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HomeMy WebLinkAboutComputer Protection Technology Inc; 2018-07-24; PSA19-484GSPSA19-484GS City Attorney Approved Version 1/30/13 1 AMENDMENT NO. 2 TO EXTEND THE AGREEMENT FOR UPS PREVENTATIVE MAINTENANCE SERVICES COMPUTER PROTECTION TECHNOLOGY, INC. This Amendment No. 2 is entered into and effective as of the _______ day of ___________________________, 2020, extending the agreement dated July 24, 2018 (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Computer Protection Technology, Inc., a California corporation, (“Contractor") (collectively, the “Parties”) for uninterrupted power supply (UPS) preventative maintenance services. RECITALS A. On June 27, 2019, the Parties executed Amendment No. 1 to the Agreement to alter the Agreement’s scope of work to include maintenance for two (2) lighting inverters at the Alga Norte Aquatic Center and to extend the Agreement for a period of one (1) year; and B. The Parties desire to extend the Agreement for a period of one (1) year. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The Agreement, as may have been amended from time to time, is hereby extended for a period of one (1) year ending on July 22, 2021, on a time and materials basis not-to-exceed twenty-five thousand two hundred dollars ($25,200). 2. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 0093217A-DE5A-4393-8E21-E4F22CA18086 July 20th PSA19-484GS City Attorney Approved Version 1/30/13 2 4. The individuals executing this Amendment and the instruments referenced 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 hereof of this Amendment. CONTRACTOR COMPUTER PROTECTION TECHNOLOGY, INC., a California corporation CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager June Murphy / Secretary (print name/title) By: (sign here) Michael Murphy / President (print name/title) 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 Group B Chairman, President, or Vice-President 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: _____________________________ Assistant City Attorney DocuSign Envelope ID: 0093217A-DE5A-4393-8E21-E4F22CA18086 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACTNAME:FAXPHONE(A/C, No):(A/C, No, Ext):E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCOMMERCIAL GENERAL LIABILITY $PREMISES (Ea occurrence) CLAIMS-MADE OCCUR MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER:PRODUCTS - COMP/OP AGG $ $PRO-POLICY LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person)$ANY AUTO ALL OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS AUTOS HIRED AUTOS NON-OWNED PROPERTY DAMAGE $AUTOS (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ WC STATU-OTH-TORY LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2010/05) CERTIFICATE OF LIABILITY INSURANCE 12/9/2019 LAUREN MIRALLE INSURANCE AGCY INC 5411 Avenida Encinas Ste 240 Carlsbad, CA 92008 0G63234 Susan Hughes (760)496-1686 (760)496-1684 Susan@TheMiralleAgency.com Computer Protection Technology, Inc 1215 Pacific Oaks Place #106 Escondido, ca 92029 760-745-8562 Associated Industries Ins. co. 23140 FARMERS INSURANCE EXCHANGE 21652 A x x x BI/PD Deductible 5,000 X Y Y AES1085499-01 12/12/19 12/12/20 1,000,000 100,000 Excluded 1,000,000 2,000,000 2,000,000 B x x x x Y Y 01492-61-46 12/12/19 12/12/20 1,000,000 A x X EXA1055336-01 12/12/2019 12/12/2020 5,000,000 5,000,000 B Y A0959-73-95 11/30/19 11/30/20 X 1,000,000 1,000,000 1,000,000 Certificate holder is named additional insured on the General Liability and Commercial Auto per attached endorsmenets. auto. 30 day notice of cancellation per company form. Blanket Waiver of Subrogation on Workers Compensation per written contract. Primary and Non- contributory wording is included when required by written contract.Excess follows form over General Liability,Commercial Auto,Employer Liability City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 4668 - ECM #35050 New York, NY 10163-4668 Susan Hughes     PSA19-484GS City Attorney Approved Version 1/30/13 1 AMENDMENT NO. 1 TO EXTEND AND AMEND AGREEMENT FOR UPS PREVENTATIVE MAINTENANCE SERVICES COMPUTER PROTECTION TECHNOLOGY INC. This Amendment No. 1 is entered into and effective as of the _______ day of ___________________________, 2019, extending and amending the agreement dated July 24, 2018 (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Computer Protection Technology, Inc., a California corporation (“Contractor") (collectively, the “Parties”) for uninterrupted power supply (UPS) preventative maintenance services. RECITALS A. The Parties desire to alter the Agreement’s scope of work to include maintenance for two (2) lighting inverters at the Alga Norte Aquatic Center; and B. The Parties desire to extend the Agreement for a period of one (1) year; and C. The Parties have negotiated and agreed to a supplemental scope of work and fee schedule, which is attached to and incorporated in by this reference as Exhibit “A”, Scope of Services and Fee. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Contractor will provide those services described in Exhibit "A". With this Amendment, the total annual Agreement amount shall not exceed twenty-five thousand two hundred dollars ($25,200). 2. City will pay Contractor for all work associated with those services described in Exhibit “A” on a time and materials basis not-to-exceed one thousand seven hundred fifty dollars ($1,750). Contractor will provide City, on a monthly basis, copies of invoices sufficiently detailed to include hours performed, hourly rates, and related activities and costs for approval by City. 3. Contractor will complete all work described in Exhibit “A” by July 22, 2020. 4. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 5. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. /// /// DocuSign Envelope ID: A039E917-26D2-4D4B-BA7D-893301C6E438 27th June PSA19-484GS City Attorney Approved Version 1/30/13 2 6. The individuals executing this Amendment 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 Amendment. CONTRACTOR, COMPUTER PROTECTION TECHNOLOGY, INC., a California corporation CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager June Murphy / Secretary (print name/title) By: (sign here) Michael Murphy / President (print name/title) 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 Group B Chairman, President, or Vice-President 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: _____________________________ Deputy City Attorney DocuSign Envelope ID: A039E917-26D2-4D4B-BA7D-893301C6E438 PSA19-484GS City Attorney Approved Version 1/30/13 3 EXHIBIT “A” SCOPE OF SERVICES AND FEE This Amendment adds two (2) Myers Lighting Inverters, located at 6565 Alicante Rd., Carlsbad, CA 92009, to the Scope of Services of the Agreement. Preventative maintenance on these units shall be performed on a quarter annual occurrence at the fee referenced in the table below: Location Equipment Annual Price PM’s/Year Inside Electrical Closet (1) 2.2 kVA Myers Lighting UPS & Batteries $550.00 4 Outside Electrical Room (1) 12.5 kVA Myers Lighting UPS & Batteries $1,200.00 4 Total $1,750.00 DocuSign Envelope ID: A039E917-26D2-4D4B-BA7D-893301C6E438 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext):E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCOMMERCIAL GENERAL LIABILITY $PREMISES (Ea occurrence) CLAIMS-MADE OCCUR MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER:PRODUCTS - COMP/OP AGG $ $PRO-POLICY LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person)$ANY AUTO ALL OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS AUTOS HIRED AUTOS NON-OWNED PROPERTY DAMAGE $AUTOS (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION$$ WC STATU-OTH-TORY LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2010/05) CERTIFICATE OF LIABILITY INSURANCE 4/10/2019 LAUREN MIRALLE INSURANCE AGCY INC 5411 Avenida Encinas Ste 240 Carlsbad, CA 92008 0G63234 Susan Hughes (760)496-1686 (760)496-1684 Susan@TheMiralleAgency.com Computer Protection Technology, Inc 1215 Pacific Oaks Place #106 Escondido, ca 92029 760-745-8562 Associated Industries Ins. co. 23140 FARMERS INSURANCE EXCHANGE 21652 A x x x BI/PD Deductible 5,000 X Y Y AES1085499 12/12/18 12/12/19 1,000,000 100,000 1,000 1,000,000 2,000,000 2,000,000 B x x x Y Y 01492-61-46 12/12/18 12/12/19 1,000,000 A x X EXA1055336 12/12/2018 12/12/2019 5,000,000 5,000,000 B Y A0959-73-95 11/30/18 11/30/19 X 1,000,000 1,000,000 1,000,000 CERTIFICATE HOLDER IS NAMED ADDITIONAL INSURED TO THE GENERAL LIABILITY per form CG2010 0704. Certificate holder is named addtional insured on the commercial auto. 30 day notice of cancellation per company form. Blanket Waiver of Subrogation on Workers Compensation per written contract. Primary and Non-contributory wording included per attached endorsement.Excess follows form over General Liability,auto,Employer Liability City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 4668 - ECM #35050 New York, NY 10163-4668 Susan Hughes PSA19-484GS City Attorney Approved Version 6/12/18 1 AGREEMENT FOR UPS PREVENTATIVE MAINTENANCE SERVICES COMPUTER PROTECTION TECHNOLOGY INC. THIS AGREEMENT is made and entered into as of the ______________ day of _________________________, 2018, by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and COMPUTER PROTECTION TECHNOLOGY INC., a California corporation, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in uninterrupted power supply (UPS) preventative maintenance services. B. Contractor has the necessary experience in providing professional services and advice related to UPS service, repair and maintenance. 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 one (1) year from the date first above written. The City Manager may amend the Agreement to extend it for five (5) additional one (1) year periods 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 initial Agreement term will be twenty-three thousand four hundred fifty dollars ($23,450). 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, the amount shall not exceed twenty three thousand four hundred fifty dollars ($23,450) 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". DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 24th July PSA19-484GS City Attorney Approved Version 6/12/18 2 6. PREVAILING WAGE RATES Any construction, alteration, demolition, repair, and maintenance work, including work performed during design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000 and performed under this Agreement are subject to state prevailing wage laws. The general prevailing rate of wages, for each craft or type of worker needed to execute the contract, shall be those as determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement. Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which generally requires keeping accurate payroll records, verifying and certifying payroll records, and making them available for inspection. Contractor shall require any subcontractors to comply with Section 1776. 7. 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. 8. 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. 9. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 10. 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, DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PSA19-484GS City Attorney Approved Version 6/12/18 3 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. 11. 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 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. 11.1 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. 11.1.1 Commercial General Liability (CGL) Insurance. $ Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $2,000,000 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. 11.1.2 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. 11.1.3 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. 11.1.4 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. 11.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 11.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PSA19-484GS City Attorney Approved Version 6/12/18 4 11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 11.2.3 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. 11.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 11.4 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 maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 11.5 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. 12. 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. 13. 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. 14. 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. 15. 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. /// /// DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PSA19-484GS City Attorney Approved Version 6/12/18 5 16. 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 For Contractor Name Brian Bacardi Name Meggan Murphy Title Public Works Superintendent Title Project Manager Department Public Works Address 1215 Pacific Oaks Place, Suite 106 City of Carlsbad Escondido, CA 92029 Address 405 Oak Avenue Phone No. 760-745-8562 Carlsbad, CA 92008 Email meggan.murphy@cptups.com Phone No. 760-434-2944 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. 17. 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 four categories. Yes No 18. 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. 19. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 20. 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 DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PSA19-484GS City Attorney Approved Version 6/12/18 6 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. 21. 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. 22. 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. 23. 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. 24. 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 DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PSA19-484GS City Attorney Approved Version 6/12/18 7 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. 25. 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. 26. 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. /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PSA19-484GS City Attorney Approved Version 6/12/18 8 27. 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 CITY OF CARLSBAD, a municipal corporation of the State of California COMPUTER PROTECTION TECHNOLOGY INC., a California corporation By: By: (sign here) Elaine Lukey / Public Works Director as authorized by the City Manager Michael Murphy / President (print name/title) By: (sign here) Meggan Murphy / CFO (print name/title) 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 Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President 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: _____________________________ Deputy City Attorney DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PMA new 1215 Pacific Oaks Place, Escondido, California 92029 – Phone: (760)745-8562 / Fax: (760) 745-8569 http://www.cptups.com PRICES SUBJECT TO CHANGE July 11, 2018 PMA No. M18-0201-COC City of Carlsbad Carlsbad, CA Prepared/Approved by: Meggan Murphy, Director of Business Development PSA19-484GS DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PMA new City of Carlsbad July 2, 2018 1215 Pacific Oaks Place, Escondido, California 92029 Phone: (760)745-8562/ Fax: (760)745-8569 http://www.cptups.com City of Carlsbad EQUIPMENT MAINTENANCE NEW AGREEMENT No. M18-0201-COC This new agreement is made and entered into, between COMPUTER PROTECTION TECHNOLOGY, INC., 1215 Pacific Oaks Place, Ste. 106, Escondido, CA 92029 (hereinafter called the "Service Company") and City of Carlsbad (hereinafter called the "Customer"), who agrees as follows: 1. PURPOSE OF AGREEMENT. The purpose of this Agreement is to state terms and conditions under which the Service Company will service and maintain the following equipment owned or operated by the Customer and located at the Customer's data center at Multiple Locations (hereinafter called the "Equipment"). Preventative Maintenance Renewal Agreement Equipment Covered Location Equipment Price PMs/Year Pine Park Community Center (1) 2.7 kVA Dualite Lighting Invertor UPS $550.00 4 City Hall (1) 10 kVA Mitsubishi UPS & Batteries $1,200.00 4 Dove Library (1) 150 kVA Mitsubishi UPS & Batteries $3,200.00 4 Faraday (1) 80 kVA Mitsubishi UPS & Batteries $2,200.00 4 Faraday (1) 20 kVA Mitsubishi UPS & Batteries $2,200.00 4 Learning Center (1) 20 kVA Mitsubishi UPS & Batteries $1,200.00 4 Library Learning Center (1) 4 kVA Dual-lite Lighting Invertor UPS $550.00 4 Safety Center (1) 30 kVA Mitsubishi UPS & Batteries $1,600.00 4 Safety Center (1) 20 kVA Mitsubishi UPS & Batteries $1,600.00 4 Safety Center (1) 3 kVA Meyers Lighting Invertor UPS $550.00 4 Safety Center (1) 3 kVA Meyers Lighting Invertor UPS $550.00 4 Safety Center (1) 3 kVA Meyers Lighting Invertor UPS $550.00 4 Safety Training Center (1) 10 kVA Eaton UPS & Batteries $1,200.00 4 Water Department (1) 10 kVA APC Smart UPS & Batteries $1,200.00 4 1635 Faraday Ave (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 2560 Orion Fire Admin (1) APC SC450 $300.00 1 2560 Orion EOC (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 405 Oak Ave (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 799 Pine Ave (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 3096 Harding St (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 1275 Carlsbad Village (1) 1.5 kVA APC Smart UPS & Batteries $300.00 1 1906 Arenal Rd (1) 1.5 kVA APCSmart UPS & Batteries $300.00 1 6885 Batiquitos Drive (1) 1.5 kVA APCSmart UPS & Batteries $300.00 1 3401 Monroe St (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 6200 Flying Leo Carillo Ln (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 2997 Glasgow DR (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 3420 Camino de los Coches (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 Firestation 3 3465 Trailblazer Way (1) 2.2 kVA APC Smart UPS & Batteries $300.00 1 7201 Rancho Santa Fe (1) 1.5 kVA APC Smart UPS & Batteries $300.00 1 1200 CVD - batcave TV (1) 1.6 kVA APC Symmetra UPS & Batteries $300.00 1 Fleet (1) 1.5 kVA APC Smart UPS & Batteries $300.00 1 Total $23,450.00 ➢ Four (4) PM Visits per Year – Normal Hours PSA19-484GS DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PMA new City of Carlsbad July 2, 2018 1215 Pacific Oaks Place, Escondido, California 92029 Phone: (760)745-8562/ Fax: (760)745-8569 http://www.cptups.com ➢ One (1) PM Visit per Year on 1.5-2.2 kVA APC Smart UPS’s-Normal Hours ➢ PM Only Program: Remedial & emergency parts and onsite labor NOT included ➢ Effective Dates: Date above written (1 year agreement with the option of 4 additional years. Each additional year subject to a maximum of 5% increase) NOTE: The customer will have unlimited access to CPT’s ‘Client Web Portal’ WorkForce Mobilizer - Go to www.cptups.com → Click on ‘Customer Login’ → enter your username and password, which will be provided by CPT. - The customer will be able to access all of their Service Reports, Quotes, Proposals, Active & Expired Contracts, Renewals, Misc. Paperwork, and Scheduled Services all at their convenience. 2. SCHEDULED PREVENTATIVE MAINTENANCE. The Service Company agrees that: A. Preventative maintenance will include inspection, testing, cleaning, adjusting, lubricating, and other services necessary or desirable to reduce or eliminate all premature Equipment failure or downtime. 1. All Power Systems: At least every ninety days, we will: a. Tighten all electrical connections b. Inspect all PCB boards for cracks or damage c. Check and record input/output voltage and amperage readings d. Calibrate metering e. Perform safety shutdown function tests f. Exercise all circuit breakers g. Inspect all AC & DC capacitors for leakage or swelling h. Perform system ride through or outage test (at customers request only) I. Provide customer with a maintenance report with the date of inspection. j. Perform all preventative maintenance according to the procedures and at the frequencies recommended by the manufacturer of the Equipment. 2. All Sealed Battery Systems: At least every ninety days, we will: a. Re-torque all battery terminal connections per manufactures specifications b. Check and record each individual battery voltage c. Check and record each battery condition (e.g., Good, Borderline, or Replace) d. Check and record battery cold cranking amps (CCA) or impedance e. Inspect battery casing for swelling or cracks f. Inspect battery terminal post for leakage or damage g. Provide customer with a maintenance report with the date of inspection. 3. If necessary, at least every three hundred sixty (360) days, we will: a. Inspect, clean and tighten all electrical connections in all immediate electrical panels, including system ground. PSA19-484GS DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PMA new City of Carlsbad July 2, 2018 1215 Pacific Oaks Place, Escondido, California 92029 Phone: (760)745-8562/ Fax: (760)745-8569 http://www.cptups.com 3. PREVENTATIVE MAINTENANCE CHARGE. The Customer shall pay the Service Company for its preventative maintenance services (described in paragraph 2) an annual charge (as described in paragraph 1) payable within thirty (30) days after receipt of invoice from the Service Company. Such charge is all inclusive of, among other things, transportation, travel, tools, materials, accessories and labor to perform the described Preventative Maintenance Routine. In the event that the customer wishes to cancel a scheduled PM, cancellation must be done at least 24 hours prior to the scheduled visit. The customer shall pay a 4-hour minimum charge if the PM is not canceled at least 24 hours prior to the scheduled visit. 4. UNSCHEDULED REMEDIAL MAINTENANCE. The Service Company further agrees to provide unscheduled remedial or emergency maintenance service, on call of the Customer from time to time. The Service Company agrees to respond (within the Los Angeles, Orange, San Bernardino, Riverside and San Diego Counties) and be on site to a remedial or emergency call within four (4) hours after such call. The Customer shall pay the Service Company for such remedial or emergency service (in addition to the annual charge provided for in paragraph 3), at the following rates (unless covered by a Full Service Program): A. Monday through Friday (8:00 a.m. - 5:00 p.m.) at the rate based on Itemized Statement of Charges below based upon eight (8) consecutive hours, including travel time; minimum charge is for four (4) hours; replacement parts will be billed separately $120.00 /Hr. B. Saturdays, Sundays and during the hours from 5:00 p.m. - 8:00 a.m., at the rate based on the Itemized Statement of Charges below based upon eight (8) consecutive hours, including travel time; minimum charge is for four (4) hours; replacement parts will be billed separately $170.00/Hr. C. Holidays $195.00/Hr. 5. ACCESS TO EQUIPMENT. The Customer agrees to permit the properly accredited representatives of the Service Company to have access to the Equipment for the purpose of servicing and maintaining the equipment pursuant to this Agreement. The Service Company will coordinate service activities with the Customer's representative to minimize any conflict of schedules or disruptions of regular Customer activities. 6. GUARANTEE. All services rendered and all parts and materials supplied pursuant of this Agreement will be fully guaranteed by the Service Company for a period of one hundred and eighty (180) days from the date of service or installation, or for such longer warranty period as may be provided by contractors or manufactures. In performing its services under this Agreement, the Service Company will process all warranty claims on behalf of the Customer. 7. EXCLUDED SERVICES. Unless authorized in writing by the Customer, in which case an additional reasonable charge will then be made therefore, the Service Company shall not be required to: A. Repair damage resulting from accidents, misuse, or causes other than ordinary use. PSA19-484GS DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PMA new City of Carlsbad July 2, 2018 1215 Pacific Oaks Place, Escondido, California 92029 Phone: (760)745-8562/ Fax: (760)745-8569 http://www.cptups.com B.Pay for battery replacement. C.Pay for the repair of a system when the repair condition existed prior to the execution of the contract. 8.TERMS OF AGREEMENT. The term of this Agreement shall be for one (1) year beginning as of the date of this Agreement. Either party may terminate this Agreement upon thirty (30) day written notice for failure of the other party to comply with any of the terms and conditions of this Agreement. The Customer may withdraw any item of Equipment from this Agreement at any time by giving thirty (30) days prior written notice to the Service Company, in which case the charge for such item will be prorated to the date of termination. It is acknowledged that annual charges may change from time to time due to additions or deletions of tasks. No change or amendment to this Agreement shall be effective unless in writing and signed by an authorized representative of each party. 9.GOVERNING LAW, ENTIRETY OF AGREEMENT AND PARTIAL INVALIDITY. The laws of the state of California shall govern this Contract. It constitutes the entire Agreement between the parties regarding the subject matter. If any provision of this Contract is held in any court to be invalid, void or unenforceable, the remaining provisions shall nonetheless continue in full force. Executed by the parties on the date stated at the beginning of this Agreement in Escondido, California. PSA19-484GS DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 PMA new City of Carlsbad July 2, 2018 1215 Pacific Oaks Place, Escondido, California 92029 Phone: (760)745-8562/ Fax: (760)745-8569 http://www.cptups.com COMPUTER PROTECTION TECHNOLOGY, INC. Prepared/Approved by: Meggan Murphy, Director of Business Development The provisions of this agreement shall be governed and interpreted in accordance with the laws of the State of California. IN WITNESS WHEREOF, the parties have executed this agreement of the dates set forth below to be executed as of the day and year first written above. PROPOSAL ACCEPTANCE An authorized signature below on this page indicates your acceptance of this Preventative Maintenance Services Agreement. City of Carlsbad Computer Protection Technology, Inc. (Authorized Customer Signature) (Authorized CPT, Inc. Signature) (Typed or Printed Name & Title) (Typed or Printed Name & Title) (Date Signed) (Date Signed) M18-0201-COC PSA19-484GS DocuSign Envelope ID: B9D9E396-F1A8-4507-AB57-283D74827577 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext):E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCOMMERCIAL GENERAL LIABILITY $PREMISES (Ea occurrence) CLAIMS-MADE OCCUR MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER:PRODUCTS - COMP/OP AGG $ $PRO-POLICY LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person)$ANY AUTO ALL OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS AUTOS HIRED AUTOS NON-OWNED PROPERTY DAMAGE $AUTOS (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION$$ WC STATU-OTH-TORY LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2010/05) CERTIFICATE OF LIABILITY INSURANCE 5/22/2018 LAUREN MIRALLE INSURANCE AGCY INC 5411 Avenida Encinas Ste 240 Carlsbad, CA 92008 0G63234 Susan Hughes (760)496-1686 (760)496-1684 lmiralle@farmersagent.com Computer Protection Technology, Inc 1215 Pacific Oaks Place #106 Escondido, ca 92029 760-745-8562 Burlington Insurance Company 23620 FARMERS INSURANCE EXCHANGE 21652 Admiral Insurance Company 24856 A x x x BI/PD Deductible $5,000 x Y Y 0389CRP0010203 12/12/17 12/12/18 1,000,000 100,000 1,000 1,000,000 2,000,000 2,000,000 B x x x Y 01492-61-46 12/12/17 12/12/18 1,000,000 C X BEX09602976-00 12/12/17 12/12/18 3,000,000 3,000,000 B Y Y B0945-32-68 04/01/18 04/01/19 X 1,000,000 1,000,000 1,000,000 CERTIFICATE HOLDER IS NAMED ADDITIONAL INSURED TO THE GENERAL LIABILITY per form CG2010 0704. Certificate holder is named addtional insured on the commercial auto. Excess Liabiltiy follows form with the underlying policies.Includes Waiver of Subrogation, on General Liablity per written contract.Primary and Non Contributory wording included on General Liability. City of Carlsbad/CMWD General Services Dept 405 Oak Ave Carlsbad, CA 92008 Susan Hughes POLICY NUMBER: 0389CRP0010203 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 10 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location(s) Of Covered Operations Any person or organization for whom you are performing operations, but only if you have agreed, in a written contract, to add such person or organization as an additional insured on your policy for that location or part thereof, provided such written contract is fully executed prior to an "occurrence" in which coverage is sought under this policy. Any and All Locations. 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: 1.Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s)at the location(s)desig- nated above. B.With respect to the insurance afforded to these additional insureds,the following additional exclu- sions apply: This insurance does not apply to "bodily injury"or "property damage" occurring after: 1.All work,including materials,parts or equip- ment furnished in connection with such work, on the project (other than service,maintenance or repairs)to be performed by or on behalf of the additional insured(s)at the location of the covered operations has been completed; or 2.That portion of "your work"out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor en- gaged in performing operations for a principal as a part of the same project. POLICY NUMBER: 0389CRP0010203 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 37 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s):Location And Description Of Completed Operations Any owner, lessee or contractor with whom you have agreed, in a written contract, that such person or organization should be added as an additional insured on your policy, provided such written contract is fully executed prior to an "occurrence" in which coverage is sought under this policy. Any and all of your completed operations. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. 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"or "property dam- age"caused,in whole or in part,by "your work"at the location designated and described in the sched- ule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". POLICY NUMBER: 0389CRP0010203 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Any person or organization with whom you have agreed, in a written contract to waive the transfer of rights of recovery against others to us, provided such written waiver is fully executed prior to an "occurrence" in which coverage is sought under this policy Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8.Transfer Of Rights Of Recovery Against Others To Us of Section IV – Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work"done under a contract with that person or organization and included in the "products- completed operations hazard".This waiver applies only to the person or organization shown in the Schedule above. IFG-G-0094 03 17 Includes copyrighted material of ISO Properties, Inc., with its permission. Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT – OTHER INSURANCE (PRIMARY AND NON-CONTRIBUTORY COVERAGE) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART Schedule of Additional Insured(s): Any person or organization named in an Additional Insured endorsement attached to this policy with whom you have agreed, in a written contract, that such person or organization should be provided primary and non-contributory coverage, but only when such written contract is fully executed prior to an "occurrence" in which coverage is sought under this policy. A.Paragraph C.of this endorsement replaces paragraph 4.Other Insurance of Section IV- Commercial General Liability Conditions,but only with respect to the insurance afforded to the additional insured(s) scheduled above. B.Paragraph C.of this endorsement replaces paragraph 4.Other Insurance of Section IV- Products-Completed Operations Liability Conditions,but only with respect to the insurance afforded to the additional insured(s)scheduled above. C.Other Insurance Notwithstanding other valid and collectible insurance available to the insured for a loss we cover under the applicable Coverage Part to which this endorsement is modifying,this insurance is primary and non-contributory. However, this endorsement: 1.Applies only when you are required by contract,agreement or permit to provide primary and non-contributory coverage for the additional insured,provided such written contract,agreement or permit is fully executed prior to an "occurrence"in which coverage is sought under this policy, and 2.Does not apply to any claim,loss or liability due to the sole negligence of the additional insured. All other terms and conditions of this Policy remain unchanged.