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Unique Management Services Inc; 2021-04-02; PSALCA-23095LIB
City Attorney Approved Version 6/12/18 1 AGREEMENT FOR LIBRARY NOTIFICATION MAILER AND MATERIAL RECOVERY SERVICES UNIQUE MANAGEMENT SERVICES, INC. THIS AGREEMENT is made and entered into as of the ______________ day of _________________________, 2021, by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and Unique Management Services, Inc., a corporation, ("Contractor") (collectively, the “Parties”) for Library Notification Mailer and Material Recovery Services. RECITALS A. City requires the professional services of a company experienced in library notification mailer and material recovery services. B. Contractor has the necessary experience in providing professional services and advice related to library patron notification mailers and recovery of library materials and collections. 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 Exhibits "A", “B”, and “C”, which is incorporated by this reference in accordance with this Agreement’s terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of two years from the date first above written. The City Manager may amend the Agreement to extend it for two additional two 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 shall not exceed twenty thousand dollars ($20,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed twenty thousand dollars ($20,000) per Agreement year. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7CDebbie Jo McCoolJennifer Johnson Devin Castel Katie Nye Debbie Jo McCool Suzanne SmithsonEd Garbo 2nd April City Attorney Approved Version 6/12/18 2 6.STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 7.SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8.OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9.INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys’ fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10.INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus 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. DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 3 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $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. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 11.BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 4 12.ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13.OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 14.COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15.NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Suzanne Smithson Name Erin Knutson Title Library & Cultural Arts Director Title Account Manager Department Library & Cultural Arts Address 119 E. Maple Street Jeffersonville, IN 47130-3439 Address 1775 Dove Lane Phone No. 800-879-5453, Ext. 188 Carlsbad, CA 92010 Email eknutson@uniquelibrary.com Phone No. 760-602-2011 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16.CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes No 17.GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 5 employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18.DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19.DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20.TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21.COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22.CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 6 knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23.JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24.SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25.ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 7 26.AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) SUZANNE SMITHSON Library & Cultural Arts Director as authorized by the City Manager (print name/title) ATTEST: By: (sign here) For BARBARA ENGLESON 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, 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: For CELIA A. BREWER, City Attorney BY: _____________________________ Assistant City Attorney Nicole Atkins, President Charlie Gary, Secretary DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C Audra Mahoney Audra Mahoney City Attorney Approved Version 6/12/18 8 EXHIBIT “A” SCOPE OF SERVICES – NOTIFICATION MAILING SERVICES Contractor offers the notice mailer service to clients as a means of streamlining and simplifying the notice production process. This allows notices to be delivered quickly while allowing City staff to work on other responsibilities within the Library. Contractor shall work with Carlsbad City Library in any required notice set-up process to assure that notices meet the standards expected by the Library as described in the workflow process below. Additionally, Contractor shall also abide by all federal, state, and local laws to maintain confidentially, security, and safety of all library data. Contractor shall provide an efficient, cost-effective method of preparing, printing, and mailing paper notices for the Carlsbad City Library. The Contractor may use other forms of communication at the City’s discretion and as agreed upon in writing. The City will utilize the interface developed in conjunction with the library's Integrated Library System (ILS) to transfer data electronically to the Contractor. The City will transfer files to the Contractor as agreed upon between the Parties in writing. Data will not be transferred or processed on weekends or holidays. Additionally, Contractor shall verify patron addresses by comparing addresses to the National Change of Address (NCOA) database prior to mailing notices to ensure an accurate mailing. Any newly obtained address information shall be provided to the library in electronic format daily. Additionally, any returned mail shall be returned to the individual library. Workflow Description. The normal workflow of the notice service will be as follows: City's Workflow Responsibilities. The City will send a data file including all of the necessary notification elements to the Contractor. This is the only work required of the library. The data will be transmitted via either email, FTP, SFTP, or other mechanisms as desired. Contractor's Workflow Responsibilities • Contractor shall verify the type of file to ensure the appropriate notice is delivered to the library patron. Contractor shall download the data onto its network and process the relevant data from the file and prepare the appropriate data elements for printing. • Contractor shall also conduct a search through the NCOA database to verify accuracy of addresses for all mailings. • Contractor shall print all notices on 8-1 /2" X 11" stock. Each notice shall include the Carlsbad City Library logo and letterhead information in addition to the individual library information in the body of the notice (this includes library name, address and phone number). Window envelopes will be used with all notices. • All notices shall be printed, folded, inserted into window envelopes, and placed in the United States Postal Service mail system within 24 hours of receipt of the data file from City. • Contractor shall ensure that all files are confidential and secure, including all library patron personal information, mailing addresses, phone numbers and specific notice information, such as fines due or materials checked out. Any breach of confidence of patron data after file transfer is the sole responsibility of the Contractor. • Contractor agrees to notify City if unauthorized access of personal information has been identified within 72 hours of becoming aware of unauthorized access of personal information. City will indemnify Contractor for any breach of this representation and warranty. DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 9 • No personally identifiable information will be disseminated by Contractor to any third parties, except as consented to by City or required by law. • The Contractor will inform the City within 24 business hours of discovering an error in patron notices. Contractor shall contact the City using the contact list located in "Exhibit C." DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 10 EXHIBIT “B” SCOPE OF SERVICES – MATERIAL RECOVERY SERVICES Guarantee. Contractor guarantees to recover, in material returned and dollar amounts collected and waived, at least two (2) times the amount of collection fees. Contractor will provide monthly reports to the City providing detailed statistics on the number of materials returned, dollar amounts collected and waived, and fees collected. (See Conditions) Contractor shall also abide by all federal, state, and local laws to maintain confidentially, security, and safety of all library data. Conditions. To qualify for guarantee, accounts submitted must contain a $10.00 processing fee and be no more than 60 days past due at time of submission. City's Workflow Responsibilities. The City will send a data file including all of the necessary notification elements to the Contractor. This is the only work required of the library. The data will be transmitted via either email, FTP, SFTP, or other mechanisms as desired. Contractor's Gentle Nudge® Process • The first letter is compared to the National Change of Address (NCOA) database and sent out immediately when a patron is turned over. • Contractor waits three (3) weeks to allow the patron plenty of time to respond. If after three (3) weeks the patron still has not responded in full, the second letter is sent. • lf the patron responds after either the first or second letter and there is still a remaining balance, Contractor will automatically send the remaining balance letter to encourage the patron to contact the library and pay their fines and/or return additional materials to clear their account. • If a patron has a remaining overdue balance 35 days after being sent to Contractor, Contractor would begin making phone calls to encourage the patron to clear their account. • Phone calls are made in the evenings Monday through Friday, and during the day on Saturday. Contractor will make at least two (2) phone attempts. If the patron does not answer in the evening, callers will usually set the next call for Saturday so calls are made at different times. All Contractor calls are made by well-trained call center staff. Contractor has found that a combination of letters and phone calls improve results from 15 to 30 percent, so they are very important. • If the patron has not responded within the first 60 days in full, Contractor will do extensive skip tracing to find patrons who have moved. Corrected addresses are provided to the library each month. Contractor utilizes several databases to do skip tracing. Through the Contractor skip tracing process excellent results are achieved. • If the final notice letter is returned with forwarding address the final notice letter is resent to the corrected address. • If a patron has not cleared their account within 79 days of being sent to Contractor, the patron is called. This is a courtesy call to explain to the patron that they are in collections and to encourage them to resolve their accounts. • If the patron responds partially by returning materials and/or making a payment but still has a remaining balance, the remaining balance letter is sent out immediately. This helps the patron understand that they still have an overdue balance and need to contact the library. • Additional calls will be made depending on patron balance, what has been said earlier by the patron and response to date. DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 11 • Contractor agrees to notify City if unauthorized access of personal information has been identified within 72 hours of becoming aware of unauthorized access of personal information. City will indemnify Contractor for any breach of this representation and warranty. • No personally identifiable information will be disseminated by Contractor to any third parties, except as consented to by City or required by law. • The Contractor will inform the City within 24 business hours of discovering an error in patron notices. Contractor shall contact the City using the contact list located in DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C City Attorney Approved Version 6/12/18 12 EXHIBIT “C” SCOPE OF FEES, INVOICING & CITY CONTACT INFORMATION Fees. Notification Mailing Services Contractor's fee shall be $0.630 per notice sent. Contractor's fee shall not increase during the term of the agreement except for any increase in the USPS portion of the rate. Contractor shall provide the City at least 30-days written notice of pass-through increases in USPS rates. Material Recovery Services. Contractor provides account collection services through the Unique Management Gentle Nudge® Process at a rate of $8.95 per submission. Invoicing. Contractor shall provide a monthly detail invoice to the City for all notifications mailed during the prior month. Terms shall be 30 days. City Contacts MAIN CONTRACTS Jennifer Johnson Lead Librarian 760-434-2888 jennifer.johnson@carlsbadca.gov technical Devin Castel Senior Bus Systems Specialist 760-602-2065 devin.castel@carlsbadca.gov Era Crenshaw Library Business Systems 760-602-2013 era.crenshaw@carlsbadca.gov James Jones Business Systems Associate 760-602-2068 james.jones@carlsbadca.gov contract and billing administration Katie Nye Deputy Library Director 760-602-2056 katie.nye@carlsbadca.gov DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C 02/18/2021 Collectors Insurance Agency 4040 W 70th Street Edina MN 55435 CIAI (952) 926-6547 (952) 928-3837 collectorsinsurance@acainternational.org UNIQUE MANAGEMENT SERVICES, INC. 119 EAST MAPLE ST. JEFFERSONVILLE IN 47130 Axis Insurance Company 37273 11127125 A CYBER LIABILITY P-001-000374502-01 06/03/2020 06/03/2021 AGGREGATE LIMIT $1,000,000 CITY OF CARLSBAD CARLSBAD CITY LIBRARY CARLSBAD CA 92011 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCEDAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C 3960of5771612600151434010/20/20 57716126 POLSVCS 340 ACAOPPNO 001514 39 60AGENTCOPYPAGEOF Ohio Security Insurance Company Commercial Protector Common Policy Declarations UNIQUE MANAGEMENT SERVICES INC (952)886-8000 119 E MAPLE ST AON RISK SERVICES CENTRAL INC JEFFERSONVILLE,IN 47130 5600 W 83RD ST MINNEAPOLIS,MN 55437-1000 BZS (21)57 71 61 26 From 12/15/2020 To 12/15/2021 1-844-325-2467 Coverage Is Provided In: Named Insured Agent Policy Number: Policy Period: 12:01 am Standard Time at Insured Mailing Location To report a claim,call your Agent or DS 70 21 11 16 POLICY FORMS AND ENDORSEMENTS -CONTINUED This section lists the Forms and Endorsements for your policy.Refer to these documents as needed for detailed information concerning your coverage. FORM NUMBER TITLE BP 12 03 01 10 Loss Payable Clauses BP 14 45 12 10 Indiana Changes -Workers Compensation Exclusion BP 14 88 07 13 Primary And Noncontributory -Other Insurance Condition BP 15 04 05 14 Exclusion -Access Or Disclosure Of Confidential Or Personal Information And Data-Related Liability -With Limited Bodily Injury Exception BP 70 02 01 01 General Endorsement BP 79 19 09 16 Businessowners Property Extension Endorsement BP 79 96 09 16 Businessowners Liability Extension Endorsement BP 81 15 03 11 Exclusion -Asbestos BP 81 16 01 07 Exclusion -Liability Arising Out of Lead BP 82 37 08 15 Equipment Breakdown Coverage Endorsement BP 88 04 03 14 Exclusion -Professional Services (Real Estate Agents,Insurance Agents,Travel Agents,Financial Services,Computer Software,Insurance Operations) BP 88 14 06 09 Earthquake BP 88 77 07 13 Identity Theft Administrative Services and Expense Coverage BP 88 78 07 13 Business Personal Property Limit -Automatic Increase BP 89 38 07 19 Non-Cumulation of Liability Limits (Same Occurrence) IL 70 13 02 08 Amendment of Definition of Pollutants DocuSign Envelope ID: D0E99D14-AAD5-4556-9F2E-AA443C629D7C 142160ofBUSINESSOWNERS BP 79 96 09 16 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. BUSINESSOWNERS LIABILITY EXTENSION ENDORSEMENT 143160of57716126000961340 144160of 145160of57716126000961340