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HomeMy WebLinkAbout78 Corridor Cities; 2022-03-03;Attachment A MEMORANDUM OF UNDERSTANDING BY AND AMONG THE CITIES OF CARLSBAD, ESCONDIDO, OCEANSIDE, SAN MARCOS AND VISTA FOR FUNDING OF MARKETING FOR THE INNOVATE78 ECONOMIC DEVELOPMENT INITIATIVE ,( This Memorandum of Understanding ("MOU") is made and entered into on fVlare,n,.11:_, 2022 by and among the cities of Carlsbad, Escondido, Oceanside, San Marcos and Vista (individually "City" and collectively, "78 Corridor Cities" or "Cities"). RECITALS A.Beginning in January 2022, the 78 Corridor Cities will adopt a new model for execution of Innovate78 economic development strategies through enhanced memberships with the San Diego North Economic Development Council (SDNEDC) in the amount of $20,000 per City per year. Prior to this, the Cities had contracted with the San Diego Regional EDC for all activities related to Innovate78. B.In September 2021, the 78 Conidor Cities released a Request for Proposals ("RFP") for marketing and communications services to support the Innovate78 work to be perfo1med by the SDNEDC. Seventeen marketing firms responded to the RFP, and after careful evaluation and interviews, the Cities wish for JPW Communications to provide marketing services to support the Innovate78 initiative. C.The 78 Corridor Cities have been managing contracts related to Innovate78 on a rotating basis. The City of Oceanside will manage the contract with JPW Communications for the required services. Each City will contribute an equal financial share to compensate JPW Communications based on the terms set forth in this MOU. D.The City of Oceanside has engaged JPW Communications for marketing and communications services for Innovate78 pursuant to the attached Professional Services Agreement ("PSA"), which is incorporated herein by this reference. The work to be provided by JPW Communications is set forth in the Scope of Work included with the PSA. NOW, THEREFORE, in consideration of these recitals and the mutual covenantscontained herein, the five Cities agree as follows: A.JPW Communications Professional Services Agreement 1 Jan. 18, 2022 Item #5 Page 8 of 16 The 78 Conidor Cities want to execute a two-year agreement as of January 1, 2022 which will become effective upon the complete execution of this MOU by each of the five Cities. The two-year Professional Services Agreement with JPW Communications will be managed by the City of Oceanside. Performance of the JPW PSA is intended to result in furthering the Innovate78 Economic Development Initiative as described in the PSA. For that work, JPW Communications will receive an annual total base contract amount of one hundred thousand dollars ($100,000), assuming the full expense allotment is used ("Contract Price"). The City of Oceanside makes no representation regarding the completeness, or quality of the work that JPW Communications will produce under the PSA. In directing JPW Communications pursuant to the PSA, the City of Oceanside will, when reasonably possible, provide direction based on the consensus of all Cities. If consensus is not obtained after a consultation period with all 78 Con-idor Cities within thirty days (30) days, and if the Cities have not acted collectively to amend or terminate this MOU or the PSA, the City of Oceanside reserves the right to provide direction to JPW Communications to assure that its efforts are not stopped, stalled or otherwise delayed. B. Cooperative Efforts For JPW Communications to successfully cany out the scope of work for marketing for the Innovate78 Economic Development Initiative, each City must: (1) provide JPW Communications with information about the city, its community, its businesses, and its other attributes; (2) make available to JPW Communications representatives from city government, civic groups, business groups and others comprising the city; (3) identify venues within the city for meetings, (4) participate in meetings with JPW Communications and other 78 Conidor Cities for the development and refinement of elements of the Innovate78 Economic Development Initiative; and (5) otherwise participate in the development of the Innovate78 Economic Development Initiative in the manner described in the Scope of Work. C. Term This MOU shall be effective as of the first date written above and shall continue in full force and effect unless sooner terminated as provided in Section 4 of this MOU, below. D. Termination Should any City wish to terminate this MOU, the City desiring to terminate this MOU shall provide written notice of such intention of termination to the 78 Con-idor Cities at least fifteen (15) days in advance of the tennination date. Upon the expiration of the fifteen (15)-day 2 Jan. 18,2022 Item #5 Page 9 of 16 notice period, each City's rights and obligations to the other City as set forth shall cease and be of no further force or effect. E. Payments for Funding the JPW Communications PSA To fund the JPW PSA, each City will allocate and pay to the City of Oceanside on or before July 1 of each calendar year in which the agreement between JPW Communications and the City of Oceanside is in effect the sum of twenty thousand ($20,000), representing one-fifth of the Contract Price ("City Contract Share"). The City of Oceanside will hold the City Contribution for each City, and collectively use those City Contributions to make payments due to JPW Communications under the Professional Services Agreement. Should it be determined that a change in the Scope of Work is advisable which will require a change in funding in the base Contract Price as detailed in the Scope of Work, the City of Oceanside shall notify the 78 Con-idor Cities of the service changes ("Services") and the price for those services ("Cost"). With that notice, the City of Oceanside will provide the 78 C01Tidor Cities with a proposed Addendum to the Professional Services Agreement ("Services Agreement Addendum") describing the Additional Services to be provided at the Supplemental Cost. Based on those materials, each City will be asked to execute an addendum to this MOU ("MOU Addendum") to enable the City of Oceanside to fund the Services. Should each City execute the MOU Addendum, then within ten (10) days thereafter: each City shall transfer to the City of Oceanside a sum equal to one-fifth of the Supplemental Cost; and the City of Oceanside will execute the Services Agreement Addendum. Following the completion or termination of the Professional Services Agreement, the City of Oceanside shall determine if any amount is left unexpended from the collective City Contributions and shall return to each 78 Corridor City a sum equal to one-fifth of that amount. F. Trademark and Copyright of Works The 78 Con-idor Cities recognize that JPW Communications will generate graphics, taglines and other materials ("Works") which may require a trademark, copyright, or similar registry to be protected under Federal or State law, which shall be obtained by JPW Communications, or its subcontractor, for the benefit of the 78 C01Tidor Cities. The 78 Con-idor Cities acknowledge that each, as an owner of a trademark, will responsible to police infringing uses of its trademark. If the 78 Con-idor Cities do not enforce its trademark rights or otherwise fail to maintain quality control over the trademark (i.e. a naked license), trademark rights may be lost. This is also true regarding the responsibility to police infringing uses of their copyrights. The 78 Corridor Cities agree that they will reasonably police their intellectual property rights and promptly take reasonable steps to prevent infringing and unauthorized use of their trademarks 3 Jan. 18,2022 Item #5 Page 10 of 16 and copyrights. Upon learning of a potential infringement or unauthorized use, the 78 Conidor Cities shall meet, discuss and select an appropriate course of action to reasonably prevent infringement or unauthorized use of their intellectual property rights. G. Miscellaneous The terms of this MOU are intended by the parties as a final expression of their agreement with respect to such terms as are included in this MOU and may not be contradicted by evidence of any prior and/or contemporaneous agreement. This MOU specifically supersedes any prior written or oral agreement between the parties. This MOU may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties hereto have executed this Assignment on the date first above written. CITY OF VISTA ATTEST: Kathy Valdez, City Clerk By:'-J! ~ \~ ~ , \ G APPROVED AS TO FORM: Darold Pieper, City Attorney By:~.., (Signatures continue on next page). 4 Jan. 18,2022 CITY OF ESCONDIDO By:~---- Sean McGlynn, City Manager ATTEST: ,<J§).f.U'ltl<--~C:,,frr-J /t';--:::,S& · Zack---BSG-k,Gi-ty-Gler-k-G6 o£ olk_ By: ~t~ S:---.-,_ ------------=- APPROVED AS TO FORM: Michael R. McGuinness, City Attorney ~0 -By: __ ~--'---------\-------- Item #5 Page 11 of 16 CITY OF OCEANSIDE CITY OF SAN MARCOS By: __________ _ Deanna Lorson, City Manager ATTEST: ATTEST: Zeb Navarro, City Clerk Phillip Scollick, City Clerk By: ------------- APPROVED AS TO FORM: APPROVED AS TO FORM: John Mullen, City Attorney By: ------------- Cii ARLSBAD By: tit Scott Chadwick, City Manager ATTEST: Faviola Medina, City Clerk Services Manager (Jg APPROVED AS TO FORM: Celia A. Brewer, City Attorney Attachment: JPW Communications LLC, Professional Services Agreement 5 CITY OF OCEANSIDE By: ~---:1:1~ ~ "-Deanna Lorson, City Manager ATTEST: Zeb Navarro, City Clerk APPROVED AS TO FORM: John Mullen, City Attorney CITY OF CARLSBAD \ ATTEST: By: ____________ _ By: __________ _ CITY OF SAN MARCOS By: ___________ _ Jack Griffin, City Manager ATTEST: Phillip Scollick, City Clerk By: ___________ _ APPROVED AS TO FORM: Helen Holmes Peak, City Attorney By: _________ _ 5 Document no. 21-D0789-1 12/15/2021 (15) CITY OF OCEANSIDE PROFESSIONAL SERVICES AGREEMENT PROJECT: INNOVATE78 MARKETING THIS AGREEMENT, dated December 15 , 20_21for identification purposes, is made and entered into by and between the CITY OF OCEANSIDE, a municipal corporation, hereinafter designated as "CITY", and JPW Communications. LLC, hereinafter designated as "CONSULTANT." NOW THEREFORE, THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1. SCOPE OF WORK. The project is more particularly described as follows: Marketing and communications activities to support the Innovate78 regional economic development initiative (Attachment A). 2. INDEPENDENT CONTRACTOR. CONSULTANT'S relationship to the CITY shall be that of an independent contractor. CONSULTANT shall have no authority, express or implied, to act on behalf of the CITY as an agent, or to bind the CITY to any obligation whatsoever, unless specifically authorized in writing by the City Engineer. The CONSULT ANT shall not be authorized to communicate directly with, nor in any way direct the actions ot: any bidder or the construction contractor for this project without the prior written authorization by the City Engineer. CONSULTANT shall be solely responsible for the performance of its employees, agents, and subcontractors under this Agreement, including the training of each .._,, ....,, '-' "-' employee regarding the rights and responsibilities of an employer and employee for any potential discrimination or harassment claim under state or federal law. CONSUL TANT shall report to the CITY any and all employees, agents, and consultants perfonning work in connection ,vith this project, and all shall be subject to the approval of the CITY. 3. WORKERS' COMPENSATION. Pursuant to Labor Code section 1861, the CONSUL TANT hereby certifies that the CONSULTANT is aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and the CONSULTANT will comply with such provisions, and provide certification of such compliance as a part of this Agreement. 4. LIABILITY INSURANCE. Innovate78 Marketing 4.1. CONSULTANT shall, throughout the duration of this Agreement maintain comprehensive general liability and property damage insurance, or commercial general liability insurance, covering all operations of CONSULT ANT, its agents and employees, performed in connection with this Agreement including but not limited to premises and automobile. 4.2 CONSUL TANT shall maintain liability insurance in the following minimum limits: Comprehensive General Liability Insurance (bodily injury and property damage) Combined Single Limit Per Occtmence General Aggregate Commercial General Liability Insurance (bodily injury and property damage) General limit per occurrence General limit project specific aggregate Automobile Liability Insurance $2,000,000 $ 4,000,000* $2,000,000 $4,000,000 $2,000,000 *General aggregate per year, or part thereot~ with respect to losses or other acts or omissions of CONS ULT ANT under this Agreement. 4.3 If coverage is provided through a Commercial General Liability Insurance policy, a minimum of 50% of each of the aggregate limits shall remain available at all times. If over 50% of any aggregate limit has been paid or reserved, the CITY may require additional coverage to be purchased by the CONSUL TANT to restore the required limits. The CONSULT ANT shall also notify the CITY'S Project Manager promptly of all losses or claims over $25,000 resulting from work performed under this contract, or any loss or claim against the CONSULTANT resulting from any of the CONSULT ANT'S work. 4.4 All insurance companies affording coverage to the CONSULT ANT for the purposes of this Section shall add the City of Oceanside as "additional insured" under the designated insurance policy for all work performed under this agreement. Insurance coverage provided to the City as additional insured shall be primary insurance and other insurance maintained by the City of Oceanside, its officers, agents, and employees shall be excess only and not contributing with insurance provided pursuant to this Section. 2 Innovate78 Marketing 4.5 All insurance companies affording coverage to the CONSULT ANT pursuant to this agreement shall be insurance organizations admitted by the Insurance Commissioner of the State of California to transact business of insurance in the state or be rated as A-X or higher by A.M. Best. 4.6 CONSUL TANT shall provide thirty (30) days written notice to the CITY should any policy required by this Agreement be cancelled before the expiration date. For the purposes of this notice requirement any material change in the policy prior to the expiration shall be considered a cancellation. 4.7 CONSULTANT shall provide evidence of compliance with the insurance requirements listed above by providing, at minimum, a Certificate of Insurance and applicable endorsements, in a form satisfactory to the City Attorney, concurrently with the submittal of this Agreement. 4.8 CONSULTANT shall provide a substitute Certificate of Insurance no later than thirty (30) days prior to the policy expiration date. Failure by the CONSULTANT to provide such a substitution and extend the policy expiration date shall be considered a default by CONSULTANT and may subject the CONSULTANT to a suspension or termination of work under the Agreement. 4.9 Maintenance of insurance by the CONSULTANT as specified in this Agreement shall in no way be interpreted as relieving the CONSUL TANT of any responsibility whatsoever and the CONSULT ANT may carry, at its mvn expense, such additional insurance as it deems necessary. 5. PROFESSIONAL ERRORS AND OMISSIONS INSURANCE. Throughout the duration of this Agreement and four ( 4) years thereafter, the CONSULT ANT shall maintain professional errors and omissions insurance for work performed in connection with this Agreement in the minimum amount of Two Million Dollars ($2,000,000.00). CONSULTANT shall provide evidence of compliance with these insurance requirements by providing a Certificate oflnsurance. 6. CONSULTANT'S INDEMNIFICATION OF CITY. To the greatest extent allowed by law (including, without limitation, California Civil Code section 2782.8), CONSULT ANT shall indemnify and hold hannless the CITY and its officers, agents and employees against all claims for damages to persons or property arising out of CONSULTANT'S work, including the negligent acts, e1Tors or omissions or wrongful acts or conduct of the CONSUL TANT, or its employees, agents, subcontractors, or others in connection with the execution of the work covered by 3 Innovate78 Marketing this Agreement, except for those claims arising from the willful misconduct, sole negligence or active negligence of the CITY, its officers, agents, or employees. CONSULT ANT'S indemnification shall include any and all costs, expenses, attorneys' fees, expert fees and liability assessed against or incurred by the CITY, its officers, agents, or employees in defending against such claims or lawsuits, whether the same proceed to judgment or not. Further, CONSULT ANT at its own expense shall, upon written request by the CITY, defend any such suit or action brought against the CITY, its officers, agents, or employees founded upon, resulting or arising from the conduct, tortious acts or omissions of the CONSULT ANT. CONSULTANT'S indemnification of CITY shall not be limited by any prior or subsequent declaration by the CONSULTANT. 7. OWNERSHIP OF DOCUMENTS. All plans and specifications, including details, computations and other documents, prepared or provided by the CONSUL TANT under this Agreement shall be the property of the CITY. CONSULT ANT shall provide all such documents in electronic, editable format upon request by the CITY. The CITY agrees to hold the CONSUL TANT free and harmless from any claim arising from any use, other than the purpose intended, of the plans and specifications and all preliminary sketches, schematics, preliminary plans, architectural perspective renderings, working drawings, including details, computation and other documents, prepared or provided by the CONSULTANT. CONSUL TANT may retain a copy of all material produced under this Agreement for the purpose of documenting CONSUL TANT's participation in this project. 8. COMPENSATION. CONSULTANT'S compensation for all work performed in accordance with this Agreement shall not exceed $100,000 per contract year. No work shall be performed by CONSULTANT in excess of the total contract price without prior written approval of the CITY. CONSUL TANT shall obtain approval by CITY prior to perfonning any work that results in incidental expenses to CITY. The five Innovate78 cities (Carlsbad, Escondido, Oceanside, San Marcos and Vista) will contribute an equal financial share of $20,000 per city to compensate JPW Communications, with the City of Oceanside serving as contract manager, based on the te1111s set forth in the attached MOU. 9. TIMING REQUIREMENTS. Time is of the essence in the perfonnance of work under this Agreement and the timing requirements shall be strictly adhered to unless otherwise modified in writing. All work shall be completed in every detail to the satisfaction of the Innovate78 cities within two years. 10. ENTIRE AGREEMENT. This Agreement comprises the entire integrated under- standing between CITY and CONSULT ANT concerning the work to be perfonned 11. lnnovate78 Marketing for this project and supersedes all prior negotiations, representations, or agreements. INTERPRETATION OF THE AGREEMENT. The interpretation, validity and enforcement of the Agreement shall be governed by and construed under the laws of the State of California. The Agreement does not limit any other rights or remedies available to CITY. The CONSULTANT shall be responsible for complying \Vith all local, state, and federal laws whether or not said laws are expressly stated or referred to herein. Should any provision herein be found or deemed to be invalid, the Agreement shall be construed as not containing such provision, and all other provisions, which are otherwise lawful, shall remain in full force and effect, and to this end the provisions of this Agreement are severable. 12. AGREEMENT MODIFICATION. This Agreement may not be modified orally or in any manner other than by an agreement in writing signed by the parties hereto. 13. TERMINATION OF AGREEMENT. Either party may terminate this Agreement by providing thirty (30) days written notice to the other party. If any portion of the work is tenninated or abandoned by the CITY, then the CITY shall pay CONSULT ANT for any work completed up to and including the date of tennination or abandonment of this Agreement. The CITY shall be required to compensate CONSULT ANT only for work performed in accordance with the Agreement up to and including the date of termination. 14. SIGNATURES. The individuals executing this Agreement represent and \VaJTant that they have the right, power, legal capacity and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the CONSUL TANT and the CITY. IN WITNESS WHEREOF, the parties hereto for themselves, their heirs, executors, administrators, successors, and assigns do hereby agree to the full performance of the covenants herein contained and have caused this Professional Services Agreement to be executed by setting hereunto their signatures on the dates set forth below. CITY OF OCEANSIDE By: . \;\-1 \;Vivuf le.. By•~~ 1ty anager ~1ttde, t Date: ll/11/ 2.-og --+, ---+,-----"------- 5 Innovate78 Marketing APPROVED AS TO FORM: By~~ ~ NOTARY ACKNOWLEDGMENTS OF CONSULTANT MUST BE ATTACHED. !:\City Attorney\Prokssional Services Agreement Short Form (lksign Prnkssionals).doc 6 CALIFORMfA ACKNOWLEDGMENT CiVll CODE§ '1189 .A nota(y qJ01:c o-other office~ :h•S cert'ficate v<::r1~les or·iy tre ,a entity of the :~div!cL.iaJ w·10 s1gr:ed :he docur12rt to 1Nhic~ !1is -:e:tficate 1s a~tacrecL arc ,~ot t:12 l~Jt"'fJi~ess. accJr:i·:y. or 11a/ldity of tha: docL:ment. W!T!\l':SS my hano and of'ic1::-' lie OPTION this 1n.forrnotion con cfeter alteration of the d fraudulent reatrochrrient of this form to on unmtende,--1 a Signer(s) Other Than 1\lar;1eci Above Capacity(ies) Claimed by Signer(s) Signer's 1\lame: ::J Corporate Officer -Title(s): ___ _ ,::J ~rtner -c Lirr,ited □ Genera! eftndivid~1a! □ Actorney ;n Fact CJ Trustee CJ Guardian or Conservator CJ Other Signer is Re,oresenting Signer's Name :J Corporate Officer -Title(s): _______ _ ,__, Partner -::J Lin1i\ed ::J Genera1 C Individual , · Attorney 1n Fact C Trustee ·:J Other ::J Guarc!iaci or Co1se 0vator Signer is Representing: ___________ _ Attachment A Innovate78 Marketing Activities JPW Communications Scope of Work The five cities along the 78 Corridor (Carlsbad, Escondido, Oceanside, San Marcos and Vista) wish to retain JPW Communications for marketing activities to support the Innovate78 regional economic development initiative. This work includes the following activities: Research & Audit Conduct audit of current key messages, outreach materials and target audiences; review survey results and other provided data in support of economic development opportunities. Leverage previous research to provide insights and recommendations. (Estimated 80 hours@ blended rate of$150/hr): $12,000 Strategic Planning Update overarching marketing strategy to tactical level, defining operational objectives and marketing campaign objectives separately; define segmented target audiences; determine best strategies for reaching targets and recommend methods of campaign delivery with impression projections based on separate media budget. NOTE: Leveraging strategic plan previously developed by JPW. (Estimated 60 hours@ blended rate of $150/hr): $9,000 Program of Work Develop three creative concepts for a long-term marketing effort, based on strategic framework and refine one selected concept. Concepts ,viii include positioning statement, headlines and initial copywriting of a single outreach piece. Deliver complete media and marketing plan workflow for how creative will be delivered, what mediums will be used, projected placement performance with total impressions and cost per mille (thousand impressions). (NOTE: any approved media buys to be purchased directly. Media placed through JPW is subject to 20% placement fee.) (Estimated 120 hours@ blended rate of $150/hr): $18,000 Implementation Toolkit Once concept is finalized, JPW will create an implementation toolkit with all needed collateral pieces which may include folder, one-sheets, brochure or pitchbook, presentation deck, digital ads, print ads, social media graphics and posts with all imagery and copywriting. Content development will include blogs, photography, video concept, scripting. scouting, storyboarding, on-site production, post-production, motion graphics, sound and final story packages for active distribution. Complete execution of marketing and media plan, placement of all media, posting of all social media content per content calendar, and administration of any direct digital campaigns including Google ads, Face book ads and Y ouTube promotions. (Estimated 326 hours @ blended rate of $150/hr): $48,900 Attachment A Innovate78 Marketing Activities JPW Communications Scope of Work Evaluation Provide recommended goals for measurement and key performance indicator standards for ongoing implementation. Set up analytics dashboard, provide monthly performance reports with insights and recommendations for ongoing optimization. (Estimated 80 hours@ blended rate of$150/hr): $12,000 Total $99,900 2 Policy Number: Date Entered: 11 / 15 / 2 o 21 ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (M M/DD/YYYY) ~ 11/15/2021 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 ~~~?cT Hadley Wood H. Linwood Insurance PHONE (760) 720-4632 I rA~~-No)c . ( 7 6 0) _7 2 0 -0 SH_ 4021 Layang Layang Circle fA/C No. Ext\: !tl"l~~ss, hadl ey@hlinwood-insurance. com Ste H . ·----~-----------" -~---" -- INSURER(S) AFFORDING COVERAGE NAIC# Carlsbad, CA 92008 INSURERA: Hiscox Insurance Company 10200 INSURED JPW Communications LLC INSURER B: Top a Insurance Company 18031 INSURER C: At Bay HSB Specialty Ins 14438 2710 Loker Avenue w INSURER D: Employers Prefered Insurance Co 10346 #300 INSURER E: Carlsbad, CA 92010 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. INSR TYPE OF INSURANCE ADDL SUi,R POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER IM M/DD/YYYYl IM M/DD/YYYYl A ~ COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE s1,000,000 ~ CLAIMS·MADE ~ OCCUR X X UDC-2220435-BOP 04/04/2021 04/04/2022 UAiVlA\.;lt:. I U 7.;;,1 11 t:.U s100,000 PREMISES /Ea occurrence) ,..._ MED EXP (Any one person) ss,ooo -PERSONAL & ADV INJURY S 1,000,000 - GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE s4,ooo,ooo M □PRO-OLoc PRODUCTS • COMP/OP AGG S2,000,000 POLICY JECT OTHER: s AUTOMOBILE LIABILITY (E~,~~~,i~~tl:,INblt= Llivll I s Included A ·1 ANY AUTO UDC-2220435-BOP 04/04/2021 04/04/2022 BODILY INJURY (Per person) s j OWNED I SCHEDULED BODILY INJURY (Per accident) s ... AUTOSONLY AUTOS X' HIRED XI NON-OWNED ,...._,, L..1'."\_ll7'rlv,r,"-''-s I AUTOS ONLY 1 AUTOS ONLY (Per accident) I I s B UMBRELLA LIAB I I OCCUR EACH OCCURRENCE S 1,000,000 y EXCESS LIAS I i CLAIMS-MADE 8271-3002-EX 04/04/2021 04/04/2022 AGGREGATE s 1,000,000 I OED I I RETENTION s s WORKERS COMPENSATION XI sfRruTE I I ~RM· AND EMPLOYERS' LIABILITY Y/N D ANY PROPRlETOR/PARTNER!EXECUTIVE □ NIA X EIG4675559-00 01/01/2021 01/01/2022 E.L EACH ACCIDENT S1,000,000 OFFICER1MEMBER EXCLUDED' (Mandatory in NH) E.L. DISEASE· EA EMPLOYEE S 1,000,000 ~m:~rtf1~ '2\'~~PER:ATIONS below E.L DISEASE· POLICY LIMIT S1,000,000 A Professional UDC-2220435-EO 04/04/2021 04/04/2022 Each Claim 1,000,000 Liability (E&O) Aggregate 1,000,000 C Cyber Liability 6609930-01 06/01/2021 05/01/2022 Aggregate 2,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS /VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Marketing & Communications The City of Oceanside, its officers, agents and employees are additional insured to the above General Liability. Endorsements attached. CERTIFICATE HOLDER CANCELLATION City of Oceanside 300 N Coast Hwy SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVER ED IN Oceanside, CA 92054 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORQEDREPRESENTATIVE I Hadley Wood © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSUREDS This endorsement modifies insurance provided under the following: GENERAL LIABILITY COVERAGE PART POLICY NUMBER: UDC-2220435-BOP ENDORSEMENT EFFECTIVE: 04/04/2021 NAMED INSURED: JPW Communications LLC COUNTER SIGNED BY: 8md,~ SCHEDULE Name of Person(s) or Organization(s): Any person or Organization that the named insured is obligated by virtue of a written contract or agreement to provide insurance such as is afforded by this policy. Location(s): Various (If no entry appears above. information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement) A Section II -Who Is An Insured is amended to include as an insured the person or organization shO\lvn in the Schedule. but only to the extent that the person or organization shm,vn in the Schedule is held liable for your acts or omissions arising out of your ongoing operations performed for that insured B With respect to the insurance afforded to these additional insureds. the follovving exclusion is added 2. Exclusions This insurance does not apply to 'bodily inJury or "property damage· occurring a~er. ( 1) All work. including materials. parts or equipment furnished in connection vvith such work, on the project (other than seNices. maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the site 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 C. The words "you" and · your" refer to the Named Insured shown in the Declarations. CG 20 26 0704 Page 1 of 2 D. The following are added to SECTION V -DEFINITIONS "Your work" means work or operations performed by you or on your behalf; and materials, parts or equipment furnished in connection with such work or operations. E. The following additional provisions apply to any entity that is an insured by the terms of this endorsement 1. Primary Wording With respect to the Third Party shown above, this insurance is primary and non-contributing. Any and all other valid and collectable insurance available to such Third Party in respect of work performed by you under written contractual agreements with said Third Party for loss covered by this policy, shall in no instance be considered as primary, co-insurance, or contributing insurance. Rather, any such other insurance shall be considered excess over and above the insurance provided by this policy. 2. Waiver of Subrogation If required by written contract or agreement We waive any right of recovery 'vVe may have against an entity that is an additional insured per the terms of this endorsement because of payments we make for injury or damage arising out of "you work" done under a contract with that person or organization CG 20 26 07 04 Page 2 of 2 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium due for this endorsement shall be 2% of the California workers compensation premium otherwise due on such remuneration OR MP $350.00. Schedule Any person or organization as required by written contract This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. 01/01/2021 -01/01/2022 Policy No. EIG4675559-00 Countersigned by Endorsement No. WC2021-0l