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HomeMy WebLinkAboutHCI Systems, Inc. - 2024-05-01 (2) SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND • HCI SYSTEMS,INC. FOR • FIRE SPRINKLER TESTING AND MONITORING SERVICES THIS AGREEMENT("Agreement") is made and entered into by and between the. City of Huntington Beach,a municipal corporation of the State of California,hereinafter. called."City,"and HCI Systems,Inc.,hereinafter referred to as"Contractor. - Recitals A. The:City desires to retain a.Contiactor having special skill and knowledge in the field:of;fue sprinkler testing and monitoring services.. B. Contractor represents that Contracto is able and willing to provide:such services. to the City. . C. In undertaking the performance of this Agreement, Contractor represents that it is. knowledgeable in its field and that any services performed by Contractor under this Agieernent will be performed in compliance with such standards as May reasonably be expected from a comparable company:or firm in the.field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal.Code Chapter 3,02. NOW, THEREFORE,.it is agreed by City and Contractor as follows: I. Scope of Services . . . Contractor shall provide all services as described in Exhibit"A,"which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as.the"Project" Contractor hereby designates Lauren Reyes,who shall.represent it and be its sole. contact and agent in all consultations with City during the performance of this Agreement. 2. City Staff Assistance • City shall assign a staff coordinator to work directly with Contractor in the • performance of this AgreemenE. 24-14383/338496 t 3. Compensation a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit "B." The total sum to be expended under this Agreement, shall not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) per year during the term of this Agreement. b. Payment by City shall be made within thirty(30) clays following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Contractor shall be paid pursuant to the terms of Exhibit "B." 4. Term Time is of the essence of this Agreement. The services of Contractor are to commence c`f�`-1�, or as soon as practicable after the execution of this Agreement by City (the"Commencement Date") and terminate August 31, 2025, unless terminated earlier in accordance with the provisions of this Agreement. Contract may be extended for 2 additional one-year periods if mutually agreed to in writing by both parties. The time for performance of the tasks identified in Exhibit"A" are generally to be shown in Exhibit "A." This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein. 5. Extra Work In the event City requires additional services not included in Exhibit"A" or changes in the scope of services described in Exhibit"A," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. 6. Disposition of Plans, Estimates and Other Documents Contractor agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, date or programs, maps, memoranda, letters and other documents, shall belong to City, and Contractor shall turn these materials over to City upon expiration or termination of this Agreement or upon Project completion, whichever shall occur first. These materials may be used by City as it sees fit. 24-14383/338496 2 7. Hold Harmless Contractor hereby agrees to protect,defend, indemnify and hold harmless City, its officers, elected or appointed officials,employees,agents,and volunteers from and against any and all claims,damages, losses,expenses,judgments,demands and defense costs,and consequential damage or liability of any kind or nature,however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property,arising directly or indirectly out of the obligations or operations herein undertaken by Contractor,caused in whole or in part by any negligent act or omission of the Contractor,any subcontractors,anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence,except where caused by the active negligence,sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. 8. Workers Compensation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code,which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will • comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors'employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend,hold harmless and indemnify City,Contractor shall obtain and furnish to City,a policy of general public liability insurance,including motor vehicle coverage covering the Project/Service. This policy shall indemnify Contractor, its officers,employees and agents while acting within the scope of their duties,against any and all claims arising out of or in connection with the Project/Service,and shall provide coverage in not less than the following amount: combined single limit bodily 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, 24-14383/338496 3 the aggregate limit must be no less than One Million Dollars ($1,000,000)per occurrence. If coverage is provided under a form which includes a designated general aggregate limit,the aggregate limit must be no less than One Million Dollars ($1,000,000)for this Project/Service. This policy shall name City,its officers, elected or appointed officials,employees,agents,and volunteers as Additional Insureds,and shall specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary. Under no circumstances shall said above-mentioned insurance contain a self- insured retention,or a"deductible"or any other similar form of limitation on the required coverage. 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for Contractor's automotive liability in an amount not less than One Million Dollars ($1,000,000.00)per occurrence and a separate"Additional Insured Endorsement"page listing both the policy number and naming the"City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers"as additional insured on the endorsement. The above-mentioned insurance shall not contain a self-insured retention,"deductible"or any similar form of limitation on the required coverage except with the express written consent of City. 11. Certificate of Insurance Prior to commencing performance of the work hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement;the certificate shall: a. provide the name and policy number of each carrier and policy; b. state that the policy is currently in force;and c. promise that such policy shall not be suspended, voided or canceled by either party,reduced in coverage or in limits except after thirty(30)days' prior written notice;however,ten(10)days' prior written notice in the event of cancellation for nonpayment of premium. Contractor shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. This requirement for carrying the foregoing insurance coverage shall not derogate from Contractor's defense,hold harmless and indemnification obligations as set forth in this Agreement. City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. Contractor shall pay,in a prompt and • timely manner,the premiums on the insurance hereinabove required. 24-14383/338496 4 12. Independent Contractor Contractor is,and shall be,acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense,and be responsible for any and all payment of all taxes, social security,state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses,if any,in connection with the Project and/or the services to be performed hereunder. 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect,which would conflict in any manner with performance of services specified under this Agreement. 14. Termination This Agreement may be terminated by the City upon thirty(30)days written notice of termination. In such event,Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment,the Director may require Contractor to deliver to the City all work product completed as of such date,and in such case such work product shall be the property of the City unless prohibited by law,and Contractor consents the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor,and supersedes any and all other agreements,oral or written,between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof,shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations,inducements, promises or agreements, orally or otherwise,have been made by any party,or anyone acting on behalf of any party, which are not embodied herein. 24-14383/338496 5 16. Assignment Inasmuch as to this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign,transfer,delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment,transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 17. City Employees and Officials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 18. Notices Any notices,certificates,or other communications hereunder shall be given either by personal delivery to Contractor's agent(as designated in Section 1 hereinabove)or to City as the situation shall warrant,or by enclosing the same in a sealed envelope,postage prepaid,and depositing the same in the United States Postal Service,to the addresses below. City and Contractor may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U.S.certified U.S.certified mail-return receipt requested: To City: Contractor: City of Huntington Beach HCI Systems,Inc. Attn: Director of Public Works Attn: Lauren Reyes 2000 Main Street 1731 Reynolds Avenue Huntington Beach,CA 92648 Irvine,CA 92614 19. Consent When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event. 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 24-14383/338496 6 21. Section Headings The titles,captions,section,paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions,and do not interpret,define,limit or describe,or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 22. Interpretation of this Agreement The language of all parts of this Agreement shall in all cases be construed as a whole,according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable,void, illegal or invalid,such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement,the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute,law,ordinance or regulation contrary to which the parties have no right to contract,then the latter shall prevail,and the provision of this Agreement which is hereby • affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 23. Duplicate Original The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals,each of which so executed shall, irrespective of the date of its execution and delivery,be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 24. Immigration Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall,in particular,comply with the provisions of the United States Code regarding employment verification. 25. Legal Services Subcontracting Prohibited Contractor and City agree that City is not liable for payment of any subcontractor work involving legal services,and that such legal services are expressly outside the scope of services contemplated hereunder. Contractor understands that pursuant to Huntington Beach City Charter Section 309,the City Attorney is the exclusive legal counsel for City; 24-14383/338496 7 and City shall not be liable for payment of any legal services expenses incurred by Contractor. 26. Confidentiality Contractor recognizes that in the performance of its duties under this Agreement,it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable efforts consistent with practices customary in the facilities management industry in recruiting,training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this,Contractor agrees,at the request of the City,to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 27. Discrimination Contractor shall not discriminate because of race,color,creed,religion,sex, marital status,sexual orientation,age,national origin,ancestry,or disability, as defined and prohibited by applicable law,in the recruitment,selection,training,utilization, promotion,termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 28. Jurisdiction—Venue This Agreement and all questions relating to its validity,interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity,interpretation,performance,and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County,California,shall be the venue for any action or proceeding that may be brought or arise out of,in connection with or by reason of this Agreement. 29. Professional Licenses Contractor shall,through the term of this Agreement,maintain all necessary licenses,permits,approvals,waivers,and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States,the State of California,the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses,approvals,waivers,and exemptions. Said inability shall be cause for termination of this Agreement. 24-14383/338496 8 30. Attorney's Tees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof,each party shall bear its own attorney's fees,such that the prevailing party shall not be entitled to recover its attorney's fees from the non-prevailing party. 31. Survival Terms and conditions of this Agreement,which by their sense and context survive the expiration or termination of this Agreement,shall so survive, 32. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 33. Signatories Each undersigned represents and warrants that its signature hereinbelow has the power,authority and right to bind their respective parties to each of the terms of this Agreement,and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not,in fact,held by the signatory or is withdrawn. • 34. Entirety (a) The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation,and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations,inducements, promises,agreements or warranties,oral or otherwise,have been made by that party or anyone acting on that party's behalf,which are not embodied in this Agreement,and that that party has not executed this Agreement in reliance on any representation,inducement, promise,agreement warranty,fact or circumstance not expressly set forth in this Agreement. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 24-14383/338496 9 35. Effective Date IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the Mayor. This Agreement shall expire when terminated as provided herein. CONTRACTOR CITY OF HUNTINGTON BEACH, a HCI SYSTEMS, municipal corporation of the State of CalifornAli 71-16116 By: �fA ►r �i_ or N Dec_`1v Print name , ITS: (circle one) Chairma7esiden n - Q Vice President `� /22414 Ci y Clerk 7-//2 _2 By: INITIATED AND APPROVED: Print name ITS: (circle one) Secretary hief Financi 1 „7„, �4 Officer/Asst. Secretary-Treasurer 1// Director of Public Works APPROVED AS TO RM: ()))\ City Attorney REVIEW AND PPROVE . City Manager 24-14383/338496 10 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Fire/Life Safety Inspections B. CONSULTANT'S DUTIES.AND RESPONSIBILITIES: SEE ATTACHED EXHIBIT A.. C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: 29-14383/338446 11 EXHIBIT A C \ v 7 Ontario•San Diego•Irvine•Pasadena•Fresno Sacramento•Pleasanton Telcphonc:(877)331-2084•Fax:(909)628-7774 ��� S S, t e���, I I1 Stale Contractors License.C-I0,C-I6 11905,193 FIRE I LIFE SAFETY TEST & INSPECT AGREEMENT Date: July 1,2024 Job Site: City of Huntington Beach To: Corey Landrey Multiple Sites FACP: Multiple Systems Phone: 714-421-7521 From: Lauren Reyes Email: Corev.landlrcy surfcity-hb.or, 949.415-9621 Scope of Work: HCI Systems,Inc.is pleased to present this proposal to perform the Fire/Life Safety Inspections on the system located at the above referenced address.The scope of work and details of the inspections to be completed is as follows: Annual Fire Alarm Test HCI will perform the inspection on the Fire Alarm System,audio/visuals,magnetic door holds,auxiliary functions (HVAC shutdown,elevator recall,etc.),and central station monitoring.HCI will test all waterflow and tamper switches during this inspection.HCI will test and inspect all fire alarm related devices and functions,per NFPA 72. Quarterly&Annual Fire Sprinkler System Inspection HCI will perform one(1)Annual Sprinkler Inspection to include the visual inspection of the sprinkler heads(in all areas accessible during the inspection)and the required main drain test and perform three(3)quarterly inspections of the fire sprinkler system components only per NFPA 25,2011 edition(2013 California edition).HCI will include one (1)test of the waterflow and tamper switches in conjunction with one of the quarterly inspections to satisfy the semi- annual requirement.Be advised that waterflow and tamper switches will be tested one(1)time during the annual fire alarm inspection,as noted above. Annual Fire Hydrant Flow Test HCI will perform the required annual flow test of the onsite fire hydrants as required per NFPA 25(Section 7.2.2.5). HCI will attempt to locate road box to access the fire hydrant shut off valve.Hydrant will be opened fully and water flowed until all foreign material has cleared. Annual Flre Pump Inspection HCI will perform the annual fire pump inspection on fire pump.NFPA 25 requires that an annual flow test of the pump assembly be performed to determine its ability to continue to attain satisfactory performance at shutoff,rated flow, and peak loads. Annual flow tests allow for year-by-year comparisons of pump performance. Semi-Annual Kitchen Hood Inspection HCI will perform the required semi-annual inspections of the kitchen hood systems per NFPA 17A.This inspection will take place in intervals of 6 months. Links will be billed on an as needed basis at$12 per link. Annual Preaction Inspection HCI will perform the annual Preaction system inspection and trip test,per NFPA 25. Semi-Annual Suppression Inspection HCI will perform the semi-annual test of the suppression system,per NFPA 2001. V 070920,Quoted 3/25/24 Page 1 of 4 Ontario s San Diego•Irvine•Pasadena•Fresno bi.c1 Sacramentoento•Pleasanton Telephone:(877)331-2084 •Fax:(909)628-7774 L--411b,. ti y s t c ro s l n c. SIalc Contractors License.C-10,C-16 41905491 Annual Fire Door Inspection HCI will perform inspections on the fire doors one(1)time during the calendar year. Monthly Fire Alarm Monitoring 24/7 HCI Systems will monitor the fire alarm systems at each location as listed on the pricing spreadsheet 24/7. HCI Systems,Inc.subcontracts Advanced Monitoring for the 2417 monitoring. Following each inspection noted above will be a detailed report.Any deficiencies noted will be quoted on a separate proposal. Special Instructions and Exclusions • Testing to be performed during regular HCI business hours. • Engineering to assist with auxiliary function testing and reselling of equipment(elevators,HVAC/mechanical equipment,etc.). • Notifying inhabitants of the subject building(s)about the time and duration of testing is excluded and is the responsibility of others. • Control of Electric power in the subject building during the testing is excluded and Is the responsibility of others. • Access to all areas are to be provided by the facilities engineering staff. • Billing will lake place upon completion of the testinspection. • Inspection reports will be provided following each inspection. Quote to repair any deficiencies noted Will be made in a separate proposal and submitted for approval. • This proposal excludes semi-annual visual inspections of all fire alarm control and/or peripheral equipment. • This proposal excludes sensitivity testing. • This proposal excludes any and all fees related to re-test,AHJ permits,and background checks. • A facility representative must be present with HCI technicians when entering a residential space,for the purpose of fire/life safely testing only. No other in-house maintenance Is to he performed during this period. • Any lack of access or delays to HCI is subsequent to a change order. • This proposal is based on current codes,as of the date listed on this proposal. Any code change that increases the frequency of items to be tested will be subsequent to a change order. • Devices provided to HCI via a previous tesl report or point list is what this quote is based on. Additional devices found will be subsequent to a change order. • If facility preforms a remodel and additional devices are added,a new proposal will need to be generated. • Lift rental is excluded,unless otherwise listed above in the pricing. • Unless expressly stated otherwise under the Scope of Work,the price quoted EXCLUDES any prevailing wage,special wage,and/or certified payroll. V 070920,Quoted 3/25/24 Page 2 of 4 EXHIBIT B i !i!.18!iIfi LI . . Illiffj}JD11 !1ififljijjill , I i UT a1 ¢ 1 1 r i } I 1' 1 / ; ? i [ s a _ sift-' : ' Y T f t =f s L Z E ,. E r 4 4 4 4 4 E38 j i g li g g 'i I E S A o & g g g Q B Egg 5 8 8 8 8 8 0 8 8 8 8 8 8 8 8 8 3 8 8 3 8 I E , _i s 3 g g 8 S y E i E ' E b ' 6 a IC $ 3 8 8 8 8 8 8 3 3 8 8 8 3 3 3 8 8 8 8 8 8 e F Mini F k e a 5 i FWind t y Z E E F E E E ' E F F E F E E E 8 8 8 E E F E E E F 8 �i 8 [! g fi 4 4 4 4 E E F F E E 4 E F E E E E : E r f f F -- E 44 E E E 44 E E E t E E 4 4 4 F E E E E E E F E 1 1 ng .. .. .__--_N _r_—. —.3 .. —.._— j in ' : E E 2�' E f : l : > F > > E El 8 8 8 8 f 88 f L ` 4 4 E F F tS E f t C > > > f . { > > t` . t : 8 ! N N 8 8 4 4 4 4 E E E E E E E 4 F E i E E 4 E E i 1 L F d e 'L - 1 e — — — 3 $ 8 ---- g E E F E F E E 1 E E E E E E E E 1 F E E 4 E I c 8 F E E E E F F E E E E E F F F E F E F F F E E E E E E E 8 f E i i i Y $ 8 8 B 8 8 8 _ 8 8 Y 8 $ 0 $ 0 8 j SurG'ity INSURANCE AND INDEMNIFICATION WAIVER f#mY• yfL,sAa MODIFICATION REQUEST 1. Requested by: Risk Management 2. Date: June 6, 2024 3. Name of contractor/permittee: HCI Systems, Inc. 4. Description of work to be performed: Testing, Repairs 5. Value and length of contract: $69,000 (1) week 6. Waiver/modification request: $15,000 Deducible for General Liability 7. Reason for request and why it should be granted: City allows a $5,000 maximum deductible for General Liability. Please see attached financial statements. 8. Identify the risks to the City in approving this waiver/modification: Low ,/ 60/112241 D pa rnent Head Signature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management and the City Attorney's Office disagree. 1. Risk Management ri Approved ❑ Denied 7--- C---/ 'Zc/ Si ture Date 2. City Attorney's Office (a)M4pproved Denied /24 • Signature Date _ 3. City Manager's Office ❑ Approved ❑ Denieq Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Human Resources Waiver Form 6/6/2024 12:04:00 PM Waiver Procedure To request a waiver,indicate here®and provide a brief description( 1—2 sentences)of the proposed work/project,its dollar value(if not a specific dollar amount,use an average,annual estimate or non-profit)and projected timeframe(per job or as-needed basis). For substantial dollar deductible/SIR amounts,a financial statement is required(Balance Sheet, Budget Reports,Dun&Bradstreet Report,etc.). Waiver Requested: HCl does not meet$5K GL Deductible. Encroachment Permits Private Property Work Permit❑ Consultant Services❑ Other: Proposed Work: testing, repairs Dollar Value: $69K ProjectedTimeframe: July 1- June 30th HCISYST-01 TCABUTO ACORO" CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDp/YYYY) 314/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER License#0M70471 coCT Rose Alaia • NA E:TA Orion Risk Management Insurance Services,An Alera Group Insurance (PA/C No,Ext):(949)416.0041 rAAic,No};(949)263-8860 Agency,LLC EMAIL 1800 Quail Street,Suite 110 _ADDRE$s;ralaia@orionrisk.com Newport Beach,CA 92660 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Everest Indemnity Insurance Company 10851 INSURED INSURER e:Federal insurance Company 20281 HCI Systems,Inc. INSURERC:AXIS Surplus Insurance Company 26620 1354 South Parkside Place INSURER D: Ontario,CA 91761 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: — REVISION NUMBER: 1 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 ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVp (MMIDD/YYYYt (MMIDWYYYY1 A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000- CLAIMS-MADE X OCCUR X 51GL014270241 312/2024 3/212025 pRErasrG(EaEoNccTirErrpence) $ 500,000 MED EXP(Any one person) S 10,000 PERSONAL&ADVINJURY S 1,000,000 GENT AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY( Xl ECT LOC PRODUCTS-COMP/OP AGG $ 2,000,000 X OTHER:$15,000 Deductible Professional Included B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 (Ea accident) $ X ANY AUTO X 54309497 312/2024 3/2/2025 BODILY INJURY(Per person)__ $ OWNED SCHEDULED AUTOSIOE ONLY _ AUTOS BODILY INJURY(Per accident) $ AURTOSONLY AUTOSON Y (PerraccidentDAMAGE ) S A UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 X EXCESS LIAB CLAIMS-MADE 51E0004023241 3/2/2024 3/212025 AGGREGATE $ 10,000,000 DED X RETENTIONS 10,000 B WORKERS COMPENSATION AND EMPLOYERS'LIABILITY X STATUTE ERH ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N X 54309498 3/2/2024 3/2/2025 1,000,000 O FICERAI MBE EXCLUDED? N N/A E.L.EACH ACCIDENT $ ( andatoryn NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1000000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ ' ' A Pollution 51GL014270241 3/2/2024 3/212025 Each Incident 1,000,000 C Excess Auto PO0100111437702 3/2/2024 3/2/2025 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule.may be attached If more space Is required) RE:California Department of General Services,State of California Multiple Award Schedule,CMAS#4-20-07-0101A. City of Huntington Beach,Its officers,elected or appointed officials,employees,agents and volunteers are included as Additional Insured when required by written contract subject to the terms of the attached General Liability and Auto Liability Endorsements. Primary wording applies per the terms of the attached General Liability and Auto Liability Endorsements. Waiver of Subrogation applies per the terms of the attached Workers Compensation Endorsement. SEE ATTACHED ACORD 101 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Cityof Huntington Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 9 ACCORDANCE WITH THE POLICY PROVISIONS. Attn:Denny Bacon,Operations Manager 2000 Main St. Huntington Beach,CA 92648 AUTHORIZED REPRESENTATIVE Co ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID:ECISYST-01 TCABUTO LOC#: 1 A�R0° ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY License#0M70471 NAMED INSURED Orion Risk Management Insurance Services,An Alera Group Insurance Agency,LLC HCI Systes,Incks. 1354 Soutmh Paride Place POLICY NUMBER Ontario,CA 91761 SEE PAGE 1 San Bernardino CARRIER NAIL CODE SEE PAGE 1 SEE P 1 EFFECTIVE DATE:SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability insurance Description of Operations/Locations/Vehicles; 30 Days'Notice of Cancellation;10 Days'Notice for Non-Payment(non-reporting if applicable)apply per policy provisions. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 5161.014270241 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations City of Huntington Beach,its officers,elected or appointed officials, All Operations employees,agents and volunteers. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for"bodily injury", "property This insurance does not apply to "bodily injury" or damage" or "personal and advertising injury" "property damage"occurring after: caused, in whole or in part, by: 1. Your acts or omissions; or 1. All work, including materials, parts or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance or repairs) to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) location of the covered operations has been designated above. completed; or However: 2. That portion of "your work" out of which the injury or damage arises has been put to its 1. The insurance afforded to such additional intended use by any person or organization insured only applies to the extent permitted by other than another contractor or subcontractor law; and engaged in performing operations for a 2. If coverage provided to the additional insured is principal as a part of the same project. required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 04 13 ©Insurance Services Office, Inc., 2012 Page 1 of 2 C. With respect to the insurance afforded to these 2. Available under the applicable Limits of additional insureds, the following is added to Insurance shown in the Declarations; Section III—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable Limits of Insurance shown in the will pay on behalf of the additional insured is the Declarations. amount of insurance: 1. Required by the contract or agreement;or Page 2 of 2 ©Insurance Services Office, Inc., 2012 CG 20 10 0413 POLICY NUMBER: 51GL014270241 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations City of Huntington Beach,its officers,elected or appointed officials, All Operations employees,agents and volunteers. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is "property damage"caused, in whole or in part, by required by a contract or agreement, the most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and included in the "products-completed operations 1. Required by the contract or agreement; or hazard". 2. Available under the applicable Limits of However: Insurance shown in the Declarations; 1. The insurance afforded to such additional whichever is less. insured only applies to the extent permitted This endorsement shall not increase the applicable by law; and Limits of Insurance shown in the Declarations. 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 04 13 ©Insurance Services Office, Inc., 2012 Page 1 of 1 Policy Number:51GL014270241 COMMERCIAL GENERAL LIABILITY ECG 24 520 08 05 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT - OTHER INSURANCE (PRIMARY NONCONTRIBUTORY) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Condition 4. Other Insurance of SECTION IV (2) Any other primary insurance available to COMMERCIAL GENERAL LIABILITY CONDITIONS you covering liability for damages arising is replaced by the following: out of the premises or operations, or the a. Primary Insurance products and completed operations, for This insurance is primary except when b. below which you have been added as an addition- al insured by attachment of an endorse- applies. If this insurance is primary, our oblige- ment. Lions are not affected unless any of the other insurance is also primary. Then, we will share When this insurance is excess, we will have no with all that other insurance by the method de- duty under Coverages A or B to defend the in- scribed in c. below, except that we will not seek sured against any"suit" if any other insurer has contribution from any party with whom you have a duty to defend the insured against that "suit". agreed in a written contract or agreement that If no other insurer defends,we will undertake to this insurance will be primary and noncontribu do so, but we will be entitled to the insured's tory, if the written contract or agreement was rights against all those other insurers. made prior to the subject "occurrence" or of- When this insurance is excess over other in- fense. surance, we will pay only our share of the b. Excess Insurance amount of the loss, if any, that exceeds the sum of: This insurance is excess over: (1) The total amount that all such other insur- (1) Any of the other insurance, whether prima- ance would pay for the loss in the absence ry, excess, contingent or on any other basis: of this insurance; and (a) That is Fire, Extended Coverage, Build- (2) The total of all deductible and self-insured er's Risk, Installation Risk or similar amounts under all that other insurance. coverage for"your work"; We will share the remaining loss, if any, with (b) That is Fire insurance for premises any other insurance that is not described in this rented to you or temporarily occupied by Excess Insurance provision and was not you with permission of the owner; bought specifically to apply in excess of the (c) That is insurance purchased by you to Limits of Insurance shown in the Declarations cover your liability as a tenant for "prop- of this Coverage Part. erty damage" to premises rented to you c. Method Of Sharing or temporarily occupied by you with permission of the owner; or If all of the other insurance permits contribution by equal shares, we will follow this method al- (d) If the loss arises out of the maintenance so. Under this approach each insurer contrib- or use of aircraft, "autos"or watercraft to utes equal amounts until it has paid its applica- the extent not subject to Exclusion g. of ble limit of insurance or none of the loss Section I — Coverage A — Bodily Injury remains,whichever comes first. And Property Damage Liability. ECG 24 520 08 05 Includes copyrighted material of Insurance Services Office, Inc., Pagel of 2 0 with its permission. • If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this meth- od, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. ECG 24 520 08 05 Includes copyrighted material of Insurance Services Office, Inc. Page 2'of 2 El Used with its permission. POLICY NUMBER:54309497 COMMERCIAL AUTO 16-02-0316 Ed. 1014 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NON-CONTRIBUTORY LIABILITY INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the Inception date of the policy unless another date is indicated below. Named Insured: Ha Systems,Inc, Endorsement Effective Date: 03/02/2024 SCHEDULE Name(s)Of Person(s)Or Organization(s): WHERE 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 Item 5.—"Other Insurance"of Item B.--"General Conditions"under Section IV—"Business Auto Conditions": e. Regardless of the provisions of Paragraph 5.a. through d. above, for any liability arising out of the ownership,maintenance,use, rental, lease, loan, hire or borrowing by an "insured" of a covered "auto" for which an "insured" is contractually obligated to provide primary insurance coverage to a client, this Coverage Form will be primary and non-contributory with respect to the Persons or Organizations in the schedule,regardless of the availability or existence of other collectible insurance under any other Coverage Form or policy that applies on a primary basis. 16-02-0316 Ed. 1014 Page 1 of 1 • Policy#54309497 Effective 3/2/24-3/2/25 COMMERCIAL AUTOMOBILE THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM borrow in your business or your personal This endorsement modifies the Business Auto Coverage Form. affairs. 1. EXTENDED CANCELLATION CONDITION C. Lessors as Insureds Paragraph A.2.b.—CANCELLATION-of the Paragraph A.1.—WHO IS AN INSURED—of COMMON POLICY CONDITIONS form IL 0017 is SECTION II—LIABILITY COVERAGE is deleted and replaced with the following: amended to add the following: b. 60 days before the effective date of cancellation if e. The lessor of a covered"auto"while the we cancel for any other reason. "auto"is leased to you under a written 2. BROAD FORM INSURED agreement if: A. Subsidiaries and Newly Acquired or Formed (1) The agreement requires you to Organizations As insureds provide direct primary insurance for The Named Insured shown in the Declarations is the lessor; and amended to include: (2) The"auto"is leased without a driver. 1. Any legally incorporated subsidiary in which Such leased"auto"will be considered a you own more than 50%of the voting stock on covered"auto"you own and not a covered the effective date of the Coverage Form. "auto"you hire. However,the Named Insured does not include However,the lessor is an"insured"only any subsidiary that is an"insured"under any for"bodily injury"or"property damage" other automobile policy or would be an resulting from the acts or omissions by: "insured"under such a policy but for its 1. You; termination or the exhaustion of its Limit of 2. Any of your"employees"or agents; Insurance. or 2. Any organization that is acquired or formed by 3. Any person, except the lessor or you and over which you maintain majority any"employee"or agent of the ownership. However,the Named Insured lessor, operating an"auto"with the does not include any newly formed or acquired permission of any of 1. and/or 2. organization: above. (a)That is an"insured"under any other D. Persons And Organizations As Insureds automobile policy; Under A Written Insured Contract (b)That has exhausted its Limit of Insurance Paragraph A,1 —WHO IS AN INSURED—of under any other policy;or SECTION II—LIABILITY COVERAGE is (c) 180 days or more after its acquisition or amended to add the following: formation by you, unless you have given f. Any person or organization with respect to us written notice of the acquisition or the operation, maintenance or use of a formation. covered"auto", provided that you and Coverage does not apply to"bodily injury"or such person or organization have agreed "property damage"that results from an"accident" under an express provision in a written that occurred before you formed or acquired the "insured contract", written agreement or a organization. written permit issued to you by a B. Employees as Insureds governmental or public authority to add Paragraph A.1.—WHO IS AN INSURED—of such person or organization to this policy SECTION II—LIABILITY COVERAGE is amended to as an"insured". add the following: However,such person or organization is d. Any"employee"of yours while using a an"insured"only: covered"auto"you don't own, hire or Form: 16-02-0292 (Rev. 11-16) Page 1 of 3 "Includes copyrighted material of Insurance Services Office, Inc.with its permission" (1) with respect to the operation, d. Rental Expense maintenance or use of a covered We will pay the following expenses that you or "auto";and any of your"employees"are legally obligated (2) for"bodily injury"or"property damage" to pay because of a written contract or caused by an"accident"which takes agreement entered into for use of a rental place after: vehicle in the conduct of your business: (a) You executed the"insured MAXIMUM WE WILL PAY FOR ANY ONE contract"or written agreement; or CONTRACT OR AGREEMENT: (b) The permit has been issued to 1. $2,500. for loss of income incurred by the you. rental agency during the period of time that 3. FELLOW EMPLOYEE COVERAGE vehicle is out of use because of actual EXCLUSION B.5.-FELLOW EMPLOYEE—of damage to, or"loss"of,that vehicle, including 4. PHYSICAL DAMAGE—ADDITIONAL TEMPORARY SECTION II—LIABILITY COVERAGE does not apply. income losto due to absence of that vehicle for replacement; a TRANSPORTATION EXPENSE COVERAGE 2. use as$2,500 decrease in trade-in value of the Paragraph A.4.a.—TRANSPORTATION EXPENSES —of SECTION lil—PHYSICAL DAMAGE rental vehicle because of actual damage to COVERAGE is amended to provide a limit of$50 per that vehicle arising out of a covered"loss"; and day for temporary transportation expense,subject to a 3. $2,500 for administrative expenses incurred maximum limit of$1,000. by the rental agency,as stated in the contract 5. AUTO LOAN/LEASE GAP COVERAGE or agreement. Paragraph A.4.—COVERAGE EXTENSIONS-of 4. $7,500 maximum total amount for paragraphs SECTION III—PHYSICAL DAMAGE COVERAGE Is 1., 2. and 3. combined. amended to add the following: 7. EXTRA EXPENSE—BROADENED COVERAGE c. Unpaid Loan or Lease Amounts Paragraph A.4.—COVERAGE EXTENSIONS—of In the event of a total"loss"to a covered"auto",we will SECTION III—PHYSICAL DAMAGE COVERAGE pay any unpaid amount due on the loan or lease for a is amended to add the following: covered"auto"minus: e. Recovery Expense 1. The amount paid under the Physical Damage We will pay for the expense of returning a Coverage Section of the policy; and stolen covered"auto"to you. 2. Any: 8. AIRBAG COVERAGE a. Overdue loan/lease payments at the time of Paragraph B.3.a.-EXCLUSIONS—of SECTION the"loss"; III—PHYSICAL DAMAGE COVERAGE does not b. Financial penalties imposed under a lease for apply to the accidental or unintended discharge of excessive use,abnormal wear and tear or an airbag.Coverage is excess over any other high mileage; collectible insurance or warranty specifically c. Security deposits not returned by the lessor: designed to provide this coverage. d. Costs for extended warranties, Credit Life 9. AUDIO,VISUAL AND DATA ELECTRONIC Insurance, Health, Accident or Disability EQUIPMENT-BROADENED COVERAGE Insurance purchased with the loan or lease; Paragraph C.1.b.—LIMIT OF INSURANCE-of and SECTION III-PHYSICAL DAMAGE is deleted e. Carry-over balances from previous loans or and replaced with the following: leases. b. $2,000 is the most we will pay for"loss"in any We will pay for any unpaid amount due on the loan or one"accident"to all electronic equipment that lease if caused by: reproduces, receives or transmits audio,visual 1. Other than Collision Coverage only if the or data signals which,at the time of"loss", is: Declarations indicate that Comprehensive (1) Permanently installed in or upon the Coverage is provided for any covered"auto"; covered"auto"in a housing,opening or 2. Specified Causes of Loss Coverage only if the other location that is not normally used by Declarations indicate that Specified Causes of the"auto"manufacturer for the installation Loss Coverage is provided for any covered"auto"; of such equipment; or (2) Removable from a permanently installed 3. Collision Coverage only if the Declarations indicate housing unit as described in Paragraph that Collision Coverage is provided for any covered"auto. 2.a.above or is an integral part of that 6. RENTAL AGENCY EXPENSE equipment;or Paragraph A.4.—COVERAGE EXTENSIONS—of (3) An integral part of such equipment. SECTION III—PHYSICAL DAMAGE COVERAGE is amended to add the following: 10. GLASS REPAIR--WAIVER OF DEDUCTIBLE Form: 16-02-0292 (Rev. 11-16) Page 2 of 3 "Includes copyrighted material of Insurance Services Office, Inc.with its permission" Under Paragraph D.-DEDUCTIBLE—of their rights of recovery against such person or SECTION III—PHYSICAL DAMAGE COVERAGE organization under a contract or agreement the following is added: that is entered into before such"loss". No deductible applies to glass damage if the glass To the extent that the"insured's" rights to is repaired rather than replaced. recover damages for all or part of any • 11.TWO OR MORE DEDUCTIBLES payment made under this insurance has not Paragraph D.-DEDUCTIBLE—of SECTION III— been waived, those rights are transferred to PHYSICAL DAMAGE COVERAGE is amended to us.That person or organization must do add the following: • everything necessary to secure our rights and If this Coverage Form and any other Coverage must do nothing after"accident"or"loss"to Form or policy issued to you by us that is not an impair them.At our request,the insured will automobile policy or Coverage Form applies to the bring suit or transfer those rights to us and same"accident", the following applies: help us enforce them. 1. If the deductible under this Business Auto Coverage Form is the smaller(or smallest) 14. UNINTENTIONAL FAILURE TO DISCLOSE deductible, it will be waived;or HAZARDS 2. If the deductible under this Business Auto Paragraph B.2.—CONCEALMENT, Coverage Form is not the smaller(or smallest) MISREPRESENTATION or FRAUD of SECTION deductible, it will be reduced by the amount of IV—BUSINESS AUTO CONDITIONS-is deleted the smaller(or smallest)deductible, and replaced with the following: If you unintentionally fail to disclose any hazards 12.AMENDED DUTIES IN THE EVENT OF existing at the inception date of your policy,we will ACCIDENT, CLAIM,SUIT OR LOSS not void coverage under this Coverage Form Paragraph A.2.a.-DUTIES IN THE EVENT OF because of such failure. AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV-BUSINESS AUTO CONDITIONS is 15. AUTOS RENTED BY EMPLOYEES deleted and replaced with the following: Paragraph 8.5.-OTHER INSURANCE of a. In the event of"accident", claim, "suit"or SECTION IV—BUSINESS AUTO CONDITIONS- "loss",you must promptly notify us when the is amended to add the following: "accident"is known to: e. Any"auto"hired or rented by your"employee" (1) You or your authorized representative,if on your behalf and at your direction will be you are an individual; considered an"auto"you hire. If an (2) A partner, or any authorized "employee's"personal insurance also applies representative, if you are a partnership; on an excess basis to a covered"auto"hired (3) A member, if you are a limited liability or rented by your"employee"on your behalf company; or and at your direction,this insurance will be (4) An executive officer,insurance manager, primary to the"employee's"personal or authorized representative, if you are an insurance. organization other than a partnership or 16. HIRED AUTO—COVERAGE TERRITORY limited liability company. Paragraph B.7.b.(5).-POLICY PERIOD, Knowledge of an"accident",claim, "suit"or COVERAGE TERRITORY of SECTION IV— "loss" by other persons does not imply that the BUSINESS AUTO CONDITIONS is deleted and persons listed above have such knowledge. replaced with the following: Notice to us should include: (5)A covered"auto"of the private passenger (1) How,when and where the"accident"or type is leased, hired, rented or borrowed loss occurred; without a driver for a period of 45 days or (2) The Insureds name and address;and less; and (3) To the extent possible,the names and 17. RESULTANT MENTAL ANGUISH COVERAGE addresses of any injured persons or Paragraph C.of-SECTION V—DEFINITIONS is witnesseB, deleted and replaced bythe following: WAIVER OF SUBROGATION p Paragraph A.5.-TRANSFER OF RIGHTS OF "Bodily injury"means bodily injury, sickness or RECOVERY AGAINST OTHERS TO US of disease sustained by any person, including SECTION IV—BUSINESS AUTO CONDITIONS is mental anguish or death as a result of the"bodily deleted and replaced with the following: injury"sustained by that person. 5. We will waive the right of recovery we would otherwise have against another person or organization for"loss"to which this insurance applies, provided the"insured"has waived Form: 16-02-0292 (Rev. 11-16) Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc.with its permission"