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Brother Benno Foundation; 2020-02-07;
City Attorney Approved Version 1/30/13 1 AMENDMENT NO. 1 TO EXTEND AND AMEND AGREEMENT FOR FEDERAL COMMUNITY DEVELOPMENT BLOCK GRANT FUNDS THE BROTHER BENNO FOUNDATION, INC. This Amendment No. 1 is entered into and effective as of the _______ day of ___________________________, 2020, extending and amending the agreement dated February 7, 2020 (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and The Brother Benno Foundation, Inc., a California corporation (“Contractor") (collectively, the “Parties”) for Federal Community Development Block Grant Funds. RECITALS A.The Parties desire to alter the Agreement’s scope of work and increase funding tobe used to respond to, prepare, and prevent COVID-19 within the FY19 Annual Action Plan; 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 feeschedule, 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.That the Agreement, as may have been amended from time to time, is herebyextended for a period of one (1) year ending on June 30, 2021, and increased funding to add seven thousand five hundred dollars ($7,500). 2.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 Agreement amount shall not exceed twenty-two thousand five hundred dollars ($22,500). 3.Contractor will complete all work described in Exhibit “A” by June 30, 2021. 4.All other provisions of the Agreement, as may have been amended from time totime, will remain in full force and effect. 5.All requisite insurance policies to be maintained by the Contractor pursuant to theAgreement, as may have been amended from time to time, will include coverage for this Amendment. /// /// DocuSign Envelope ID: 0D0FBE4C-08A0-47B0-815F-58FC3E5D084F 7thJuly 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. THE BROTHER BENNO FOUNDATION, INC., a California corporation CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Jeff Murphy Community Development Director Charles Wright/President (print name/title) ATTEST: By: (sign here) Tammy McMinn for BARBARA ENGLESON Daniel Boone/Treasurer City Clerk (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: 0D0FBE4C-08A0-47B0-815F-58FC3E5D084F City Attorney Approved Version 1/30/13 3 EXHIBIT “A” SCOPE OF SERVICES AND FEE Purchase of food in response to COVID-19. Fee: $7,500 DocuSign Envelope ID: 0D0FBE4C-08A0-47B0-815F-58FC3E5D084F ~ INTECOM-10 MTHOMAS ACORD' CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) ~ 1/8/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BYTHEPOLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License# 0C36861 CONTACT NAME: San Marcos -Escondido rtgN:o, Ext): (760) 304-7120 I FAX North County Ins (A/C, No):(760) 304-7360 E-MAIL 900 Canterbuz Pl Ste 310 ADDRESS: Escondido, C 92025-5836 INSURER/SI AFFORDING COVERAGE NAIC# INSURER A: Philadelohia lndemnitv Insurance Comoanv 18058 INSURED INSURER e: Beazlev Insurance Comoanv Inc. 37540 Interfaith Community Services, INSURERC: Inc. 550 W. Washington Ave. STE B INSURER D: Escondido, CA 92025-1629 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER· REVISION NUMBER· THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. 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. l~J: TYPE OF INSURANCE ~.?J'k ~i POLICY NUMBER POLICY EFF POLICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 -□ CLAIMS-MADE [Kl OCCUR DAMAGE TO RENTED 100,000 X PHPK2016457 8/1/2019 8/1/2020 PREMISES /Ea occurrence! $ ✓ X Sexual Misconduct MED EXP /Anv one oerson\ $ 10,000 X Each 0cc PERSONAL & ADV INJURY $ 1,000,000 -3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 1'l POLICY □ ~r8-r □ LOG PRODUCTS -COMP/OP AGG $ 3,000,000 OTHER: $ ✓ A ~TOMOBILE LIABILITY COMBINED SINGLE LIMIT /Ea accident\ $ 1,000,000 ANY AUTO PHPK2016457 8/1/2019 8/1/2020 BODILY INJURY (Per person) $ OWNED -SCHEDULED X AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ r---r--- Ft..7~fc~d1;,~t?AMAGE X HIRED X NON-OWNED $ 1---AUTOS ONLY AUTOS ONLY $ UMBRELLA LIAS H OCCUR EACH OCCURRENCE $ -EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED I I RETENTION$ $ WORKERS COMPENSATION I PER I I OTH-STATUTE ER AND EMPLOYERS' LIABILITY Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE □ N/A EL 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 PHPK2016457 8/1/2019 8/1/2020 Occ/Agg B Cyber W22FE0190201 5/8/2019 5/8/2020 Occ/Agg ✓ DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) Certificate holder is named as additional insured per attached form #CG2026 0413 The City of Carlsbad, Housing Services Division, its officials, employees and volunteers are named as additional insured with respect to liability arising ouf of activities performed by or on behalf of the named insured (General Liability Only) THe full limits available to the named insured shall also be available and applicable to the City as an additional insured Coverage under this policy shall be prmary insurance as respects the City, its officals, employees and volunteers. All right of subrogation are wavied as respects all additional iunsureds hereunder This policy will not be canceled, materially changed nor the amount of coverage reduced until thirty (30) days after receipt of written notice of cancellation or reduction in coverage by Housing Services Division of the City of Carlsbad, California. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Carlsbad City Hall THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Housing and Neighborhood Svc 1200 Carlsbad Village Drive Carlsbad, CA 92008 AUTHORIZED REPRESENTATIVE ~ ~ I ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 0D0FBE4C-08A0-47B0-815F-58FC3E5D084F Hf f .. , •• j ... ')~1 L! .. ; : /j H: I·,, •';. ·' ... POLICY NUMBER: PHPK2016457 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 Carlsbad Carlsbad, Housing Services Division, its officials, employees and volunteers 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. r.G 20 2R 04 1::\ © lns11r:mr.A RArvlr.A.o: Offir.A lnr. .. ?012 P::iriA 1 of 7 DocuSign Envelope ID: 0D0FBE4C-08A0-47B0-815F-58FC3E5D084F r.1v"1 nu .. .. ,11r-••• -· ACORD CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYYI ~ 07/10/2019 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 619-937-0164 22ij!~cT Sam Brown Rancho Mesa Insurance Services rt8.Ntfo, Extt: 619-937-0164 I rffc. Not: 619-937-0168 250 Riverview Parkway #401 Santee, CA 92071 E-MAIL ADDRESS: INSURER!Sl AFFORDING COVERAGE NAIC# INSURER A: Zenith Insurance Company 13269 INSURED Interfaith Community Services INSURERB: 550 W. Washington Escondido, CA 92025 INSURERC: INSURERD: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 1 REVISION NUMRER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL ~~~..! POLICY NUMBER POLICY EFF POLICY EXP LIMITS ITR ,uc,n .. .... COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ I CLAIMS-MADE □ OCCUR ~~~j~~ TO RENTED '" IF~ Me,o,,onro\ $ r--MED EXP /Anv one oerson\ $ PERSONAL & ADV INJURY -$ R'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ □PRO-□ POLICY JECT LOC PRODUCTS -COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT /Fa orei~anH $ ANY AUTO BODILY INJURY /Per person\ $ -OWNED -SCHEDULED -AUTOS ONLY -AUTOS BODILY INJURY /Per accident> $ r--~L't'Ws ONLY r--NON-giNED AUTO NLY F'8?~&:~d~t?AMAGE $ $ UMBRELLA LIAB H OCCUR EACH OCCURRENCE $ -EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED I I RETENTION $ $ A WORKERS COMPENSATION X I ~~fTIITF I I fJH-AND EMPLOYERS' LIABILITY YIN 2135124502 07/01/2019 07/01/2020 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE □ EL EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? NIA 1,000,000 (Mandatory in NHI E.L. DISEASE -EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below EL DISEASE -POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required, RE: 5731 PALMER WAY, STE. A, CARLSBAD, CA 92010 CERTIFICATE HOLDER CANCELLATION CITYCA7 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. CITY OF CARLSBAD CITY HALL HOUSING AND NEIGHBORHOOD SYS. 1200 CARLSBAD VILLAGE DRIVE AUTHORIZED REPRESENTATIVE CARLSBAD, CA 92008 ~a--I ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 0D0FBE4C-08A0-47B0-815F-58FC3E5D084F AGREEMENT BETWEEN THE CITY OF CARLSBAD AND THE BROTHER BENNO FOUNDATION FOR FEDERAL COMMUNITY DEVELOPMENT BLOCK GRANT FUNDS THIS AGREEMENT ("Agreement") made and entered into as of this :'.b:Bt'--::: day of "'£-<kiD,.~ 20.1,Q____ by and between the CITY OF CARLSBAD ("City") and THE BROTHER NNO FOUNDATION, a non-profit corporation ("Subrecipient"). RECITALS WHEREAS, the City has applied for and received funds from the United States Government under Title I of the Housing and Community Development Act of 1974, Public Law 93-383 as amended to fund eligible activities which benefit persons of low and moderate income under Catalog of Federal Domestic Assistance number 14.218; and, WHEREAS, the City wishes to provide assistance to non-profit public service providers who offer services for lower income Carlsbad residents; and, WHEREAS, the Subrecipient can provide these basic services for lower mcome households with some assistance from the City; and, WHEREAS, the City has determined that the services offered by Brother Benno Foundation are exempt from environmental review under 24 CFR Section 58.34(a)(4); and, WHEREAS, the U.S. Department of Housing and Urban Development has approved the City's Annual Consolidated Plan for Community Development Block Grant funds (hereinafter referred to as the "Annual Consolidated Plan"). NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Subrecipient agree as follows: 1. STATEMENT OF WORK The City has allocated federal community development block grant ("CDBG") funds, in the amount of fifteen thousand dollars ($15,000) to the Subrecipient for provision of services through their offices located at 3260 Production A venue Oceanside, CA for the period beginning July 1, 2019 and ending June 30, 2020. The Subrecipient agrees to use all federal funds provided by the City to the S ubrecipient pursuant to the provisions of this Agreement, the Scope of Work, attached hereto as Exhibit "A", and in accordance with the terms of the Annual Consolidated Plan. Every effort shall be made by the Subrecipient to expend the allocated funds in their entirety by April 20, 2020 . If the Subrecipient will be unable to expend all of the funds allocated to the project by the noted date, the Subrecipient shall request an extension from the City for continued use of the funds on the approved project based on progress made by the Subrecipient towards CA 05/25/2016 completing the subject project. The City may agree to grant the extension or notify the Subrecipient that, in its sole discretion, the funds must be reallocated to another eligible activity due to slow project progress. 2. DISBURSEMENT OF FUNDS The City shall reimburse the Subrecipient with CDBG funds for necessary and reasonable costs related to the provision of services for eligible residents of Carlsbad for the term of this Agreement. The reimbursements for costs shall not exceed a total of $15,000. However, no more than 90 percent of the total agreed upon compensation will be paid during the performance of this Agreement. The balance due (remaining 10 percent) shall be paid upon fmal certification by the City that Subrecipient has administered the services and activities in compliance with all applicable Federal, state, and local rules and regulations governing these funds, and in a manner satisfactory to the City. Payment for eligible expenses shall be made in accordance with budget information provided in Exhibit "B" and in accordance with performance. Subrecipient represents that the budget includes only allowable costs and an accurate analysis of costs applicable to the CDBG funds pursuant to 24 CFR Section 570.502. Subrecipient shall submit a "Request for Reimbursement" to the City for compensation of eligible and actual expenses incurred. The City shall not provide any payments/reimbursements in advance of actual expenditures by the Subrecipient. Subrecipient may request reimbursements anytime after this Agreement is approved by the City Council and continue until the expiration date, or amended expiration date, of this Agreement. Each request for reimbursement shall include documentation to verify expenditure of funds are consistent with this Agreement, the Statement of Work, the Annual Consolidated Plan, and with all applicable Federal, state, and local rules and regulations governing these funds. Payroll records, receipts, paid invoices including an itemized statement of all costs are samples of appropriate methods of reimbursement documentation. 3. PROGRAM INCOME The Subrecipient shall report, to the City, any interest, or other income, earned as a direct result of the use of federal CDBG funds for the program outlined within this Agreement. All reported program income may be retained by the Subrecipient for costs related to the subject program activities. However, the program income, retained by the Subrecipient, must be expended before additional funds are requested from the City. The requirements are set forth in 24 CFR Section 570.504 which is incorporated herein by reference. 4. LABOR, MATERIALS AND SUPPLIES: The Subrecipient shall furnish all labor, materials and services and bear all expenses necessary to provide the subject program as outlined in this agreement. Under this Agreement, the City's only 2 CA 05/25/2016 financial obligation to the Subrecipient is to provide the CDBG funds of $15,000 maximum as allocated by the City Council for program year 2019-2020. 5. RECORDS AND REPORTS The Subrecipient shall maintain all records required by the Federal regulations specified in 24 CFR Section 570.506 that are pertinent to the activities to be funded under this Agreement. Such records shall include but not be limited to: a. Records providing a full description of each activity undertaken; b. Records demonstrating each activity undertaken meets one of the National Objectives of the CDBG program; c. Records required to determine the eligibility of activities; d. Records demonstrating compliance with 24 CFR Section 570.505 regarding change of use of real property acquired or improved with CDBG assistance; e. Records demonstrating compliance with the requirements in 24 CFR Section 570.606 regarding acquisition, displacement, relocation, and replacement housing; f. Records documenting compliance with the fair housing and equal opportunity components of the CDBG program; g. Documentation of all CDBG funds received from the City, eligible expenses incurred for administration of each activity, and other financial records as required by 24 CFR Section 570.502, and 0MB (the United States Office of Management and Budget) Circular A-110; and, h. Any other related records as the City shall require to demonstrate compliance with applicable Federal, state, and local rules and regulations governing these funds. The Subrecipient shall submit quarterly "Progress Reports" within ten (10) calendar days of the end of each quarter for the full term of this Agreement. The final progress report is due no later than June 30, 2020. The report must include sufficient information to assist the City in monitoring the Subrecipient's performance. The Subrecipient must demonstrate satisfactory performance prior to reimbursement for expenditures. At a minimum, the performance reports shall include the following information: a. Total number of persons/households participating in the program during reported period; b. Total number of participants from Carlsbad; c. Number of low/moderate income Carlsbad persons/households participating in the program during the reporting period; d. Age and ethnic background of Carlsbad participants; and, e. Summary of program(s) provided to Carlsbad participants. f. Quarterly reports must be submitted by the following: October 10, January 10, April 10, and June 20. The Subrecipient shall maintain client data demonstrating client eligibility for services provided. 3 CA 05/25/2016 Such data shall include at the minimum client name, address, ethnicity, income level or other basis for determining eligibility, and a description of the service provided. This data shall assist the Subrecipient in completing the required quarterly progress reports to be submitted to the City. The Subrecipient shall maintain separate accounting records for the federal CDBG funds provided by the City. The City, Federal Grantor Agency, Comptroller General of the United States, or any of their duly-authorized representatives shall have access to all books, documents, papers and records maintained by the Subrecipient which directly pertain to the above project for the purpose of audit, examination, excerpts and transcriptions. Unless otherwise notified by the City, the Subrecipient shall retain all financial records, supporting documents and statistical reports related to the project identified under this Agreement for a period of five (5) years after the termination of all activities funded under this Agreement. All records subject to litigation, claims, audit findings, negotiations, or other actions must be retained for five (5) years from the date such action commenced or until completion of the action and resolution of all issues by the appropriate officials and verified by official written notice to the Subrecipient, whichever occurs later. . If the Subrecipient shall receive more than $750,000 in total federal funds in one fiscal year from the City of Carlsbad and/or any other city or agency, the Subrecipient is required to submit a Single Audit Report. As required by the Federal Single Audit Act, the Subrecipient shall be required to submit, to the City, a comprehensive financial audit prepared by an independent, neutral third-party auditor. The audit shall cover financial operations of the Subrecipient for the term of this Agreement and is due not later than one year after expiration of the agreement. The Subrecipient shall also be required to submit a second audit for the following period covered under the fiscal year beginning July 1, 2018 and ending June 30, 2019 for any funds received in fiscal year 2018-2019 per this Agreement. 6. PROGRAM REQUIREMENTS The Subrecipient agrees to comply with the requirements of Title 24 of the Code of Federal Regulations, Part 570 (the Housing and Urban Development regulations concerning Community Development Block Grants). The Subrecipient also agrees to adhere to the terms of the City's CDBG Application and Subrecipient Agreement on file at the Housing and Neighborhood Services Department and with assurances and agreements made, by the City to the United States Department of Housing and Urban Development of which the Subrecipient is given notice. The Subrecipient shall comply with applicable Uniform Administrative Requirements as described in 24 CFR Section 570.502, the federal regulations for the CDBG Program; the federal requirements are set forth, and incorporated by reference herein, as a provision of this Agreement. The Subrecipient shall carry out all activities in compliance with all Federal laws and regulations as described in Subpart K of the CDBG Program Regulations, such as affirmatively furthering fair housing, labor standards (Davis Bacon Act), displacement, relocation and acquisition, and 4 CA 05125/2016 Such data shall include at the minimum client name, address, ethnicity, income level or other basis for determining eligibility, and a description of the service provided. This data shall assist the Subrecipient in completing the required quarterly progress reports to be submitted to the City. The Subrecipient shall maintain separate accounting records for the federal CDBG funds provided by the City. The City, Federal Grantor Agency, Comptroller General of the United States, or any of their duly-authorized representatives shall have access to all books, documents, papers and records maintained by the Subrecipient which directly pertain to the above project for the purpose of audit, examination, excerpts and transcriptions. Unless otherwise notified by the City, the Subrecipient shall retain all financial records, supporting documents and statistical reports related to the project identified under this Agreement for a period of five (5) years after the termination of all activities funded under this Agreement. All records subject to litigation, claims, audit findings, negotiations, or other actions must be retained for five (5) years from the date such action commenced or until completion of the action and resolution of all issues by the appropriate officials and verified by official written notice to the Subrecipient, whichever occurs later .. If the Subrecipient shall receive more than $750,000 in total federal funds in one fiscal year from the City of Carlsbad and/or any other city or agency, the Subrecipient is required to submit a Single Audit Report. As required by the Federal Single Audit Act, the Subrecipient shall be required to submit, to the City, a comprehensive financial audit prepared by an independent, neutral third-party auditor. The audit shall cover financial operations of the Subrecipient for the term of this Agreement and is due not later than one year after expiration of the agreement. The Subrecipient shall also be required to submit a second audit for the following period covered under the fiscal year beginning July 1, 2018 and ending June 30, 2019 for any funds received in fiscal year 2018-2019 per this Agreement. 6. PROGRAM REQUIREMENTS The Subrecipient agrees to comply with the requirements of Title 24 of the Code of Federal Regulations, Part 570 (the Housing and Urban Development regulations concerning Community Development Block Grants). The Subrecipient also agrees to adhere to the terms of the City's CDBG Application and Subrecipient Agreement on file at the Housing and Redevelopment Department and with assurances and agreements made, by the City to the United States Department of Housing and Urban Development of which the Subrecipient is given notice. The Subrecipient shall comply with applicable Uniform Administrative Requirements as described in 24 CFR Section 570.502, the federal regulations for the CDBG Program; the federal requirements are set forth, and incorporated by reference herein, as a provision of this Agreement. The Subrecipient shall carry out all activities in compliance with all Federal laws and regulations as described in Subpart K of the CDBG Program Regulations, such as affirmatively furthering fair housing, labor standards (Davis Bacon Act), displacement, relocation and acquisition, and 4 CA 05/25/2016 employment and contracting opportunities, except that: a. The Subrecipient will not assume the City's environmental responsibilities as described in 24 CFR Section 570.604; and b. The Subrecipient will not assume the City's responsibility for initiating the review process required under the provisions of 24 CFR Section 52. The provisions of Subpart K, of the CDBG Program Regulations, incorporated herein by reference, are a condition of this Agreement. The Subrecipient shall comply with all federal regulations related to the use of CDBG funds by religious organizations, if applicable to this Agreement and the approved project outlined herein. 7. CHANGES IN USE OF FUNDS Changes in the use of CDBG funds must be approved by the City Council and the U.S. Department of HUD. If the Subrecipient desires a change in the use of the COBO funds following approval of this Agreement, a written request must be submitted to the City for review by the City Council. No change in use of the CDBG funds will be permitted without prior written approval of the City Council. 8. NONDISCRIMINATION CLAUSE The Subrecipient shall comply with all state and federal laws regarding nondiscrimination in the provision of services and the equal opportunity employment of personnel. 9. SUSPENSION AND TERMINATION OF AGREEMENT In accordance with 24 CFR Sections 85.43 and 85.44, this Agreement may be suspended or terminated if the Subrecipient fails to comply with any term(s) of the award. 24 CFR Sections 85.43 and 85.44 are incorporated herein by reference, as provisions of this Agreement. 10. REVERSION OF ASSETS Upon expiration of the Agreement, the Subrecipient shall transfer to the City any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds. The Subrecipient shall be required to use any real property under the Subrecipient's control that was acquired or improved in whole or in part with CDBG funds in excess of $25,000 to either be: a) Used to meet one of the national objectives in 24 CFR Section 570.208 of the federal regulations until five (5) years after expiration of the Agreement; or, b) Disposed of in a manner that results in the City being reimbursed in the amount of the current fair market value of the property less any portion of the value 5 CA 05/25/2016 11. attributable to expenditures of non-CDBG funds for acquisition, or improvement to, the property. Reimbursement is not required after the period of time specified in paragraph (a) of this section. HOLD HARMLESS AGREEMENT The City, its officers, and employees shall not be liable for any claims, liabilities, penalties, fines, or any damage to goods, or real or personal property of any person whatsoever, nor for personal injuries or death caused by, or claimed to have been caused by, or resulting from, any intentional or negligent acts, errors or omission of Subrecipient or Subrecipient's agents, employees, or representatives arising directly or indirectly out of performance of the project outlined in this Agreement. Subrecipient agrees to defend, indemnify, and hold free and harmless the City, its officers, employees and agents against any of the foregoing liabilities or claims of any kind and any cost or expenses incurred by the City including attorneys' fees, on account of any of the foregoing liabilities, including liabilities or claims arising out of alleged defects in any plans or specifications for the project or facility. 12. ASSIGNMENT OF AGREEMENT The Subrecipient shall not assign this Agreement or any monies due thereunder without the prior written consent of the City Council. 13. SUCCESSORS OR ASSIGNS Subject to the provisions of this Subrecipient Agreement Paragraph 11, "Hold Harmless Agreement," all terms, conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors, and assigns. 14. INSURANCE If the Subrecipient shall receive more than $5,000 from the City in CDBG funds and/or other funds, the Subrecipient shall obtain and maintain policies of Commercial General Liability insurance and a combined policy of worker's compensation and employers liability insurance in an insurable amount of not less than one million dollars ($1,000,000) each, unless a lower amount is approved by the Risk Manager or the City Manager. 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 have a surplus line insurer which is on the State of California's List of Eligible Surplus Line Insurers with a current Best's Key Rating of not less than "A:X". The City shall be named as an additional insured on the Commercial General Liability Policy which shall provide primary coverage to the City. 6 CA 05/25/2016 1~•10L" -:;~•1n H~ts·l ,·;:-,o 'iH· 1·-4 ·-;;7 .. ttf'. --t'!-· -.J. L .. -J ,L This insurance shall be in force during the term of this Agreement and shall not be canceled or materially changed without ten (10) days prior written notice to the City sent by certified mail. The Subrecipient shall furnish certificates of insurance and required endorsements to the Housing and Neighborhood Services Director before commencement of work. SUBRECIPIENT: 6r:ot"he:,: Be.rirzo foi.:.,dc~bcn (Name of Subrecipient) 0 . 'J By: LJ~ fv1o,,Jpvwli_ (sign here}'PRESIDENT) Dated: ________ _ By: )-cy,:;<;e,J A t.rm'UL- ( sign here, CFO) Dated: ________ _ Dated: ________ _ B City Clerk Dated: Ur( 1.ow (Proper notarial acknowledgment of execution by Subrecipient must be attached. Chairman, president or vice-president and secretary, assistant secretary, CFO or assistant treasurer must sign for corporations. 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,,Df,). ~ Ron Kemp, AssistantCiAttomey Dated: l( -~ Im 7 CA 05/25/2016 CALIFORNIA ALL-PURPOSE CERTIFICAT.E OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of th·e individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California } County of <")/-\N !)112<; 0 } On f'./()\JGt-\~E8--~t'. ~\9 before me, [,.._ tv\O'i--kl{ai\88rt~~~~ka~~~l-!.G personally appeared J)6!'l~ AL.-4; N ~AJ! .. Tr.N 61<, who proved to me on the basis of satisfactory evidence to be the person~) whose name(•) is/~ubscribed to the Within instrument and acknowledged to me that he/e./-executed the same in hist•/llllt authorized capacity(,..), and that by his/,.,f-...signature(4,) on the instrument the person(•). or the entity upon behalf of which the person(I') acted, executed _the instrument. I ~rtify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my han9 and official seal. __i Notary Public Signature (Notary Public Seal) . . . . . . INSTRUCTIONS FOR COMPLETING TIIlS FORM ADDlTIONAL OPTIONAL INFORMATION This form complies with CU1Tent California statutes regarding notary wording and, DESCRIPTION OF THE A TT ACHED DOCUMENT if needed, should be completed and attached to the docum.en.t. Acknowledgments from other states may be completed for documents being sent to that state so long as the wording does not require the California notary to violate California notary law. (litte or description of attached document) (litle or descripfion of atlached document continued) Number of Pages .JQ. Document Date i \ / '6 / J ~ CAPACITY CLAIMED BY THE SIGNER -S Individual ('1 □ Corporate Officer (Title) □ Partner(s) □ Attorney-in-Fact □ Trustee(s) □ Other __________ _ 2015 Version www.NolaryClasses.com 800-873-9865 • State and County infonnation must be the State and County where the document signer(s) personally appeared befure the notmypublic fur acknowledgment • Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed. • The notary public mnst print his or her name as it appears within his or her commission followed by a comma and then your title (notmypublic). • Print the name( s) of document signer( s) who pernonally appear at the time of notarization. · • Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/she/they, is fare ) or circling the correct funns. Failure to COirectly indicate this information may lead to rajection of document recording. • The notary seal impression must be clear and photographically reproducil>!e. hnpression must not cover text or lines. If seal impression smudges, re-seal if a sufficient area permits, otherwise complete, a different acknowledgment form. • Signature of the notmy public must match the signature on file with the office of the county clerk. ' ❖ Additional information is not required. but could help to ensure this acknowledgment is not misused or attached to a different document ❖ Indicate title or type ofattached document, number.of pages and date. ❖ Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary). • Securely attach this document to the signed document with a staple. This insurance shall be in force during the term of this Agreement and shall not be canceled or materially changed without ten (10) days prior written notice to the City sent by certified mail. The Subrecipient shall furnish certificates of insurance and required endorsements to the Housing and Neighborhood Services Director before commencement of work. SUBRECIPIENT: 6...-ci-t~~ Be>1t10 fo..:.,da.hc,,, (Nam~ Subrecipi~nt) , By: l)~ ,rvt~ l (sign here}' PRESIDENT) Dated: ________ _ By:U~Brx:n-r::- ( sign here, CFO) Dated: ________ _ CITY OF CARLSBAD: By: ________ _ Dated: ________ _ ATTEST: BARBARA ENGLESON City Clerk Dated: _________ _ (Proper notarial acknowledgment of execution by Subrecipient must be attached. Chairman, president or vice-president and secretary, assistant secretary, CFO or assistant treasurer must sign for corporations. 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:. __________ _ Ron Kemp, Assistant City Attorney Dated: _________ _ 7 CA 05/25/2016 EXHIBIT "A" CITY OF CARLSBAD COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM SCOPE OF WORK Contract Term: July 1, 2019 to June 30, 2020 Subrecipient Name: THE BROTHER BENNO FOUNDATION Address: 3260 Production A venue, Oceanside, CA 92058 Project Description: Basic needs for low-income and homeless persons Project Goals & Objectives: (Please Attach Additional Sheets As Necessary.) 1. CDBG funds will be used to fund the following activities in compliance with the project description outlined and in conformance with the Federal regulations for the CDBG program: (Please specify if CDBG funds will be used to fund costs associated with staffing, rents, utilities, supplies, etc.) Funds will be used to purchase food and materials for Brother Benno' s emergency food boxes. 2. Project objectives to be accomplished during the contract period: (Please describe the specific services or activities to be provided to low/moderate income Carlsbad residents with the CDBG funds awarded. If applicable, please provide a target objective for the number of persons/households to benefit from the Subrecipient's services/project.) Provide congregate feeding six days per week. Provide food packs, clothing, diapers and blankets for working poor families. Provide a residential recovery program for addicted individuals. Provide case management, showers, mail service, etc. for guests. 3. Project objectives performance measures: a. Provide quarterly performance reports to the City of Carlsbad, Housing and Neighborhood Services Department on the CDBG Quarterly Performance Report form as provided. b. Maintain records, invoices, and relevant statistics supporting the quarterly reports. c. Provide a final performance report, including an evaluation report of the program's success in meeting established goals, to the City of Carlsbad Housing and Neighborhood Services Department within 10 days of termination of the contract date on the CDBG Annual Performance Report form as provided. d. Provide notification to the City of any audits or investigations including results, findings, and/or liens. CA 8/13/2012 EXHIBIT "B" CITY OF CARLSBAD COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM BUDGET Contract Term: July 1, 2019 to June 30, 2020 Subrecipient Name: THE BROTHER BENNO FOUNDATION Address: 3260 Production Avenue, Oceanside, CA 92058 Project Description: Basic needs for lower-income and homeless persons Cost Breakdown: All funds will be used to assist in paying for food and material services for guests at the Brother Benno Center. CA 8/13/2012 BROTBEN-01 RBRISTOL ACORD' CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/ODNYYY) ~ 1/13/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer riahts to the certificate holder in lieu of such endorsement(s). PRODUCER License# 0C32169 CONTACT NAME: Rancho Mesa Insurance Services, Inc. W8,NJo, Ext): (619) 937-0164 I FAX 250 Riverview Parkway (AIC, No):(619) 937-0168 Santee, CA 92071 io~~SS: INSURER{Sl AFFORDING COVERAGE NAIC # INSURER A: Great American Insurance 16691 INSURED INSURER B: Great American Alliance Insurance Comoanv 26832 The Brother Benno Foundation Inc. INSURER c: New York Marine & Gen'I Ins Co 16608 3260 Production Avenue INSURER D: Oceanside, CA 92058 INSURER E: INSURERF: COVERAGES CERTIFICATE NUMBER· 2 REVISION NUMBER· THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS I Tl> ,.,.,n wun I . A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 -D CLAIMS-MADE [K] OCCUR ~~~~~H9i!a~~J~~ence\ 1,000,000 X PAC140027004 8/9/2019 8/9/2020 $ MED EXP /Anv one oerson) $ 20,000 ----- PERSONAL & ADV INJURY $ 1,000,000 -2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ Fl POLICY □ j't8f [K]LOC PRODUCTS -COMP/OP AGG $ 2,000,000 OTHER $ A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 /Ea accident\ $ X ANY AUTO X CAP140027105 8/9/2019 8/9/2020 BODILY INJURY {Per person) $ ~ OWNED --SCHEDULED AUTOS ONLY ,_ ~ AUTOS BODILY INJURY {Per accident\ $ X ~m-Effi,ONLY X ~aro~~H.~ 1P1l,9~tc~di;,~t?AMAGE $ $ B X UMBRELLA LIAB ~ OCCUR EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS-MADE UMB140027205 8/9/2019 8/9/2020 AGGREGATE $ 5,000,000 OED I X I RETENTION$ 10,000 $ C WORKERS COMPENSATION XI ~ffTllTE I I OTH- AND EMPLOYERS' LIABILITY ER YIN X WC201900020048 8/1/2019 8/1/2020 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE □ E L EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A 1,000,000 (Mandatory In NH) E.L. DISEASE -EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000 A Abuse & Molestation PAC140027004 8/9/2019 8/9/2020 Limit 1,000,000 A Errors & Omissions PAC140027004 8/9/2019 8/9/2020 Limit 1,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES ~CORO 101, Additional Remarks Schedule, m1 be attached If more space Is required) RE: BROTHER BENNO FOR FEDERAL COMMU ITY DEVELOPMENT BLOCK GRAN FUNDS THE CITY OF CARSLBAD, ITS OFFICIALS, EMPLOYEES AND VOLUNTEERS ARE INCLUDED AS ADDITIONAL INSURED PER FORM TO FOLLOW. PRIMARY AND NON-CONTRIBUTORY WORDING APPLIES. AUTO ADDITIONAL INSURED APPLIES PER FORM TO FOLLOW. (cpp) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE CITY OF CARLSBAD, HOUSING SERVICES DIVISION, ITS THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. OFFICIALS, EMPLOYEES AND VOLUNTEERS 1200 CARLSBAD VILLAGE DRIVE AUTHORIZED REPRESENTATIVE CARLSBAD, CA 92008 ~ I ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD * S1 * 09/12/2018 * PAC 1400270 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 0253553 CG 8 9 7 0 (Ed. 11 / 1 4 ) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SIGNATURE GENERAL LIABILITY BROADENING ENDORSEMENT This Endorsement modifies and is subject to the insurance provided under the following form: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following extension only applies in the event that no other specific coverage for the indicated loss exposure is provided under this Policy. If other specific coverage applies, the terms, conditions and limits of that Coverage are the exclusive coverage applicable under this Policy, unless otherwise noted in this Endorsement. This is a summary of the various additional coverages and coverage modifications provided by this Endorsement. For complete details on specific coverages, consult the actual policy wording. Coverage Description Limit of Insurance Page Non-Owned Aircraft Included 2 Non-Owned Watercraft Included 2 Bodily Injury -Mental Injury, Mental Anguish, Humiliation or Shock Included 3 Medical Payments $ 20,000 3 Damage to Premises Rented to You $ 1,000,000 3 Supplementary Payments -Bail Bonds $ 3,000 4 Supplementary Payments -Loss of Earnings $1,000 per day 4 Newly Formed or Acquired Organizations Included 4 Unintentional Failure to Disclose Hazards Included 5 Knowledge of Occurrence, Claim or Suit Included 5 Property Damage Liability -Elevators Included 5 Property Damage Liability -Borrowed Equipment Included 5 Liberalization Clause Included 6 Amendment of Pollution Exclusion (Premises) Included 6 Limited Property Damage to Property of Others $ 5,000 6 Additional Insured -Manager or Lessor of Premises Included 7 CG 8 9 7 0 (Ed. 1 1 / 14) (Page 1 of 12) * S1 * 09/12/2018 * PAC 1400270 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 0253553 Coverage Description Limit of Insurance Page Additional Insured -Funding Sources Included 7 Additional Insured -By Contract Included 8 Primary and Non-Contributory Additional Insured Extension Included 10 Additional Insureds -Protection of Your Limits Included 10 Blanket Waiver of Transfer of Rights of Recovery Against Others Included to Us (Subrogation) 11 Property Damage Extension With Voluntary Payments $ 1,000/$ 5,000 11 Who Is An Insured -Fellow Employee Extension -Management Included Employees 12 Broadened Personal and Advertising Injury Included 12 A. Non-Owned Aircraft Under paragraph 2. Exclusions of SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability, exclusion g. Aircraft, Auto or Watercraft does not apply to an aircraft provided: 1. it is not owned by any insured; 2. it is hired, chartered or loaned with a trained paid crew; 3. the pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating him or her a commercial or airiine pilot; and 4. it is not being used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the Insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically in excess of this Policy), contingent or on any other basis, that would also apply to the loss covered under this provision. 8. Non-Owned Watercraft Under paragraph 2. Exclusions of SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability, subparagraph (2) of exclusion g. Aircraft, Auto or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) less than 60 feet long; and CG 8 9 7 0 (Ed. 11 / 14) (Page 2 of 12) * S1 * 09/12/2018 * PAC 1400270 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 0253553 a. your premises; or b. "your work" for such additional insured; or c. acts or omissions of such additional insured in connection with the general supervision of "your work" and only to the extent set forth as follows: a. The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. b. The insurance afforded to the Additional Insured only applies to the extent permitted by law c. 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 far such additional insured. d. In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. Q. Addltlonal Insureds -By Contract 1. SECTION II -WHO IS AN INSURED is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of: a. your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the Additional Insured that are subject of the written contract or written agreement provided that the "bodily injury" or "property damage occurs, or the "personal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement; or b. the maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or c. the Additional Insureds financial control of you; or d. operations performed by you or on your behalf for which the state or political subdivision has issued a permit 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 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 such additional insured. With respect to paragraph 1.a. above, a person's or organization's status as an additional insured under this Endorsement ends when: CG 8 9 7 0 (Ed. 11 / 14) (Page 8 of 12) * S1 * 09/12/2018 * PAC 1400270 03 GREAT AMERICAN INSURANCE COMPANY *D/8* 294964673 0253553 (1) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed for or on behalf of the Additional lnsured(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 intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to paragraph 1.b. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this Endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage." We have no duty to defend an additional insured under this Endorsement until we receive written notice of a "suit" by the Additional Insured as required in paragraph b. of Condition 2. Duties in the Event of Occurrence, Offense, Claim or Suit under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITION. 2. With respect to the insurance provided by this Endorsement, the following are added to paragraph 2. Exclusions under SECTION I -COVERAGE A -Bodily Injury and Property Damage Liability: This insurance does not apply to: a. "Bodily injury• or "property damage" that occurs prior to your commencing operations at the location where such "bodily injury" or "property damage" occurs. b. "Bodily injury," "property damage" or "personal and advertising injury" arising out of the rendering of, or failure to render, any professional architectural, engineering or surveying services, including: (1) the preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that Insured, if the "occurrence" which caused the "bodily injury" or "property damage," or the offense which caused the "personal and advertising injury," involved the rendering of, or failure to render, any professional architectural, engineering or surveying services. c. "Bodily injury" or "property damage" occurring after: (1) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed for or on behalf of the Additional lnsured(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 intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 8 9 7 0 (Ed. 11 / 14 ) (Page 9 of 12) * S1 * 09/12/2018 * PAC 1400270 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 0253553 d. Any person or organization specifically designated as an additional insured for ongoing operations by a separate additional insured endorsement issued by us and made part of this Policy. 3. 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: a. required by the contract or agreement; or b. 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. R. Primary and Non-Contributory Additional Insured Extension This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. Condition 4. Other Insurance of SECTION IV • COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: a. The following is added to paragraph a. Primary Insurance: This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) the Additional Insured is a named insured under such other insurance; and (2) you have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. b. The following is added to paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the Additional Insured is designated as a named insured. Regardless of the written agreement between you and an additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the Additional Insured has been added as an additional insured on other policies. S. Additional Insureds • Protection of Your Limits This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. 1. The following is added to Condition 2. Duties In the Event of Occurrence, Offense, Claim or Sult: An additional insured under this Endorsement will as soon as practicable: CG 8 9 7 0 (Ed. 11 / 14 ) (Page 1 0 of 12) * S1 * 09/12/2018 * PAC 1400270 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 0253553 a. give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b. tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the Additionat Insured; and c. agree to make available any other insurance which the Additional Insured has for a loss we cover under this Coverage Part. d. we have no duty to defend or indemnify an additional insured under this Endorsement until we receive written notice of a "suit" by the Additional Insured. 2. The Limits of Insurance applicable to the Additional Insured are those specified in a written contract or written agreement or the Limits of Insurance stated in the Declarations of this Policy and defined in SECTION Ill -LIMITS OF INSURANCE of this Policy, whichever are less. These limits are inclusive of and not in addition to the Limits of Insurance available under this Policy. T. Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Under SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 8. Transfer of Rights of Recovery Against Others to Us: If required by a written contract or written agreement, we waive any right of recovery we may have against a person or organization because of payment we make for injury or damage arising out of your ongoing operations or "your work" done under a contract for that person or organization and included in the "products-completed operations hazard" provided that the injury or damage occurs subsequent to the execution of the written contract or written agreement. U. Property Damage Extension with Voluntary Payments 1. The following is added to paragraph 1. Insuring Agreement of SECTION I -COVERAGE A - Bodily Injury and Property Damage Liability: At your request we will pay for "loss• to property of others caused by your business operations for which this Policy provides liability insurance. Such payment will be made without regard to your legal obligation to do so. The "loss" must occur during the policy period and must take place in the "coverage territory." 2. With respect to the coverage afforded under paragraph 1. above, paragraph 2. Exclusions of SECTION I -COVERAGES A -Bodily Injury and Property Damage Llablllty is amended as follows: Exclusions j.{3), J.(4), J.(5) and j.{6) are deleted. 3. As respects coverage afforded by this coverage, SECTION Ill -LIMITS OF INSURANCE is replaced by the following: Regardless of the number of insureds, claims made or "suits" brought or persons or organizations making claims or bring "suits": 1. Subject to 2. Below, the most we will pay for one or more "loss" arising out of any one "occurrence" is $ 1,000. 2. The aggregate amount we will pay for the sum of all "loss" in an annual period is $ 5,000. This aggregate amount is part of and not in addition to the General Aggregate Limit described in paragraph 2. of SECTION Ill -LIMITS OF INSURANCE. CG 8 9 7 0 (Ed. 11 / 14) (Page 11 of 12) * S1 * 09/12/2018 * PAC 1400270 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 0253553 V. Who Is an Insured -Fellow Employee Extension -Management Employees 1. The following is added to paragraph 2.a.(1) of SECTION II -WHO IS AN INSURED: Paragraph (a) and (b) above do not apply to "bodily injury" or "personal and advertising injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, including the direct supervision of other "employee" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and advertising injury" arising out of their willful conduct, which is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury," caused in whole or in part by their intoxication by liquor or controlled substances. This coverage is excess over any other valid and collectable insurance available to your "employee." W. Broadened Personal and Advertising Injury 1. Unless "Personal and Advertising Injury" is excluded from this Policy, the following is added to SECTION V -DEFINITIONS Item 14.: h. mental injury, mental anguish, humiliation, or shock, if directly resulting from Items 14.a. through 14.e. CG 8 9 7 0 (Ed. 1 1 / 14) (Page 12 of 12) * S1 * 08/09/2019 * CAP 1400271 05 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 253553 CA 86 20 (Ed. 05/16) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SIGNATURE BUSINESS AUTO BROADENING ENDORSEMENT This endorsement modifies insurance provided under the following form: BUSINESS AUTO COVERAGE FORM To th e extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the policy, the provisions of this endorsement apply. This is a summary o f the various additional coverages and coverage modifications provided by this endorsement. For complete details on specific coverages, consult the actual policy wording. Coverage Limit of Insurance Page Who is an Insured -Employees, Partners, Members, Included 2 Volunteers and Board Members Automatic Additional Insureds -By Contract and Primary and Included 2 Non-Contributory Provision Leased Auto Coverage Included 3 Owned Subsidiaries and Newly Acquired or Formed Included 4 Organizations Supplementary Payments -Bail Bonds $5,000 4 Supplementary Payments -Loss of Earnings $1 ,000 per day 4 Fellow Employee Included 5 Physical Damage Coverage Extensions -Towing $200 -any auto 5 Physical Damage Coverage Extensions -Glass Breakage No Deductible 5 Physical Damage Coverage Extensions -Transportation $100 per day, $3,000 max 5 Expenses Hired Auto Physical Damage Coverage $100 per day, $3,000 max 5 $500 -personal items, $1 ,000 - Total Theft of a Covered Auto reasonable expenses t o return stolen auto 6 Auto Loan / Lease Gap Protection Included 6 Customization Coverage $2,000 7 CA 86 20 {Ed. 05/16) (Page 1 of 9) * S 1 * 08/09/2019 * CAP 1400271 05 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 253553 Coverage Limit of Insurance Page Newly Acquired Owned Autos and Donated Autos Physical $100,000 7 Damage Coverage $100 per day up to 30 days 8 Rental Reimbursement Coverage $500 for reasonable expenses to remove and replace your materials and equipment 8 Accidental Discharge -Airbag Coverage Included 8 Original Equipment Manufacturer OEM Part Replacement Included 8 Multiple Deductibles Included 8 Notice and Knowledge of Occurrence -Duties in the Event of Included 8 Accident, Claim, Suit or Loss Blanket Waiver o f Subrogation By Written Contract Included 9 Unintentional Failure to Disclose Hazards Included 9 Mental Anguish Included 9 A. WHO IS AN INSURED -EMPLOYEES, PARTNERS, MEMBERS, VOLUNTEERS AND BOARD MEMBERS SECTION II -COVERED AUTOS LIABILITY COVERAGE, A. 1. Who is An Insured is amended by adding the following: d. Any "employee", partner or member o f yours while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. e. Anyone volunteering services to you while using a covered "auto" you don't own , hire or borrow in activities necessary to your business. Anyone else who furnishes that "auto" is also an "insured". f. Board members (or their spouses) while renting a vehicle while on business for the named insured. B. AUTOMATIC ADDITIONAL INSUREDS BY CONTRACT AND PRIMARY AND NON-CONTRIBUTORY PROVISION SECTION II -COVERED AUTOS LIABILITY COVERAGE, A. 1. Who is An Insured is amended to include as an Insured any person or organization whom you are required to add as an Additional Insured on this policy under: a. a written contract or written agreement: (1) in effect on the date of the "accident"; and CA 86 20 (Ed. 05/16) (Page 2 of 9) * S1 * 08/09/2019 * CAP 1400271 05 GREAT AMERICAN INSURANCE COMPANY *D/8* 294964673 253553 (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. SECTION IV · BUSINESS AUTO CONDITIONS, Paragraph A.2.b(2) is deleted and replaced with the following: (2) As soon as practicable send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or "suit" after the claim or "suit" is known to you (if you are an individual), one of your partners (if you are a partnership), or one of yo1,,1r officers or any personnel responsible for insurance, risk management, or loss prevention (if you are a corporation). T. BLANKET WAIVER OF SUBROGATION BY WRITTEN CONTRACT SECTION IV · BUSINESS AUTO CONDITIONS, Paragraph A.5 is amended to add the following: However, we waive any right of recovery we may have against any person or organization to the extent required of you by a written contract or written agreement signed by all parties prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such written contract or written agreement. The waiver applies only to the person or organization designated in such written contract or written agreement. U. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV · BUSINESS AUTO CONDITIONS, B.2. is amended to add the following: Failure of the "Insured" to disclose all exposures or hazards existing as of the effective date of this Coverage Form will not invalidate or adversely affect coverage for such exposure or hazard, provided such failure is not intentional on the part of the "Insured". However, you must report the undisclosed exposure or hazard to us as soon as practicable after you discover the exposure or hazard. V. MENTAL ANGUISH The definition of "Bodily Injury" in SECTION V · DEFINITIONS is replaced by the following: "Bodily Injury" means physical injury, sickness or disease sustained by a person including death resulting from any of these. "Bodily Injury" also means mental injury, mental anguish, humiliation or shock if directly resulting from physical injury, sickness or disease to that person. CA 86 20 (Ed. 05/16) (Page 9 of 9) * S1 * 08/09/2019 * CAP 1400271 05 GREAT AMERICAN INSURANCE COMPANY *D/B* 294964673 253553 (2) signed by all parties prior to the "accident." This person or organization is an Additional Insured only to the extent you are liable for an "accident" caused, in whole or in part, by the use of a covered "auto" being driven by you or any "insured." However; a. the insurance afforded to such Additional Insured only applies to the extent permitted by law; and b. if coverage provided to the Additional Insured is required by a written contract or written agreement, the insurance afforded to such Additional Insured w ill not be broader than that which you are required by the written contract or written agreement to provide fo r such Additional Insured. With respect to insurance provided to an Additional Insured the following provisions apply: a. This insurance is primary to and will not seek contribution from any other insurance available to an Additional Insured under your policy provided that: (1) The Additional Insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. b. When a written contract or written agreement does not require this insurance t o be primary or primary and non-contributory, this insurance is excess over any other insurance for which the Additional Insured is designated as a Named Insured. c. Regardless of the written contract or written agreement between you and an Additional Insured, this insurance is excess over any other insurance whether primary, excess, contingent or any other basis for which the Additional Insured has been added as an additional insured on other policies. d. If coverage provided to the additional insured is required by a written contract or written agreement, the most we will pay on behalf of the additional insured is the amount of insurance: (1) Required by the written contract or written agreement; or (2) Available under the applicable Limits of Insurance show in the Declarations; whichever is less. C. LEASED AUTO COVERAGE With respect to insurance provided to an Additional Insured who is a lessor of a "leased auto" the following provisions apply: SECTION II -COVERED AUTOS LIABILITY COVERAGE, A. Coverage is amended by adding the following: Any "leased auto" designated or described in the Schedule will be considered a covered "auto" you own and not covered "auto" you hire or borrow. For a covered "auto" that is a "leased auto" Who Is An Insured is changed to. include as an "Insured" the lessor. The coverages provided under this endorsement apply to any "leased auto" descri bed in the CA 86 20 (Ed. 05/16) (Page 3 of 9)