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Centre for Organization Effectiveness; 2019-05-23;
AGREEMENT FOR SUCCESSION PLANNING AND TALENT DEVELOPMENT SERVICES THE CENTRE FOR ORGANIZATION EFFECTIVENESS THIS AGREEMENT is made and entered into as of the ~-C{J day of IV\. , 2019, by and between the CITY OF CARLSBAft' a municipal corporatio ("City"), and The Centre for Organization Effectiveness, a Joint Powers Authority, hereinafter r ferred to as ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in succession planning and talent development. B. Contractor has the necessary experience in providing professional services and advice related to succession planning and talent development. 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 two years from the date first above written. The City Manager may amend the Agreement to extend it for one additional one year period or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 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 first year of the Agreement term shall not exceed ninety-six thousand dollars ($96,000). The total fee payable for the Services to be performed during the second year of the Agreement shall not exceed sixty-five thousand dollars ($65,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement beyond the initial Agreement term, the annual compensation amount shall not exceed sixty-five thousand dollars ($65,000) per Agreement year. 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". City Attorney Approved Version 6/12/18 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. 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. 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 five 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 13.1 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. 13.2 City acknowledges that Contractor has developed methods and materials that will be used in the performance of this Contract, and will develop additional materials, programs and processes in the course of performing this Contract, all of which are proprietary and confidential to Contractor, including without limitation presentation and training materials (both electronic and hardcopy), writings, assessment instruments, data, charts, computer and other programs, processes, outlines, written documents, drawings, illustrations, photographs, and other information (collectively "Proprietary Information") Contractor agrees that sue~ Proprietary Information shall not include information that is currently in the public domain, or which comes into the public domain outside of Contractor's performance hereunder; or information which City had in its possession prior to entering into this Contract. 13.3 City acknowledges that it will be given access to Contractor's Proprietary Information in the course of Contractor's performance under this Contract. City shall have a non-exclusive license to use Contractor's materials, including but not limited to its Proprietary Information, but only during and in connection with its receipt of services under this Contract, unless the use of a particular item for other purposes is expressly agreed to in writing by the Contractor. All such Proprietary Information shall remain the property of Contractor, however, subject to all restrictions contained herein. 13.4 Except as required by law or as specifically agreed to in writing by the Contractor, City agrees it will not ( 1) use any such Proprietary Information outside of its work with Contractor under this Contract, (2) appropriate any such Proprietary Information to its own use outside the scope of this Contract, or (3) disclose any such Proprietary Information to third parties, without the advance and express written permission of Contractor. Prior to any disclosure required by law, City will give Contractor written notice of its intent to disclose such Proprietary Information, in sufficient time to allow Contractor to seek judicial protection for its Proprietary Information. City Attorney Approved Version 6/12/18 4 13.5 When this Contract is terminated, City shall return to Contractor all Proprietary Information of Contractor, however received, in the same condition as it was received. City's obligations under this section, to preserve the confidentiality of Contractor's Proprietary Information, shall survive the termination of this Contract. 14. COPYRIGHTS City of Carlsbad will own any work customized for them under the terms of this Agreement. The City will be able to use such work in perpetuity and in furtherance of the purpose of this Contract without the payment of any fees or royalties. 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 Heather Pizzuto Title Library & Cultural Arts Director Department Library & Cultural Arts City of Carlsbad Address 1775 Dove Lane Carlsbad, CA 92011 Phone No. 760-602-2011 For Contractor Name Sommer Kehrli, Ph.D. Title Executive Director Address 7310 Miramar Road, Suite 380 San Diego, CA 92126 Phone No. 619-354-5703 (o) Email skehrli@tcfoe.com 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. 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 ■ NoD 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. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. City Attorney Approved Version 6/12/18 5 19. DISPUTE RESOLUTION 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 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. 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 City Attorney Approved Version 6/12/18 6 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. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a 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 Cl O CARLSBAD, a municipal co orati n of the State of California By: By: (sign here) SCOT D CK City Manager SOMMER KEHRLI/Executive Director (print name/title) ATTEST: By: (sign here) BARBARA ENGLESON ~ City Clerk (print name/title) City Attorney Approved Version 6/12/18 7 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. B~EWif a: Attorney BY: f/A)Ji( -------------Assistant City Attorney City Attorney Approved Version 6/12/18 8 Project Description EXHIBIT "A" SCOPE OF SERVICES Building a Culture of Succession and Development in City of Carlsbad's Library and Cultural Arts Department April 2019 The City of Carlsbad Library and Cultural Arts (L&CA} Department has requested consultant services from The Centre for Organization Effectiveness (The Centre} for a second year and beyond to assist with succession planning and talent development efforts. Specifically, the L&CA department requires a continuation of the broad strategy that has been put into place from April 2018-April 2019 to support the organization in aligning staffing initiatives with evolving services and priorities, capturing organizational knowledge, and identifying and developing individuals with the potential to fill key leadership positions and emerging talent needs. Background on Year One Year One focused on addressing the immediate talent and succession needs of the L&CA. Because there was already an urgent need in the organization to address anticipated talent loss and manage knowledge transfer, the first priority was to develop a plan for addressing the organization's immediate needs (current needs and needs of the immediate future}. In Year One, The Centre assisted the organization in mapping out where the organization is (current infrastructure of talent and linkages to strategic initiatives}, what immediate needs/challenges are facing the organization, identifying the gaps between current talent and emerging talent needs, and developing a plan for filling the gaps through talent development, succession, and/or recruitment efforts. At the end of Year One, L&CA has an up-to-date framework linking key positions to the organization's strategy, as well as outlining key accountabilities associated with critical positions. The L&CA is aware of where there are talent gaps and how development and recruitment strategies can be leveraged to address the talent gaps on a position-by-position basis. The Centre team facilitated the Staff Development Day to socialize the entire department to the talent development efforts and engage all employees (full time and part time} in their development needs. The Centre team also developed a Talent Management Manual and the larger L&CA Leadership Team has been trained on how to conduct transition meetings and transition action plans as well as strategies for building a legacy culture. The larger L&CA Leadership Team has also begun to build their awareness and language to build a strengths-based culture in the department. Finally, the L&CA team is looking at the best methods for integrating the development work that the City of Carlsbad HR Department is leading (e.g., employee engagement survey data, individual development plan, coaching modules, etc.} to support the development needs of the department. City Attorney Approved Version 6/12/18 9 The Centre's Recommended Approach for Year Two and Beyond Year Two will focus on developing the internal infrastructure needed to support the organization in taking a more proactive approach to succession management and talent development moving forward. In Year Two, a succession management cycle (yearly cycle) will be developed outlining the specific practices and collaborative efforts to occur throughout the year in order to maintain and build off the foundation developed in Year One (e.g., what conversations need to happen, who will have these conversations, how will that information be recorded and translated into action, etc.). In addition to establishing a supportive staffing infrastructure, management and staff will go through a series of development initiatives designed to support ongoing conversations regarding professional development and career trajectories, and to supply them with the language and conceptual framework to assist them in discussing individual strengths and development. The L&CA Executive Team will participate in coaching/thought partnership with The Centre team to support leading these talent development efforts. Year Two and Beyond key objectives include: • Develop a culture and internal infrastructure that supports the organization in continuing to: o Monitor how key organizational positions are linked to strategy. o Monitor internal and external environment as to anticipate emerging talent needs and outline developmental solutions. o Monitor likelihood of turnover/retirement within key strategic positions and maintain a proactive succession strategy for key positions. • Develop a culture that promotes open and honest dialogue about profess ional development and career planning. • Provide individuals with relevant training and development opportunities to maximize their potential contributions to the organization within their given role. We anticipate that there are three components in Year Two and Beyond: the development of an internal infrastructure to support a proactive approach to talent management in the long term, the continued implementation of appropriate training and development initiatives, and a project check-in/closure component. These components are described below. COMPONENT 1: Succession Management Cycle Whole System Approach Resea rch shows that interventions that approach organizations as a whole system and work to impact behavior at the organization, work group, and individual level are the most effective and have the most impactful results on the organization's culture and practices. Specifically, it is important to pinpoint ways that individuals, work groups, and organizational leaders can contribute to the organization's overarching goals to ensure the initiative is successful. Succession Management Cycle City Attorney Approved Version 6/1 2/18 10 Following this approach, a yearly succession cycle will be developed in Year Two that outlines specific practices and conversations that need to occur among executive leadership, department leadership, work groups, and individuals to support a proactive approach to talent management. This framework is intended to be developed collaboratively between The Centre and the L&CA and to utilize and build off of the key components and processes developed in Year One to fully support the tracking and management of emerging talent gaps in a strategic manner (e.g., AirTable). For instance, an example process that could be outlined in the succession management cycle would be bi-annual strategic meetings with the executive leadership team aimed at reviewing the current talent framework to determine whether current positions are appropriately supporting strategic initiatives and to review new strategic initiatives and the need for additional positions/talent development. In addition to outlining key processes and actions, appropriate support material would be developed, which in this instance may look like a comprehensive meeting agenda that outlines key points of discussions and provides a template to record decisions made and determine appropriate next steps as well as a matrix or template to evaluate the key positions. Another example of a process that could be built into the succession management cycle would be quarterly meetings with department leadership aimed at reviewing emerging talent gaps within the systems and leveraging insights from employees to support a more thorough and robust analysis of talent management needs. In this instance, appropriate support material that could be developed to support this action may look like a meeting agenda and a world cafe workshop template that outlines a process that could be utilized to gather and record input from employees in regard to a series of specific questions. COMPONENT 2: Training and Development Initiatives In addition, the organization will participate in training programs that are designed to support ongoing conversations regarding professional development and career trajectories, and to continue to build capacity for supervisors, managers, and employees with language and a conceptual framework to assist them in discussing individual strengths, styles, and development opportunities. Creating a culture of growth, development, and succession preparation, it is important for employees at all levels in the organization to have opportunities for professional growth. This holistic approach builds mutual understanding, language, culture and readiness for employees across the L&CA organization. The L&CA Executive Team will also participate in their own development through coaching and thought partnership to develop their individual strengths, identify how to best support their teams, and how to best leverage their strengths within the context of the executive team. Additional Development Opportunities: Centre Open Enrollment Programs In addition to the customized training offered by The Centre for L&CA and the City of Carlsbad offerings provided by HR, supervisors, managers, executives, and front-line staff can attend The Centre's open enrollments programs (if they have not already) such as the Supervisor Transition City Attorney Approved Version 6/12/18 11 and Readiness Training (START}, Foundations in Excellence, Supervisors Academy, the Public Management Academy, and the Leadership Academy to gain additional development skills and interact with leaders and employees from other public sector organizations in the Region. COMPONENT 3: Project Check-in/Closure Meeting The Centre team and the L&CA leadership team will meet to review the success of the project, key components, and overall delivery of service. Any additional needs and next steps will be recorded and additional support from The Centre moving forward will be determined (if needed). Meeting Objectives: • Review project components o Succession Management Cycle o Delivery of key training and development initiatives • Determine the role of internal support team moving forward o What changes will need to be made as the team takes on responsibility for program (without extensive support from The Centre) o Is there enough support or are additional members/resources needed to support program? • Determine additional organization needs/next steps o Outline specific needs o Outline specific actions/initiatives The specific efforts anticipated in Year 2 and Beyond include: • StrengthsFinder Training Sessions for Staff (optionally open to all) -three days with two sessions per day offered in the morning and late afternoon to accommodate operations -$6,000 per day plus cost of assessments and administration, which depends on number of attendees for each session • Leadership Training to build on content learned in the Leadership Training Modules offered in early 2019 (e.g., coaching with strengths) -pricing dependent on number of sessions offered and materials required • Department-wide Training to support continued learning and application (in alignment with identified training needs and not being offered by Carlsbad HR already). Based on feedback from staff and needs identified in talent and succession needs analysis, some of these topics may include collaboration, facilitation, public speaking, etc. -pricing dependent on number of sessions offered and materials required • 1:1 coaching/thought partnership for L&CA Executive Team (Library Director, two Deputy Directors, Cultural Arts Manager and Senior Management Analyst). Support each individual in their development plans as well as work though the leadership succession planning strategy. -$5,750 per person for eight, 1-hour coaching sessions per person plus up to three, three-way sessions with coach, coachee, and supervisor or combination (typically done at beginning, middle, and end as check-ins City Attorney Approved Version 6/12/18 12 on expectations, progress, and next steps/agreements). First session will be in- person and additional sessions will be conducted via phone or video unless available in-person. Total for all five coachees = $28,750. If assessments are desired for individual coachee's development, these can be conducted at cost. • Support in building an internal mentoring/job shadowing program for L&CA -more details on the amount of support necessary for pricing to be determined • On board members of leadership to roles in talent management process as needed (e.g., small group of new hires or newly promoted leaders on the talent management cycle and Talent Management manual) -as needed and can be charged at an hourly rate • Check-in meetings for Year Two (scheduled as two per month -one via phone and one in person, 1-1.5 hours each) with L&CA Executive Team -$31,000 for check-in meetings and thought partnership o Determine ongoing succession planning strategy and associated infrastructure/meeting forums. As part of this work, continue to promote development culture through communication and all-staff touch points. The Centre will help guide thinking on these communication points. o Support thought partnership on L&CA Executive Team reviewing organization structure and coordinating work as positions adapt o Support and Potential Facilitation for Staff Development Day 2019 (support outside of meetings and facilitation would be billed separately) Additional Consulting Support as Needed With this large of a project, there are always additional components or needs that will surface in the course of the project. Therefore, we suggest consulting hours be billed using the pricing schedule below if there is a need for services outside of the scope outlined above. Pricing Role: Billable Price Per Hour Senior Consultant $250 per hour Sommer Kehrli, Ph.D. -Executive Director Brian Beamish, M.S. -Director of Learning and Development Additional Centre consultants as needed Consultant $150 per hour Jena Marshall, M.A. -Organization Development Consultant Materials and Mileaae Billed at cost Billing Parameters • The Centre will begin work within two weeks after acceptance of scope. • All materials and mileage will be billed at cost. City Attorney Approved Version 6/12/18 13 Centre Team Due to the nature of this project and the evolution of the succession planning and training and development needs for Year Two and beyond, we recommend that consultant services be provided by the following team: • Sommer Kehrli, Ph.D. (Executive Director) • Brian Beamish, M.S. (Director of Learning and Development) • Jena Marshall, M.A. (Organization Development Specialist) • Connie Weiss, Ph.D. {Consultant) Other consultants will be pulled in for specific skill sets as appropriate (e.g., coaching, specific training topics) and as approved by the client. Please see the team members' biographies below. SOMMER E. KEHRLI, Ph.D. Sommer Kehrli is the Chief Executive Officer for The Centre for Organization Effectiveness. Established in 1993, The Centre is a Joint Powers Authority providing innovative management programs, training, forums and organization development interventions for over 110 public, non- profit and private organizations. Her background includes leading large-scale change management and employee engagement efforts, facilitating executive retreats and teambuilding workshops, coaching leaders of all levels, succession planning and talent management efforts, designing training programs, conducting research, and creating assessment instruments. Sommer has designed several development programs for executives, middle managers, supervisors, and front-line employees. Sommer's presentation expertise is in performance improvement and measurement, emotional intelligence, generational differences, employee engagement, change, communication, resilience and adaptability, strategic agility, and outcome- based performance measurement. Sommer is a TalentSmart master certified trainer and facilitator in Emotional Intelligence. Sommer's research on global business and her extensive travels give her an expansive view of business abroad. She has studied in Austria, the factories of Thailand, and the maquiladoras of Mexico. Sommer has experience in both the private and public sectors. She has worked with local and state government, pharmaceutical companies, healthcare organizations, and universities. Sommer worked at Kaiser Permanente in Northern California as the Director of Performance Improvement and as an Organization Development Consultant. In these roles, she was responsible for creating an organizational culture change in a multi-union environment with a focus on improving performance through employee engagement, effective leadership and succession planning, front-line improvement teams, and measurement in both hospital and clinic settings. Sommer has been a guest presenter to the International City/County Management Association, American Society for Public Administration, International Public Management Association for Human Resources, National Management Association, Chamber of Commerce, American Society for Training and Development, and the Annual Water Agencies Conference. Sommer has also City Attorney Approved Version 6/12/18 14 been a panelist for "Leadership Matters", a weekly radio program for public sector and non-profit leaders. She co-authored an article for HR Magazine titled, "Managing Generation Y" and for The Joint Commission Journal titled, "Kaiser Permanente's Performance Improvement System, Part 1: From Benchmarking to Executing on Strategic Priorities". Sommer has a Ph.D. and Masters degree in Industrial/Organizational Psychology from the California School of Professional Psychology and a Bachelor of Science in Psychology from Santa Clara University. Sommer is a member of the American Psychological Association, Society for Industrial and Organizational Psychology, American Society for Public Administration, International City/County Management Association, Association for Talent Development, and Organization Development Network. Sommer is also a fellow in the UCSF -Center for Health Professions Change Agent Program. Over the last several years, Sommer has consulted to various organizations such as San Diego County, Napa County, San Luis Obispo County, City/County of San Francisco, City of Chula Vista, City of National City, City of Berkeley, City of San Diego, SANDAG, Contractors State License Board, California State Teachers Retirement System (CalSTRS), Los Angeles County Employee Retirement Association (LACERA), San Diego County Water Authority, Helix Water District, Western Municipal Water District, Orange County Sanitation District, GE, the Hudson Group, BP, Yum! Brands, Southern California Edison, Dexcom, Kaiser Permanente, UCSD Health System, San Diego State University, and Grossmont and Cuyamaca Colleges. BRIAN R. BEAMISH, Doctoral Candidate, M.S., M.Ed. Brian R Beamish is the Director of Learning and Development for The Centre for Organization Effectiveness. His background includes more than 30 years pf public service experience in large and medium size government organizations. He has been recognized and decorated for his accomplishments during his career as an innovative executive responsible for leading large operational departments, developing and administering budgets, coaching and mentoring staff throughout organizations, and as a change agent. Brian has more than 25 years consulting and providing organizational development services to private and public organizations. He is passionate about the development of people and helping teams and organizations excel. He has led significant change initiatives, developed and facilitated customized training programs, serves as an executive coach, and keynote speaker. Brian utilizes scientifically validated assessments in individual, team, and organizational growth and development programs. He helps individuals, teams, and organizations identify and work with their strengths and preferences to create "fit". Employee "Fit" and Role "Fit" allow for maximizing capabilities and synergy to achieve and surpass personal, team, and organizational goals. Before joining The Centre for Organization Effectiveness, Brian served as an executive coach, developed and delivered training programs across the United States and internationally. As a consultant Brian has provided service to private and public organizations. Some of the public organizations that Brian has partnered with include: the United States Congress, San Diego City Attorney Approved Version 6/12/18 15 Association of Governments, San Diego State University Police, the City of San Luis Obispo, the County of San Luis Obispo, the City of Santa Maria, the California Association of Public Retirement Systems, the City of Stockton, the City of Newport Beach, the City of Fremont, and San Diego Public Utilities Department, and the California Society of Addiction Medicine. Brian has been a featured presenter in California and conferences across the country as well as a core faculty member for a national consulting training and development firm, faculty at Grand Canyon University, and The Williams Institute for Ethics. Brian is a Consulting Psychology Doctoral Candidate at the California School of Professional Psychology in San Diego, has a Master's of Science degree in Consulting Psychology from the California School of Professional Psychology, a Master's degree in Education in Counseling and Human Relations from Northern Arizona University, and a Bachelor of Science degree in Management of Technical Operations from Embry Riddle Aeronautical University. Brian is a member of the American Psychological Association, Society for Industrial and Organizational Psychology, and the Society of Consulting Psychology. JENA MARSHALL, M.A. Jena Marshall is an Organization Development Specialist at The Centre for Organization Effectiveness. During her time at The Centre she has worked with various public sector organizations supporting a variety of organization development initiatives. These projects have included the alignment of strategic initiates with outcome-based performance measures, management development initiatives, the design of department-wide innovation programs, and the development, implementation, and analysis of employee engagement surveys. Additionally, Jena has noteworthy experience developing training content and programs in the areas of emotional intelligence, generational differences, action planning, change management, and techniques for increasing managerial effectiveness. Jena earned her Bachelor's degree in Psychology and Sociology from the University of California Santa Barbara and subsequently earned her Master's in Organizational Psychology from the California School of Professional Psychology at Alliant International University in San Diego. Jena has a passion for factors that impact employee engagement and motivation. As well as methods for cultivating team effectiveness, specifically through focus on team characteristics, team design/structure, and organizational context. Jena is dedicated to helping individuals with their personal development in a way that both supports their personal goals, as well as, the effectiveness of the entire team/organization. She has experience administering various assessments including the DISC assessment, StrengthsFinder, and Emotional Intelligence assessment. Jena is certified in StrengthsFinder and capitalizes on this knowledge to support the development of others and to foster effective working relationships within organizational systems. CONNIE WEISS, Ph.D., BCC Dr. Connie Weiss consults with leaders to help them maximize their potential and effectively navigate through professional and organizational challenges. She has worked extensively in the areas of leadership assessment and development, executive coaching, action learning, and group City Attorney Approved Version 6/12/18 16 facilitation. She has a passion for partnering with leaders to facilitate their individual growth and effectiveness and blends her real-world leadership experiences with the principles of psychology and adult learning. Connie is affiliated with The Centre for Organization Effectiveness, a unique leadership development organization, the Center for Creative Leadership, a non-profit organization renowned for its executive leadership development and research, and PDI Ninth House, an industry leading global human resources consulting firm. She is also affiliated with Right Management as an executive coach. Her areas of expertise include coaching, communication, strength-based development, conflict management, employee engagement, resiliency, and career management. She has experience in both public and for-profit settings in a variety of industries, including health care, finance, retail, and technology. She previously held several leadership positions at Rancho Los Amigos National Rehabilitation Center, a nationally recognized rehabilitation hospital within the County of Los Angeles Department of Health Services. In her most recent role she was responsible for succession planning, leadership development, strategic planning, and business intelligence initiatives. Connie received a master's degree in Communication Disorders from the University of Washington. She has a doctoral degree in Consulting Psychology from the California School of Organizational Studies at Alliant International University (formerly CSPP) and is a Board Certified Coach by the Center for Credentialing & Education. She has conducted research on competency modeling and multi-rater feedback and was co-author of a 360-degree feedback instrument designed for law enforcement leaders. She is a member of the American Psychological Association, the Society for Industrial Organizational Psychology, and the Society of Consulting Psychology. Over the last several years, Connie has consulted to various organizations such as Los Angeles County, San Luis Obispo County, San Diego County, City of San Diego, City of San Francisco, SANDAG, Los Angeles County Employee Retirement Association {LACERA), Contra Costa Employees' Retirement Association (CCERA), Western Municipal Water District, Orange County Sanitation District, and UC San Diego. City Attorney Approved Version 6/12/18 17 ~ CENTR-4 OPID:A ACORD" CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 12/12/2018 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 619-220-8014 91.>tWcr JP Lawrence JPL Insurance Group, Inc r:,g,N~o, Ext): 619-220-8014 Ir.ti~. No):619-220-8015 JPL Insurance Services 3033 5th Avenue, Ste. 325 i~nAJ~ss: JP@JPlmsurance.com San Diego, CA 92103 Matthew Welty Ins. Agency Inc. INSURER/SI AFFORDING COVERAGE NAIC# INSURER A: Philadelohia lndemnitv Ins Co 18058 INSURED The Centre for S. D. INSURERS: Or~anization Effectiveness 73 O Miramar Rd Suite 380 INSURERC: San Diego, CA 92126 INSURERD: 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 \MTH 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. l~f: TYPE OF INSURANCE :'.?.,O~ ~};{~~ POLICY NUMBER POLICY EFF .f.9LICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 r--□ CLAIMS-MADE [K] OCCUR ~~~b~U9E~ENTED 100,000 y PHPK1916779 12/07/2018 12/07/2019 $ X Owner/Cont Prot. MED EXP /Anv one oersonl $ 5,000 X Professional Liab PERSONAL & ADV INJURY $ 1,000,000 -2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ Fl POLICY. [K] ff8i □ LOG PRODUCTS -COMP/OP AGG $ 2,000,000 $ OTHER A ~TOMOBILE LIABILITY (F~'-!~~~~~1rlNGLE LIMIT $ 1,000,000 / ANY AUTO PHPK1916779 12/07/2018 12/07/2019 BODILY INJURY /Per oersonl $ --01/vt,JED SCHEDULED -AUTOS ONLY ~ AUTOS BODILY INJURY /Per accidenll $ X HIRED X ~8fo~'mJr.~ fpri,9~gdi;,i1~AMAGE $ r--AUTOS ONLY ~ $ UMBRELLA LIAB H OCCUR EACH OCCURRENCE $ r-- EXCESS UAB CLAIMS-MADE AGGREGATE $ OED I I RETENTION $ $ WORKERS COMPENSATION I ~f~Tl ITF I I ~~H-AND EMPLOYERS" LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE □ N/A 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 $ A Professional Liabi PHPK1916779 12/07/2018 12/07/2019 Each lnci 1,000,000 ./ Aggregate 2,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Carlsbad, its officers, officials, employees, agents and volunteers are additional insureds per the attached endorsement. CERTIFICATE HOLDER CANCELLATION CITYOFC SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Carlsbad ACCORDANCE WITH THE POLICY PROVISIONS. 1635 Faraday Ave Carlsbad, CA 92008-7314 AUTHORIZED REPRESENTATIVE zJPk~ I ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: PHPK1916779 COMMERCIAL GENERAL LIABILITY CG 20 26 0413 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 Organlzation(s): City of Carlsbad its officers, officials, employees, agents and volunteers Information required to complete this Schedule if not shown above will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, 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: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the 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. B. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or ag1reement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 26 0413 © Insurance Services Office, Inc., 2012 Page 2 of 22 ~ CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) 12/17/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(ies) must have ADDmONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: MATTHEW WELTY E-COMP WHOLESALE PHONE I FAX 6600 KOLL CENTER PKWY, SUITE 100 (A/C, NO, EXT): 858-569-1000 (A/C, NO): 888-795-2247 PLEASANTON CA 94566 E-MAIL ADDRESS: MATT@WEL TYINSURANCEGROUP.COM INSURER(S)AFFORDING COVERAGE NAIC# INSURED INSURER A: TRAVELERS PROPERTY CASUALTY 13579 INSURERS: THE CENTRE FOR S.D. ORGANIZATIONAL EFFECTIVENESS INSURERC: INSURER D: SAN DIEGO CA 92126 INSURERE: INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFYTHATTHE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAME 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 BYTHE 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 ADDTL SUBR POLICY NUMBER POLICYEFF POLICY EXP LIMITS LTR INSD WVD (MM/DD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ -□ CLAIMS-MADE □ OCCUR DAMAGE TO RENTED $ PREMISES (Ea Occurrence) MED EXP (Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ ~ POLICY □ PROJECT □ LOC PRODUCTS -COMP/OPAGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) - ANYAUTO BODILY INJURY (Per person) $ -- OWNED AUTOS SCHEDULED BODILY INJURY (Per accident) $ ONLY AUTOS ~ - HIRED AUTOS NON-OWNED PROPERTY DAMAGE $ ONLY AUTOS ONLY (Per accident) >--~ $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ >--I-- EXCESSLIAB CLAIMS-MADE AGGREGATE $ OED I I RETENTION$ $ WORKERS COMPENSATION xj :~:ruTE I I OTHER $ AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/ Y/N E.L. EACH ACCIDENT $ 1,000,000 EXECUTIVE OFFICER/MEMBER ~ N/A y UB-2L275548-18-42-G 12/10/2018 12/10/2019 A EXCLUDED? (Mandatory In NH) E.L. DISEASE-EA EMPLOYEE 1,000,000 If yes. describe under DESCRIPTION OF E.L. DISEASE-POLICY LIMIT $ 1,000,000 OPERATIONS below DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) THOSE USUAL TO THE INSUREDS OPERATIONS. A BLANKET WAIVER OF SUBROGATION APPLIED TO THE WORKERS' COMPENSATION POLICY. CERTIFICATE HOLDER CITY OF CARLSBAD 1635 FARADAY AVE ACORD 25(2016/03) 31-1769 11-15 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. AUTHORIZED REPRESENTATIVE ©1988-2015ACORD CORPORATION. All Ri The ACORD name and logo are registered marks of ACORD ✓ POLICY NUMBER: PHPK1916779 COMMERCIAL GENERAL LIABILITY CG 20 26 0413 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 Carl.sbad its officers, officials, employees, agents and vol.unteers Information reauired to comolete this Schedule if not shown above will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, 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: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the 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. B. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 26 0413 © Insurance Services Office, Inc., 2012 Page 2 of 22