Loading...
HomeMy WebLinkAboutJFK Transportation Co., Inc. - 2025-08-18 SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND JFK TRANSPORTATION CO., INC. FOR SHUTTLE 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 JFK Transportation, Co., Inc., hereinafter referred to as "Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of shuttle services. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02. NOW, THEREFORE, it is agreed by City and Contractor as follows: 1. 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 Kevin Watson, 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 Agreement. 26-18035/414845 1 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 One Hundred Sixty Five Thousand Dollars ($165,000) for the term of this Agreement b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Contractor shall be paid pursuant to the terms of Exhibit"B." 4. Term Time is of the essence of this Agreement. The services of Contractor are to commence August 18, 2025, or as soon as practicable after the execution of this Agreement by City (the "Commencement Date") and terminate August 17, 2028, unless terminated earlier in accordance with the provisions of this Agreement. 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. 26-18035/414845 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, 26-18035/414845 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. 26-18035/414845 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. 26-18035/414845 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 JFK Transportation, Co., Inc. Attn: Director of Community & Library Services Attn: Kevin Watson 2000 Main Street 980 W. 17th Street Suite B Huntington Beach, CA 92648 Santa Ana, CA 92706 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. 26-18035/414845 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; 26-18035/414845 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. 26-18035/414845 8 30. Attorney's Fees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non-prevailing party. 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. 26-18035/414845 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 JFK TRANSPORTATION CO., INC. municipal corporation of the State of INC. California By: 9fAL Mayor Kevin Watson _ Print name ITS: (circle one) Chairma Presidcni Vice President City Clerk AND By: Lucinda Watson INITIATED AND APPROVED: Print name ITS: (circle one) ecrctar hief Financial Officer/Asst. Secretary- reasurer Director of Community&Library Service APPROVED AS TO FORM: City Attorney REVIEWED AND APPROVED: City Manager COUNTERPART 26-18035/414845 10 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 JFK TRANSPORTATION CO., INC. municipal corporation of the State of INC. California By: ayor Print name ITS: (circle one) Chairman/President/ Vice President G�/!`l City Clerk AND By: INITIATED AND APPROVED: Print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary-Treasurer irec r of m nity & Library Service APPROVED AS TO FORM: es---City Attorney REVIEWED AND APPROVED: City Manag r COUNTERPART 26-18035/414845 10 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) The City of Huntington Beach seeks a qualified and duly licensed school bus service provider to provide transportation services for groups participating in pre-arranged, round-trip excursions originating within City limits and traveling to destinations within the Southern California region. Services shall support City recreational programs, including but not limited to summer day camps for youth ages five (5) to seventeen (17), which operate for ten (10) weeks, as well as camps conducted during other school holiday breaks. All transportation services shall be provided strictly on an as-needed basis and only upon request by designated City staff. Part 1 —SCOPE OF SERVICES I. TRANSPORT SERVICES TO BE PROVIDED a. Departure Time: i. Scheduled Departure Time: is the time that City has provided to Carrier when the vehicle is to leave the Pick-up Point for the Destination Point. ii. Actual Departure Time: is the actual time the vehicle leaves from the Pick-up Point or the Destination Point. iii. Late Arrival: is the arrival at the Pick-up Point that is later than the required arrival time of at least 20 minutes before the Scheduled Departure Time. Liquidated damages apply. iv. Late Show: is arrival at the Pick-Up Point that is later than the Scheduled Departure Time. Liquidated damages apply; Contract Termination may apply. b. Cancellation: i. If City Cancels requested service due to Carrier's Late Arrival at the Pick-up Point of Late Show, which causes City to cancel the event due to time restrictions at the destination point, then Carrier shall not charge City any fees whatsoever and liquidated damages apply. ii. If City cancels requested service any time before vehicle is dispatched, then Carrier shall not charge City any fees whatsoever. iii. If City cancels requested service after vehicle is dispatched, then City will pay the Trip Charge and no other charges. Trip Charges are to be prorated downward in cases where the vehicle dispatch point was closer to Huntington Beach, Ca and where the vehicle is re-routed to another customer's location. 26-18035/414845 11 c. Head Count: i. Conduct a head count (roll call prior to all departures). d. Pick-Up Point: i. Is the predefined location within the City limits for the passengers to be picked up by Carrier. This is where the trip begins. Driver must be at Pick-Up Point at least 20 minutes before Scheduled Departure Time. Standby Rate is applicable until the Actual Departure Time; Drive Time Rate begins thereafter. e. Destination Point: i. is the predefined location, which may be outside of the City limits, but not outside of the Southern California area. This is the Destination Point,the main purpose of the trip. There may be multiple Destination Points. Drive Time Rate ends; Standby Rate begins until vehicle leaves for the Drop-off Point. Standby Rate is applicable until the Actual Departure Time; Drive Time Rate begins thereafter. f Drop-Off Point: i. is the predefined location for the passengers to be dropped off by Carrier. Note that the Drop-Off Point is normally the same as the Pick-Up Point. There is where the trip is completed. Drive Time Rate ends; Standby Rate begins until the last passenger leaves the vehicle. g. Round Trip: i. is from Pick-Up Point to Destination Point to Drop-off Point. There may be multiple Destination Points before reaching the Drop-off Point. II. SCHEDULE a. Provide the services on the agreed-upon schedule, generally, Monday through Friday, 8:00 a, to 6:00pm. b. Occasional weekends may be needed from 8:00 am to 10:00pm. c. Note that the dates and times are subject to change or cancellation. d. Note City will provide advance notice, at least 72 hours or more, for services or cancellations. 26-18035/414845 12 III. TYPICAL ANNUAL REQUIREMENTS: (NOT IMPLIED AS A GUARANTEE) a. The City conducts about 20-30 trips a year, which are generally 5-65 miles round trip. i. Each trip may require 1-3 buses per trip. ii. Approximately 20 trips for Summer Day Camp. iii. Approximately 5 trips for camps during other school holiday breaks iv. Other trips as needed for Teen Excursion Program, grant programs or Senior Trips IV. PRICES a. It shall be understood that the unit prices are firm for the initial year of the contract. b. An increase or decrease may be made to the bid item prices for subsequent renewals for the term of the contract. c. Additional Charges: not allowed, no fuel surcharges, no mileage rates. PART II-ADDITIONAL REQUIREMENTS V. BIDDER QUALIFICATIONS: a. Possess the appropriate California Public Utilities Commission (CPUC) licenses for operating the types of vehicles and carrying the number of passengers in conjunction with the service requirements. b. Must be listed at the CPUC website https://tcportal.cpuc.ca.gov/TCP/s/ under limos, Shuttles, and Buses: Consumer Information Center; Hiring a Limo, Shuttle, or Bus; List of Companies. VI. SPECIFIC TERMS AND CONDITIONS a. LEGAL i. Comply with all legal requirements: federal, state, and local laws, regulations. ii. Comply with all CPUC requirements as stated in the CPUC's Transportation License Section apply unless the company, classification, services, etc., are especially excluded therein. iii. Comply with all ADA requirements. 26-18035/414845 13 b. LICENSING i. CPUC issues operating authority to companies that are for hire to transport passengers, including school buses that operate in California. Companies must display their CPUC file number on their vehicles and in advertisements; for example, "PSC 1234" or "TCP 1234". ii. Drivers must be licensed as required under the California Vehicle Code and must comply with the driver provisions of Title 13, California Code of Regulations. iii. Drivers must be the permit or certificate (CPUC authority) holder or under the complete supervision, direction, and control of the operating carrier, and be an employee of the authority holder, or an employee of a sub-carrier, or an independent owner driver who holds charter-party carrier authority and is operating as a sub- carrier. VII. CONTROLLED SUBSTANCES AND ALCOHOL a. Provide for a drug testing program in accordance with General Order 157 Series (TCP) and General Order 158 Series (PSC), whichever is applicable. b. Do not permit any driver to operate any vehicle, in conjunction with these service requirements that does not conform to all of the applicable drug testing program requirements. c. Do not permit any controlled substances and alcohol to be used on the vehicle by anyone. VIII. DMV PULL NOTICE a. Be enrolled in the DMV Employer Pull Notice Program (EPN). b. Do not permit any driver to operate any vehicle in conjunction with these service requirements that does not conform to the DMV requirements. c. Upon the City's request, vendor shall provide a list of all employees enrolled in the DMV Pull Notice Program. IX. BACKGROUND CHECKS a. Note that some passengers may be of minority age. b. Utilize only the drivers that have had Department of Justice criminal background checks completed and had those checks properly screened for these service requirements. 26-18035/414845 14 X. PASSENGER REQUIREMENTS a. Make the following information available immediately to the passengers: i. Check the license status of the company: Call CPUC at 1-800- 877-8894; Access the information from our website at www.cupcu.ca.gov. ii. File a complaint against your CPUC—authorized passenger transportation company: Call CPUC at 1-800-894-9444; Email CPUC at CIU intake(acpuc.ca.gov; Write the Passenger Section, California Public Utilities Commission, 505 Van Ness Avenue, San Francisco, Ca 94102; Use the complaint form on our website at: https://www.cpuc.ca.gov/consumer-support/file-a- complaint/transportation-complaint if your complaint is by email or in writing. XL SAFETY, FIRST AID, EMERGENCIES a. Ensure that all drivers are up-to-date on first aid, CPR, and other related training. b. Ensure that each vehicle used, in conjunction with these service requirements, has properly stocked first aid kits, fire extinguishers, and other related first aid devices as appropriate for the number of passengers and the expected duration of the trip. c. Have emergency and critical incident procedures, arrangements and personnel in place to protect passengers and minimize disruption from on- road incidents, vehicle and/or system failures. d. Provide a list of primary and secondary point of contact names and phone numbers for emergencies. XII. VEHICLES a. Provide the following information for each vehicle that is available for service: i. The make, model, year, miles, condition, attributes for each vehicle. ii. License plate numbers, VIN Numbers, and seating capacities iii. Provide updates within 10 days of adding or deleting any vehicle from this list. b. Seating i. Use the appropriate sized vehicle with the appropriate number of seats for a given Round Trip. ii. Do not carry more passengers than the number of seats unless specifically allowed by law. iii. Ensure that all seats have the appropriate and fully functional restraint devices (seat belts, child safety seats) for the type of vehicle being utilized. 26-18035/414845 15 c. Vehicle service requirements shall: i. Be appropriate for the intended use. ii. Have passenger capacity to accommodate all passengers comfortably. iii. Have the necessary safety equipment. iv. Be fueled to at least 7/8th's of a tank, that other fluids including oil, antifreeze/coolant, power steering, brake fluid, washer fluid, battery fluid, and the like are topped-off before arrival at Pick-Up Point. v. Have had the battery performance checked within the last 30 calendar days. vi. Be equipped with fully functional heating, air conditioning, doors, windows, windshield wipers, emergency radios, escapes (where appropriate), tires, (spare included) that are in very good condition rated for the type of vehicle and weight loads. vii. Have the appropriate charger for the mobile phones utilized by the driver for contact. viii. Be clean inside and outside prior to scheduled service. ix. Have the appropriate storage/baggage compartments. x. Be Safeguarded at all times during the Round Trip. xi. Be very well maintained, up-to-date on their maintenance requirements. xii. Provide replacement transportation to ensure a timely arrival at specified destinations in the event of mechanical malfunctions or breakdowns. xiii. Ensure that any backup or replacement vehicles meet the same criteria as the replaced vehicle. xiv. Use only Carrier's company -owned or lease vehicles unless otherwise approve in advance by Change Request/Change Order. xv. Comply with all Department of Transportation Federal Highway Administration (DOT/FHWA) regulations with regard to their service. xvi. Make available all vehicle maintenance records utilized in these services for inspection by City within 3 working days' notice from City. xvii. Allow the City reserves the right to inspect the Vendors equipment and to perform such investigations as mya be deemed necessary to ensure that competent personnel and management will be utilized in the performance of this agreement. XIII. DRIVERS Note that the split of responsibilities is provided as a general grouping and does not represent or limit the responsibilities of the Carrier and Drivers. a. Carrier Responsibilities 26-18035/414845 16 i. Ensure that only drivers who are in good health (not mentally, emotionally, or physically comprised for operating the vehicles; and not contagious with any disease that might infect the passengers); well-rested; alert; and not under the influence of any illegal substances, substances or chemicals that would detract from their ability to operate the vehicle at optimal levels are utilized for these services. ii. Remove drivers from operating a vehicle in conjunction with these service requirements that do not meet the foregoing requirements. iii. Provide the appropriate number of drivers and relief drivers as required for the expected Round Trip travel time at no additional cost to City. iv. Ensure that drivers are provided the appropriate breaks for meals and the like. v. Provide a fully-charged, fully-functional mobile phone to the driver to be available for contact at any time during the trip by Carrier or by City. vi. Are trained and regularly evaluated for conformance with all applicable requirements. b. Driver Responsibilities i. Possess, at all times, a valid State of California Department of Motor Vehicles Driver License qualifying them to operate the vehicles. ii. Are professional, courteous, and provide excellent customer service. iii. Capable of communicating the English language: Understanding, speaking, reading, and writing it. iv. Attend and pass a defensive driver training course at least once every four years. v. Are trained, familiar with, and skilled at the operation of the vehicle to be used for this service. vi. Ensure vehicle and contents are secure at all times. c. Parking Tolls & Fees i. City will reimburse Carrier for the exact amount of all documented parking and toll fees for each Round Trip. d. Fines: i. Carrier is solely responsible for all fines including, but not limited to all DMV fines, towing, storage, etc. e. Fuel Surcharge: i. Not allowed. XIV. LEGAL AND BEST PRACTICE REQUIREMENTS a. Be self-informed, abide by, and comply with all, current and applicable, local, county, state, federal, or other legal requirements and best practices at all times 26-18035/414845 17 b. Do not cause, allow to be caused, or permit the continuance of any violation of any legal requirements or best management practices. c. Be responsible and bear all associated costs should any work be performed in contrary to any laws, ordinances, codes, rules, or regulations. XV. AUDIT REQUIREMENTS a. City reserves the right to periodically inspect and audit Contractor's accounting procedures and supporting documentation in conjunction with the performance of the bid specifications. b. City will notify Contractor in writing of any such requested audit. c. City will inspect and audit in a reasonable manner and at City's expense. d. Contractor must fully cooperate with any such audit (s). e. City will notify Contractor in writing of any exception taken as a result of an audit. f During required audits, in accordance with this article, discloses overcharges (of any nature) by Contractor to the City of the value of that portion of the Agreement that was audited, the actual cost of the City's audit shall be reimbursed to the City by Contractor for the entirety of the term including all extensions. RESERVATION EXAMPLE Type of School Bus Month # of Field Trips # of Passengers Total # of Buses Regular School Bus June 5 120-150 10 Sizes: 48/72, 52/78 & 59 passenger with 3/pt. Seat Belts July 9 120-150 18 August 6 120-150 12 Other School 2-5 70 2-5 Holiday Breaks Teen Excursions As Needed TBD 1 B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: The Contractor is fully responsible for their buses while parked on City property or at any destination. Any possible damage to buses while parked on City or destination property shall be the full responsibility of the Contractor. This includes any vandalism or damage resulting from acts of God such as flooding, rainstorms, wind damage, etc. Contractor must arrange to remove any damaged buses off City or destination property within 24 hours. 26-18035/414845 18 EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: MINIMUM DESCRIPTION HOURLY RATE CHARGE DAILY RATE Regular School Bus Sizes: 48)72, 52'78,&59 passenger w/3 pt 5 115.00 G_575.00 $ 51000.00 Seat belts Regular School Bus Sizes: 48/72, 52/78,&59 passenger wl 3 pt $ 145.00 $ 725.00 $1210.00 Seat belts, Lift Equipped CANCELLATION RATES/FEES 72 Hour Notice s No Charge MISCELLANEOUS CHARGES/FEES NOT REFLECTED ABOVE Description: Mountain Transportation $ 1100.00 per bus, per trip (max 44 passengers) Description: S Description:B. Travel Charges for time during travel are not reimbursable. C. Billing 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: 26-18035/414845 19 A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 5. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. 26-18035/414845 20 AC 3Ro® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIYYYY) 4/30/2026 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 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 Ileu of such endorsement(s). PRODUCER CONTACT NAME: Rita Shahbandarian Acrisure Passenger Transportation Ins. Solutions PHONE 818-246-2800 FAX (aC,Nu►:818-246-4690 425 West Broadway#300 also ath E-MAIL Glendale CA 91204 ADOREss: rshahbandarianptibinsurance.com INSURER(S)AFFORDING COVERAGE NAIC a License#:0K07568 INSURER A:Lancer Insurance Company _ 26077 INSURED JFKTRAN-0I INSURER B:General Star Indemnity Company 37362 JFK Transportation Co.,Inc. 980 W. 17th Street#B INSURER C: Santa Ana CA 92706 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 1710051225 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. NOTWTHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WTH 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 LTR TYPE OF INSURANCE INSD SR POLICY NUMBER POLICY EFF POLICY EXP LIMITS (MM1DDlYY1rY) (MMIDD/YYYY) A X COMMERCIAL GENERAL LIABILITY Y OL155905#25 8/25/2025 8/25/2026 EACH OCCURRENCE S 5,000,000 CLAIMS-MADE X OCCUR DAMAGE TO RENTED '- PREMISES(Ee occurrence) 5 100,000 LIED EXP(Any one person) S 5,000 PERSONAL 8 ADV INJURY $5,000,000 GENT AGGREGATE LIMIT APPLIES PER. GENERAL AGGREGATE $5,000.000 PRO POLICY X JECT LOC PRODUCTS-COMP/OP AGG S OTHER: S A AUTOMOBILE LIABILITY Y BA155835#23 8/25/2025 8125/2026 COMBINE°SINGLE LIMIT $ (Ea accident) 5.000.000 ANY AUTO BODILY INJURY(Per person) S ALL OWNED X SCHEDULED BODILY INJURY(Per accident) 5 AUTOS AUTOS X HIRED AUTOS X NONhNED PROPERTY DAMAGE AUTOS-0 (Per accident) B UMBRELLA LIAB X OCCUR Y IXG675091C 8/25/2025 8125/2026 EACH OCCURRENCE $5,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTIONS $ WORKERS COMPENSATION IEI 10TH AND EMPLOYERS'LIABILITY YIN STATUTE ANY PROPRIETOR/PARTNER/EXECUTIVE N IA E.L.EACH ACCIDENT S OFFICEfLMEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(ACORO 101,Additional Remarks Schedule,may be attached If more 368,0$1/ 1b)t4 D�;$TO FOR City of Huntington Beach,its officers,elected or appointed officials,employees,agents and volunteers"are added as Additional Ins my as respects the operations of the named insured and only to the extent the additional Insured is held liable for the conduct of the named Insured.I r ce is primary and non-contributory,but only as respects the sole negligence,errors,and/or omissions of the named insure!:':__ Ni;c1 tArL J. VIGLIOTTA CITY ATTORNEY CITY O1- I-iU'i iiivfiI:1N BEACH 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 Street AUTHORIZED REPRESENTATIVE Huntington Beach CA 92648 ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD JFKTRAN-01 VBAUDERS At C4:::#1? DATE(MWDDIYYYY) CERTIFICATE OF LIABILITY INSURANCE 4/28/2026 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 License#0757776 COONTACT HUB International Insurance Services Inc. PO Box 5346 (A)C,No,Est):(951)788-8500 ac,No):(951)788-8502 Riverside,CA 92517 E-MAIL .victoria.bauders@hubinternational.com INSURERISI AFFORDING COVERAGE NAIC# INSURER A:Insurance Company of the West 27847 INSURED INSURER B:LIDyId'S of London 15792_ JFK Transportation Co.,Inc INSURER C: 980 W.17th Street#B INSURER D: Santa Ana,CA 92706 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTIMTHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WTH 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 /DPOLICY EFF POLICY EXP LIMITS LTRimp.ma___ IMMDIYYYYI IMMIDDIYYYYI COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS•MADE OCCUR DAMAGE TO RENTED PREMISES jEa occurrence) S MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEM.AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE S POLICY JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT accident) $ ANY AUTO BODILY INJURY(Per person) S OWNED SCHEDULED AUTOS ONLY _ AUTOS BODILY INJURY(Per accident) S AUTOS ONLY Age' P ter acooYn1DAMAGE 5 UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS UAB CLAIMS-MADE AGGREGATE S , DED I I RETENTIONS S A WORKERS COMPENSATION X I PER I 1OTH- AND EMPLOYERS'LIABILITY ER SIALUTE J ER ANY PROPRIETOR/PARTNER/EXECUTIVEYIN WSD 5081754 01 12/30/2025 12/30/2026 E.L.EACH ACCIDENT S 1'000'000 OFFICERnJEMBER EXCLUDED? Y NIA (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 II yes,desu be under 1,000,000 DESCRIPTION OF OPERATIONS belay E L.DISEASE-POLICY LIMIT S B Abuse&Molestation MR256979 5/3/2025 5/3/2026 Aggregate 6,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) For Information Purposes Only. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Huntington Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 9 ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main Street Huntington Beach,CA 92648 AUTHORIZED REPRESENTATIVE ACORD 26(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER:GL155905#25 COMMERCIAL GENERAL LIABILITY CG 20 26 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers 2000 Main Street Huntington Beach,CA 92648 Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II — Who Is An Insured is amended to 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", "property damage" or "personal and advertising injury" If coverage provided to the additional insured is caused, in whole or in part, by your acts or required by a contract or agreement, the most we omissions or the acts or omissions of those acting will pay on behalf of the additional insured is the on your behalf: amount of insurance: 1. In the performance of your ongoing operations; 1. Required by the contract or agreement; or or 2. Available under the applicable limits of 2. In connection with your premises owned by or insurance; rented to you. whichever is less. However: This endorsement shall not increase the 1. The insurance afforded to such additional applicable limits of insurance. insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 12 19 ©Insurance Services Office, Inc., 2018 Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLICY CHANGES - ADDITIONAL INSURED POLICY NUMBER POLICY CHANGES EFFECTIVE COMPANY GL155905#25 04-28-2026 Lancer Insurance Company NAMED INSURED AUTHORIZED JFK Transportation Co., Inc. REPRESENTATIVE Grl� It is hereby understood and agreed that the following is added as an Additional Insured but only as respects the operations of the named insured. Name and Address of Persons or Organizations: City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 IL 12 01AIP 11 85 Copyright, Insurance Services Office, Inc., 1983 Page 1 of 1 Copyright, ISO Commercial Risk Services, Inc., 1983 COMMERCIAL GENERAL LIABILITY CG 20 01 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the This insurance is primary to and will not seek additional insured. contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and Name of Person or Organization: City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 CG 20 01 12 19 ©Insurance Services Office, Inc., 2018 Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLICY CHANGES - ADDITIONAL INSURED POLICY NUMBER POLICY CHANGES EFFECTIVE COMPANY BA155835#23 04-28-2026 Lancer Insurance Company NAMED INSURED AUTHORIZED JFK Transportation Co., Inc. REPRESENTATIVE It is hereby understood and agreed that the following is added as an Additional Insured but only as respects the operations of the named insured. Name and Address of Persons or Organizations: City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 IL 12 01AIP 1185 Copyright, Insurance Services Office, Inc., 1983 Page 1 of 1 Copyright, ISO Commercial Risk Services, Inc., 1983 COMMERCIAL AUTO CA 04 49 11 16 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. Named Insured: JFK Transportation Co., Inc. Endorsement Effective Date: 04-28-2026 SCHEDULE Name(s) Of Person(s) Or Organization(s): City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. The following is added to the Other Insurance B. The following is added to the Other Insurance Condition in the Business Auto Coverage Form Condition in the Auto Dealers Coverage Form and and the Other Insurance — Primary And Excess supersedes any provision to the contrary: Insurance Provisions in the Motor Carrier Coverage Form and supersedes any provision to This Coverage Form's Covered Autos Liability the contrary: Coverage and General Liability Coverages are This Coverage Form's Covered Autos Liability primary to and will not seek contribution from any other insurance available to an "insured" under Coverage is primary to and will not seek your policy provided that: contribution from any other insurance available to an "insured" under your policy provided that: 1. Such "insured" is a Named Insured under such other insurance; and 1. Such "insured" is a Named Insured under such other insurance; and 2. You have agreed in writing in a contract or agreement that this insurance would be 2. You have agreed in writing in a contract or primary and would not seek contribution from agreement that this insurance would be any other insurance available to such primary and would not seek contribution from "insured". any other insurance available to such "insured". CA 04 49 11 16 ©Insurance Services Office, Inc., 2016 Page 1 of 1 CALIFORNIA FRAUD STATEMENT For your protection, California law requires the following to appear on this form: Any person who knowingly presents false or fraudulent information to obtain or amend insurance coverage or to make a claim for the payment of a loss is guilty of a crime and may be subject to fines and confinement in state prison. IL N 018 01 22 ©Insurance Services Office, Inc., 2021 Page 1 of 1