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HomeMy WebLinkAboutMercy House Living Shelters - 2022-07-01 (4) AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND MERCY HOUSE LIVING SHELTERS (Program No. B-22-MC06-0506) FOR PROGRAM YEAR 2022/2023 COMMUNITY DEVELOPMENT BLOCK GRANT(CDBG) FUNDS THIS AGREEMENT is made and entered into on the I"of July 2022 by and between the CITY OF HUNTINGTON BEACH a municipal corporation,hereinafter referred to as "City," and MERCY HOUSE LIVING SHELTERS, hereinafter referred to as "Subrecipient." RECITALS WHEREAS,the City has applied for and received funds from the United States Government under Title I of the Housing and Community Development Act of 1974, Public Law 93-383; and WHEREAS, the City wishes to engage the Subrecipient to assist the City in utilizing such funds; and WHEREAS, the City has environmental clearance to release the funds for this project; NOW, THEREFORE, in consideration of these recitals, and the mutual covenants contained herein, City and Subrecipient agree as follows: 1) National Objective The Subrecipient certifies that the activities carried out with funds provided under this Agreement will meet the CDBG program's National Objective of benefit to low/moderate income persons as defined in 24 CFR Part 570.208. The Subrecipient shall adhere to the terms of the City's CDBG Application and Subrecipient Agreement and with assurances and agreements made by the City to the United States Department of Housing and Urban Development. 2) Subrecipient Grant Amount and Scope of Work The City has allocated Federal 2022-2023 CDBG funds in the amount of Forty One Seven Hundred Eight Dollars($41,708)to the Subrecipient to assist with the program costs for activities described in the Scope of Work and Budget (Attachment 1). 22-11507/287903 I 3) Time of Performance The services described above are generally provided on a daily basis to eligible persons. Reimbursable activities per this Grant Agreement may begin on July 1, 2022 and shall end on June 30, 2023. 4) Personnel Assigned Subrecipient personnel assigned to carry out the Scope of Work shall, if required by the standards of their profession, maintain all licenses and permits necessary to remain in compliance with State and Federal requirements governing the profession. The City shall be notified of all personnel assigned to carry out the Scope of Work and shall be notified if there is a change in personnel. 5) Levels of Performance The Subrecipient agrees to provide the levels of program service as described in the Scope of Work and Budget(Attachment 1). 6) Budget The budget as described in the Scope of Work and Budget (Attachment I) shall be the governing budget for this grant agreement unless modified and approved in writing by the City prior to this agreement. 7) Proiect Schedule/Milestones Services of the Subrecipient shall start no sooner than on the first day of July 2022 and end on the thirtieth day of June 2023. Every effort shall be made by the Subrecipient to expend the allocated funds in their entirety by June 30, 2023. If the Subrecipient does not expend all funds by June 30, 2023,the City may reallocate the funds not yet drawn to other eligible CDBG projects. 8) Compensation and Method of Payment The City shall reimburse the Subrecipient with CDBG funds for program costs related to eligible services to not exceed the grant amount for the period beginning July 1, 2022 and ending June 30,2023. The City shall not provide any payments/reimbursements in advance of actual expenditures by the Subrecipient. Funding is contingent upon the City receiving Community Development Block Grant funds from HUD. The Subrecipient shall submit to the City a monthly "Reimbursement Request" within fifteen(15) calendar days after the end of each month with the final report for 2022-2023 fiscal year delivered by July 15, 2022. The reimbursement requests shall include documentation to verify that the expenditure of funds is consistent with the project description/definition as approved. Prior to reimbursing the Subrecipient,the City will verify that the Subrecipient has met all applicable regulations for the project. 22-11507/287903 2 Payroll records, receipts,paid invoices including an itemized statement of all costs are samples of appropriate methods of reimbursement documentation. 9) Program Income The Subrecipient shall report to the City any interest or other income earned as a direct result of the use of Federal CDBG funds for the program outlined within this agreement. All reported program income may be retained by the Subrecipient for services as described in the Scope of Work and Budget (Attachment 1). All provisions of this Agreement shall apply to these activities. The program income, retained by the Subrecipient, must be expended before additional funds are requested from the City. Any program income on hand when the Agreement expires or received after the Agreement's expiration shall be paid to the City. The requirements are set forth in the Code of Federal Regulations, Title 24, Section 570.504(c). 10) Record Keeping Requirements The Subrecipient shall, at minimum,maintain the following records and reports to assist the City in complying with its record keeping requirements. a) Documentation of the income level, ethnicity, age of persons and/or households participating in or benefiting from the Subrecipient's program; b) Documentation of the number of persons and/or households participating in or benefiting from the Subrecipient's program; c) Documentation of all CDBG funds received from the City; d) Documentation of expenses as identified in the quarterly report and reimbursement requests; e) Documentation of how and when a determination was made as to the eligibility status of persons assisted, and f) Any such other related records as the City shall require. The Subrecipient shall maintain separate accounting records for the Federal CDBG funds provided by the City. The City,Federal Grantor Agency, Comptroller General of the United States, or any of their duly authorized representatives shall have access to all books, documents, papers and records maintained by the Subrecipient which directly pertain to the above project for the purpose of audit, examination,excerpts and transcriptions. 11) Reporting Requirements The Subrecipient shall submit"Quarterly Activity Reports" within fifteen(15) calendar days of the end of the first three quarters. The final quarterly report is due no later than July 15, 2022. Quarterly reports shall be provided by the Subrecipient to the City indicating the number of persons assisted, income and ethnicity of persons assisted, how/what assistance was provided, and a description 22-11507/287903 3 of how and when determination of eligibility status was made for persons assisted. The report must include sufficient information to assist the City in monitoring the Subrecipient's performance. The Subrecipient must demonstrate satisfactory performance prior to reimbursement for expenditures. 12) Public Access to Program Records The Subrecipient shall furnish and cause each of its own subrecipients or subcontractors to furnish all information and reports required hereunder and will permit access to its books,records and accounts by the City, HUD or its agent, or other authorized Federal officials for purposes of investigation to ascertain compliance with the rules,regulations and provisions stated herein. 13) Records Retention Unless otherwise notified by the City, the Subrecipient shall retain all financial records, supporting documents and statistical reports related to the project identified under this Agreement until June 30, 2028. All records subject to an audit finding must be retained for five(5) years from the date the finding is made or until the finding has been cleared by appropriate officials and the Subrecipient has been given official written notice. 14) Grant Closeout Procedures The Subrecipient's obligation to the City shall not end until all close-out requirements are completed. Activities during this close-out period shall include, but are not limited to: making final payments, disposing of program assets (including the return of all unused materials, equipment, unspent cash advances, program income balances, and accounts receivable to the City), and determining the custodianship of records. Notwithstanding the foregoing, the terms of this Agreement shall remain in effect during any period that the Subrecipient has control over CDBG funds, including program income. 15) Uniform Administrative and Program Management Standards The Subrecipient shall comply with applicable Uniform Administrative Requirements as described in Section 570.502 of the federal regulations for the CDBG Program. The Federal requirements are incorporated herein by reference. 16) Use and Reversion of Assets Upon expiration of this Agreement,the Subrecipient shall transfer to the City any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds. The Subrecipient shall be required to use any real property under the Subrecipient's control that was acquired or improved in whole or in part with CDBG funds in excess of$25,000 as follows: a) Used to meet one of the National Objectives in 24 CFR, Section 570.208 until five (5)years after expiration of this Agreement; or, b) Disposed of in a manner that results in the City being reimbursed in the amount of the current fair market value of the property less any portion of the value attributable to expenditure of non-CDBG funds for 22-11507/287903 4 acquisition or improvement to the property, Reimbursement is not required after the period of time specified in paragraph (a) of this section. 17) Real Property The use and disposition of real property and equipment under this Agreement shall be in compliance with the requirements of 24 CFR Part 84 and 24 CFR 570.502, 570.503, and 570.504, as applicable, which include but are not limited to the following: The Subrecipient shall transfer to the City any CDBG funds on hand and any accounts receivable attributable to the use of funds under this Agreement at the time of expiration,cancellation, or termination. Real property under the Subrecipient's control that was acquired or improved, in whole or in part, with funds under this Agreement in excess of$25,000 shall be used to meet one of the CDBG National Objectives pursuant to 24 CFR 580.208 until five (5)years after expiration of this Agreement [or such longer period of time as the City deems appropriate]. If the Subrecipient fails to use CDBG- assisted real property in a manner that meets a CDBG National Objective for the prescribed period of time, the Subrecipient shall pay the City an amount equal to the current fair market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. Such payment shall constitute program income to the City. The Subrecipient may retain real property acquired or improved under this Agreement after the expiration of the five-year period [or such longer period of time as the City deems appropriate]. In all cases in which equipment acquired, in whole or in part, with funds under this Agreement, is sold,the proceeds shall be program income) prorated to reflect the extent to that funds received under this Agreement were used to acquire the equipment). Equipment not needed by the Subrecipient for activities under this Agreement shall be(a)transferred to the City for the CDBG program or(b) retained after compensating the City [an amount equal to the current fair market value of the equipment less the percentage of non-CDBG funds used to acquire the equipment]. 18) Other Program Requirements Reserved. 19) Suspension and Termination In accordance with Title 24, Sections 85.43 and 85.44 of the Code of Federal Regulations,this Agreement may be suspended or terminated if the Subrecipient fails to comply with any term(s) of the award and/or the award is terminated for convenience. Title 24, Sections 85.43 and 85.44 of the Code of Federal Regulations are incorporated herein by reference as provisions of the Agreement. 20) Compliance with Laws and Regulations The Subrecipient agrees to comply with the requirements of Title 24 of the Code 22-11507/287903 5 of Federal Regulations, Part 570 (the U.S. Housing and Urban Development regulations concerning Community Development Block Grants (CDBG) including subpart K (Attachment 3), except that: a) The Subrecipient will not assume the City's environmental responsibilities as described on Section 570.604; and b) The Subrecipient will not assume the City's responsibility for initiating the review process required under the provisions of 24 CFR Part 52. The Subrecipient also agrees to comply with all other applicable Federal, state and local laws, regulations, and policies governing the funds provided under this contract. The Subrecipient further agrees to utilize funds available under this Agreement to supplement rather than supplant funds otherwise available. 21) Antidiscrimination/Affirmative Action & Equal Employment Opportunity The Subrecipient shall comply with all State and Federal laws regarding nondiscrimination in the provision of services and the equal opportunity employment of personnel. 22) Financial Management Accounting Standards. The Subrecipient agrees to comply with 24 CFR 84.21-28 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and maintain necessary source documentation for all costs incurred. Cost Principles. The Subrecipient shall administer its program in conformance with OMB Circulars A-122, "Cost Principles for Non-Profit Organizations,"or A- 21, "Cost Principles for Educational Institutions," as applicable. These principles shall be applied for all costs incurred whether charged on a direct or indirect basis. 23) Audit Requirement If the Subrecipient shall receive more than $300,000 in total federal funds in one fiscal year from the City of Huntington Beach and/or any other city or agency,the Subrecipient is required to submit a Single Audit Report. As required by the Federal Single Audit Act,the Subrecipient shall be required to submit to the City, a comprehensive financial audit prepared by an independent, neutral third party auditor. The audit shall cover financial operations of the Subrecipient for the period beginning July 1, 2022 and ending June 30, 2023 and is due not later than one year after expiration of this Agreement. 24) Religious and Lobbying Activities Religious Activities. The Subrecipient agrees that funds provided under this contract will not be utilized for religious activities or to promote religious interests. Religious entities may use CDBG funds for secular activities only in accordance with the Federal regulations specified in 24 CFR 570.2000), such as worship, religious instruction, or proselytization. 22-11507/287903 6 Lobbying. The Subrecipient hereby certifies that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of it,to any person for influencing or attempting to influence an 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 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 agency, a Member of Congress, an officer or employee of Congress, or any employee of a Member of Congress in connection with this Federal contract, grant loan, or cooperative agreement, it will complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; and (3) It will require that the language of paragraph(d) of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all Subrecipients shall certify and disclose accordingly: Lobbying Certification. 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.C. 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. 25) Budget Modifications If the Subrecipient desires to modify the use of the CDBG funds following approval of this agreement, a written request must be submitted to the City for review. No change in use of the CDBG funds will permitted without prior written approval by the City, subject to the provisions of the City's adopted Citizen Participation Plan. 26) Performance Monitoring The City will monitor the performance of the Subrecipient against goals and performance standards required herein. Substandard performance as determined by the City will constitute non-compliance with this Agreement. If action to correct such substandard performance is not taken by the Subrecipient within a reasonable period of time after being notified by the City, contract suspension or termination procedures will be initiated. 22-11507/287903 7 27) Conflict of Interest The Subrecipient agrees to abide by the provisions of 24 CFR 84.42 and 570.611, which include (but are not limited to)the following: 1) The Subrecipient shall maintain a written code or standards of conduct that shall govern the performance of its officers, employees or agents engaged in the award and administration of contracts supported by Federal funds. 2) No employee, officer or agent of the Subrecipient shall participate in the selection, or in the award, or administration of, a contract supported by Federal funds if a conflict of interest,real or apparent,would be involved. 3) No covered persons who exercise or have exercised any functions or responsibilities with respect to CDBG-assisted activities, or who are in a position to participate in a decision-making process or gain inside information with regard to such activities, may obtain a financial interest in any contract, or have a financial interest in any contract, subcontract, or agreement with respect to the CDBG-assisted activity, or with respect to the proceeds from the CDBG-assisted activity, either for themselves or those with whom they have business or immediate family ties,during their tenure or for a period of one (1) year thereafter. For purposes of this paragraph, a"covered person" includes any person who is an employee, agent, consultant, officer, or elected or appointed official of the City, the Subrecipient, or any designated public agency. 28) Procurement Standards and Methods 1) Compliance. The Subrecipient shall comply with current City policy concerning the purchase of equipment and shall maintain inventory records of all non-expendable personal Property as defined by such policy as may be procured with funds provided herein. All program assets(unexpended program income, property, equipment, etc.), shall revert to the City upon termination of this Agreement. 2) OMB Standards. Unless specified otherwise within this agreement,the Subrecipient shall procure all materials,property, or services in accordance with the requirements of 24 CFR 84.40-48. 3) Travel. The Subrecipient shall obtain written approval from the City for any travel outside the metropolitan area with funds provided under this agreement. 29) Environmental Issues 1) Air and Water. The Subrecipient agrees to comply with the following requirements insofar as they apply to the performance of this Agreement: a) Clean Air Act, 42 U.S.C., 7401, et seq.; b) Federal Water Pollution Control Act, as amended, 33 U.S.C., 1251, et seq., as amended, 1318 relating to inspection,monitoring,entry, reports, 22-11507/287903 8 and information, as well as other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder; c) Environmental Protection Agency (EPA) regulations pursuant to 40 CFR Park 50, as amended. 2) Flood Disaster Protection. In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42 U.S.C. 4001), the Subrecipient shall assure that for activities located in an area identified by the Federal Emergency Management Agency(FEMA) as having special flood hazards, flood 'insurance under the National Flood Insurance Program is obtained and maintained as a condition of financial assistance for acquisition or construction purposes (including rehabilitation). 3) Lead-Based Paint. The Subrecipient agrees that any construction or rehabilitation of residential structures with assistance provided under this Agreement shall be subject to HUD Lead-Base Paint Regulations at 24 CFR 570.608,and 24 CFR Part 35, Subpart B. Such regulations pertain to all CDBG-assisted housing and require that all owners,prospective owners, and tenants of properties constructed prior to 1978 be properly notified that such properties may include lead-based paint. Such notification shall point out the hazards of lead-based paint and explain the symptoms,treatment and precautions that should be taken when dealing with lead-based paint poisoning and the advisability and availability of blood lead level screening for children under seven. The notice should also point out that if lead-based paint is found on the property, abatement measures may be undertaken. The regulations further require that, depending on the amount of Federal funds applied to a property, paint testing, risk assessment, treatment and/or abatement may be conducted. 4) Historic Preservation. The Subrecipient agrees to comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended(16 U.S.C. 470) and the procedures set forth in 36 CFR Part 800,Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this agreement. In general, this requires concurrence from the State Historic Preservation Officer for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a Federal, state, or local historic property list. 22-11507/287903 9 30) Notices Communication and details concerning this contract shall be directed to the following contract representatives: City: Subrecipient: City of Huntington Beach Mercy House Living Shelter Attn: Charles Kovac, Housing Mgr. Attn: Larry Haynes, Executive Director 2000 Main Street, 5th Floor P.O. Box 1905 Huntington Beach, CA 92648 Santa Ana, CA 92702 Phone: (714) 374-5316 Phone: (714) 836-7188 31) Independent Contractor Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The Subrecipient shall at all times remain an"independent contractor"with respect to the services to be performed under this Agreement. The City shall be exempt from payment of all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers' Compensation Insurance, as the Subrecipient is an independent contractor. 32) Insurance General Liability. In addition to the workers' compensation and employer's liability insurance and Subrecipient's covenant to indemnify City, Subrecipient shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the program/project. This policy shall indemnify Subrecipient, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out or in connection with the program, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit,the aggregate limit must be no less than One Million Dollars($1,000,000) for the program/ project. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the program/project shall be deemed excess coverage and that Subrecipient's insurance shall be primary. Under no circumstances shall said above-mentioned insurance contain a self- insured retention, or a"deductible"or any other similar form of limitation on the required coverage. Workers Compensation and-Employers'Liability. Pursuant to California Labor Code Section 1861, Subrecipient acknowledges awareness of Section 3700 et seq. 22-1 l 507/287903 10 of this Code,which requires every employer to be insured against liability for workers' compensation; Subrecipient covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Subrecipient shall maintain workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Subrecipient shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Subrecipient shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Subrecipient shall similarly require all subcontractors to waive subrogation. Certificate of Insurance. Prior to commencing performance of the work hereunder, Subrecipient shall furnish to City certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this Agreement; the certificates shall: 1. provide the name and policy number of each carrier and policy; 2. state that the policy is currently in force; and 3. promise to provide that such policies will not be canceled or modified without thirty(30) days' prior written notice of City. Subrecipient shall maintain the foregoing insurance coverages in force until the work under this Agreement is fully completed and accepted by City. The requirement for carrying the foregoing insurance coverages shall not derogate from the provisions for indemnification of City by Subrecipient under the Agreement. City or its representative shall at all times have the right to demand the original or a copy of all the policies of insurance. Subrecipient shall pay, in a prompt and timely manner,the premiums on all insurance hereinabove required. Subrecipient shall provide a separate copy of the additional insured endorsement to each of Subrecipient's insurance policies, naming City, its officers, elected and appointed officials, employees, agents and volunteers as Additional Insureds,to the City Attorney for approval prior to any payment hereunder. 33) Hold Harmless and Indemnity Agreement Subrecipient hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents, and volunteers from and against any and all, claims, damages, losses, expenses,judgments, demands defense costs, and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to Subrecipient's employees and damage to Subrecipient's property, arising directly or indirectly out of the obligations or operations herein undertaken by Subrecipient, caused in whole or in part by any negligent act or omission of the Subrecipient, 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 22-11507/287903 11 negligence, or willful misconduct of the City. Subrecipient will conduct all defense at its sole cost and expense and City shall approve selection of Subrecipient's counsel. City shall be reimbursed for all costs and attorney's fees incurred by City in enforcing this obligation. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Subrecipient. 34) Severability If any provision of this Agreement is held invalid, the remainder of the Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect. 35) Assignment of Agreement The Subrecipient shall not assign this Agreement or any monies due thereunder without the prior written consent of the City. 36) Successors and Assigns Subject to the provisions of the Subrecipient Agreement Paragraph 16, "Hold Harmless and Indemnity Agreement," all terms, conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors,and assigns. 37) Section Headings and Subheadings The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement. 38) Waiver The City's failure to act with respect to a breach by the Subrecipient does not waive its right to act with respect to subsequent or similar breaches. The failure of the City to exercise or enforce any right or provision shall not constitute a waiver of such right or provision. 39) Authori y to Execute this Agreement The person or persons executing this Agreement on behalf of Subrecipient warrants and represents that he/she has the authority to execute this Agreement on behalf of the Subrecipient and has the authority to bind Subrecipient to the performance of its obligations hereunder. 40) Entire Agreement This agreement constitutes the entire agreement between the City and the Subrecipient for the use of funds received under this Agreement and it supersedes all prior or contemporaneous communications and proposals,whether electronic, oral, or written between the City and the Subrecipient with respect to this Agreement. 22-11507/287903 12 IN WITNESS WHEREOF,the parties hereto have caused this agreement to be executed by and through their authorized officers on kwu , 2022. F CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California By: jtl a FJ Community Development Director print name ITS: (circle one) Chairman/President/Vice APPROVED President AND City Alorney By: 01, 00 p t name ITS: (circle one) ecretary/Chief Financial Officer/Asst. Secretary-Treasurer Receive and File V City Clerk 22-11507/287903 13 ATTACHMENT 1 SCOPE OF SERVICES AND BUDGET 22-11507/287903 14 ATTACHMENT 1 FY 2022-23 SCOPE OF SERVICES AND BUDGET CAMERON LANE NAVIGATION CENTER OPERATIONS PROGRAM A. SCOPE OF SERVICES Outcome Statement: This project will provide funding for the costs associated with the operation of the emergency homeless facility located at 17631 Cameron Lane. This project furthers Priority#2 in the City of Huntington Beach's adopted Housing and Community Development Consolidated Plan (HUD 5-year plan), which is to support efforts to address homelessness. Principal Task: Between July 1, 2022 and June 30, 2023, Cameron Lane Navigation Center Operations Program will: 1. Provide housing and supportive services to 10 homeless individuals. Cameron Lane Navigation Center Operations Program will submit a monthly Grantee Performance Report(GPR) on these goals on the form attached hereto by the 151'of each month over the duration of this agreement. B. PROJECT FUNDING& COST ESTIMATES With the submission of monthly invoices together with proper support documentation, for the services and authorized budget items described in Section A of this Attachment, Special Code Enforcement will be reimbursed on a monthly basis in accordance with the following annual project budget: Client Meals: $41,708 Total Cameron Lane Navigation Center Operations Program Budget: $41,708 22-11507/287903 15 ' ..-----"I ® DATE(MMiDDIYYYY) A�oRD CERTIFICATE OF LIABILITY INSURANCE 5/3M2023 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 have ADDITIONAL INSURED provisions or be endorsed, If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Melissa Ignells Burnham WGB Insurance Solutions PHONE FAX CA Insurance License OF69771 (A/c.No.am),714-505-7000 (A/c.No):714-573-1770 15901 Red Hill Avenue ADDRIESS: melissa.ignells@wgbib.com Tustin CA 92780 INSURER(S)AFFORDING COVERAGE NAIC(I . INSURER A:Philadelphia Indemnity Insurance Company 18058 INSURED MERCY-1 INSURERS:Berkshire Hathaway Homestate Insurance Company 20044 Mercy House Living Centers, Inc. PO Box 1905 INSURER C I Santa Ana CA 92702 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:816091050 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN.THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 7R TYPE OF INSURANCE ADDL SUER POLICY EFF POLICY EXP LIMITS iNso WVD POLICY NUMBER IMMIDDIYYYY) IMM/DDIVYYY) A X COMMERCIAL GENERAL LIABILITY PHPK2548567 5/2/2023 5/2/2024 EACH OCCURRENCE $1,000,000 CLAIMS-MADE I_ X I OCCUR DAMAGE NTED PREMISES O(EaEoccurrence) $100,000 MED EXP(Any one person) $5,000 PERSONAL 8 ADV INJURY $1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 X POLICY ET LOC PRODUCTS-COMP/OP AGG S 2,000,000 OTHER: $ A AUTOMOBILE LIABILITY PHPK2548587 5/2/2023 5/2/2024 CIEa acciOMBINdennED SINGLE LIMIT $1,000,000 X ANY AUTO BODILY INJURY(Per person) S - OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ x HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY _AUTOS ONLY (Per accident) S A X UMBRELLA LIAB X OCCUR PHUB861838 5/2/2023 5/2/2024 EACH OCCURRENCE 64,000,000 - EXCESSLIAB CLAIMS-MADE AGGREGATE $4,000,000 DED X RETENTION$1r flnn - S a WORKERS COMPENSATION MEWC441404 2/8/2023 2/8/2024 X STATUTE ERH- AND EMPLOYERS'LIABILITY ANYPROPRIETORIPARTNER/EXECUTIVE Y�I I N 1A EL,EACH ACCIDENT S 1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory lnNH) E,L.DISEASE-EA EMPLOYEE S 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below EL,DISEASE-POLICY LIMIT $1,000,000 A Professional Lability PHPK2548567 5/2/2023 5/2/2024 Per Occurrence/Ago 51000000/62000000 A D&OIEPLI PHSD1793227 5/2/2023 5/2/2024 Each Polley Period 3,000,000 DESCRIPTION OF OPERATIONS!LOCATIONS i VEHICLES(ACORD 101,Additional Remarks Schedule,may bo attached If more space is required) Abuse/Molestation- Policy Number:PHPK2548587;Carrier-Philadelphia Indemnity;Limits:Each Abusive Conduct$1,000,000/Aggregate$2,000,000 Umbrella Liability Schedule of Underlying;General Liability Policy:PHPK2548587;Auto Liability Policy:PHPK2548587;Professional Liability Policy: PHPK2548587 Certificate holder Is named as additional insured on the General Liability per attached PI-GLD-HS(10/11)as regOot jto tat is EiiDf alto the terms and Conditions of the policy. Waiver of Subrogation applies to the General Liability per attached CG24040509 See Attached.., B : CERTIFICATE HOLDER CANCELLATION MI AEL E.(SATES . CITY AT1OANEY�r^ru SHOULD ANY OF THE AGO �t113�{UTbCI()IE6TI kN CLLO BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Huntington Beach 2000 Main St AUTHORIZE EPRESENTATIVE - Huntington Beach CA 92646 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: MERCY-1 LOC fit A`o® ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Burnham WGB Insurance Solutions Mercy House Living Centers,Inc, PO Box 1905 POLICY NUMBER Santa Ma CA 92702 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Certificate Holder Vesting:The City of Huntington Beach,its agents,officers,employees and volunteers Primary and Non-Contributory applies on the General Liability per attached endorsement • • ACORD 101 (2008101) 02008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD PHPK2548587 PI-GL-005(07/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY INSURANCE • This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Effective Date: 05/02/2023 Name of Person or Organization(Additional Insured): City of Huntington Beach, Its officers, elected or appointed officials, employees, agents and volunteers • • SECTION II—WHO IS AN INSURED is amended to include as an additional insured the person(s)or organization(s)shown in the endorsement Schedule, but only with respect to liability for"bodily injury," "property damage"or"personal and advertising injury"arising out of or relating to your negligence in the performance of"your work"for such person(s)or organization(s)that occurs on or after the effective date shown in the endorsement Schedule. This insurance is primary to and non-contributory with any other insurance maintained by the person or organization (Additional Insured),except for loss resulting from the sole negligence of that person or organization. This condition applies even if other valid and collectible Insurance is available to the Additional Insured for a loss or"occurrence"we cover for this Additional Insured. The Additional Insured's limits of insurance do not increase our limits of Insurance, as described in SECTION III—LIMITS OF INSURANCE. All other terms, conditions,and exclusions under the policy are applicable to this endorsement and remain unchanged. Page 6 of 6 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. POLICY NUMBER: PHPK2548587 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: As Required By Written Contract Information required to complete this Schedule,if not shown above,will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV--Conditions: 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 operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 ©Insurance Services Office, Inc.,2008 Page 1 of 1 ❑ WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 04 02 C (Ed. 9-14) 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 that you perform work under a written contract that requires you to obtain this agreement from us.) You must 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 5% of the applicable manual premium otherwise due on such remuneration subject to a policy maximum charge for all such waivers of 5% of total manual premium. The minimum premium for this endorsement is $350. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Person/OrganIzation: City of Huntington Beach, its agents, officers, employees, and volunteers Job Description: Grant Requirement Waiver Premium: 350.00 Payroll Subject Class State to Waiver 8804 CA 1.00 This endorsement changes the policy to which it is attached and is effective on the,date issued unless otherwise stated. (The information below Is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective: 02/08/2023 PollcyNo.:MEWC441404 Endorsement No,: Insured: Premium$ Insurance Company.Berkshire Hathaway Homestate Ins Co Countersigned by WC 99 04 02 C (Ed. 9-14) Policy No. PHPK2548587 PI-GLD-HS(10/11) • THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ iT CAREFULLY. GENERAL LIABILITY DELUXE ENDORSEMENT: HUMAN SERVICES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE It is understood and agreed that the following extensions only apply In the event that no other specific coverage for the indicated loss exposure Is provided under this policy. If such specific coverage applies,the terms,conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy,unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages,consult the policy contract wording. Coverage Applicable. Limit of Insurance Page# Extended Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $50,000 limit 2 • Non-Owned Watercraft Less than 58 feet 2 Damage to Property You Own, Rent,or Occupy $30,000 limit 2 Damage to Premises Rented to You $1,000,000 3 HIPAA Clarification 4 Medical Payments $20,000 5 Medical Payments—Extended Reporting Period 3 years 5 Athletic Activities Amended 5 Supplementary Payments—Bail Bonds $5,000 5 Supplementary Payment—Loss of Earnings $1,000 per day 5 Employee Indemnification Defense Coverage $25,000 5 Key and Lock Replacement—Janitorial Services Client Coverage $10,000 limit 6 Additional Insured—Newly Acquired Time Period Amended 6 Additional Insured—Medical Directors and Administrators Included 7 Additional Insured—Managers and Supervisors(with Fellow Included 7 Employee Coverage) Additional Insured—Broadened Named Insured Included 7 Additional Insured—Funding Source Included 7 Additional Insured—Home Care Providers Included 7 Additional Insured—Managers,Landlords,or Lessors of Premises Included 7 Additional Insured—Lessor of Leased Equipment Included 7 Additional Insured—Grantor of Permits Included 8 Additional Insured—Vendor Included 8 Additional Insured—Franchisor included 9 Additional Insured—When Required by Contract Included 9 Additional Insured—Owners,Lessees,or Contractors Included 9 Additional Insured—State or Political Subdivisions Included 10 Page 1 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company • Pl-GLD-HS(10111) Duties in the Event of Occurrence,Claim or Suit Included 10 Unintentional Failure to Disclose Hazards Included 10 Transfer of Rights of Recovery Against Others To Us Clarification 10 Liberalization included 11 Bodily Injury—includes Mental Anguish Included 11 • Personal and Advertising Injury—includes Abuse of Process, Included 11 Discrimination A. Extended Property Damage SECTION I—COVERAGES,COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,Subsection 2.Exclusions, Paragraph a. is deleted in its entirety and 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. B. Limited Rental Lease Agreement Contractual Liability • SECTION I—COVERAGES, COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY,Subsection 2.Exclusions, Paragraph b. Contractual Liability is amended to Include the following: (3) Based on the named insured's request at the time of claim,we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to$50,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. C. Non-Owned Watercraft SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph g. (2) is deleted in its entirety and replaced by the following: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person,who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent. D. Damage to Property You Own, Rent or Occupy SECTION I—COVERAGES,COVERAGE A BODILY INJURY AND PROPERTY DAMAGE Page 2 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) LIABILITY, Subsection 2. Exclusions, Paragraph J.Damage to Property, Item(1) Is deleted in its entirety and replaced with the following: (1) Property you own, rent,or occupy, Including any costs or expenses incurred by you, or any other person, organization or entity,for repair, replacement, enhancement, • restoration or maintenance of such property for any reason,including prevention of injury • to a person or damage to another's property, unless the damage to property is caused by your client,up to a$30,000 limit, A client is defined as a person under your direct care and supervision. E. Damage to Premises Rented to You 1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part, the word"fire"is changed to"fire,lightning,explosion, smoke,or leakage from automatic fire protective systems"where it appears in: a. The last paragraph of SECTION I-COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions; Is deleted in its entirety and replaced by the following: Exclusions c.through n,do not apply to damage by fire,lightning,explosion, smoke,or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner.A separate limit of insurance applies to this coverage as described in SECTION III—LIMITS OF INSURANCE. b. SECTION III—LIMITS OF INSURANCE, Paragraph 6,is deleted in its entirety and replaced by the following: Subject to Paragraph 5.above,the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of"property damage"to any one premises,while rented to you, or In the case of damage by fire, lightning, explosion, smoke,or leakage from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. c, SECTION V—DEFINITIONS,Paragraph 9.a., is deleted in its entirety and replaced by the following: 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 protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; 2. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4.Other Insurance, Paragraph b.Excess Insurance,(1) (a) (ii) is deleted in its entirety and replaced by the following: That Is insurance for fire, lightning,explosion,smoke, or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner; 3. The Damage To Premises Rented To You Limit section of the Declarations is amended to the greater of: Page 3 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with Its permission. ©2011 Philadelphia Indemnity insurance Company • PI-GLD-HS (10/11) • a. $1,000,000; or b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event,whether such damage results from fire, lightning, explosion,smoke,or leaks from automatic fire protective systems or any combination thereof. • F. HIPAA SECTION I—COVERAGES,COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY, • is amended as follows: 1. Paragraph 1.Insuring Agreement is amended to include the following: We will pay those sums that the insured becomes legally obligated to pay as damages because • of a"violation(s)" of the Health Insurance Portability and Accountability Act(HIPAA). We have the right and the duty to defend the insured against any"suit,""investigation,"or"civil proceeding" seeking these damages. However,we will have no duty to defend the insured against any"suit" seeking damages, "investigation,"or"civil proceeding"to which this insurance does not apply. 2. Paragraph 2. Exclusions is amended to include the following additional exclusions: This insurance does not apply io: a. intentional,Willful,or Deliberate Violations Any willful, intentional,or deliberate"violation(s)"by any insured. b, Criminal Acts Any"violation"which results in any criminal penalties under the HIPAA. c. Other Remedies Any remedy other than monetary damages for penalties assessed. d. Compliance Reviews or Audits Any compliance reviews by the Department of Health and Human Services. 3. SECTION V—DEFINITIONS is amended to include the following additional definitions: a. "Civil proceeding"means an action by the Department of Health and Human Services(HHS) arising out of"violations." b. "Investigation" means an examination of an actual or alleged"violation(s)"by HHS. However, "Investigation"does not include a Compliance Review. c. "Violation"means the actual or alleged failure to comply with the regulations included in the HIPAA. Page 4 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) G. Medical Payments—Limit increased to$20,000, Extended Reporting Period If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit is changed subject to all of the terms of SECTION III-LIMITS OF INSURANCE to the greater of: a. $20,000; or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. • 2. SECTION I—COVERAGE, COVERAGE C MEDICAL PAYMENTS, Subsection 1.Insuring Agreement,a. (3)(b)is deleted in its entirety and replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident. • H. Athletic Activities SECTION I—COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 2.Exclusions, Paragraph e.Athletic Activities is deleted in its entirety and replaced with the following: e. Athletic Activities To a person injured while taking part in athletics. I, Supplementary Payments SECTION i—COVERAGES,SUPPLEMENTARY PAYMENTS-COVERAGE A AND B are amended as follows: 1.b.is deleted in its entirety and replaced by the following: 1. b. Up to$5000 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. 1.d.Is deleted in its entirety and replaced by the following: 1. 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$1,000 a day because of time off from work. J. Employee Indemnification Defense Coverage SECTION I—COVERAGES,SUPPLEMENTARY PAYMENTS—COVERAGES A AND B the following is added: We will pay, on your behalf, defense costs incurred by an"employee"in a criminal proceeding occurring in the course of employment. The most we will pay for any'employee"who Is alleged to be directly Involved in a criminal proceeding is$25,000 regardless of the numbers of"employees,"claims or"suits"brought or persons or organizations making claims or bringing"suits. Page 5 of 12 Includes copyrighted material of insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) K. Key and Lock Replacement—Janitorial Services Client Coverage SECTION I—COVERAGES, SUPPLEMENTARY PAYMENTS—COVERAGES A AND B is amended to include the following: • We will pay for the cost to replace keys and locks at the"clients"premises due to theft or other loss to keys entrusted to you by your"client," up to a$10,000 limit per occurrence and$10,000 policy aggregate. We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners,members, officers,"employees","managers", directors,trustees, authorized representatives or any one to whom you entrust the keys of a"client"for any purpose commit,whether acting alone or in collusion with other persons. The following,when used on this coverage,are defined as follows: a. "Client"means an individual,company or organization with whom you have a written contract or work order for your services for a described premises and have billed for your services. b. "Employee"means: (1) Any natural person: (a) While in your service or for 30 days after termination of service; (b) Who you compensate directly by salary,wages or commissions; and (c) Who you have the right to direct and control while performing services for you; or (2) Any natural person who is furnished temporarily to you: (a) To substitute for a permanent"employee"as defined in Paragraph (1) above,who is on leave;or (b) To meet seasonal or short-term workload conditions; • while that person is subject to your direction and control and performing services for you, (3) "Employee"does not mean: (a) Any agent, broker, person leased to you by a labor leasing firm,factor,commission merchant,consignee, Independent contractor or representative of the same general character;or _ (b) Any"manager,"director or trustee except while performing acts coming within the scope of the usual duties of an"employee." c. "Manager"means a person serving in a directorial capacity for a limited liability company. L. Additional Insureds SECTION II—WHO IS AN INSURED is amended as follows: 1, If coverage for newly acquired or formed organizations is not otherwise excluded from this Page 6 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with Its permission. ©2011 Philadelphia Indemnity Insurance'Company PI-GLD-HS(10/11) • Coverage Part,•Paragraph 3.a.is deleted in its entirely and replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 2. Each of the following is also an.Insured: a. Medical Directors and Administrators—Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. • b. Managers and Supervisors—Your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. Managers and supervisors who are your"employees"are also insureds for"bodily Injury"to a co- "employee"while in the course of his or her employment by you or performing duties related to the conduct of your business. This provision does not change Item 2.a.(1)(a)as it applies to managers of a limited liability company. c. Broadened Named Insured—Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However,coverage does not apply to any organization or subsidiary not named In the Declarations as Named insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. d. Funding Source—Any person or organization with respect to their liability arising out of: (1) Their financial control of you;or (2) Premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Home Care Providers—At the first Named Insured's option, any person or organization under your direct supervision and control while providing for you private home respite or foster home care for the developmentally disabled. f. Managers, Landlords, or Lessors of Premises—Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: This insurance does not apply to: (1) Any"occurrence"which takes place after you cease to be a tenant in that premises;or (2) Structural alterations,new construction or demolition operations performed by or on behalf of that person or organization. g. Lessor of Leased Equipment—Automatic Status When Required in Lease Agreement With You—Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as an additional insured on your policy. Such person or Page 7 of 12 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) organization is an insured only with respect to liability for"bodily injury,""property damage"or • "personal and advertising injury"caused, in whole or in part, by your maintenance,operation or use of equipment leased to you by such person or organization. A person's or organization's status as an additional Insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds,this insurance does not apply to any"occurrence"which takes place after the equipment lease expires.• h. Grantors of Permits—Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or • control and to which this insurance applies: (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 exposures; (b) The construction, erection, or removal of elevators;or (c) The ownership, maintenance,or use of any elevators covered by this insurance, Vendors—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, subject to the following additional exclusions: (1) 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 absence 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,except when unpacked solely for the purpose of inspection, demonstration, testing,or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such Inspections,adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; • (f) Demonstration,installation, servicing or repair operations,except such operations performed at the vendor's premises in connection with the sale of the product; Page 8 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) (g) Products which,after distribution or sale by you,.have been labeled or relabeled or used as a container;part or ingredient of any other thing or substance by or for the vendor;or • • (h) "Bodily injury"or"property damage"arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However,this exclusion does not apply to: (i) The exceptions contained in Sub-paragraphs(d) or(f);or (ii) Such inspections, adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products,or any ingredient, part or container, entering into, accompanying or containing. j. Franchisor—Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract—Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for"bodily Injury,""property damage"or"personal and advertising injury"but only for liability arising out of the negligence of the named insured.The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations 1. Owners, Lessees or Contractors—Any person or organization, but 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; in the performance of your ongoing operations for the additional insured when required by a contract. With respect to the insurance afforded to these additional Insureds,the following additional exclusions apply: This insurance does not apply to"bodily injury"or"property damage"occurring after: (a) 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 (b) 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 fora principal as a part of the same project. Page 9 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with Its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) m. State or Political Subdivisions-Any state or political subdivision as required,subject to the following provisions: (1) This Insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit,and is required by • contract. (2) This insurance does not apply to: (a) "Bodily injury,""property damage"or"personal and advertising injury"arising out of operations performed for the state or municipality; or (b) "Bodily injury"or"property damage"included within the"products-completed operations hazard." M. Duties in the Event of Occurrence, Claim or Suit SECTION IV:-COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. Is amended as follows: a.is amended to include: This condition applies only when the"occurrence"or offense is known to: '(1) You, if you are an Individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. b.is amended to include: This condition will not be considered breached unless the breach occurs after such claim or"suit" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. N. Unintentional Failure To Disclose Hazards SECTION IV-COMMERCIAL GENERAL LIABILITY CONDITIONS, 6. Representations is amended to include the following: it is agreed that,based on our reliance on your representations as to existing hazards,if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part,we shall not deny coverage under this Coverage Part because of such failure. O. Transfer of Rights of Recovery Against Others To Us SECTION IV-COMMERCIAL GENERAL LIABILITY CONDITIONS, 8.Transfer of Rights of Page 10 of 12 includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity insurance Company PI-GLD-HS(10/11) Recovery Against Others To Us Is deleted in its entirety and replaced by the following: If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request,the insured will bring"suit"or transfer those rights to us and help us enforce them. Therefore,the insured can waive the insurer's rights of recovery prior to the occurrence of a loss,provided the waiver is made in a written contract. P. Liberalization SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, is amended to include the following: If we revise this endorsement to provide more coverage without additional premium charge,we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective In your state. Q. Bodily injury—Mental Anguish SECTION V—DEFINITIONS, Paragraph 3. Is deleted in its entirety and replaced by the following: "Bodily injury"means: a. Bodily injury, sickness or disease sustained by a person,and includes mental anguish resulting from any of these; and b. Except for mental anguish, includes death resulting from the foregoing (Item a.above)at any time. R. Personal and Advertising Injury—Abuse of Process, Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part,the definition of"personal and advertising injury"Is amended as follows: 1. SECTION V—DEFINITIONS,Paragraph 14.b.is deleted in its entirety and replaced by the following: b. Malicious prosecution or abuse of process; 2. SECTION V—DEFINITIONS, Paragraph 14. Is amended by adding the following: Discrimination based on race,color, religion, sex,age or national origin, except when: a. Done intentionally by or at the direction of, or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer, director,stockholder,partner or member of the insured; b. Directly or indirectly related to the employment,former or prospective employment, termination of employment, or application for employment of any person or persons by an insured; Page 11 of 12 Includes copyrighted material of Insurance Services Office, inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) • • c. Directly or Indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any insured; or d. Insurance for such discrimination is prohibited by or held in violation of law, public policy, • legislation,court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. Page 12 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with Its permission. ©2011 Philadelphia Indemnity Insurance Company AC R" CERTIFICATE OF LIABILITY INSURANCE DATE(MMrDDNYYY) #%. . 9/7/2022 ,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 pollcy(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Melissa i Hells Burnham WGB Insurance Solutions PHONE FAX CA Insurance License OF69771 jAic.No.Exqp 714-505-7000 1AC. No);714-573-1770 15901 Red Hill Avenue ADDRRESS: mi nelis w bib.com Tustin CA 92780 INSURERS AFFORDING COVERAGE NAIC N INSURER A:Philadelphia Indemnity 18058 INSURED MERCY-1 INSURER B:Berkshire Hathaway Homestate Insurance Company 20044 Mercy House Living Centers, Inc. PO Box 1905 INSURER C: Santa Ana CA 92702 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1203930600 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYpE OF INSURANCE YYY ADD SR POLICY EFF POLICY EXP LIMITS LTR POUCYNUMBER MMIDDIY MMIDD/YYYY A X COMMERCIAL GENERAL LIABILITY PHPK2409057 5/2/2022 51112023 EACH OCCURRENCE $1.000,000 CLAIMS-MADE OCCUR APPROVED AS TO FORI I PREMISES EaENcu f ce S 100,000 MED EXP Any one person) $5,000 PERSONAL&ADV INJURY $1000,000 GERL AGGREGATE LIMIT APPLIES PER: By: GENERAL AGGREGATE $2 000,000 POLICY❑PROJEC7- ❑ LOC CITY A ORNEY PRODUCTS-COMPIOP AGG $2,000,000 X OTHER: CrrY OF HUN INGTON BEACH $ NED A AUTOMOBILE LIABILITY PHPK2409057 5/2/2022 5/212023 CEa accidentOM811d..Ii SINGLE LIMIT $1,000,000 X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLYM AUTOS X HIRED NON•OWNED PROPERTYDAMAGE $ AUTOS ONLYAUTOS ONLY Per accldent S A X UMBRELLALIAS X OCCUR PHUS812980 5/2/2022 5/2/2023 EACH OCCURRENCE $4.000,000 EXCESSLIAB CLAIMS-MADE AGGREGATE $4,000,000 DEO X FRETENTION$in nnn $ B WORKERS COMPENSATION MEW0338374 2/8/2022 2/812023 PER OT - AND EMPLOYERS'LIABILITY YIN STATUTE ER ANYPROPRIETOR(PARTNERIEXECUTIVE I S.L.EACH ACCIDENT $1,000,000 OFFICERIMEMBEREXCLUE N I A (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If as,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 A Professional Liability PHPK2409057 5/2/2022 5/212023 Per Occurrenoo/Agg $10000001$2000000 A D&OIEPLI PHSD1680830 12/17/2021 5/212023 Each Policy Period 3,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) Abuse/Molestation- Policy Number:PHPK2409057;Carrier:Philadelphia Indemnity;Limits:Each Abusive Conduct$1,000,000/Aggregate$2,000,000 Umbrella Liability Schedule of Underlying:General Liability Policy:PHPK2409057;Auto Liability Policy: PHPK2409057:Professional Liability Policy: PHPK2409057 Certificate holder is named as additional insured on the General Liability per attached PI-GLD-HS(10/11)as required by written contract subject to the terms and conditions of the policy. Waiver of Subrogation applies to the General Liability per attached CG24040509 See Attached... CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Huntington Beach 2000 Main St AUTHORIZE EPRESENTATIVE Huntington Beach CA 92646 O 1988.2015 ACORD CORPORATION, All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: MERCY-1 _ LOC#: ,A RV® ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMEDINSURED Burnham WGB Insurance Solutions Mercy House Living Centers,Inc. PO Box 1905 POLICY NUMBER Santa Ana CA 92702 CARRIER NAIC CODE EFFECTIVE DATE; ADDITIONAL REMARKS THIS ADDITIONAL_REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Certificate Holder Vesting:The City of Huntington Beach,its agents,officers,employees and volunteers Primary and Non-Contributory applies on the General Liability per attached endorsement ACORD 101 (2008/01) O 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD PI-GL-005 (07/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY INSURANCE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Effective Date: 05/26/2022 Name of Person or Organization(Additional Insured): City of Huntington Beach, Its officers, elected or appointed officials, employees, agents and volunteers SECTION II—WHO IS AN INSURED is amended to include as an additional insured the person(s)or organization(s)shown in the endorsement Schedule, but only with respect to liability for"bodily injury," "property damage"or"personal and advertising injury"arising out of or relating to your negligence in the performance of"your work"for such person(s)or organization(s)that occurs on or after the effective date shown in the endorsement Schedule. This insurance is primary to and non-contributory with any other insurance maintained by the person or organization (Additional Insured),except for loss resulting from the sole negligence of that person or organization. This condition applies even if other valid and collectible insurance is available to the Additional Insured for a loss or"occurrence"we cover for this Additional Insured. The Additional Insureds limits of insurance do not increase our limits of insurance, as described in SECTION III—LIMITS OF INSURANCE. All other terms, conditions, and exclusions under the policy are applicable to this endorsement and remain unchanged. Page 6 of 6 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. POLICY NUMBER: PHPK2409057 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: As Required By Written Contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: 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 operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 ❑ PI-GLD-HS(10/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY DELUXE ENDORSEMENT: HUMAN SERVICES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies,the terms,conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages,consult the policy contract wording. Coverage Applicable Limit of Insurance Page# Extended Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $50,000 limit 2 Non-Owned Watercraft Less than 58 feet 2 Damage to Property You Own,Rent,or Occupy $30,000 limit 2 Damage to Premises Rented to You $1,000,000 3 HIPAA Clarification 4 Medical Payments $20,000 5 Medical Payments—Extended Reporting Period 3 years 5 Athletic Activities Amended 5 Supplementary Payments—Ball Bonds $5,000 5 Supplementary Payment—Loss of Earnings $1,000 per day 5 Employee Indemnification Defense Coverage $25,000 5 Key and Lock Replacement—Janitorial Services Client Coverage $10,000 limit 6 Additional Insured—Newly Acquired Time Period Amended 6 Additional Insured—Medical Directors and Administrators Included 7 Additional Insured—Managers and Supervisors(with Fellow Included 7 Employee Coverage) Additional Insured—Broadened Named Insured Included 7 Additional Insured—Funding Source Included 7 Additional Insured—Home Care Providers Included 7 Additional Insured—Managers, Landlords,or Lessors of Premises Included 7 Additional Insured—Lessor of Leased Equipment Included 7 Additional Insured—Grantor of Permits Included 8 Additional Insured—Vendor Included 8 Additional insured—Franchisor Included 9 Additional Insured—When Required by Contract Included 9 Additional Insured—Owners,Lessees,or Contractors Included 9 Additional Insured--State or Political Subdivisions Included 10 Page 1 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) Duties in the Event of Occurrence,Claim or Suit Included 10 Unintentional Failure to Disclose Hazards Included 10 Transfer of Rights of Recovery Against Others To Us Clarification 10 Liberalization Included 11 Bodily Injury—includes Mental Anguish Included 11 Personal and Advertising Injury—includes Abuse of Process, Included 11 Discrimination A. Extended Property Damage SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph a. is deleted in its entirety and 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. B. Limited Rental Lease Agreement Contractual Liability SECTION I—COVERAGES, COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph b. Contractual Liability is amended to include the following: (3) Based on the named insured's request at the time of claim, we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to$50,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. C. Non-Owned Watercraft SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph g. (2) is deleted in its entirety and replaced by the following: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person,who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent. D. Damage to Property You Own, Rent or Occupy SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE Page 2 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10111) LIABILITY, Subsection 2. Exclusions, Paragraph j. Damage to Property, Item(1) is deleted in its entirety and replaced with the following: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you,or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a$30,000 limit. A client is defined as a person under your direct care and supervision. E. Damage to Premises Rented to You 1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part, the word"fire" is changed to"fire, lightning, explosion, smoke, or leakage from automatic fire protective systems"where it appears in: a. The last paragraph of SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions; is deleted in its entirety and replaced by the following: Exclusions c.through n. do not apply to damage by fire, lightning, explosion,smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner.A separate limit of insurance applies to this coverage as described in SECTION III— LIMITS OF INSURANCE. b. SECTION III—LIMITS OF INSURANCE, Paragraph 6. is deleted in its entirety and replaced by the following: Subject to Paragraph 5.above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of"property damage"to any one premises,while rented to you, or in the case of damage by fire, lightning, explosion, smoke,or leakage from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. c. SECTION V—DEFINITIONS, Paragraph 9.a., is deleted in its entirety and replaced by the following: 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 protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract" 2. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4. Other Insurance, Paragraph b. Excess insurance, (1) (a) (ii) is deleted in its entirety and replaced by the following: That is insurance for fire, lightning, explosion, smoke,or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner; 3. The Damage To Premises Rented To You Limit section of the Declarations is amended to the greater of: Page 3 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) a. $1,000,000; or b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event,whether such damage results from fire, lightning, explosion, smoke, or leaks from automatic fire protective systems or any combination thereof. F. HIPAA SECTION I—COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY, is amended as follows: 1. Paragraph 1. Insuring Agreement is amended to include the following: We will pay those sums that the insured becomes legally obligated to pay as damages because of a"violation(s)"of the Health Insurance Portability and Accountability Act(HIPAA). We have the right and the duty to defend the insured against any"suit,""investigation,"or"civil proceeding" seeking these damages. However, we will have no duty to defend the insured against any"suit" seeking damages, "investigation,"or"civil proceeding"to which this insurance does not apply. 2. Paragraph 2. Exclusions is amended to include the following additional exclusions: This insurance does not apply to: a. Intentional,Willful, or Deliberate Violations Any willful, intentional, or deliberate"violation(s)"by any insured. b. Criminal Acts Any"violation"which results in any criminal penalties under the HIPAA. c. Other Remedies Any remedy other than monetary damages for penalties assessed. d. Compliance Reviews or Audits Any compliance reviews by the Department of Health and Human Services. 3. SECTION V—DEFINITIONS is amended to include the following additional definitions: a. "Civil proceeding" means an action by the Department of Health and Human Services(HHS) arising out of"violations." b. "Investigation"means an examination of an actual or alleged"violation(s)" by HHS. However, "investigation"does not include a Compliance Review. c. "Violation"means the actual or alleged failure to comply with the regulations included in the HIPAA. Page 4 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10111) G. Medical Payments—Limit Increased to$20,000, Extended Reporting Period If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit is changed subject to all of the terms of SECTION III -LIMITS OF INSURANCE to the greater of: a. $20,000;or b. The Medical Expense Limit shown in the Declarations of this Coverage Part, 2. SECTION I—COVERAGE, COVERAGE C MEDICAL PAYMENTS, Subsection 1. Insuring Agreement,a. (3)(b) is deleted in its entirety and replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident. H. Athletic Activities SECTION I—COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 2. Exclusions, Paragraph e. Athletic Activities is deleted in its entirety and replaced with the following: e. Athletic Activities To a person injured while taking part in athletics, I. Supplementary Payments SECTION I—COVERAGES, SUPPLEMENTARY PAYMENTS -COVERAGE A AND B are amended as follows: 1. b. is deleted in its entirety and replaced by the following: 1. b. Up to$5000 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. 1.d. is deleted in its entirety and replaced by the following: 1. 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$1,000 a day because of time off from work. J. Employee Indemnification Defense Coverage SECTION I—COVERAGES, SUPPLEMENTARY PAYMENTS—COVERAGES A AND B the following is added: We will pay, on your behalf, defense costs incurred by an"employee" in a criminal proceeding occurring In the course of employment. The most we will pay for any"employee"who is alleged to be directly involved in a criminal proceeding is$25,000 regardless of the numbers of"employees,"claims or"suits"brought or persons or organizations making claims or bringing"suits. Page 5 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10111) K. Key and Lock Replacement—Janitorial Services Client Coverage SECTION I—COVERAGES, SUPPLEMENTARY PAYMENTS—COVERAGES A AND B is amended to include the following: We will pay for the cost to replace keys and locks at the'clients" premises due to theft or other loss to keys entrusted to you by your"client," up to a$10,000 limit per occurrence and $10,000 policy aggregate. We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners, members, officers, "employees", "managers", directors, trustees, authorized representatives or any one to whom you entrust the keys of a"client"for any purpose commit,whether acting alone or in collusion with other persons. The following, when used on this coverage, are defined as follows: a. "Client" means an individual, company or organization with whom you have a written contract or work order for your services for a described premises and have billed for your services. b. "Employee"means: (1) Any natural person: (a) While in your service or for 30 days after termination of service; (b) Who you compensate directly by salary, wages or commissions; and (c) Who you have the right to direct and control while performing services for you; or (2) Any natural person who is furnished temporarily to you: (a) To substitute for a permanent"employee"as defined in Paragraph (1) above,who is on leave; or (b) To meet seasonal or short-term workload conditions; while that person is subject to your direction and control and performing services for you. (3) "Employee"does not mean: (a) Any agent, broker, person leased to you by a labor leasing firm,factor, commission merchant, consignee, independent contractor or representative of the same general character; or (b) Any"manager,"director or trustee except while performing acts coming within the scope of the usual duties of an"employee." c. "Manager"means a person serving in a directorial capacity for a limited liability company. L. Additional Insureds SECTION II—WHO IS AN INSURED is amended as follows: 1. If coverage for newly acquired or formed organizations is not otherwise excluded from this Page 6 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. O 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) Coverage Part, Paragraph 3.a. is deleted in its entirely and replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 2. Each of the following is also an insured: a. Medical Directors and Administrators—Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. b. Managers and Supervisors—Your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. Managers and supervisors who are your"employees"are also insureds for"bodily injury"to a co- "employee"while in the course of his or her employment by you or performing duties related to the conduct of your business. This provision does not change Item 2.a.(1)(a)as it applies to managers of a limited liability company. c. Broadened Named Insured—Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However, coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. d. Funding Source—Any person or organization with respect to their liability arising out of: (1) Their financial control of you; or (2) Premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Home Care Providers—At the first Named Insured's option, any person or organization under your direct supervision and control while providing for you private home respite or foster home care for the developmentally disabled. f. Managers, Landlords, or Lessors of Premises—Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: This insurance does not apply to: (1) Any"occurrence"which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of that person or organization. g. Lessor of Leased Equipment—Automatic Status When Required in Lease Agreement With You—Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as an additional insured on your policy. Such person or Page 7 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10111) organization is an insured only with respect to liability for"bodily injury,""property damage" or "personal and advertising injury"caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds,this insurance does not apply to any"occurrence"which takes place after the equipment lease expires. h. Grantors of Permits—Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or control and to which this insurance applies: (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 exposures; (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. I. Vendors—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, subject to the following additional exclusions: (1) 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 absence 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,except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (a) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises In connection with the sale of the product; Page 8 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) (g) Products which,after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor;or (h) 'Bodily Injury"or"property damage"arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However,this exclusion does not apply to: (i) The exceptions contained in Sub-paragraphs (d)or(f);or (II) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization,from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing. j. Franchisor—Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract—Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for"bodily injury,""property damage"or"personal and advertising injury"but only for liability arising out of the negligence of the named insured. The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations 1. Owners, Lessees or Contractors—Any person or organization, but 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; in the performance of your ongoing operations for the additional insured when required by a contract. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to"bodily injury"or"property damage"occurring after: (a) 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 (b) 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. Page 9 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) m. State or Political Subdivisions—Any state or political subdivision as required, subject to the following provisions: (1) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit, and is required by contract. (2) This insurance does not apply to: (a) 'Bodily injury,""property damage"or"personal and advertising injury"arising out of operations performed for the state or municipality; or (b) 'Bodily injury"or"property damage"included within the"products-completed operations hazard." M. Duties in the Event of Occurrence, Claim or Suit SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. is amended as follows: a. is amended to include: This condition applies only when the"occurrence"or offense is known to: (1) You, if you are an Individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. b.is amended to include: This condition will not be considered breached unless the breach occurs after such claim or"suit" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. N. Unintentional Failure To Disclose Hazards SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, 6. Representations is amended to include the following: It is agreed that, based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. O. Transfer of Rights of Recovery Against Others To Us SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,8.Transfer of Rights of Page 10 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) Recovery Against Others To Us is deleted in its entirety and replaced by the following: If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request,the insured will bring "suit"or transfer those rights to us and help us enforce them. Therefore, the insured can waive the insurer's rights of recovery prior to the occurrence of a loss, provided the waiver Is made in a written contract. P. Liberalization SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, is amended to include the following: If we revise this endorsement to provide more coverage without additional premium charge,we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. Q. Bodily Injury—Mental Anguish SECTION V—DEFINITIONS, Paragraph 3. Is deleted in its entirety and replaced by the following: "Bodily injury" means: a. Bodily injury, sickness or disease sustained by a person, and includes mental anguish resulting from any of these; and b. Except for mental anguish, includes death resulting from the foregoing (item a. above)at any time. R. Personal and Advertising Injury—Abuse of Process, Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part, the definition of"personal and advertising injury" is amended as follows: 1. SECTION V—DEFINITIONS, Paragraph 14.b. is deleted in its entirety and replaced by the following: b. Malicious prosecution or abuse of process; 2. SECTION V—DEFINITIONS, Paragraph 14. is amended by adding the following: Discrimination based on race, color, religion, sex, age or national origin, except when: a. Done intentionally by or at the direction of,or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer, director, stockholder, partner or member of the insured; b. Directly or indirectly related to the employment, former or prospective employment, termination of employment, or application for employment of any person or persons by an insured; Page 11 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) c. Directly or indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub-lease of any room,dwelling or premises by or at the direction of any insured; or d. Insurance for such discrimination is prohibited by or held in violation of law, public policy, legislation, court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. Page 12 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company