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HomeMy WebLinkAboutCPR1 LLC; 2022-09-09; PSA23-1938FACPSA23-1938FAC City Attorney Approved Version 6/12/18 1 AGREEMENT FOR PUBLIC ACCESS AUTOMATED EXTERNAL DEFIBRILLATOR (AED) MANAGEMENT SERVICES CPR1, LLC THIS AGREEMENT is made and entered into as of the ______________ day of _________________________, 2022, but effective on September 18, 2022 by and between the City of Carlsbad, a municipal corporation, ("City"), and CPR1, LLC, a California limited liability company, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in Automated External Defibrillator (AED) management services. B. Contractor has the necessary experience in providing professional services and advice related to AED management services. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement’s terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of three (3) years from the date first above written. The City Manager may amend the Agreement to extend it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial three (3) year Agreement term shall not exceed thirty-six thousand four hundred eight dollars ($36,408). 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 twelve thousand one hundred thirty-six dollars ($12,136) 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: AA01EB20-FD65-4A93-8D78-B793597C5FF0 9th September PSA23-1938FAC 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 attorney’s 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 DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 PSA23-1938FAC City Attorney Approved Version 6/12/18 3 line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $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 DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 PSA23-1938FAC City Attorney Approved Version 6/12/18 4 maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS 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 Barney Dresman Name Kari Carlson Title Public Works Supervisor Title Project Manager Department Public Works Address 3652 Ocean Ranch Blvd. City of Carlsbad Oceanside, CA 92056 Address 405 Oak Ave. Phone No. 855-888-2771 Carlsbad, Carlsbad 92008 Email kari@cpr1.com Phone No. 760-331-8272 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. DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 PSA23-1938FAC City Attorney Approved Version 6/12/18 5 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 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 DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 □ PSA23-1938FAC City Attorney Approved Version 6/12/18 6 under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of 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: AA01EB20-FD65-4A93-8D78-B793597C5FF0 PSA23-1938FAC 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 CPR1, LLC, a California limited liability company By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager Prabakar Mahalingam, Managing Partner (print name/title) By: (sign here) (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: CINDIE K. McMAHON, City Attorney BY: _____________________________ Assistant City Attorney DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 i (J.~ t PSA23-1938FAC City Attorney Approved Version 6/12/18 8 EXHIBIT “A” SCOPE OF SERVICES The Contractor will provide program management to the City of Carlsbad to monitor and maintain thirty-seven (37) public access, Automated External Defibrillation (AED) devices. Located at various locations throughout the city. AED Program Management: • Contractor to deliver physician provided medical oversight and direction, including physician prescription for all AEDs within program. • Contractor to provide written policies and procedures for AED device use and maintenance. • Contractor will assign an AED Total Solution specialist to be the liaison for the program. • City’s Contract Administrator shall have access to the Contractor’s web portal (www.aedtotalsolution.com), detailing device locations, maintenance/testing history and use logs. • Contractor to ensure AED program compliance with the State of California’s Health and Safety Code 1797.196 and all manufacture’s guidelines, including but not limited to: AED device bi-annual testing, training/use, placement, inspections, maintaining of inspection and use records, and device maintenance. • Contractor will provide a quick reference brochure that will be placed in a prominent position next to every AED cabinet throughout the city, in compliance with the State of California’s Health and Safety Code 1797.196. These give simple, practical, step-by-step instructions on what to do in a cardiac arrest situation, designed for use in the moment. AED Total Solution Web Portal Details: • AED Tracking- site, location, and serial number • Documented inspection histories • CPR/AED certification tracking • Automated email notifications and alerts • 30-day battery and electrode notifications • Battery and electrode tracking • 30-day training certification expiration notifications • Immediate notification alerts for failed AED inspections • Quarterly inspection email reminders • Software updates and configuration as needed • State/Local AED registration as required • Site assessment evaluation as required • Liability and safety consultation as required • Post event services (data download- ECG, AED inspection, supply replacement- battery, electrodes, CPR kits, post event coordination, and physician review) Replacement of AED Batteries and Adult/Pediatric Electrodes: • As part of the total contract price, any replacement pads, batteries, and cabinet batteries will be included free of any additional charge, including expired supplies or supplies used during an emergency, for the life of enrollment in the program. DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 PSA23-1938FAC City Attorney Approved Version 6/12/18 9 EXHIBIT “A” SCOPE OF SERVICES (Continued) Comprehensive Quarterly Monitoring: • Contractor will provide a comprehensive on-site quarterly physical AED inspections by Contractor personnel. • Contractor’s site liaison responsibilities will provide AED device testing and inspections, status reporting, battery replacement, and as needed replacement of all AED supplies. Payment: Payment of $3,034.00 to be made upon completion of each quarterly inspection/service. AED LOCATIONS Count Site Placement 1 Poinsettia Park Snack bar 2 Chase Field Snack bar 3 Cole Library Circulation workroom 4 Council Chambers Main entryway 5 Faraday Center 1st floor lobby 6 Water Department Main lobby 7 Harding Community Center Employee break 8 Calavera Community Center Gym office 9 Public Works/Oak Office Kitchen 10 Adult Learning Center Front desk wall 11 Dove Library First floor before children's division 12 Stage Coach Park Park snack bar 13 Leo Carrillo Ranch Caretaker cottage 14 Fleet Maintenance Shop outside of the supervisor office 15 Safety Center 2nd floor lobby 16 Safety Center Training Center Range (large RV) 17 Training Center Range 1st floor lobby 18 Training Center Range 2nd floor hallway 19 Carlsbad Senior Center 2nd floor, administration office break room 20 Training Center Range Garage of the training center range 21 Alga Norte Aquatics Center Room 307, First Aid Room 22 Alga Norte Park Room 602, Ballfield concessions 23 Alga Norte Aquatics Center Offices, storage room 24 Faraday 2nd floor break room 25 Leo Carrillo Ranch In the barn visitor center 26 Safety Center 1st floor, in lobby 27 Carlsbad Senior Center 1st floor, front desk 28 Faraday Center 2nd floor, hall across room 278 computer lab 29 Stage Coach Park Front Desk 30 Monroe Street Pool First aid room on back wall 31 Council Chambers Back wall near conference room 32 Housing and Neighborhood Services Front entrance hallway DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 PSA23-1938FAC City Attorney Approved Version 6/12/18 10 EXHIBIT “A” SCOPE OF SERVICES (Continued) AED LOCATIONS Count Site Placement 33 Pine Community Center 1st floor, stairwell 34 Leo Carrillo Ranch Ranch cabana 35 Pine Community Center 2nd floor, hall by restrooms 36 Stage Coach Park Portable Unit 37 Aviara Park Catering Support Room DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 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 THISCERTIFICATE 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 OCCURRENCE DAMAGE 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  &DYLJQDF $ 6WUHHW 6XLWH 6DQ 'LHJR &$  &HUWLILFDWH 'HSDUWPHQW  FHUWLILFDWHV#FDYLJQDFFRP 8QGHUZULWHUV DW /OR\GV /RQGRQ  &35//& &35 //& 2FHDQ 5DQFK %OYG2FHDQVLGH &$   $; ;   ; <%6/ 'HGXFWLEOH  $ ;; %6/ $$3URGXFWV /LDELOLW\3URIHVVLRQDO /LDELOLW\ %6/%6/ (D 2FF$JJUHJDWH3HU &ODLP$JJUHJDWH 00 5( $OO 3URMHFWV $GGLWLRQDO ,QVXUHG FRYHUDJH DSSOLHV WR *HQHUDO /LDELOLW\ IRU WKH 7KH &LW\RI &DUOVEDG SHU SROLF\ IRUP 3URIHVVLRQDO /LDELOLW\  &ODLPV PDGH IRUP GHIHQVH FRVWVLQFOXGHG ZLWKLQ OLPLW ,I WKH LQVXUDQFH FRPSDQ\ HOHFWV WR FDQFHO RU QRQUHQHZ FRYHUDJH IRU DQ\ UHDVRQ RWKHU WKDQ QRQSD\PHQW RI SUHPLXP WKH\ ZLOO SURYLGH GD\V QRWLFH RI VXFK FDQFHOODWLRQ RU QRQUHQHZDO &LW\ RI &DUOVEDG&0:'FR (;,*,6 ,QVXUDQFH &RPSOLDQFH 6HUYLFHV32 %R[ 0XUULHWD &$  7+,6 &(57,),&$7( 683(56('(6 35(9,286/< ,668(' &(57,),&$7( DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 ACORD® I ~ I ~ □ □ ~ ~ Fl □ □ ~ ~ ~ ~ ~ ~ ~ ~ H I I I I I □ I © 1999-2019 CFC Underwriting Ltd, All Rights Reserved ATTACHING TO POLICY NUMBER: BSL0139498630 THE INSURED: CPR1 LLC WITH EFFECT FROM: 01 Aug 2022 It is understood and agreed that the following CONDITION is added to this Policy: Additional Insureds We will indemnify any third party under this Policy as if they were you, but only in respect of sums which they become legally obliged to pay (including liability for claimants’ costs and expenses) as a result of any claim arising solely out of an act, error or omission committed by you or on your behalf, provided that had the claim been made against you, then you would be entitled to indemnity under this Policy. Before we indemnify any third party, they must prove to us that the claim arose solely out of an act, error or omission committed by you or on your behalf and fully comply with CONDITION 1 as if they were you. When this CONDITION applies, it will be primary and non-contributory to the third party’s own insurance but only if you and the third party have entered into a contract that contains a provision requiring this. Whilst the third party is indemnified under this Policy, any claim made by the third party against you will be treated by us as if they were a third party and not as a named insured. SUBJECT OTHERWISE TO THE TERMS AND CONDITIONS OF THE POLICY Authorised Signatory CFC Underwriting Ltd ADDITIONAL INSURED ENDORSEMENT DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 cfc CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 08/11/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATIONIS 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 AUTOMATIC DATA PROCESSING INS AGCY 76250873 1 ADP BLVD M/S 625 ROSELAND NJ 07068 CONTACT NAME: PHONE (A/C, No, Ext): (800) 524-7024 FAX (A/C, No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC# INSURER A : Trumbull Insurance Company 27120 INSURED CPR1, LLC 3652 OCEAN RANCH BLVD OCEANSIDE CA 92056-2669 INSURER B : INSURER C : INSURER D : 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. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/Y YYY)LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE POLICY PRO- JECT LOC PRODUCTS - COMP/OP AGG OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) ANY AUTO BODILY INJURY (Per person) ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per accident) HIRED AUTOS NON-OWNED AUTOS PROPERTY DAMAGE (Per accident) UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS- MADE EACH OCCURRENCE AGGREGATE DED RETENTION $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N/ A X 76 WEG AS7H10 05/25/2022 05/25/2023 X PER STATUTE OTH- ER Y/N E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE -EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to the Insured's Operations. Waiver of Subrogation applies in favor of the Certificate Holder per Waiver of our Right to Recover from Others Endorsement WC040306 attached to this policy. CERTIFICATE HOLDER CANCELLATION City of Carlsbad 1200 CARLSBAD VILLAGE DR CARLSBAD CA 92008 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03)The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 A CC>R b<lt, ,........___..., I -~ □ ~ □ □ ~ ~ - L--1--- L--1--- L--H I I I I I [ THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 99 00 06 A (1)Printed in U.S.A.Page 1 Process Date:07/13/22 Policy Expiration Date:05/25/23 CHANGE IN INFORMATION PAGE INSURER:Trumbull Insurance Company NCCI Company Number:19666 Audit Period:ANNUAL Policy Effective Date:05/25/22 Policy Expiration Date:05/25/23 Policy Number:76 WEG AS7H10 Endorsement Number:2 Effective Date:07/12/22 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address:CPR 1 LLC 3652 OCEAN RANCH BLVD OCEANSIDE CA 92056 FEIN Number:46-4688970 Producer Name:AUTOMATIC DATA PROCESSING INS AGCY Producer Code:76250873 It is agreed that the policy is amended as follows: This is NOT a bill.However, any changes in your premium will be reflected in your next billing statement.You will receive a separate bill from The Hartford. In consideration of an additional premium of $117, it is agreed that: Policy is amended to add the following condition(s): Waiver of Our Right to Recover from Others Endorsement Policy is amended to add the following Endorsement Forms reflecting the changes made to your policy. WC990006A(.2) WC040306 Policy is amended to revise the following Endorsement Forms reflecting the changes made to your policy. G-4119-0 WC990006A(.1P) DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 04 03 06 (1) Printed in U.S.A. Process Date:07/13/22 Policy Expiration Date:05/25/23 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number:76 WEG AS7H10 Endorsement Number:2 Effective Date:07/12/22 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address:CPR 1 LLC 3652 OCEAN RANCH BLVD OCEANSIDE CA 92056 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 for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration. SCHEDULE Person or Organization Job Description Any person or organization for whom you are required by written contract or agreement to obtain this waiver of rights from us DocuSign Envelope ID: AA01EB20-FD65-4A93-8D78-B793597C5FF0 ?