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HomeMy WebLinkAboutOC Labs - 2022-01-13 SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND OC LABS FOR CLINICAL LABORATORY 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 called `City,"and OC LABS, hereinafter referred to as"Contractor." Recitals A. The Facility has certain resident patients ("Residents")who tore in need of certain clinical laboratory services performed by qualified clinicians and certified in the State of California. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02. NOW,TI IfRBPORL-', it is agreed by City and Contractor as follows: 1. Scone of Services Contractor 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" Contractor shall comply with Federal Uniform Guidance provisions attached hereto as Exhibit C and incorporated herein by reference. Contractor hereby designates Bryan J. Muhlenbruch, who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 2. City Rlaff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement. ITT 21-9375l274034 I 13W\ 3. Compensation a. City agrees to pay,and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit"B" b. Payment by City shall be made within thirty(30)days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. C. Contractor shall be paid pursuant to the terms of Exhibit"B." 4. Term Time is of the essence of this Agreement. The services of Contractor are to commence January 13,2022,or as soon as practicable after the execution of this Agreement by City(the"Commencement Date")and terminate three(3) years after commencement date, unless terminated earlier in accordance with the provisions of this Agreement. Contract may be extended for 2 additional one-year periods if mutually agreed to in writing by both parties. The time for performance of the tasks identified in Exhibit"A" are generally to be shown in Exhibit"A." This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date,Contractor shall be bound by all terms and conditions as provided herein. 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," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. 6. Disposition of Plans Estimates and Other Documents Contractor 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,date or programs, maps,memoranda, letters and other documents, shall belong to City,and Contractor shall turn these materials over to City upon expiration or temnination of this Agreement or upon Project completion, whichever shall occur first. These materials may be used by City as it secs fit. 21-9375/274034 2 � 7. Hold Harmless Contractor 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,and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor,caused in whole or in part by any negligent act or omission of the Contractor, 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. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor'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 a limitation upon the amount of indemnification to be provided by Contractor. 8. Workers Compensation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code,which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and famish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors'employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend,hold hamtless and indemnify City,Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Projeet/Service. This policy shall indemnify Contractor, its officers,employees and agents while acting within the scope of their duties, against any and all claims arising out of or in connection with the Project/Service, and shall provide coverage in not less than the following amount: combined single limit bodily 21-9375274034 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 fort which includes a designated general aggregate limit, the aggregate limit must be no less than 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/Service. 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/Service shall be deemed excess coverage and that Contractor'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. 10. Certificate.of Insurance Prior to commencing performance of the work hereunder, Contractor 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 limits except after thirty (30)days' prior written notice; however,ten(10)days' prior written notice in the event of cancellation for nonpayment of premium. Contractor shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. This requirement for carrying the foregoing insurance coverage shall not derogate from Contractor's defense, hold harmless and indemnification obligations as set forth in this Agreement. City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. Contractor shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. It. Independent Contractor Contractor is, and shall be,acting at all times in the performance of this Agreement as an independent convector herein and not as an employee of City. Contractor 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 Contractor and its officers, 7,5�\ 21-93751274034 4..51A agents and employees and all business licenses,if any, in connection with the Project and/or the services to be performed hereunder. 12. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. Termination This Agreement may be terminated by the City upon thirty (30)days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment,the Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law,and Contractor consents the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor,and supersedes any and all other agreements,urul or written,between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terns of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by tin authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof,shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party,which arc not emhodied herein. 15. Assignment Inasmuch as to this Agreement is intended to secure the specialized services of Contractor,Contractor may not assign,transfer,delegate,or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null Bw,, 21-9375/274034 J - L and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 16. City Employees and Officials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shalt have any financial interest in this Agreement in violation of the applicable provisions of the Cali fornia Government Code. 17. Notices Any notices,certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent(us designated in Section 1 hereinabuve)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 below. Citv and Contractor 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 U.S. certified mail-return receipt requested: To City: Contractor: City of Huntington Beach OC LABS Attn: Sgt. Roman Altenbach Attn: Brvan J. Muhlenbruch 2000 Main Street 15165 Triton Lane Huntington Beach,CA 92648 Huntington Beach, CA 92649 18. Consent When City's consent/approval is required under this Agreement, its consenVapproval for one transaction or event shall not be deemed to be a consentlapproval to any subsequent occurrence of the same or any other transactions or event. 19. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 20. Section Headines 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 JW\, 21-9375R74034 61 describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 21, 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 tmenforceable, void, illegal or invalid,such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement,the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law,and wherever there is any conflict between any provision contained herein and any present or future statute, law,ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail,and the 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. 22. Duplicate Original 'rhe 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. 23. Immigration Contractor 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. 24. I egal Services Subcontracting Prohibited Contractor 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. Contractor understands that puisuant 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 Contractor. 1 25. Confidentiality 21-9375R74034 7Ts Contractor recognizes that in the performance of its duties under this Agreement, it must conduct its activities in a ntanncr designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable efforts consistent with practices customary in the facilities management industry in recruiting, training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this, Contractor agrees,at the request of the City, to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 26. Discrimination Contractor shall not discriminate because of race,color,creed,religion, sex, marital status,sexual orientation,age,national origin,ancestry,or disability, as defined and prohibited by applicable law, in the recruitment, selection,training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 27. Jurisdiction—Venue This Agreement and all questions relating to its validity,interpretation, performance,and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity,interpretation, performance,and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Cloth parties further agree that Orange County. California,shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 28. Professional Licenses Contractor shall,through the term of this Agreement,maintain all necessary licenses, permits, approvals, waivers,and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States,the State of California,the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses,approvals,waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 29. 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 y shall not be entitled to recover its attorney's fees from the non-prevailing party. L9� 21-9375/274034 8 /� 30. Survival Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 31. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 32. 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. 33. Entirety (a) 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 othcrwise, 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. (b) All Exhibits referenced herein and attached hereto shall he incorporated as if fully set forth in the body of this Agreement. 21-9375274034 '.:3^+•" 34. Effective Date IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. CONSULTANT, CITY OF HUNTINGTON BEACI I, a municipal corpo on of the State of OC LABS Califo ' By: __ia,.._ . .1�,.1.Setj L -L. S•Hula t c, t6lirt ti — C C� City Manager Pm ITS: wnqr ones✓ Aidenwi«Pmsidml AND INITIATED AND APPROVED: Fire Chief s,...e•,y R.A.-Esc-.,. — Pf>�cex� aim APPROVEMT : ITS:locko iefFinancial(laiwiAm. Socrcuey-Tiewun ity A rney �,}� RECEIVE AND FILE: 1!&74�. city Cleric Date 21-9375/274034 IU &W%. EXHIBIT A SERVICES Upon request of Facility, Provider shall provide clinical laboratory services to Residents of the Facility. Provider shall be available eight(8)hours per day, six (6) days a week to provide Services. Facility shall only request such Services pursuant to the written or der of a duly licensed and authorized physician. Provider will provide Services to Facility's Residents under the terms and conditions of the Agreement, applicable requirements of Federal and State laws and the conditions of participation and reimbursement coverage imposed by applicable governmental and other third- party payers. v^ 21.9775P74034 11 �� EXHIBIT B "SEE ATTACHED" �bV`n 21.93751274034 12. $ 0GLABS January 13, 2022 Dear Tim, Thank you for being such an essential part of our success this past year.We feel so fortunate to be of service to you and your team as we work hard to adapt to these challenging times.As we discussed recently,a new solution is needed to add to our existing RCR testing protocols, Rapid-Antigen Testing. We have evaluated many Rapid-Antigen Testing options now available in the market and,as of today,have secured 1.000 Kits to be delivered next week.We have secured them from a long-term supplier known for reliability and consistency. We will now include this option to our City of Huntington Beach contract and ordering/resulting portal in the days to come. If acceptable,I propose a simple fee of only$50.00 per Rapid Antigen Test? please let me know if we can move forward with a simple addendum to our existing agreement. Once again,it is our highest honor to support you and the whole Huntington Beach Team! Sincerely, i Bryan J. Muhlenbruch Chief Executive Officer Direct:(714)519-1466 l lf:ni"r l'nuul'. L:J�.. Inr. I�lii� In:�nil .u�r. Il�ml m:'i;,n lwtr-.iJi.l 1 "'r,I" • I'L i71 I�ti'r 1-I:"I I .i� i�II�S•):-I,:•gyp EXHIBIT C GENERAL PRINCIPLES CERTIFICATION FOR FEDERAL-AID CONTRACTS CONSULTANT shall comply with generally accepted accounting principles and good business practices. CONSULTANT shall, at its own expense, furnish all cost items associated with the proposed services except as specified to be furnished by City. CONSULTANT shall retain financial records, supporting documents, statistical records, and all other records pertinent to the proposed services for a period of a minimum of three (3) years from the expiration of the term of the Master Agreement. CONSULTANT shall take reasonable measures to safeguard protected personally identifiable information and other information designated as sensitive or is considered sensitive consistent with laws regarding privacy and responsibility over confidentiality. CONSULTANT shall also certify that none of the proposed equipment or services are produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company(or any subsidiary or affiliate of such entities);or produced by an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country in accordance with 2 CFR 200.216, In order to ensure objective contractor performance and eliminate unfair competitive advantage, CONSULTANT must certify that they did not assist in the development of draft specifications, requirements, statements of work, or invitations for bids or requests for proposals for the project. Business Name: L^'� - ©" '� t n'7 S • c . By;132yCv�1 MLIN ��161k1G11 — Qc- Name and Title of Authorized Representative Signature of Authorized Representative �� 1of11 `^ NON-DISCRIMINATION CERTIFICATION FOR FEDERAL-AID CONTRACTS CONSULTANT shall comply with the provisions of Title VII of the Civil Rights Act of 1964 in that it will not discriminate against any individual with respect to his or her compensation,terms,conditions, or privileges of employment nor shall CONSULTANT discriminate in any way that would deprive or intend to deprive any individual of employment opportunities or otherwise adversely affect his or her status as an employee because of such individual's race, color, religion, sex, national origin, age, handicap, disability, medical condition, sexual orientation, gender identity, or marital status. These actions shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. CONSULTANT shall ensure that services and facilities are provided without regard to ethnic group identification, race, color, national origin, creed, religion, age, sex, physical or mental disability, political affiliation, or marital status in accordance with applicable laws, including, but not limited to, Title VI of the Civil Rights Act of 1964(42 U.S.C. 200-d); Section 162(a)of the Federal-Aid Highway Act of 1973 (23 U.S.C. 324); Section 504 of the Rehabilitation Act of 1973: the Civil Rights Restoration Act of 1987(P.L. 100-209);Executive Order 12898(February 11, 1994); Executive Order 13166 (August 16, 2000), Title VII of the Civil Rights Act of 1964 (42 U.S.0 2000-d); the Age Discrimination Act of 1975(42 U.S.C. 6101);Article 9.5,Chapter 1, Part 1, Division 2,Title 2(Section 11135, et seq) of the Cal'tfornla Government Code;Title 9, Chapter 4, Subchapter 6(Section 10800. et seq) of the CCR and California Department of Social Services Manual of Policies and Procedures (COSS MPP) Division 21. CONSULTANT shall ensure that proposed activities be accomplished in an equitable and impartial manner so that no person shall be excluded because of race, color, gender, or national origin from participation in, or be denied the benefits, or any program or activity for which federal financial assistance is received (31 CFR Part 22). Business Name: By:l3Ryna t Ai_NlL r�sR1a a — c Name and Title of Authorized Representative Signature of Authorized Representative--.Yb- 2 of 11'�Sl^ MBE and WBE CERTIFICATION FOR FEDERAL-AID CONTRACTS It is the policy of the City to encourage the participation of disadvantaged, minority and women- owned business enterprises in the City's procurement process. CONSULTANT agrees to use its best efforts to carry out this policy when sourcing the use of outside consultants, advisors and contractors to the fullest extent practicable, consistent with the efficient performance of a contract. CONSULTANT may rely on written representations by consultants, advisors and contractors regarding their status. CONSULTANT shall report to the City the names of all consultants, advisors and contractors hired for the proposed services and information on whether or not they are a disadvantaged, minority or women-owned business enterprise, as defined in Section 8 of the Small Business Act(15 U.S.C. Sec. 637), CONSULTANT shall, in accordance with 2 CFR 200.321, take affirmative steps to include minority business, women's business enterprises, and labor surplus area firms when sourcing the use of outside consultants, advisors, and contractors for a contract by: (a) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (b) Assuring that small and minority businesses and women's business enterprises are solicited whenever they are potential sources; (c) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses and women's business enterprises; (d) Establishing delivery schedules, where the requirements permit, which encourage participation by small and minority businesses and women's business enterprises; and (e) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 21 Business Name: �Q �� �` ` ' � L 22 By. QCt j� S• MuN c T3c2�ut - C-�;� Name and Title of Authorized Representative Signature of Authorized Representative�— 3of1t � DOMESTIC PREFERENCE CERTIFICATION FOR FEDERAL-AID CONTRACTS It is the policy of the City to encourage a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders. CONSULTANT agrees to use its best efforts to comply with 2 CFR 200.322 to the fullest extent possible consistent with the efficient performance of a contract. RECOVERED MATERIALS CERTIFICATION FOR FEDERAL-AID CONTRACTS CONSULTANT shall comply with 2 CFR 200.322 and procure only items designated in guidelines of the Environmental Protection Agency(EPA)at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000. CONSULTANT certifies that the percentage of recovered materials to be used in the performance of this Agreement will be at least the amount required by applicable specifications or other contractual requirements. For contracts over$100,000 in total value, CONSULTANT shall estimate the percentage of total material utilized for the performance of the project that is recovered materials and shall provide such estimate to City upon request. Business Name: By. [3,2.rOr.i �. MUHLL-nttSr�ac.N - CC-cx Name and Title of Authorized Representative Signature of Authorized Representative—Mv— 4 of 11 � CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT CERTIFICATION FOR FEDERAL-AID CONTRACTS CONSULTANT agrees to comply with all applicable standards,orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401-7671q. CONSULTANT agrees to report each violation to the USDA and the appropriate EPA Regional Office. CONSULTANT agrees to comply with all applicable standards,orders or regulations issued pursuant to the Federal Water Pollution Control Act as amended (33 U.S.C. §§ 1251-1387). CONSULTANT agrees to report each violation to the USDA and the appropriate EPA Regional Office. Business Name: �� �` "'� L-2 ` S _^-"r_ . By: 3�ypr � . MUI�cCr 3Pv�l! - C�C� Name and Title of Authorized Representative Signature of Authorized Representative 5of11 � ^ Certification Regarding Debarment, Suspension, and Other Responsibility Matters Primary Covered Transactions This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 13 CFR Part 145. The regulations were published as Part VII of the May 26, 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS ON REVERSE) 1. The prospective primary participant certifies to the best of its knowledge and belief that it and its principals: (a) Are not presently debarred, suspended, proposed for disbarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not within a three-year period preceding this application been convicted of or had a civil judgement rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three-year period preceding this application had one or more public transactions (Federal, Slate, or local)terminated for cause or default. 2. Where the prospective primary participant is unable to certify to any of the statements in this certication, such prospective primary participant shall attach an explanation to this certification. Indicate to whom it applies, initiating agency, and dates of action. Business Name: By. -:s. MuNI CN�G�Gr 1 - CEv Name and Title of Authorized Representative Signature of Authorized Representative �" 6 of 11-&-l'^ INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective primary participant is providing the certification set out below. 2. The inability of a person to provide the certification required below will not necessarily result in denial of participation in this covered transaction. The prospective participant shall submit an explanation of why it cannot provide the certification set out below.The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective primary participant to furnish a certification or an explanation shall disqualify such person from participation In this transaction. 3. The certification in this clause is a material representation of fact upon which reliance was placed when the department or agency determined to enter into this transaction. If it is later determined that the prospective primary participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 4. The prospective primary participant shall provide immediate written notice to the department or agency to which this proposal Is submitted If at any time the prospective primary participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 5. The terms "covered transaction," "debarred," "suspended," "Ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal." "proposal," and "voluntarily excluded" as used in this clause, have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549. You may contact the department or agency to which this proposal is submitted for assistance In obtaining a copy of those regulations(13 CFR Part 145). 6. The prospective primary participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter Into any lower tier covered transaction with a person who is debarred, suspended, declared Ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. 7. The prospective primary participant further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion--Lower Tier Covered Transactions,"provided by the department or agency entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 8.A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that It is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which It determines the ineligibility of its principals. Each participant may, but Is not required to, check the Nonprocurement List. 9. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 10. Except for transactions authorized under paragraph 6 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 7 of 11�✓� NON-LOBBYING CERTIFICATION FOR FEDERAL-AID CONTRACTS The prospective participant certifies, by signing and submitting this document,to the best of his or her knowledge and belief,that: (I) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract,the making of any Federal grant, the making of any Federal loan,the entering into of any cooperative agreement,and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency,a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352,Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than$100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included In all lower tier subcontracts,which exceed $100,000 and that all such subrecipients shall certify and disclose accordingly. ` Business Name: By Name and Title of Authorized Representative Signature of Authorized Representative 8 of 11 ^�� DISCLOSURE OF I.OBBYiNG ACriviTiFS COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352 1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type: ❑ a. rnnttact ❑ a. bid/offer/application ❑ a. initial b. grant b, initial award b. material change c. cooperative agreement c. post-award d. loan For Material Change Only: C. loan guarcum" year_ quarter L loan insurance date of last report 4. Name and Address of Reporting Entity 5. If Reporting Entity in No.4Is Subawardee, Enter Name and Address of Prime: 0 Prime ❑ Subawurdee Tier J if known Congressional District,if known: Congressional District,if known: 6. Federal Department/Agency: 7. Federal Program NamdDeacription: CFDA Number,if applicable a. Federal Action Number,if known: 9. Award Amount,if known: 5 10.a. Name and Addreaa of Lobby Registrant 10.b. Individuals Performing Services (if individual,last name,first name,MI) (including address if different from No. 10) (last name,first name,MI) (attach Continuation Shcm(s)if necessary) Il. Information requested Ihrwgh this form is Signature: uuthmized by Title 31 U.S.C.Socuun 1352. This disclosure of lobbying activities is a material Print Name: rcpresenmtibl of fact upon which reliance was placed by the tier above when his IrNneUion was medc or enterod into. This discloum is requirtd Title: pursuant to 31 U.S.C. 1352, TLis information will be available far public inspection. Any polon who fails to file the required disclosure shall be subject Telephone No.: Date: to a civil penalty of not In,than S 10,000 and mt mart than S 100,000 for each such failure. Audwrized for Local Reproduction Federal Use Only; Standard Form—LI.1,(Rcv.7.97) 9of11 ' � INSTRUCTIONS FOR COMPLETING SF-LLL,DISCLOSURE OF LOBBYING ACTIVITIES This disclosure form shall be completed by the reporting entity, whether subawardee or prime federal recipient at the initiation or receipt of covered federal action or a material change to previous filing pursuant to title 31 U.S.C.Section 1352. The filing of a form is required for such payment or agreement to make payment to lobbying entity for influencing or attempting to influence all officer or employee of any agency,a Member of Congress an officer or employee of Congress or an employee of a Member of Congress in connection with a covered federal action. Attach a continuation sheet for additional information if the space on the form is inadequate. Complete all items that apply for both the initial filing and material change report. Refer to the implementing guidance published by the Office of Management and Budget for additional information. 1. Identify the type of covered federal action for which lobbying activity is and/or has been secured to influence, the outcome of a covered federal action. 2. Identify the status of the covered federal action. 3. Identify the appropriate classification of this report. If this is a follow-up report caused by a material change to the information previously reported,enter the year and quarter in which the change occurred. Enter the date of the last, previously submitted report by this reporting entity for this covered federal action. 4. Enter the full name, address, city, stale, and zip code of the reporting entity. Include Congressional District if known. Check the appropriate classification of the reporting entity that designates if it is or expects to be a prime or subaward recipient. Identify the tier of the subawardee, e.g., the first subawarlec of the prime is the first tier. Subawards include but are not limited to: subcontracts,subgrants,and contract awards under grants. 5. If the organization filing the report in Item 4 checks"Subawardee"then enter the full name,address,city,state,and zip code of the prime federal recipient. Include Congressional District, if known. 6. Filter the name of the federal agency making the award or loan commitment. Include at least one organization level below agency name, if known. For exarnple,Department ofFransporation, United States Coast Guard. 7. Enter the federal program name or description for the covered federal action (item 1). If known, enter the full Catalog of Federal Domestic Assistance (CFDA) number for grants, cooperative agreements, loans and loan commitments. 8. Enter the most appropriate federal identifying number available for the federal action identification in item I (e.g., Request for Proposal (RFP) number, Invitation for Bid (IFB) number, grant announcement number, the contract grant. or loan award number, the application/proposal control number assigned by the federal agency). Include prefixes,e.g., "RFP-DE-90-001." 9. For a covered federal action where there has been an award or loan commitment by the Federal agency,enter the federal amount of the award/loan commitments for the prime entity identified in item 4 or 5. 10. (a)Enter the full name, address,city,state,and zip code of the lobbying registrant under the Lobbying Disclosure Act of 1995 engaged by the reporting entity identified in Item 4 to influence the covered federal action. (b) Enter the full names of the individual(s)performing services and include full address if different from 10 (a). Enter Last Name, First Name and Middle Initial(MI). 11. The certifying official shall sign and date the form, print his/her[tame,title, and telephone number. According to the Paperwork Reduction Act,as amended,no persons arc required to respond to a collection of information unless it displays a valid OMB Control Number.The valid OMB control number for this information collection is OMB No. 0348-0046. Public reporting burden for this collection of information is estimated to average 10 minutes per response, including time for reviewing instructions,searching existing data sources, gathering and maintaining the data needed,and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden,to the Office of Management and Budget, Paperwork Reduction Project(0348-0046), Washington,DC 20503. '� 10of11L_JegAti 11 of 11 %'1 ORANG-6 OP ID: RD k.— i CERTIFICATE OF LIABILITY INSURANCE D0 /03/2022 �—� ovo312o2z 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 cortificato holder Is en ADDITIONAL INSURED, the policy(ies) must be endorsed. It SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this car illcate does not confer rights to the certlficato holder In Ilou of such ondorsomont s). PRODUCER LOH TACT Driscoll 8 Assoc Ins Svcs Inc. NAME: Ran Driscoll CA. License OB99775N'Ea11562-595-5355 ac NJ: 562-427-6069 P O Box 92626 E AJL Long Beach,CA 90809-2626 ADDRESS, Ryan Driscoll INSURE S AFFORDING COVERAGE NAIC0 INSURERA:Llbarly Mutual Ins. Co. 23043 INSURED Orange County Labs, Inc INSURERB:Liberty Mutual Ins.Co. 23043 James Ramsey 16165 Triton Ln NsuRERc:Lloyds of London Huntington Beach, CA 92649 INSURER a: INSURER E INSURER : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REOUIREMENT,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 10 ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSRVXP LT TYPE OF INSURANCE POLICY NUMBER POLICY POLICY DDNYYY LIMITS GENERAL LARR11Y EACH OCCURRENCE S 1,000,00 A X COMMERCIAL GENERAL LIABILI IY X BKS58088774 10117/2021 '1011712022 X(AGrT -RE"Tre— S 300,00 PREMISES(Ea LoxorJ CLAIMSWAOE FxI OCCUR MED EXP(My One erwn $ 15,00 PERSONAL A AOV INJURY 1 1,000,00 GENERAL AGGREGATE 5 2,000.00 GENI AGGREGATE LIMIT APPLIES PER PRODUCT S-COA!PIOP AGO 5 2,000,00 X POUCY PRa171 LOC S AUTOMOBILE LIABILM I n QCddilrIllELIMIT 1.000,00 A X ANY AUTO X BAS68088774 /611112021 /1611912022 BODILY INJURY(Por partdn) 5 ALL OWNED SCHEOILED BODILY INJURY(Par O 6st) 5 AUTOS AUTOS X REDAUFOs X ANON EO PR UTOS (PER CC190 1 S UMBREl1AL1AB OCCUR EACH OCCURRENCE S EXCESS LAB CLAIMS-MADE AGGREGATE S DEO I I RETENnONS 1 WORKERS COMPENSATION X T RYT UNITS OTM AND EMPLOYERS'LNUIUL Y YIN —TS B ANYPROPRIEIORIPARTNERIEMCUTTIE XWS58088774 10117/2021 10/1712022 E.L.EACH ACCIDENT 1 1,000,00 OFFICERAIEMBER EXCLUDED? NIA (t4tndMary In NHl F_L.IMEASF.-FA EMPLOYE- $ 1,000,00 Uat do W.nder SGRIPTM OF OPERATIONS W. E.L.DISEASE-POLICY UMII S 1,000,00 C Professional Liab E0216e667.21 1111312021 11/1312022 Per Occ 1,000,00 Agg Limit 3,000,00 OESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Mt�d,gCOR0101,Addltlgml Ramah�&NduH,ll men Fput Is rrqulrodl City of Huntington Beach, its officers, elected or appointed officials, employees, agents and voluntoors are Bpocifically named as additional insured qPP OWED AS 7O FORM By: MIC AEL E. GATES CITY ATTORNEY CERTIFICATE HOLDER CANCELLATION CITY OF SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF HUNTINGTON BEACH ACCORDANCE WITH THE POLICY PROVISIONS. 2000 S MAIN ST HUNTINGTON BEACH,CA 92648 AUTNORUEOREPRESENTAINE A� Di2c.'gS�'OL.L O 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 26(2010105) The ACORD name and logo are registered marks of ACORD PTCV Nnt.pPA 9"79c'M CI'hh NOTEPAD ORANG•6 PAGE 2 INSURE"NAME Orange County Labs,Inc OP ID: RD Data 02/03/2022 POLICY NUMBER: BKS (22) 58 08 87 7 4 COMMERCIAL GENERAL LIABILITY CG 20 26 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): o City of Huntington Beach, its See form CC7002 for complete name e 2000 S MAIN ST O HUNTINGTON BEACH, CA 9264E Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section 11 - Who Is An Insured is amended to B. With respect to the Insurance afforded to include as an additional insured the person(s) these additional insureds, the following is or organization(s) shown in the Schedule, but added to Section III -Limits Of Insurance: only with respect to liability for "bodily in- If coverage provided to the additional insured Jury", "property damage" or "personal and Is required by a contract or agreement, the advertising injury" caused, in whole or in most we will pay on behalf of the additional part, by your acts or omissions or the acts or insured is the amount of insurance: omissions of those acting on your behalf: 1. Required by the contract or agreement; 1. In the performance of your ongoing oper- or ations; or 2. Available under the applicable Limits of 2. In connection with your premises owned Insurance shown in the Declarations; by or rented to you. whichever is less. However: This endorsement shall not increase the ap- 1. The Insurance afforded to such additional Dec- insured onlyapplies to the extent permit- Pratioe Limits of Insurance shown in the Dec- PP P larations. ted by law; and 2. If coverage provided to the additional in- sured is required by a contract or agree- ment, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER BKS (22) 58 08 B7 74 Policy Period: General Endorsement From 10/17/2021 To 10/17/2022 12:01 am Standard Time at insured Mailing Location This Endorsement Changes The Policy. Please Read it Carefully. CG2026 , Designated Person or Organization, name is amended to read as follows: City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers t s 3 To report a claim, call your Agent or CG 70 02 01 01 Page 1 or 2 COMMERCIAL GENERAL LIABILITY CG 88 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX m cSUBJECT PAGE NON-OWNED AIRCRAFT 2 e NON-OWNED WATERCRAFT 2 0 PROPERTY DAMAGE LIABILITY -ELEVATORS 2 C= EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION 3 EXTENSION OF SUPPLEMENTARY PAYMENTS -COVERAGES A AND B 3 ADDITIONAL INSUREDS -BY CONTRACT, AGREEMENT OR PERMIT 3 PRIMARY AND NON-CONTRIBUTORY- ADDITIONAL INSURED EXTENSION 5 ADDITIONAL INSUREDS -EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" 6 WHO IS AN INSURED -INCIDENTAL MEDICAL ERRORS/MALPRACTICE AND WHO IS AN INSURED - FELLOW EMPLOYEE EXTENSION -MANAGEMENT EMPLOYEES 6 NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 7 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 7 5 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 8 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - 8 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU 0 20131-iberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 1 of 8 With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. A. NON-OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, exclusion g. Aircraft, Auto Or Watercraft does not apply to an aircraft provided: 1. It is not owned by any insured; 2. It Is hired, chartered or loaned with a trained paid crew; 3. The pilot in command 'holds a currently effectivo certificate, issued by the duly constituted authority of the United Slates of America or Canada, designating her or him a commercial or airline pilot; and 4. It is not boing used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically in excess of this policy), contingent or on any other basis, that would also apply to the loss covered under this provision. B. NON-OWNED WATERCRAFT Under Paragraph 2. Exclusions of Section I -Coverage A-Bodily Injury And Property Damage Liability, Subparagraph (2) of exclusion g. Aircraft, Auto Or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) Less than 52 feet long; and (b) Not being used to carry persons or property for a charge. C. PROPERTY DAMAGE LIABILITY -ELEVATORS 1. Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liabil- ity, Subparagraphs (3), (4) and (6) of exclusion I. Damage To Property do not apply if such "property damage" results from the use of elevators. For (he purpose of this provision, elevators do not Include vehicle lifts. Vehicle lifts are lifts or hoists used in automobile service or repair operations. 2. The following is added to Section IV - Commercial General Liability Conditions, Condition 4. Other Insurance, Paragraph b. Excess Insurance: The insurance afforded by this provision of this endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) If Damage To Premises Rented To You is not otherwise excluded from this Coverage Part: 1. Under Paragraph 2. Exclusions of Section I -Coverage A - Bodily Injury and Property Damage Liability: a. The fourth from the last paragraph of exclusion J. Damage To Property is replaced by the follow- ing: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, smoke, or leakage from an automatic fire protection system) to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or (II) Contents that you rent or lease as part of a promises rental or lease agreement for a period of more than 7 days. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of Insurance applies to this coverage as described in Section III - Limits of Insurance. ® 2013LIberty Mutual Insurance CG 88 10 04 13 Includes copyrighted rnatorlal of Insurance Services Office,Inc.,with its pormission. Page 2 of 8 b. The last paragraph of subsection 2. Exclusions Is replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III -Limits Of Insurance. 2. Paragraph 6. under Section III - Limits Of Insurance is replaced by the following: 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage Afor damages because of "property damage" to: a. Any one premise: (1) While rented to you; or e (2) While rented to you or temporarily occupied by you with permission of the owner for c damage by fire, lightning, explosion, smoke or leakage from automatic protection sys- tems; or b. Contents that you rent or lease as part of a premises rental or lease agreement. Q e 3. As regards coverage provided by [his provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO fE� YOU (Tenant's Property Damage) -Paragraph 9.a. of Definitions is replaced with the following: 9.a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with the permission of the owner, or for damage to contents of such premises that are included in your premises rental or lease agreement, is not an "insured .contract". E. MEDICAL PAYMENTS EXTENSION I If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this policy are amended as follows: Under Paragraph 1. Insuring Agreement of Section I -Coverage C -Medical Payments, Subparagraph (b) of Paragraph a. is replaced by the following: (b) The expenses are incurred and reported within three years of the date of the accident; and F. EXTENSION OF SUPPLEMENTARY PAYMENTS -COVERAGES A AND B 1. Under Supplementary Payments -Coverages A and B, Paragraph 1.b. is replaced by the following: b. Up to $3,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. a 2. Paragraph 1.d. is replaced by the following: d. All reasonable expenses incurred by the Insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. a G. ADDITIONAL INSUREDS -BY CONTRACT, AGREEMENT OR PERMIT 1. Paragraph 2. under Section I[ -Who Is An Insured is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your on going operations for the additional insured that are the subject of the written contract or written agreement provided that the 'bodily injury" or "property damage" occurs, or the "per- sonal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement; or 0 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Offco,Inc.,with Its permission. Page 3 of 8 b. Premises or facilities rented by you or used by you; or c. The maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or d. Operations performed by you or on your behalf for which the stale or political subdivision has issued a permit subject to the following additional provisions: (1) This insurance does not apply to "bodily injury", "property damage", or "personal and ad- vertising injury" arising out of the operations performed for the stale or political subdivision; (2) This insurance does not apply to "bodily injury" or "property damage" included within the "completed operations hazard". (3) Insurance applies to premises you own, rent, or control but only with respect to the following hazards: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar expo- sures; or (b) The construction, arec(ion, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insur- ance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to Paragraph 1.a. above, a person's or organization's status as an additional Insured under this endorsement ends when: (1) All work, Including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional Insured(s) at the location of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to Paragraph 1.b. above, a person's or organization's status as an additional Insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. t With respects to Paragraph 1.c. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The Insurance provided by this endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage". We have no duty to defend an additional insured under this endorsement until we receive written notice of a "suit" by the additional insured as required in Paragraph b. of Condition 2. Duties In the Event Of Occurrence, Offense, Claim Or Suit under Section IV - Commercial General Liability Condi- tions. O 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 4 of 8 2. With respect to the insurance provided by this endorsement, the following are added to Paragraph 2. Exclusions under Section I -Coverage A-Bodily Injury And Property Damage Liability: This insurance does not apply to: a. "Bodily injury" or "property damage" arising from the sole negligence of the additional insured. b. "Bodily injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage" occurs. c. "Bodily injury", "properly damage" or "personal and advertising injury" arising out of the render- ing of, or the failure to render, any professional architectural, engineering or surveying services, including: E� (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. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occur- rence" which caused the "bodily injury' or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of, or the failure to render, any professional architectural, engineering or surveying services. d. "Bodily injury" or "property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. e. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS endorsement is- sued by us and made a part of this policy. 3. With respect to the insurance afforded to these additional insureds, the following Is added to Section III -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the contract or agreement; or b. Available under the applicable Limits of Insurance shown in the Declarations; S whichever is less. s This endorsement shall not increase the applicable Limits of Insurance shown in the Declaralio ns. H. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED EXTENSION This provision applies to any person or organization who qualifies as an additional Insured under any form or endorsement under this policy. Condition 4. Other Insurance of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS is amend- ed as follows: a. The following Is added to Paragraph a. Primary Insurance: If an additional insured's policy has an Other Insurance provision making Its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. ® 20131-iberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with Its permission. Page 5 of 8 b. The fallowing is added to Paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement, or permit issued by a stale or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the addi- tional insured is designated as a Named Insured. Regardless of the written agreement between you and an additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the additional Insured has been added as an additional insured on other policies. I. ADDITIONAL INSUREDS -EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. 1. The following is added to Condition 2. Duties In The Event Of Occurrence, Offense, Claim or Suit: An additional Insured under this endorsernenl will as soon as practicable: a. Give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b. Tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the additional insured; and c. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. d. We have no duty to defend or Indemnify an additional Insured under this endorsement until we receive written notice of a "suit" by the additional insured. 2. The limits of insurance applicable to the additional insured are those specified in a written contract or written agreement or the limits of insurance as slated in the Declarations of this policy and defined in Section III - Limits of Insurance of this policy, whichever are less. These limits are inclusive of and not in addition to the limits of insurance available under this policy. J. WHO IS AN INSURED -INCIDENTAL MEDICAL ERRORS!MALPRACTICE WHO IS AN INSURED -FELLOW EMPLOYEE EXTENSION -MANAGEMENT EMPLOYEES Paragraph 2.a.(1) of Section II -Who Is An Insured is replaced with the following: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" while in the course of his or her employ- ment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volunteer worker' as a consequence of Paragraph (1) (a) above; 4 (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described In Paragraphs (1) (a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. However, if you are not in the business of providing professional health care services or providing profes- sional health care personnel to others, or if coverage for providing professional health care ser- vices is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply. Paragraphs (a) and (b) above do not apply to "bodily injury" or "personal and advertising Injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, includes the direct supervision of other "employ- ees" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and 0 20131-Iberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 6 of 8 advertising injury" arising out of their willful conduct, which Is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury", or caused in whole or in part by their intoxica- tion by liquor or controlled substances. The coverage provided by provision J. is excess over any other valid and collectable insurance available to your "employee". K. NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES Paragraph 3. of Section If -Who Is An Insured is replaced by the following: 3. Any organization you newly acquire or form and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that t� organization. However: e a. Coverage under this provision is afforded only until the oxpiration a( the policy period in ®_ which the entity was acquired or formed by you; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and r � c. Coverage a does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. d. Records and descriptions of operations must be maintained by the first Named Insured. eNo 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 or qualifies as an insured under this provision. L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES Under Section IV -Commercial General Liability Conditions, the following is added to Condition 6. Repre- sentations: Your failure to disclose all hazards or prior "occurrences" existing as of the inception dale of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior "occurrences" Is not intentional. M. KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Under Section IV - Commercial General Liability Conditions, the following is added to Condition 2. Duties In The Event of Occurrence, Offense, Claim Or Suit: Knowledge of an "occurrence", offense, claim or "suit' by an agent, servant or "employee" of any insured shall not in itself constitute knowledge of the insured unless an insured listed under Paragraph 1. of Section II -Who Is An Insured or a person who has been designated by them to receive reports of "occurrences", offenses, claims or "suits" shall have received such notice from the agent, servant or "employee". e N. LIBERALIZATION CLAUSE If we revise this Commercial General Liability Extension Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the day the revision is e effective in your stale. O. BODILY INJURY REDEFINED Under Section V -Definitions, Definition 3. is replaced by the following: 3. "Bodily Injury" means physical injury, sickness or disease sustained by a person. This includes mental anguish, mental Injury, shock, fright or death that results from such physical injury, sick- ness or disease. ® 20131-iberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc.,will) Its permission. Page 7 of 8 P. EXTENDED PROPERTY DAMAGE Exclusion a. of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to 'bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - WHEN REQUIRED IN A CONTRACT ORAGREEMENT WITH YOU Under Section IV - Commercial General Liability Conditions, the following is added to Condition 8. Trans- fer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work' done under a contract with that person or organization and Included in the "products-completed operations hazard" provided: 1. You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization; and 2. The injury or damage occurs subsequent to the execution of the written contract or written agree- ment. a ® 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Offca,Inc.,with its permission. Page 8 of 8