically terminate one (1) year from the Commencement Date, unless extended or sooner terminated as provided herein. 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 CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed Nine Thousand Two Hundred Dollars ($9,200). 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," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional RLS 9/27/ 16/ 16-5459/ 144926/DO 2 compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of ]Exhibit "B." 7. DISPOSITION OF PLANS ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and ather documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT 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 CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense RLS 9/27/16/16-5459/144926/DO 3 and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT'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. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT 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, CONSULTANT 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. RLS 9/27/16/16-5459/144926/DO 4 If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not affect CONSULTANT's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in Iimits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT 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 CONSULTANT's defense, hold harmless and indemnification obligations as RLS 9/27/16/16-5459/144926/DO 5 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. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT 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. CONSULTANT 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 CONSULTANT 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 CONSULTANT'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 CONSULTANT as provided herein. In the event of termination, 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 CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or RLS 9/27/16/16-5459/144926/DO 6 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 CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT 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 CONSULTANT'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 CONSULTANT 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: Kevin Justen 2000 Main Street Huntington Beach, CA 92648 (714) 536-5235 RLS 9/27/16/16-5459/144926/DO 7 TO CONSULTANT: NBS Government and Finance Group, Dba NB S ATTN: Greta Davis 32605 Temecula Parkway, Suite 100 Temecula, CA 92592 (800)676-7516 17. 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. 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. RLS 9/27/16/16-5459/144926/DO 8 Nothing contained herein shall be construed so as to require the commission of any act i contrary to law, and wherever there is any conflict between any provision contained herein j and any present or future statute, law, ordinance or regulation contrary to which the parties i 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 i 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 parry who has signed it. 22. IMMIGRATION CONSULTANT 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 CONSULTANT 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. CONSULTANT 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 CONSULTANT. RLS 9/27/16/16-5459/144926/DO 9 24. ATTORNEY' S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the 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. 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. 28. 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 RLS 9/27/16/16-5459/144926/DO 10 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 supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. RLS 9/27/16/16-5459/144926/DO 11 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, NBS GOVERNMENT AND FINANCE GRo , dbaNBS By: j vz print nam�eCIt/V 'ITS: (circle one) Chairman/Presidsident AND By. st� ITS: (circle on Secretary/C ief Financial Officer/Asst. Secretary - Treas re CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California di 11✓-66 Pf/.�' Director/Chief (Pursuant to HBMC § 3.03,100) APPROVED AS RLS 9/27/16/16-5459/144926/DO 12 City Attorney VIM t0 I J 11�o ,� Receive and File City Clerk EXHIBIT A SCOPE OF SERVICES A. OMB A-87 COST ALLOCATION PLAN The OMB CAP, dated 11-10-15 will be utilized for purposes of inclusion of the full cost for GEMT reimbursement. B. FIRE DEPARTMENT INDIRECT AND DIRECT COST ANALYSIS Task B-1 - Commencement and Data Collection The purpose of this task is to initiate the project on solid footing and establish common understanding. A detailed initial data request will be submitted to the City at project commencement to include items such as detailed revenue and expense FY 2015/16, any timekeeping data currently recorded by City staff, and any relevant volume/activity statistics currently tracked by the City. Task B-2 - Gather and Analyze Initial Data Review and Analyze information and data received. Task B-3 - Identify and Discuss Cost Analysis Dick -off project to discuss and identify indirect and direct cost analysis based on organization, staffing and functions for the City. Review, discuss and confirm volume/activity data and any time tracking data as needed. If needed, discuss the use of time estimates for providing the treatment and transport services. Task B-4 - Full Cost Analysis Preparation The purpose of this task is to develop the customized technical cost model capable of performing the necessary cost calculations and generating the outcomes desired by the City from this effort. a. Preparation of the Fire Department Indirect and Direct Costs Prepare the Fire Department Indirect and Direct costs related to treatment and transportation of Emergency Medical Services Citywide FY 2015/16. The Cost Analysis preparation involves the following: Analysis of expense, staffing, support activities, functional distribution and allocation data for determination of the Fire Department full cost. C. PREPARATION OF THE REQUIRED FORMS FOR SUBMISSION TO THE DEPARTMENT OF HEALTH CARE SERVICES ("DHCS") Task C-1 — Prepare Forms for City Review Prepare the required forms for submission to DHCS related to treatment and transportation of Emergency Medical Services Citywide FY 2015/16. Task C-2 — Finalize Forms Provide opportunity for City to review forms and request revisions if necessary; One round of revisions is included if necessary. EXHIBIT B FEES Based on the scope of services for the Cost Consulting Services, NBS provides the following contracting options for FY 2015/16 based on the City's request: FY 2015/16 - $10,400. NBS has included a table for the detail cost breakdown for the project: The breakdown is derived as follows: Based on our best understanding of the scope of services for the Cost Consulting Services, NBS provides the following contracting option for FY 2015/16 based on the City's request: FY 15/16 - $10,400. NBS has included a table for the detail cost breakdown for the project: City of Huntington Beach Cost Consulting Services Contract Year Fiscal Year Submittal Deadline OMB CAP Fire Fee Calculation Forms Total Year 1 FY 15l16 11/30/2016 $ - $ 6,320 $ 4,080 $ 10,400 FY 2015/16: The breakdown is derived as follows- B. FIRE DEPARTMENT FULL COST ANALYSIS Consultant Labor (Hours) Grand Totals Task Plan Project Manager Analyst Consultant Labor (Hours) Consultant Costs ($) Hourly Rate $160 $120 1- Commencement and Data Collection 2.0 2.0 320 2 - Gather and Analyze Data 2.0 2.0 4.0 560 3 - Identify and discuss Cost Analysis 8.0 16.0 24.0 3,200 4 - Full Cost Analysis Preparation 8.0 8.0 16.0 2,240 GRAND TOTAL NOT TO EXCEED 20.0 26.0 46.0 6,320 C. FORM PREPARATION Task Plan Consultant Labor (Hours) Project Manager Analyst Grand Totals Consultant Labor (Hours) Consultant Costs ($) Hourly Rate $160 $120 1 - Prepare Forms - Draft 2 - Finalize Forms 16.0 2.0 8.0 2.0 24.0 4.0 3,520 560 GRAND TOTAL NOT TO EXCEED 18.0 10.0 28.0 4,080 NBSGOVE-01 PA3' AC�R� CERTIFICATE OF LIABILITY INSURANCE DATE(10.11DDIYYYY) 912212016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE. AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: if the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsernent(s). Vanorsdate Insurance Services PRODUCER (858) 869-8300FADDRESS: 6165Greenwich Drive, Suite 200 San Diego, CA 92122 anet Darby -869-8300 1 (ac No: 858.869-83fl1 NAIC t!Hanover Insurance Company 22292 INSURED NBS Government Finance Group 32605 Temecula Parkway, Suite 100 & 101 Temecula, CA 92592 INSURERB:Ailmerica Financial Benefit 41840 INSURERC:Gemini Insurance Company 10833 INSURER D INSURER E : INSURER F : TIC!(` a A11111ROCO• MY VI`IIJN 1Vlllvini m v THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT 1"0 ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. — INSR LTR TYPE OF INSURANCE ADDL p SUBRtt I POLICY NUMBER POLICY EFF i'dAVDO POLICY EXP Mhi1DD/YYYY t_NdITS A f X COMMERCIAL GENERAL LIABILITY i EACH OCCURRENCE $ 2,00000 _ PRErM SEESIfEa occufr�ence S 2,000,00 CLAIDS-MADE X OCCUR X 'IOH3A43196302 9124/2016 9/24/2017 MEDEXP (Any one pe,5on) $ _ ,._. 10,00 —� PERSONAL & ADV INJURY S 2,000,00 GEN'L AGGREGATE LIh117 APPLIES PER: GENERAL AGGREGATE S 4,000,00 PRODUCTS-CO?,!PLOPAGO S 4,000,00 X POLICY ❑PRO' El LOC JEC7 OTHER: S AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea aoddenl1—� _ S 1,000,00 BODILY INJURY (Per person) S B X ANY AUTO AW3A42745802 9/2412016 912412017 BODILY INJURY (Per accident} $ ALLO'NNED SCHEDULED AUTOS AUTOS NON-0WNED HIRED AUTOS AUTOS j ---. PROPERTY DAMAGE Per acsddent)_ —. S 5^ X UMBRELLA LIAR X OCCUR I - EACH OCCURRENCE S 1,000,00 AGGREGATE S A EXCESS LIAS CLAIMS -MADE OH3A43196302 9/2412016 9/24/2017 DED RETENTION S _ S A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPMETORMARTNERiEXECUTIVE YIN OFFICERItd Ed BER 6YCLUDED? (MandatorylnNIL) N 1 A WH3A42745703 9/2412016 9/2412017 X STATUTE EORH E.L EACH ACCIDENT $ 1,000,00 E.L.OISEASE- EAEhiPLOYE S 1,000,00 E. DISEASE -POLICY Li8.1lT $ 1,000,00 If yes, describe under DESCRIPTION OF OPERATIONS bNoa C Professional Liability CPLO64725 9124/2016 9/24/2017 Each Wrongful Act $2,000,00 C Professional: Liability VCPL064726 9124/2016 9/24/2017 Annual Aggregate $2,000,00 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD lei, Additional Remarks Schedule, maybe attached it more space is required) See attached page. APPROVED AS TO FORM By ,.e ' MICHAEL E. GATES CITY ATTORNEY CITY OF HUNTING10N REACH l;tKl lt-IVA 1 t rYVLVtK vnlw��.-.1 City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648- SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE iJ'I`.saa-Lu 14 A I.%j mLi u%j ecr u Rtl uvlr: nu i ly n u 1 v a 1 v eu. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD NBSGOVE-01 PA3 PAGE 1 OF 1 DESCRIPTION OF OPERATIONS - NBS Government Finance Group City of Huntington Beach 32605 Temecula Parkway, Suite 100 & 101 2000 Main Street Temecula, CA 92592 Huntington Beach, CA 92648- City of Huntington Beach is named additional insured regarding General Liability for operations of the named insured. Blanket forms apply when required by written contract: GENERAL LIABILITY: Additional Insured -Special Broadening Endt: 391-1006 06 09 Additional Insured -Completed Operations: 391-1602 12 11 Primary & Non -Contributory: 391-1331 06 09 Waiver of Subrogation: BP0497 07 02 AUTO: Additional Insured: 461-0478 12 12 Primary & Non -Contributory: 461-0478 12 12 Waiver of Subrogation: 461-0500 11 13 WORKERS' COMPENSATION: Waiver of Subrogation: WC040306 4.84 "CERTIFICATE ISSUED DUE TO POLICY RENEWAL` POLICY #OH3 A43196302 BUSINESSOWNERS UABUTY SPECIAL BROADENING ENDORSEMENT THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SUMMARY OF COVERAGES limits Page 1. Additional Insured by Contract, Agreement or Permit 1 2, Additional Insured - Broad Form Vendors 2 3. Alienated Premises 2 4. Bodily injury Redefined 2 5. Broad Form Property Damage - Borrowed Equipment, Customers 2 Goods and Use of Elevators 6. Incidental Malpractice (Employed Nurses, EMT's and Paramedics) 3 7. Personal and Advertising Injury - Broad Form 3 8. Product Recall Expense $25,000 Occurrence $50,000 Aggregate 3 9. Unintentional Failure to Disclose Hazards 5 10. Unintentional Failure to Notify 5 This endorsement amends coverages provided under the Businessowners Coverage Form through new coverages and broader coverage grants. This coverage is subject to the provisions applicable to the Businessowners Coverage Form, except as provided below. 1. Additional Insured by Contract, Agreement or Permit Under SECTION II - LIABILITY, C. Who Is An Insured, Paragraph 4, is added as follows: a. Any person or organization for whom you are performing operations when you and such person or organization have agreed in writing in a contract, agreement or permit that such person or organization be added as an additional insured on your policy. Such person or organization is an additional insured only with respect to liability for 'bodily injury", "property damage" or "Personal and advertising injury" caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, but only with respect to: (3) "Your work" for the additional insured(s) at the location designated in the contract, agreement or permit; or (4) Premises you own, rent, lease, control or occupy. This insurance applies on a primary basis if that is required by the written contract, agreement or permit. b. This provision does not apply: (1) Unless the written contract or written agreement has been executed or permit has been issued prior to the "bodily injury", "property damage" or "personal and advertising injury"; (2) To any person or organization included as an insured by an endorsement issued by us and made part of this Policy; (3) To any person or organization included as an insured under Item 1.a.2. of this endorsement; (4) To any lessor of equipment: (a) After the equipment lease expires; or (b) If the "bodily injury", "property damage" or "personal and advertising injury" arises out of the sole negligence of the lessor; 391.1006 06 09 Inckides copyrighted material of Insurance Services Office, Inc. Page 1 of 5 2, (5) To any: (a) Owners or other interests from whom land has been leased which takes place after the lease for that land expires, or (b) (Managers or lessors of premises if: (i) The occurrence takes place after you cease to be a tenant in that premises; or (ii) The "bodily injury', "property damage" or "personal and advertising injury" arises out of structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor; or (6) To "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services. c. Additional insured coverage provided by this provision will not be broader than coverage provided to any other insured, d. All other insuring agreements, exclusions, and conditions of the policy apply. Additional Insured - Broad Form Vendors Under SECTION II - LIABILITY, C. Who Is An Insured, paragraph 5. is added as follows: 5. Any person or organization with whom you agreed, because of a written contract or written agreement to provide insurance, 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, The insurance afforded the vendor 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 ahsence of the contract or agreement: b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, unless unpacked solely for the purpose of inspection, Hanover yy ` r �C a /over Insulano, Goollp- Of 13 A43 1963 1001554 demonstration, testing, or the substitution of parts under instruction from the manufacturer, and then repackaged in the original container; e. Any failure to make such inspection, 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 product; f. 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 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 paragraphs 5.d. or 5.f.; or (2) Such inspections, adjustments, test 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. 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 containing such products. 3. Alienated Promises Under SECTION It - LIABILITY, 13. Exclusions, paragraph 1.1l is replaced in its entirety with the following: (2) premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises and occurred from hazards that were known by you, or should have reasonably been known by you, at the time the property was transferred or abandoned. 4. Bodily InjL" Redefined Lender SECTION II • LIABILITY, F. Liability and Medical Expenses Definitions, definition 4. is replaced in its entirety by the following: 391-1006 06 09 Includes copyrighted material of Insurance Services Office, Inc. Paqe 2 of 5 4. "Bodily injury" means bodily injury, disability, sickness or disease sustained by a person, including death resulting from any of these at any time. "Bodily Injury" includes mental an uish or other mental injury resulting from "bodily Injury" 5. Broad Form Property Damage - Borrowed Equipment, Customers Goods, Use of Elevators a. Under SECTION 1) - LIABILITY, B. Exclusions, paragraph 1.k., the following is added: Paragraph (4) does not apply to "property damage" to borrowed equipment while at a jobsite and not being used to perform operations. Paragraph (3), (4) and (6) do not apply to "property damage" to "customers goods" while on your premises nor to the use of elevators. b. Under SECTION 11 - LIABILITY, F. Liability and Medical Expenses Definitions, the following additional definition Is added: "Customers goods" means property of your customer on your premises for the purpose of being: a. Worked on; or b. Used in your manufacturing process. c. The insurance afforded under this provision is excess over any other valid and collectible property insurance (Including deductible) available to the insured whether primary, excess, contingent or on any other basis_ 6, Incidental Malpractice - Employed Nurses, EMT's and Paramedics Under SECTION II - LIABILITY, C. Who Is An Insured, paragraph 2.a.(1)(d) does not apply to a nurse, emergency medical technician or paramedic employed by you if you are not engaged in the business or occupation of providing medical, paramedical, surgical, dental, x-ray or nursing services. 7. Personal and Advertising ln;ury - Broad Form Under SECTION Il - LIABILITY, F. Liability and Medical Expenses Definitions, definition 15, "Personal and Advertising Injury", paragraph h. is added as follows: h. Discrimination or humiliation (unless insurance thereof is prohibited by law) that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is: (1) Not done intentionally by or at the direction of: (a) The insured; or (b) Any officer of the corporalion, director, stockholder, partner or member of the insured; and (2) Not directly or indirectly related to an "employee", nor to the employment, prospective employment or termination of any person or persons by an insured. 8. Product Recall Expense a. Under SECTION II - LIABILITY, B. Exclusions, Paragraph 1. o. is replaced in its entirely by the following: o. Recalt of Products, Work or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: (1) "Your product"; (2) "Your work"; or (3) "Impaired property"; If such product, work or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it, but this exclusion does not apply to "product recall expenses" that you incur for the "covered recall" of 'your product". The exception to the exclusion does not apply to "product recall expenses" resulting from: (1) Failure of any products to accomplish their intended purpose; (2) Breach of warranties of fitness, quality, durability or performance; (3) Loss of customer approval, or any cost incurred to regain customer approval; (4) Redistribution or replacement of "your product" which has been recalled by like products or substitutes; (5) Caprice or whim of the insured; (6) A condition likely to cause loss of which any insured knout or had reason to know at the inception of this insurance: (7) Asbestos, including loss, damage or clean up resulting from asbestos or asbestos containing materials; or 391.1006 06 09 Includes copyrighted material of insurance Services Office. Inc. Page 3 of 5 (8) Recall of "your products" that have no known or suspected defect solely because a known or suspected defect in another of "your products" has been found. b. Under SECTION It • LIABILITY, C. Who Is An Insured, paragraph 4.c. is added as follows: c. "Bodily injury" or "properly damage" do not apply to "product recall expense" arising out of any withdrawal or recall that occurred before you acquired or formed the organization. c. Under SECTION 11 - LIABILITY, E. Liability and Medical Expense General Conditions, 2. Duties in the Event of Occurrence, Offense, Claim or Suit, paragraph e. is added as follows: e. You must see to it That the following are done in the event of an actual or anticipated "covered recall" that may result in "product recall expense": (1) Give us prompt notice of any discovery or notification that Your product" must be withdrawn or recalled. Include a description of 'your product' and the reason for the withdrawal or recall; (2) Cease any further release, shipment, consignment or any other method of distribution of like or simiiar products until it has been determined that all such products are free from defects that could be a cause of loss under this insurance. d, Under SECTION! 11 - LIABILITY, F. Liability and Medical Expenses Definitions, the following additional definitions are added: "Covered recalt" means a recall made necessary because you or a government body has determined that a known or suspected defect, deficiency, inadequacy, or dangerous condition in .your product" has resulted or will result in "bodily injury" or "property damage". "Product recall expense(s)" means: a. Necessary and reasonable expenses for: (1) Communications, including radio or television announcements or \ � hover insuclnce Gnr.ip. CH3 A431963 1C01554 printed advertisements including stationary, envelopes and postage; (2) Shipping the recalled products from any purchaser, distributor or user to the place or places designated by you; (3) Remuneration paid to your regular "employees" for necessary overtime; (4) Hiring additional persons, other than your regular "employees"; (5) Expenses incurred by "employees" including transportation and accommodations; (6) Expenses to rent additional warehouse or storage space; (7) Disposal of "your product", but only to the extent that specific methods of destruction other than those employed for trash discarding or disposal are required to avoid "bodily injury" or "property damage" as a result of such disposal, you incur exclusively for the purpose of recalling "your product"; and b. Your lost profit resulting from such "covered recall". e. Under SECTION It - LIABILITY, D. Liability and Medical Expenses Limits of Insurance, the following is added: S. The Limits of Insurance and rules stated below fix the most that we will pay under this Product Recall Expense Coverage. (1) The Aggregate Limit Is the most that we will reimburse you for the sum of all "product recall expenses" incurred for all "product recall expenses" initfated during the policy period. (2) The Occurrence Limit shown on the Summary of Coverages is the most we will pay in connection with any one detect or deficiency. (a) All "product recall expenses" in connection with substantially the same general harmful condition will be deemed. to arise out of the same defect or deficiency and considered one 'occurrence'. 391.1006 06 09 Includes col7yrighted material of Insurance Services Office, Inc. Page 4 of 5 (b) Any amount reimbursed for "product recall expenses" in connection with any one "occurrence" will reduce the amount of the Aggregate Limit available for reimbursement of "product recall expenses" in connection with any other defect or deficiency. (c) If the Aggregate Limit has been reduced by reimbursement of "product recall expenses" to an amount that Is less than the Occurrence Limit, the remaining Aggregate Limit is the most that will be available for reimbursement of "product recall expenses" in connection with any other defect or deficiency. 6, A deductible of $500 applies per each "Occurrence". 9. Unintentional Failure to Disclose Hazards Under SECTION 11 - LIABILITY, E. Liability and Medical Expenses General Conditions, paragraph 6, is added as follows. 6. Representations We will not disclaim coverage .under this Coverage Form if you fail to disclose all hazards existing as of the inception date of the policy provided such failure is not intentional. 10. Unintentional Failure to Notify Under SECTION II - LIABILITY, E. Liability and Medical expenses General Conditions, 2. Duties in the Event of Occurrence, Offense, Claim or Suit, paragraph f. is added as follows: f. Your rights afforded under this Coverage Form shall not be prejudiced if you fail to give us notice of an "occurrence", offense, claim or "suit", solely due to your reasonable and documented belief that the "bodily injury" or "property damage" is not covered under this Policy. 391-1006 06 09 Includes copyrighted material of insurance Services Office, Inc. Page 5 of 5 POLICY #OH3 A43196302 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Name Of Additional Insured Person(s) Or Orclanization{s) I Location And Description Of Completed Operations ANY PERSON) OR ORGANIZATION WHEN REQUIR I AS REQUIRED BY CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. I The following is added to Paragraph C. Who Is An insured in Section ll -Liability: Any persons) or organizalion(s) shown in the Schedule is also an additional insured, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by your work" at the location designated and de- scribed in the Schedule of this endorsement per- formed for that additional insured and included in the "products -completed operations hazard". 391-1602 1211 Includes copyrighted maleriel of Insurance Services [(fires, Inc, with its permission Page 1 of f POLICY #OH3 A43196302 OTHER INSURANCE - PRIMARY AND NON-CONTRIBUTORY (ADDITIONAL. INSURED) ENDORSEMENT THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies Insurance provided under the following: BUSINESSOWNERS COVERAGE FORM The following is added to SECTION III - COMMON POLICY CONDITIONS; M. Other Insurance 1, Additional Insureds If you agree in a written contract, written agreement or permit that the insurance provided to any person or organization included as an Additional Insured under SECTION II - LIABILITY, Part C - Who is An Insured, is primary and non-contributory, the following applies: If other valid and collectible insurance is available to the Additional Insured for a loss we cover under SECTION It - LIABILITY, Part A. Coverages, Paragraph 1., Business Liability our obligations are limiled as follows: a. Primary Insurance This insurance is primary to other insurance that is available to the Additional Insured which covers the Additional Insured as a Named Insured, We will not seek contribution from any other insurance available to the Additional Insured except; (1) For the sole negligence of the Additional Insured; (2) When the Additional Insured is an Additional Insured under another primary liability policy; or (3) When b.(2) below applies. If this insurance is primary, our obliga(icns are not affected unless any of the other insurance is also primary. Then, we will sham with all that other insurance by the method described in b.(3) below. b. Excess Insurance This insurance is excess over: (1) Any of the other insurance, whether primary, excess, contingent or on any other basis: (b) That is Fire insurance for premises rented to the Additional Insured or temporarily occupied by the Additional Insured with permission of the owner; (c) That Is insurance purchased by the Additional Insured to cover the Additional Insured's liability as a tenant for "property damage" to premises rented to the Additional Insured or temporarily occupied by the Additional Insured with permission of the owner: or (d) 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 II - LIABILITY, Part A. Coverages, 1. Business Liability. When this insurance is excess, we will have no duty under SECTION 11 - LIABILITY, Part A. Coverages, 1. Business Liability 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 stun of: (2) The total amount that all such other insurance would pay for the loss in the absence of this Insurance: and (3) The total of all deductible and self -insured amounts under all that other insurance. (a) That is Fire, Extended Coverage, We will share the remaining loss, if any, Builder's Risk, Installation Risk with any other insurance that is not or similar coverage for "your work". 391.1331 06 0 includes copyrighted material of insurance Servicc^ Offices, Inc , with its permission Page 1 of 2 R� Ha" ngver° lnsurancc croup. CH3A431963 10a1554 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. c. 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 appticable limit of insurance to the total applicable limits of insurance of all insurers. 391-1331 06 09 Includes coriyrignled material of Insurance Services Offices, Inc, with its permission Page 2 of 2 POLICY #OH3 A43196302 1 h.. Hanover Insurance C,tc3up. QH3 A4319o3 1 C01554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: f3uSINFSSOWNERS COVERAGE FORM SCHEDULE' Name Of Person Or Organization: ANY PERSON OR ORGANIZATION WHEN REQUIRED BY A WRITTEN CONTRA CT, WRITTEN AGREEMENT OF PERMIT" " Information required to complete this Schedule, if not shown on this endorsement, will be shown in the Declarations. Paragraph K. Transfer Of Rights Of Recovery Against Others To Us in Section III - Common Pol- ley Conditions is amended by the addition of the following: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing cp- erations or "your work" done under a contract with that person or organization and included in the "products -completed operations hazard". This waiver aoplies only to the person or organization shown in the Schedule above. BP 04 97 07 02 Copyrighl, ISO Properties, Inc., 2001 Page 1 of 1 rnt POLICY #AW3 A427�45802 insurance Group. AW3A427458 ' 1001554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART A. The following is added to SECTION II " LIABILITY COVERAGE, Paragraph A.1, Who Is An Insured: Additional Insured if Required by Contract If you agree in a written contract, written agreement or written permit that a person or organization be added as an additional "insured" under this Coverage Part, such person or organization is an "insured"; but only to the extent that such person or organization qualifies as an "insured" under paragraph A.I.e. of this Section. If you agree in a written contract, written agreement or written permit that a person or organization be added as an additional "insured" under (his Coverage Part, the most we wiil pay on behalf of such additional "Insured" is the lesser of: (1) The Limits of Insurance for liability coverage specified in the written contract, written agreement or written permit; or (2) The Limits of Insurance for Liability Coverage shown in the Declarations applicable to this Coverage Part. Such amount shall be part of and not in addition to the Limits of Insurance shown in the Declarations applicable to this Coverage Part. Regardless of the number of covered "autos", "insureds", premiums paid, claims made or vehicles involved in the "accident".the most we will pay for the total of all damages and "covered pollution cost or expense" combined resulting from any one "accident" is the Limit of Insurance for Liability Coverage shown in the Declarations. B. The following is added to SECTION IV BUSINESS AUTO CONDITIONS, Paragraph B, General Conditions, subparagraph 5. Other Insurance: Primary and Non -Contributory If you agree in a written contract, written agreement or written permit that the insurance provided to a person or organization who qualifies as an additional "insured" under SECTION 11 - LIABILITY COVERAGE, Paragraph A.I. Who Is An Insured, subparagraph Additional Insured it Required by Contract is primary and non-contributory, the following applies: The liability coverage provided by this Coverage Part is primary to any other insurance available to the additional "insured" as a Named Insured. U'/e will not seek contribution from any other insurance available to the additional "insured" except: (1) For the sole negligence of the additional "insured"; or (2) For negligence arising out of the ownership, maintenance or use of any "auto" not owned by the additional "insured" or by you, unless that "auto' is a "trailer" connected to an "auto" owned by the additional "insured" or by you; or (3) When the additional "insured" is also an additional "insured" under another liability policy. C, This endorsement will apply only if the "accident" occurs: 1. During the policy period; 2. Subsequent to the execution of the written contract or written agreement or the issuance of the written permit; and 3. Prior to the expiration of the period of time that the written contract, written agreement or written permit requires such insurance to be provided to the additional "insured Coverage provided to an additional "insured" will not be broader than coverage provided to any other "insured" under this Coverage Part. ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED. 451-047812 12 Includes copyrighted material of ISO Insurance Services Office, Inc , wilh its permission Faye t of S POLICY #AW3A42745802 � �* Hanover lrssurance Group, AW3A427458 1001554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, WNANER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAMER OF SUBROGATION) This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: NBS GOVERNMENT FINANCE GROUP Endorsement EffectivJWA�2016 SCHEDULE Names) Of Persons) Or Organization(s): ANY PERSON OR ORGANIZATION WHEN REQUIRED BY A WRIT Information required to complete this Schedule, if not shown above, will be shown in the Declarations The Transfer Of Rights Of Recovery Against Others To Us Condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is valved prior to the "accident" or the "loss' under a contract with that person or organization. 461-0500 11 13 Includes copyrighted material of insuranre Services Office, Inc., with its permission Page 1 of 1 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent lhat you perform work under a written contract that requires you to obtain this agreement from us.) You most maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2 °� of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description ONLY WHERE REQUIRED BY CONTRACT This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below Is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 9/24/2016 Policy No. WH3A42745702 Endorsement No. Insured Premium `S NBS GOVERNMENT FINANCE GROUP Insurance CompanyTR6 RAnovER INSURANCE COMPANY �T�aAl�Countersigned By_.. WC 04 03 06 (Ed. 04-84)