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HomeMy WebLinkAboutBradbury Miller Associates LLC; 2020-02-20;AGREEMENT FOR EXECUTIVE RECRUITING SERVICES BRADBURY MILLER ASSOCIATES THIS AGREEMENT is made and entered into as of the 2 O:n/'v day of ---1...a....a1.,1.+,-.aoA.~....,,._,b-____ , 20 'l(J, by and between the CITY OF CARLSBAD, a municipal '), and Bradbury Miller Associates LLC ("Contractor"). RECITALS A. City requires the professional services of an executive recruiting firm that is experienced in recruiting and selection of executives and professionals. B. Contractor has the necessary experience in providing professional services and advice related to recruiting and selecting executives and professionals. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of three years from the date first above written. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the Agreement term will be in an amount not to exceed thirty-five thousand dollars ($35,000) per Agreement year. No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. City Attorney Approved Version 6/12/18 The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. Except for intentional acts, regardless of which party hereto retains responsibility for conducting criminal and financial background checks on prospective candidates under the agreement, the City and Contractor will defend and indemnify each other from all claims, lawsuits, administrative actions, and other causes of action arising from the negligence or misconduct of a party hereto in conducting such background checks and/or from the misuse of information obtained from such background checks by either party, its officers, directors, agents, servants, or employees. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus City Attorney Approved Version 6/12/18 2 line insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of three years following the date of completion of the work. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or City Attorney Approved Version 6/12/18 3 maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City Name Karen Miller Title Principal/Owner Email karenmiller@bradburymiller.com Address 3513 E Harvard Blvd Canton, OH 44709 Phone No. 330-224-9177 For Contractor Name Paul Ho Title Sr. Program Manager Address 1635 Faraday Ave Carlsbad CA 92008 Phone No. 760-602-2442 Email paul.ho@carlsbadca.gov Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. City Attorney Approved Version 6/12/18 4 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes No _lL 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. City and Contractor each agree and warrant to each other that (1) any such background checks will be conducted solely for the purposes of evaluating prospective candidates' suitability for employment; (2) before a background check is conducted, the prospective candidate will be provided with and sign a clear and conspicuous written disclosure informing him/her that a criminal and/or financial report may be obtained for employment purposes; and (3) information obtained as a result of such background checks will not be used in a manner that violates any state or federal employment laws or regulations. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute arises between the parties relating to this Agreement, the parties agree to participate in good faith negotiations to resolve the dispute for a period of up to thirty (30) days. If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned City Attorney Approved Version 6/12/18 5 by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. If City terminates the contract because of being dissatisfied with the quality or amount of services provided by the Contractor, the Contractor will rely on the collective good judgment of the City to determine what represents a fair and appropriate level of refund/rebate/discount for the work performed under the agreement. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. City Attorney Approved Version 6/12/18 6 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or conte~plated by it, along with the purchase order for this Agreement and its provisions, emb_ody the entire Ag~eement and understanding between the parties relating to the subject matter of 1t. In case of confl!ct, the ~~rms of the Agreement supersede the purchase order. Neither t~is Agr~_eme~t nor any of its pr~v1s1ons may be amended, modified, waived or discharged except ma writing signed by both parties. 26. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR (print name/title) By: (sign here) (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California il,. Qt~ ¥1A BARBARA ENGLESON City Clerk ,If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY:~/l.~ Assistant City Attorney City Attorney Approved Version 6/12/18 7 EXHIBIT "A" SCOPE OF SERVICES All work performed under this contract shall be performed by or under the direct supervision and control of Karen Miller and Jobeth Bradbury as project co-directors. The search schedule as outlined in the original proposal dated January 14, 2020 will be superseded by a final schedule to be developed after the 2020 meeting with the City and mutually agreed to by both the City and Contractor. UNDERSTAND CITY'S NEEDS: • Hiring Authority/Search Committee/Board Attributes Survey and Staff Survey prior to first visit • Initial meeting on site with the Hiring Authority/Search Committee, Board, key staff & key stakeholders to understand the City's distinctive organizational culture, mission and concerns • Review and recommend updates/revisions to existing position description SEARCH SCHEDULE: Review process and determine whether any changes to our initial proposal may be needed to satisfy City's specific requirements. • • Review & finalize a search schedule listing key tasks & completion dates • • Standard full search takes 3-4 months to complete MARKETING: Once the search schedule is determined, Contractor will finalize an advertising/marketing plan to stimulate greater awareness of the opening. The advertising/marketing plan includes: • Preparation of a detailed position announcement • Strategies for using electronic media, social media and networking • Advertising on 55+ professional library and nonprofit sites • A dedicated page for the position on Bradbury Miller Associates with a supplemental page of links to library documents & information about the Carlsbad community • Distribution to 1700+ library colleagues through our professional newsletter RECRUITMENT STRATEGY: Carry out a regional and national networking effort to identify outstanding candidates who do not normally respond to ads or announcements. COMMUNICATION: Throughout the search-and especially during the candidate identification phase--Contractor will send regular, complete updates on progress to the City. Contractor will share candidate feedback, adjust search strategies as needed, convey challenges and share any additional information gleaned during the process. PRELIMINARY INTERVIEW SCREENING: • Contractor interviews all qualified candidates virtually as part of the initial screening process. • The results of these interviews shared with the City. City Attorney Approved Version 6/12/18 8 • All candidate documents (cover letter, resume, and questionnaire) are uploaded to Dropbox for the City. • Other documents include a complete candidate list and a qualifications comparison matrix for the City's review. • Contractor meets with the City and presents a list of recommended candidates and a discussion of each individual. • Working with the City, six to eight semi-finalists are selected and invited to interview virtually for the preliminary round of interviews. CANDIDATE ASSESSMENT-SEMI-FINALIST AND FINALIST INTERVIEWS: Contractor recommend a two-step interviewing process; the first round consists of the Hiring Authority/Search Committee interviewing semi-finalist candidates (Contractor recommends six to eight) via videoconferencing and then selecting three to four finalist candidates for final Board interviews. The final interviews occur two or three weeks following the semifinal interviews. Contractor provides customized support during the final interview (Contractor on site) process: • Draft of interview questions for all interviews. • Types of questions to avoid for legal or quasi-legal reasons, and hints regarding approaches, techniques and possible pitfalls. • Contractor is present as technical search experts during interviews, contributing to discussion of candidate strengths and weaknesses relative to the client's perceived needs and making suggestions from experience in respect to negotiating salary, benefits, and relocation expenses with the chosen finalist. CHECKING REFERENCES: Once the finalists are selected to be interviewed by the final decision-making body, Contractor conducts reference checks for the finalist candidates. Contractor interviews up to three references by phone for up to four finalist candidates. Contractor prepares brief reports paraphrasing reference-derived information. Nuances and "reading between the lines" gives our clients more realistic impressions of the strengths and possible weaknesses of finalist candidates. BACKGROUND CHECKS If City wishes to have a pre-employment background check conducted on a finalist, Contractor will engage an experienced investigative firm to verify academic credentials, and review driving records, and research county and federal district court records for prior or current criminal or civil cases. This will require a release by the candidate(s). Typically, background checks cost $350-$450 per person, depending upon the period and the number of jurisdictions to be researched. Contractor will work with the agency and provide a written report of the research findings for the City. Contractor's flat fee includes a single background investigation. HANDLING THE DETAIL WORK: Throughout the recruitment and selection process, Contractor handles all the detail work. • Contractor recommends that all application materials be addressed to Bradbury Miller Associates so that consistency and comparability can be established and any omissions can be identified-Contractor assumes the responsibility to see that everything is done completely and correctly. City Attorney Approved Version 6/12/18 9 • Contractor will acknowledge receipt of all applications and provide copies of all the documents to you at a scheduled time. • As noted above, Contractor will schedule and conduct calls with all candidates who meet the basic requirements determined by the Hiring Authority/Search Committee. • Contractor coordinates with City staff to make arrangements for semifinal and final interviews and are a part of that process. • Contractor will conduct final negotiations on behalf of the City upon City's request. Contractor notifies candidates not selected at the appropriate time(s) during the process keeps in touch periodically with City designated contact person so that City knows where we are in the process. Contractor also submits written progress reports throughout the process and at the end of major stages in the search-after the intake closing date; after the interviewing/screening work has been accomplished and after a list of the most viable candidates is determined. GUARANTEE: Once the new employee is selected and appointed, if he or she leaves the position-either voluntarily or non-voluntarily-within the first year after appointment, Contractor will, on a one- time basis, reactivate the search if you request it, and will screen at least three well-qualified finalist candidates. City will assume all expenses for a reactivated search, but Contractor will expect no additional fee. Such a reactivation of the search must assume that the search firm will be allowed to pursue its own methodology to achieve the reasonable results that you want. FEES AND OPTIONAL BILLABLE EXPENSES: Total fee for executive search services (including all Contractor expenses) in traveling to Carlsbad is a flat fee of $26,000. A retainer of $6,000, which helps defray our up-front expenses, will be paid to us upon approval of the agreement and subtracted from the invoice at the end of the search. This amount will be invoiced upon completion of the search, payable within 30 days of the selected candidate's acceptance of the City's offer. Expenses included within our fee: (1) Three site visits with the City; (2) all Contractor pre- screening interview expenses including any required travel; (3) phone/videoconferencing charges; (4) all standard office expenses (clerical support, local telephone, supplies, etc.); (5) advertising costs based upon our marketing plan which provides excellent exposure to the library community; and (6) a single background check ($350-$450) on the chosen candidate. Optional billable expenses-Additional Contractor Services: Contractor can, upon City's request, facilitate staff or community forums for candidates, conduct surveys or focus groups, coordinate informal meetings between candidates and Search Committee members, participate in conducting tours, etc. Any and all such services are available, but to the extent that they are outside the normal scope of services as outlined in the proposal and/or cannot be accomplished within a scheduled overnight stay, such additional time is billable at a rate of $1,000 per day per consultant inclusive of travel expenses. Adjustments/Discounts: The fee covers the outlined scope of services and deliverables contained in this agreement. Other modifications to the scope of services are possible and negotiable with fee adjustments being made accordingly. Candidate expenses: It shall be the City's responsibility to reimburse candidates they have selected for onsite final interviews for their travel expenses. City Attorney Approved Version 6/12/18 10 ACKNOWLEDGEMENT CERTIFICATE State of Ohio, County of 5-fD. (' K _2 t1½{o.• I ofr:fon,JOrL/, ;,_oJI The foregoing instrument was acknowledged before me on this 2) 1 ' (date) by _)1.-/\..1.1,,[kA.J.(,-.1..':f..:...VJ...1.-..:::L::::........:./Y1~,·L..!:/ ~:::...:....f __ (name of person acknowledging). (Notary Seal) My commission expires: D0 !1s Id oJi 3 I ) (date) KMDASSO-01 D1MNOYDARA ACORD" CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDNYYY) ~ 2/6/2020 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 # 954553 ij~ij!~cT Rosanne Coyne AssuredPartners of Ohio, LLC r1JgNJo, Ext): (440) 895-6347 Irie~. No):(440) 356-2126 3900 Kinross Lakes Parkway #300 i~~ss: rosanne.coyne{@..Assuredpartners.com Richfield, OH 44286 INSURERISl AFFORDING COVERAGE NAIC# INSURER A: United States Liability Ins 25895 INSURED INSURER B: KMD Associates dba Bradbury Miller Associates INSURERC: 3513 E Harvard Blvd INSURERD: Canton, OH 44709 INSURERE: INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY 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 1~.~.P~ 1~.l/.~~ POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR IMM/DDNYYYl IMM/DDIYYYYl A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 f--D CLAIMS-MADE [!] OCCUR DAMAGE TO RENTED 50,000 CX1556078 2/1/2020 2/1/2021 PREMISES iEa occurrencel $ f--5,000 MED EXP /Anv one oerson\ $ f--1,000,000 PERSONAL & ADV INJURY $ f--2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ ~ POLICY □ m?r □ LOG PRODUCTS. COMP/OP AGG $ 2,000,000 OTHER: $ A AUTOMOBILE LIABILITY fE~~~1Nd~~llNGLE LIMIT $ 1,000,000 ~ ANY AUTO CX1556078 2/1/2020 2/1/2021 BODILY INJURY /Per oerson\ $ ~ OWNED -SCHEDULED AUTOS ONLY AUTOS BODILY INJURY /Per accident\ $ x HIRED x ~8fo~~1~ fp~9fi2'cflei1~AMAGE $ AUTOS ONLY $ UMBRELLA LIAB H OCCUR EACH OCCURRENCE $ - EXCESS LIAB CLAIMS-MADE AGGREGATE $ OED I I RETENTION $ $ WORKERS COMPENSATION I PER I I OTH- AND EMPLOYERS' LIABILITY STATIITE ER Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE □ NIA E.L. EACH ACCIDENT $ OFFICER/MEMBER 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 / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Bridget Desmarais THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Management Analyst-City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 AUTHORIZED REPRESENTATIVE I ~tL- ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD To: United States Liability Insurance Company ASSUREDPARTNERS OF OHIO, LLC 1190 Devon Park Drive Wayne, PA 19087-219 1 (888) 523-5545 *BINDER* 01/31/2020 Insured: KMD ASSOCIATES DBA: BRADBURY MILLER ASSOCIATES Mailing 3513 EAST HARVARD BLVD Address: CANTON, OH 44709 Renewal Of: NEW NOTE: This policy will be billed by the Company in 1 installment. Do not bill or collect the down payment. Next year's renewal is set up to be Direct Billed. Thank you for your order to bind. We appreciate your business! We have bound the below coverage. Policy to Follow Shortly POLICY INFORMATION PROFESSIONAL OFFICE PACKAGE POLICY Policy Number: Policy Period: Carrier: Status: A.M. Best Rating: COVERAGE PART Businessowners Liability Liability and Medical Expenses Medical Expense (per person) Damages To Premises Rented To You (Any One Premises) Hired and Non-owned Auto Each Occurrence Hired and Non-owned Auto Aggregate General Aggregate Businessowners Property Total Property Limit Largest Property Risk Specified Professions Professional Liability Each Claim Limit Annual Aggregate Limit Deductible Intellectual Property Each Claim Intellectual Property Aggregate Retroactive Date POLICY PREMIUM ex 1556078 02/01/2020 to 02/01/2021 United States Liability Insurance Company Admitted A++ (Superior) -XI $1,000,000 $5,000 $50,000 Included Included $2,000,000 $75,000 $75,000 $1,000,000 $1,000,000 $0 $100,000 $100,000 2/1/2020 PREMIUM $470.00 $100.00 $735.00 $1 ,305.00 Please contact us with any questions regarding the terminology used or the coverages provided. Page 1 of 2 COVERED LOCATION(S) 1 -3513 East Harvard Blvd, Canton, OH 44709 APPLICABLE FORMS & ENDORSEMENTS The following forms apply to the policy BP 01 58 04/08 BP0003 01/10 BP0524 01/15 BP-11 01/13 BP-17 11/08 BP-48 05/16 BP-7 05/04 BP-88 04/06 CONSA (06/19) MSP 210 09/13 MSP 271 09/13 MSP 298 07/17 MSPOH 12/14 Ohio Changes Businessowners Coverage Form Exclusion Of Certified Acts Of Terrorism Exclusion-Fiduciary liability and financial Services Hired Auto And Non-Owned Auto Liability Exclusion Asbestos, Lead Contamination, Absolute Pollution, Mold, Fungus, Bacteria, Virus And Organic Pathogen Extension Of Coverage -"Bodily Injury" Arising Out Of Professional Services Expanded Definition Of Bodily Injury Specified Professions Professional Liability Application Retroactive Date Endorsement Intellectual Property Endorsement Privacy Breach Expense and Defense of Regulatory Claims Endorsement Ohio State Amendatory Endorsement BP 15 05 05/14 Exclusion -Access Or Disclosure Of Confidential Or Personal Information And Data -Related Liability -Limited Bodily Injury Exception Not Included BP0417 01 /1 O Employment-Related Practices Exclusion BP-107 04/08 Actual Cash Value Definition BP-15 07/04 Business Income And Extra Expense Limit BP-179 10/12 Amendment of Liquor Liability Exclusion BP-49 01/13 Absolute Exclusion For Pollution, Organic Pathogen, Silica, Asbestos And Lead BP-8 02/09 Limits Of Insurance Under Multiple Coverage Parti BP-90 11 /1 O Amended Definition MSP 09/13 Micro Pro Liability Coverage Form MSP 212 09/13 Independent Contractor as Insured Endorsement MSP 280 09/13 Punitive Damages Exclusion MSP Jacket 07114 Micro Pro Professional Liability Policy Please contact us with any questions regarding the terminology used or the coverages provided. Page 2 of 2 ENDORSEMENT #1 This endorsement, issued by United States Liability Insurance Company to KMD ASSOCIATES DBA: BRADBURY MILLER ASSOCIATES forms a part of Policy Number CX 1556078 effective on 2/12/2020 (MO. DAY YR.) at 12:01 A.M. Add/Remove/Amend Businessowners Additional Insured Endorsement In consideration of no change in premium it is hereby agreed that the following form(s) is(are) added to the Policy: BP0448 01/06 -Additional Insured -Designated Person Or Organization All other terms and conditions of this Policy remain unchanged. ADD_REM (03-01) POLICY NUMBER: ex 1556078 BUSINESSOWNERS BP 04 48 01 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Name of Additional Insured Person(s) Or Organization(s): Effective Date: 02/12/2020 12:01 AM CITY OF CARLSBAD 1635 FARADAY AVENUE CARLSBAD, CA 92008 I Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph C. Who is An Insured in Section II -Liability: 3. Any person(s) or organization(s) shown in the Schedule is also an additional insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf in the performance of your ongoing operations or in connection with your premises owned by or rented to you. BP 04 48 01 06 © ISO Properties, Inc., 2004 Page 1 of 1