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HomeMy WebLinkAboutFoster & Foster Consulting Actuaries Inc; 2023-04-07; 1 City Attorney Approved 12/28/2022 ASSIGNMENT AND ASSUMPTION AGREEMENT FOR ACTUARIAL SERVICES TO VALUE OTHER POST EMPLOYMENT BENEFITS IN COMPLIANCE WITH GASB STATEMENT NO. 75 THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (“Assignment Agreement”) is made and entered into this _______ day of ___________ 2023, by and between the CITY OF CARLSBAD, a political subdivision of the State of California (“City”), Bartel Associates, LLC, a California Limited Liability Company (“Assignor”) and Foster & Foster Consulting Actuaries, Inc., a Florida corporation (“Assignee”), and is made with reference to the following facts: RECITALS A. On April 11, 2018, the City and Assignor entered into that certain Professional Services Agreement concerning actuarial services to value post-employment benefits in compliance with GASB Statement No. 75 (the “Agreement”). B. On July 5, 2022, Assignee acquired Assignor through an add-on acquisition. C. Section 24 of the Agreement allows Assignor to assign rights and obligations under the Agreement upon written approval of the City. C. Assignor desires to assign its interest in the Agreement to Assignee. Further, Assignee desires to accept assignment of Assignor’s interest in the Agreement and City consents to the assignment of the interests in the Agreement from Assignor to Assignee. NOW THEREFORE, incorporating the above recitals and in consideration of the covenants and obligations set forth herein, the parties hereto agree as follows: 1. Assignment. Assignor hereby assigns, transfer, and conveys to Assignee all of Assignor’s rights, duties, liabilities, and obligations as set forth in the Agreement. 2. Assumption. Assignee hereby accepts and assumes all of Assignor’s rights, duties, liabilities and obligations as set forth in the Agreement. 3. City Consent. City hereby agrees and consents to the assignment of all of Assignor’s rights, duties, liabilities, and obligations as set forth in the Agreement to Assignee. 4. General Terms and Conditions. The following general terms and conditions shall apply to this Assignment Agreement. 4.1 Hold Harmless. In addition to the hold harmless provisions contained within the Agreement, Assignee shall defend, indemnify and hold the City, its officials (appointed and elected), officers and employees (each an “Indemnified Party”), harmless from any and all loss, damage, claim for damage, liability, expense or cost, including attorneys fees, which arises out of or is in any way connected with this Assignment Agreement, notwithstanding that City may have benefitted from this Assignment Agreement. The hold harmless provision shall apply to any acts or omissions, wilfull misconduct or negligent conduct, whether active or passive, on the part of Assignee. The Assignee’s obligations apply regardless of whether or not a liability is caused or contributed to by the negligence (including passive negligence) or other act or omission of an Indemnified Party. The parties expressly agree that this section shall survive the expiration or early termination of this Assignment Agreement. DocuSign Envelope ID: E6F39953-1D80-4C4E-A196-25047B02A9F9 7th April 2 City Attorney Approved 12/28/2022 4.2. Counterparts. This Assignment Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument. 4.3. Successors and Assigns. It is mutually understood and agreed that this Assignment Agreement shall be binding upon City, Assignor and Assignee and their respective successors. Neither this Assignment Agreement or any part hereof nor any monies due or to become due hereunder may be assigned by Assignee without the prior consent of City. 4.4. Governing Law. This Assignment Agreement shall be governed by, interpreted under, and construed and enforced in accordance with, the laws of the State of California. 4.5. Venue. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Assignment Agreement shalt be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county. 4.6. Notices. Service of any notices, bills, invoices or other documents required or permitted under this Assignment Agreement shall be sufficient if sent by one party to the other by United States mail, postage prepaid and addressed as follows: City: City Manager City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 Assignor: Bartel Associates, LLC 411 Borel Avenue, Suite 620 San Mateo, CA 94402 Assignee: Foster & Foster Consulting Actuaries, Inc. 411 Borel Avenue, Suite 620 San Mateo, CA 94402 4.7 Authority. The parties executing this Assignment Agreement on behalf of City, Assignor and Assignee each represent and warrant that they have the legal power, right and actual authority to bind the City, Assignor and Assignee, respectively, to the terms and conditions hereof. 4.8 Severability. Each provision, term, condition, covenant, and/or restriction, in whole and in part, in this Assignment Agreement shall be considered severable. In the event any provision, term, condition, covenant, and/or restriction, in whole and in part, in this Assignment Agreement is declared invalid, unconstitutional, or void for any reason, such provision or part thereof shall be severed from this Assignment Agreement and shall not affect any other provision, term, condition, covenant, and/or restriction, of this Assignment Agreement and the remainder of this Assignment Agreement shall continue in full force and effect. 4.9 Effective Date. This Assignment Agreement shall be effective upon the date and year first above written. DocuSign Envelope ID: E6F39953-1D80-4C4E-A196-25047B02A9F9 3 City Attorney Approved 12/28/2022 ASSIGNOR: Bartel Associates, LLC CITY OF CARLSBAD, a municipal corporation of the State of California *By: By: (sign here) Zach Korach, Finance Director Bradley Heinrichs, President (print name and title) **By: (sign here) Jonathan R. Davidson, Chief Legal Officer (print name and title) ATTEST: ASSIGNEE: Foster & Foster Consulting Actuaries, Inc. SHERRY FREISINGER City Clerk *By: (sign here) Bradley Heinrichs, President (print name and title) **By: (sign here) Jonathan R. Davidson, Chief Legal Officer (print name and title) If a Corporation, Agreement must be signed by one corporate officer from each of the following two groups: *Group A. Chairman, President, or Vice-President **Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney By:_____________________________ Deputy City Attorney DocuSign Envelope ID: E6F39953-1D80-4C4E-A196-25047B02A9F9 DocuSign Envelope ID: E6F39953-1D80-4C4E-A196-25047B02A9F9 ~ ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 03/06/2023 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 pollcy(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 endorsementlsl. PRODUCER CONTACT ANN CLARK NAME: StateFann ANN CLARK, AGENT __wgNJ~ --••· 239-433-7771 I FAX 239-437-6140 CA/C Nol: A . 16440 S TAMIAMI TRL, STE 9 ~~oAJ~ss· ANN.CLARK.BXKH@STATEFARM.COM FORT MYERS, FL 33908 INSURER/SI AFFORDING COVERAGE NAIC# INSURER A: State Farm Mutual Automobile Insurance Company 25178 INSURED INSURER B : State Farm Fire and Casualty Company ~ 25143 Foster & Foster Consulting Actuaries Inc INSURERC: s 13420 Parker Commons Blvd Suite 104 lNSURERD : G Fort Myers, FL 33912 INSURERE: G INSURER F: G 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. 1~1: TYPE OF INSURANCE l~~P..!-SUBR ,~~rJKfy~, ,~grJi~, LIMITS , ... ,~ POLICY NUMBER .x COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 D CLAIMS-MADE [X] OCCUR DAMAGE TO RENTED $ 300,000 x PREMISES /Ea occurrence\ Fiduciary Liability MED EXP CAnv one oerson) s 5,000 B y N 98-CP-T158-5 03/22/2022 03/22/2023 PERSONAL & ADV INJURY s 2,000,000 - GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE s 4,000,000 Zj POLICY □ ~re?;: □ LOC PRODUCTS· COMP/OP AGG $ 4,000,000 OTHER; $ AUTOMOBILE LIABILITY y ~~~:~;~llNGLE LIMIT $ 2s. ANY AUTO G89 8287-F10-59A 06/1012022 06/10/2023 BODILY INJURY (Per person) $ 1,000 000 -A OWNED SCHEDULED BODILY INJURY (Per accident) $ 1,000,000 -AUTOS ONLY .__ AUTOS G87 7061-E19-59C 05/19/2022 05/19/2023 HIRED NON-OWNED PROPERTY DAMAGE $ 1,000,000 t--AUTOS ONLY t--AUTOS ONLY /Per accident\ $ .x UMBRELLA LtAB H OCCUR EACH OCCURRENCE $ 5,000,000 8 EXCESS LIAB CLAIMS-MADE 98-BS-T964-2 04/27/2022 04/27/2023 AGGREGATE $ OED I I RETENTION$ $ WORKERS COMPENSATION I PER I I OTH-AND EMPLOYERS' LIABILITY STATUTE ER YI N ANY PROPRIETOR/PARTNER/EXECUTIVE □ NIA E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E.L. DISEASE· EA EMPLOYEE $ If yes, describe under E.L. DISEASE -POLICY LIMIT $ DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 ACORD 25 (2016/03) CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. B © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 1001486 132849.13 04-22-2020 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSD WVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD FOSTE-2 OP ID: JV 01/11/2023 Paul G Atkinson Atkinson & Assoc. Insurance 1537 Brantley Rd, Bldg C Fort Myers, FL 33907 Paul G. Atkinson A009536 239-437-5555 239-689-3826 patkinson@atkinsoninsurance.com Travelers Indemnity Company of America Foster and Foster ConsultingActuaries, Inc. dba Foster & Foster, Inc.13420 Parker Commons Blvd #104 Fort Myers, FL 33912 Indian Harbor Insurance Co Travelers Casualty & Surety D X 11/01/2022 01/01/2024 2,000,000 X RETENTION $250,000 2,000,000 XA Y UB8J3906882342E 01/01/2023 01/01/2024 1,000,000XNO DEDUCTIBLE 1,000,000 1,000,000 C MPP 9037522 04 09/01/2022 01/01/2024 EA CLAIM 5,000,000 $250,000. Ded AGGREGATE 5,000,000 Bartel Associates LLC 411 Borel Ave, #620 San Mateo, CA 94402 is listed as an additional insured. City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 239-437-5555 25666 36940 31194 EA CLAIM 106817993CYBER LIABILITY PROF LIABILITY E&O DocuSign Envelope ID: E6F39953-1D80-4C4E-A196-25047B02A9F9 ACORD" I ~ I ~ □ □ ~ ~ Fl □ □ ~ ~ ~ ~ ~ ~ ~ ~ H I I I I I □ I WORKERS COMPENSATION (BLANKET WAIVER) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS POLICY NUMBER: AND EMPLOYERS LIABILITY POLICY ENDORSEMENT – CALIFORNIA ENDORSEMENT WC 99 03 76 ( A) - UB-8J390688-23-42-E HARTFORD CT 06183 ONE TOWER SQUARE 001 Schedule Job DescriptionPerson or Organization 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. The additional premium for this endorsement shall be % of the California workers' compensation pre- mium. 2.00 ACTUARIAL CONSULTANTSANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. Countersigned byInsurance Company PremiumInsured Endorsement No.Policy No.Endorsement Effective This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) ST ASSIGN: DATE OF ISSUE: Page of11-24-22 1 1 DocuSign Envelope ID: E6F39953-1D80-4C4E-A196-25047B02A9F9 ~ TRAVELERSJ , City Attorney Approved Version 1/30/13 1 AMENDMENT NO. 2 TO EXTEND THE AGREEMENT FOR ACTUARIAL SERVICES TO VALUE OTHER POST EMPLOYMENT BENEFITS IN COMPLIANCE WITH GASB STATEMENT NO. 75 BARTEL ASSOCIATES, LLC This Amendment No. 2 is entered into and effective as of the _______ day of ___________________________, 2022, extending the agreement dated April 11, 2018 (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Bartel Associates, LLC, a limited liability company, (“Contractor") (collectively, the “Parties”) for actuarial services. RECITALS A. On April 11, 2018, the Parties executed an Agreement for actuarial services to value Other Post Employment Benefits in compliance with GASB Statement No. 75 for a period of two (2) years with an option to extend for two (2) additional two (2) year periods or parts thereof; and B. On March 9, 2020, the Parties executed Amendment No.1 to the Agreement for actuarial services to value Other Post Employment Benefits in compliance with GASB Statement No. 75 for a period of two (2) years; and C. The Parties desire to extend and fund the Agreement for a period of two (2) years. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The Agreement, as may have been amended from time to time, is hereby extended for a period of two (2) years ending on April 10, 2024 and funded in an amount not to exceed twenty five thousand dollars ($25,000) per Agreement year. 2. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. /// /// /// /// /// /// /// DocuSign Envelope ID: 0571C5B6-110C-4236-A511-BEDFE3698251 12th April City Attorney Approved Version 1/30/13 2 4. The individuals executing this Amendment and the instruments referenced on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions hereof of this Amendment. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Zach Korach, Finance Director Mary Elizabeth Redding, Vice President (print name/title) ATTEST: By: (sign here) FAVIOLA MEDINA Doug Pryor, Secretary City Clerk Services Manager (print name/title) If required by City, proper notarial acknowledgment of execution by Contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A Group B Chairman, President, or Vice-President Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: _____________________________ Assistant City Attorney DocuSign Envelope ID: 0571C5B6-110C-4236-A511-BEDFE3698251 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 ACORD® I ~ 09/16/2021 Cathy Service Van Wyke-Stahl Sargeant Insurance Agency, LLC. (818) 561-2600 I (818) 436-5988 7740 Painter Avenue #210 Whittier CA 90602 The Hartford 29424 Indian Harbor Insurance Co 36940 BARTEL ASSOCIATES, LLC 411 BOREL AVE STE 620 SAN MATEO CA 94402 X 2,000,000.00 -~ ~ 2,000,000.00 - 15,000.00 - A y y 57SBABN8199 09/01/2021 09/01/2022 2,000,000.00 - 4,000,000.00 Xl 4,000,000.00 1,000,000.00 - --A N 57SBABN8199 09/01/2021 09/01/2022 x x -H I I XI I I A [Kl y 72 WEC AH2RPZ 09/01/2021 09/01/2022 1,000,000.00 1,000,000.00 1,000,000.00 Professional Liability Dam Lim (Ea Claim) 5,UUU,UUU.00 B MPP001715217 09/01/2021 09/01/2022 Dam Lim (Pol Agg) 5,000,000.00 CITY OF CARLSBAD, IT'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND VOLUNTEERS ARE HEREBY NAMED AS AN ADDITIONAL INSURED BY WRITTEN CONTRACT OR WRITTEN AGREEMENT ON POLICY# 57SBABN8199 AS RESPECTS TO OPERATIONS OF THE NAMED INSURED ONLY, COVERAGE IS PRIMARY AND NON-CONTRIBUTORY ABOVE ANY OTHER INSURANCE THE CERTIFICATE HOLDER(S) MAY CARRY. 30 DAY NOTICE OF CANCELLATION. City of Carlsbad 1635 Faraday Avenue Carlsbad CA 92008 15 ACORD CORPORATION. All rights BARTEL ASSOCIATES LLC POLICY NUMBER: 57 SBA BN8199 ENDORSEMENT NUMBER: 1 THIS ENDORSEMENT SUMMARIZES THE POLICY LANGUAGE, PLEASE READ IT CAREFULLY. ADDITIONAL INSURED WHEN REQUIRED BY WRITTEN CONTRACT COMMERCIAL GENERAL LIABILITY COVERAGE PART. Name of Organization: (Section C6) WHO IS AN INSURED: The person(s) or organization(s) identified is (are) included as an Additional Insured to the person or organization shown in the Declarations, by written contract or written agreement provided the injury or damage occurs subsequent to the execution of the contract or agreement; but only with respect to liability arising out of "your work" for that additional insured by or for you. A person or organization is an additional insured under this provision only for that period of time required by the contract or agreement. ADDITIONAL PROVISIONS PRIMARY AND NON-CONTRIBUTORY If agreed by written contract or written agreement that this insurance is primary and non-contributory with the additional insured’s own insurance, this insurance is primary and the Insurer will not seek contribution from that other insurance. WAIVER OF RIGHTS OF RECOVERY (Waiver of Subrogation) The Insurer named above waives any right of recovery the Insurer may have against the Additional Insured(s) when the Insured has waived their rights of recovery against any such person or organization in a written contract or written agreement that was executed prior to the injury or damage. NOTICE OF CANCELLATION The insurance afforded by this policy shall not be canceled except after thirty (30) days’ advance written notice has been given to the Additional Insured(s). (10 days advance written notice for non-payment). Signature-Authorized Representative: Note: Any discrepancy between this certificate addendum and the policy language shall be found in favor of the Insurer policy language. City of Carlsbad, it's officers, directors, employees, agents and volunteers 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:07/22/21 Policy Expiration Date:09/01/22 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number:72 WEC AH2RPZ Endorsement Number: Effective Date:09/01/21 Effective hour is the same as stated on the Information Page of the policy.Named Insured and Address:Bartel Associates, LLC. 411 BOREL AVE STE 620 SAN MATEO CA 94402 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 AMENDMENT NO. 1 TO EXTEND AND AMEND THE AGREEMENT FOR ACTUARIAL SERVICES TO VALUE OTHER POST EMPLOYMENT BENEFITS IN COMPLIANCE WITH GASB STATEMENT NO. 75 BARTEL ASSOCIATES, LLC 1 is entered into and effective as of the 9th day of _______ ......., _______ , 20~, extending and amending the agreement dated April 11, 2018 the "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and Bartel Associates, LLC, a limited liability company, ("Contractor") (collectively, the "Parties") for actuarial services. RECITALS A On April 11, 2018, the Parties executed an Agreement for actuarial services to value Other Post Employment Benefits in compliance with GASB Statement No. 75; and 8. The Parties desire to extend and fund the Agreement for a period of two (2) years. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The Agreement, as may have been amended from time to time, is hereby extended for a period of two (2) years ending on April 10, 2022 and funded in an amount not to exceed twenty-five thousand dollars ($25,000) per Agreement term. 2. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. Ill Ill Ill Ill Ill Ill Ill Ill Ill City Attorney Approved Version 1/30/13 4. The individuals executing this Amendment and the instruments referenced on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions hereof of this Amendment. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of tt:,e State of California ATTEST: \.~ u,f 1J1JV~__, LBA~BARAENGLESON U 11 -city Clerk 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: GroupA Chairman, President, or Vice-President GroupB Secretary, Assistant Seaetary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: tuid& /( /f/!µt1,~ Assistant City Attorney City Attorney Approved Version 1 /30/13 2 ACORD• CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 09/03/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s) . PRODUCER ... vNTACT Cathy Service Van Wyke-Stahl NAME: Sargeant Insurance Agency, LLC. ::R:·"· (818) 561-2600 I FAX (818) 436-5988 IA/C Nol: 7740 Painter Avenue #210 INSURER/SI AFFORDING COVERAGE NAIC# 1/vhiltier CA 90602 INSURER A: Indian Harbor Insurance Co 36940 INSURED INSURERB: EMPLOYERS PREFERRED INS. CO. 10346 INSURERC: Liberty Mutual Insurance 24082 BARTEL ASSOC IA TES, LLC INSURERD: 411 BOREL AVE STE 101 INSURERE: SAN MATEO CA 94402-3525 INSURERF: 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. NOTVVITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT W'ITH RESPECT TO \NHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR ,:3~~\ /OLICYEXP LIMITS LTR '"'""' ua,n POLICY NUMBER MMIDD/YYYYI X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000.00 -D CLAIMS-MADE DAMAGE TU REN I t::U OCCUR PREMISES /Ea occurrence\ $ 2,000,000.00 MED EXP (Any one person) $ 15,000.00 - C y BKS (20) 57 29 73 7 4 09/01/2019 09/01/2020 PERSONAL & ADV INJURY $ 2,000,000.00 - GEN'L AGGREGATE LIMIT PER· GENERAL AGGREGATE $ 4,000,000.00 xi POLICY □ LOC ' PRODUCTS -COMP/OP AGG $ 4,000,000.00 OTHER $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000.00 /Ea accident\ ~ ANY AUTO BODILY INJURY (Per person) $ ~ OWNED -SCHEDULED C y BAS (20) 57297374 09/01/2019 09/01/2020 BODILY INJURY (Per accident) $ ~ AUTOS ONLY X AUTOS X HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY /Per accident\ $ UMBRELLA LIAB HOCCUR EACH OCCURRENCE $ ~ EXCESSUAB CLAIMS-MADE AGGREGATE $ OED I I RETENTION$ $ WORKERS COMPENSATION XI ~ffrnTE I I ~Rn-AND EMPLOYERS' LIABILITY YIN B ANYPROPRIETOR/PARTNERIEXECUTIVE [ill N/A y EIG 2685705-01 09/01/2019 09/01/2020 E.L. EACH ACCIDENT $ 1,000,000.00 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L. DISEASE -EA EMPLOYEE $ 1,000,000.00 g~it~(tifci'~ ~l;PERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000.00 MISC. PROFESSIONAL LIABILITY uam um \t:a 1.,;IaImJ ::i,uuu,uuu.UU A MPP001715215 09/01/2019 09/01/2020 Dam Lim (Pol Agg) 5,000,000.00 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) CITY OF CARLSBAD, IT'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND VOLUNTEERS ARE HEREBY NAMED AS AN ADDITIONAL INSURED BY CONTRACT ON POLICY# BKS (20) 57297374 and BAS (20) 57297374 AS RESPECTS TO OPERATIONS OF THE NAMED INSURED ONLY, SEE CG2010. COVERAGE UNDER POLICY# BKS (20) 57297374 & BAS (20) 57297374 IS PRIMARY AND NON-CONTRIBUTORY ABOVE ANY OTHER INSURANCE THE CERTIFICATE HOLDER(S) MAY CARRY. 30 DAY NOTICE OF CANCELLATION. CERTIFICATE HOLDER City of Carlsbad 1635 Faraday Avenue Carlsbad ACORD 25 (2016/03) CA 92008 CANCELLATION 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 The ACORD name and logo are registered marks of ACORD v ✓ POLICY NUMBER: BKS (20) 57 29 73 74 I COMMERCIAL GENERAL LIABILITY CG 2010 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization{s) Location{s) Of Covered Operations City of Carlsbad, it's Officials, Officers, Employees and ALL LOCATIONS OF THE NAMED INSURED Representatives. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 2010 0413 © Insurance Services Office, Inc., 2012 Page 1 of 2 C. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Page 2 of 2 © Insurance Services Office, Inc., 2012 CG 2010 0413 COMMERCIAL GENERAL LIABILITY BARTEL ASSOCIATES, LLC. POLICY# BKS (20) 57297374 & BAS (20) 57297374 CG 20 01 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 0413 © Insurance Services Office, Inc., 2012 Page 1 of 1 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 for this endorsement shall be __ 2_% of the California workers' compensation premium otherwise due on such remuneration. Person or Organization With respect to all employees subject to the workers' compensation laws of the state of California, any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. Schedule Job Description This policy is subject to a minimum charge of $250 for the issuance of waivers of subrogation This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) This endorsement, effective 09/01/2019 Policy No. EIG 2685705 01 Issued to BARTEL ASSOCIATES LLC Premium at 12:01 AM standard time, forms a part of Of the EMPLOYERS PREFERRED INS. CO. Carrier Code 00920 Endorsement No. Countersigned at __________ on _____ _ By: _____ f_fl_J!/_. __ Authorized Representative WC 04 03 06 (Ed. 4-84} © 1998 by the Workers' Compensation Insurance Rating Bureau of California. All rights reserved. AGREEMENT FOR ACTUARIAL SERVICES TO VALUE OTHER POST EMPLOYMENT BENEFITS IN COMPLIANCE WITH GASB STATEMENT NO. 75 (BARTEL ASSOCIATES, LLC) EMENT is made and entered into as of the / ltfJ day of --.i..-~,i.µ..,11.-.1(,,... ____ , 2o_l?, by and between the CITY OF CA 1 RLSBAD, a municipal , ("City"), and Bartel Associates, a limited liability company, ("Contractor"). RECITALS A. City requires the professional services of an actuarial professional that is experienced in Governmental Accounting Standards Board ('GASB') No. 75 requirements. B. Contractor has the necessary experience in providing professional services and advice related to calculating and reporting the actuarial liability of Other Post Employment Benefits of governmental agencies. 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 two (2) years from the date first above written. The City Manager may amend the Agreement to extend it for two (2) additional two (2) 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 15 OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will be twenty-five thousand dollars ($25,000). 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-five thousand dollars ($25,000) per Agreement term. 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". 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. 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 Insurance. $2,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and property damage. 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. 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 Name Aaron Beanan Title Finance Manager Department Finance ---------- City of Carlsbad Address 1635 Faraday Avenue Carlsbad, CA 92008 Phone No. 760-602-2414 For Contractor Name Mary Elizabeth Redding Title Vice President Address 411 Borel Avenue, Suite 101 San Mateo, CA 94402 Phone No. 650-377-1617 Email mbredding@bartel-associates.com 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. YesD 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 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. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 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 By~' ~~ ~gnhere) CITY OF CARLSBAD, a municipal corporation of the State of California By: SERT ITLE OF PERSON AUTHORIZED TO SIGN (City Manager or Mayor or Division Director as authorized by the City Manager)] ATTEST: 0~vi~L BARBARA ENGLESON o-u, Oov~ \>,~or I v,~ fn~~k.t~t +~~j 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 Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: ::LIA ~jf ~ Attorney Assistant City Attorney EXHIBIT "A" SCOPE OF SERVICES The following is a list of services to be provided: 1. Contractor will provide all information requested in the RFP's Scope of Services: 2. Contractor reports are Statements of Actuarial Opinion and are issued in accordance with the current Qualification Standards for Actuaries Issuing Statement of Actuarial Opinion in the United States and all relevant Actuarial Standards of Practice as promulgated by the Actuarial Standards Board. 3. Contractor will prepare all reports and/or certifications, including those required by CERBT. This will include one report for determining the plans' funded status and actuarially determined contributions, and one report each year (FY 2018 and 2019) for reporting under GASB Statement (GASBS) 75. See below for detail. 4. The sensitivity analysis (healthcare trend rates and discount rate) will be included in the GASBS 75 reports as required. 5. Please see below for detail of our actuarial valuation process and items included in the report. All of the requested items are standard in Contractors' actuarial valuation reports. 6. As part of Contractor's data process, Contractor analyzes the data to assess any inconsistencies and make recommendations for enhancing data quality. 7. Contractor GASBS 75 reports include all necessary materials for the Comprehensive Annual Financial Report (CAFR) to comply with GASB OPEB reporting and disclosure requirements. 8. Contractor actuarial valuation report includes the annual gain/loss analysis to determine reasons for changes in the unfunded actuarial accrued liability. For Contractor's initial valuation the gain/loss analysis may be prepared on an estimated basis. Contractor can determine the difference on liability based on the investment returns under a diversified portfolio versus a short-term fixed income portfolio, if requested. 9. Contractor actuarial valuation includes the implicit rate subsidy as required, and will separately detail the impact it has on the OPEB liabilities and Actuarially Determined Contribution. 10. Contractor can meet the RFP's requested timing: The full valuation report as of June 30, 2017 to be used in the Fiscal Year Ended June 30, 2018 CAFR shall be completed by April 30, 2018. The interim report estimating Net OPEB liability as of June 30, 2018 to be used for GASBS 75 reporting in the Fiscal Year Ended June 30, 2019 CAFR shall be completed by September 30, 2018. Subsequent years' report(s) shall be completed by September 3oth. However, Contractor understands that the CERBT's audited Statement of Changes in Fiduciary Net Position as of June 30, 2017 may not be available until April 2018, and October/November of subsequent years. Contractor has found that the amounts in the June 30, 2016 audited Statement of Changes do not always agree with the periodic statement issued by CERBT. Therefore, Contractor suggests that the City may wish to wait until the audited CERBT statements are available to use in the GASBS 75 reports. 11. Contractor actuarial valuation report is broken out by retired and active employees. Contractor proposal includes the following: ■ A June 30, 2017 funding valuation to determine the 2018 and 2019 Actuarially Determined Contributions for the City and CMMWD plans. ■ Two GASBS 75 reports for the District's 2017/18 and 2018/19 fiscal years based on the June 30, 2017 valuation. Actuarial Valuation Contractor actuarial valuation process includes the following steps: ■ Data Collection (City Responsibility) -The City will provide documentation of plan provisions, healthcare providers, premiums, funding policy, CERBT asset information, and employee census information including individual plan and coverage elections. ■ Data Review -Contractor will review and analyze the requested plan information and provide a list of any questions and provide recommendations to improve data quality when appropriate. ■ Methods & Assumptions -Methods and Assumptions will generally be based on CalPERS' pension valuation. Additional assumptions not required for the pension valuation include: healthcare trend, participation at retirement, healthcare plan at retirement, marital status/coverage at retirement, and spouse's age at retirement. These will be based at least in part on the City and CMWD demographics and experience. Contractor will determine the implicit rate subsidy, and the impact on the OPEB liability. ■ Valuation Processing -Contractor will prepare the actuarial valuation using Pro Val software, a comprehensive and widely used and respected retirement benefit valuation system developed by Winklevoss Technologies, LLC. Contractor procedures for quality control include the checking of computer programs and calculations by a second actuary and the review of results and presentation materials by senior actuaries. Contractor keeps client information secure by encrypting all files kept on Contractor computers. ■ Preliminary Results Meeting -Contractor will have a phone call with the City to discuss the valuation results (Basic valuation) or an in-person meeting if the Consulting Option is selected. ■ CERBT Reporting -CERBT has not yet announced the required information for 2017 actuarial valuations. Bartel Associates will provide any data worksheets and actuarial certifications required, and our reports will meet CERBT requirements. Should any issues arise, Contractor will work with the City and CERBT to ensure all requirements are met. Contractor strongly believes that through Contractors years of experience Contractor has developed an efficient and effective process for preparing and presenting actuarial valuations. Prepare the necessary material for the CAFR Contractor will prepare separate reports including information required under GASB Statement 75: ■ A GASBS 75 report for the District's 2017/18 fiscal year based on the June 30, 2017 valuation, using June 30, 2018 as the reporting date and June 30, 2017 as the GASBS 75 measurement date. ■ A GASBS 75 report for the District's 2018/19 fiscal year based on the June 30, 2017 valuation, using June 30, 2019 as the reporting date and June 30, 2018 as the GASBS 75 measurement date. These reports will have all information required for the District's note disclosures including the implied subsidy benefit payments as well as detailed back up for documentation and to simplify the audit review. The format will be similar to CalPERS GASBS 68 reports, providing all required actuarial information and backup. Deliverables and Timing All services will be provided in accordance with the Actuarial Standards of Practice, the Actuarial Code of Professional Conduct, and GASB Statement 75. Contractor reports will provide all actuarial information described in GASB Statement 75. 1) Actuarial valuation report for funding purposes. Timing: Approximately 6 to 8 weeks after all data is received and complete. If we receive all information by March 1, 2018, the report will be completed by April 30, 2018. This is the traditional actuarial valuation report, intended to assist the City in managing the plan. The report will detail the plan's funded status separately for CMWD and the City, including providing breakdowns by cash and implied subsidy. The Actuarially Determined Contributions (ADC) in dollars and as a percentage of payroll for the next 2 years will be presented, and a table of projected benefits payments and contributions will be included. Contractor will also summarize the census data, plan provisions, actuarial assumptions and their rationale, and the value of assets and actuarial obligations (total projected benefits, actuarial accrued liability and normal cost) separately for active employees and retirees, and separately for the implied subsidy. All GERST-required forms are included. On request, Contractor will include sensitivities detailing of the impact of alternate assumptions (typically not required for plans already fully funding the ADC). The final report will have Contractor's actuarial certification. Contractor can prepare the funding valuation as a "Basic" valuation report with only specific items listed above and a telephone conference call to discuss results. The City may choose a "Consulting" valuation instead. Most importantly, this includes an in- person meeting with Contractor's actuarial team to discuss valuation results and plan management issues. The report will include more detail about plan participation, the impact of various actuarial assumptions, and also the estimated gain/loss reconciliation for the year. 2) Year 1 GASBS 75 actuarial valuation. Contractor believes providing this as a separate report improves overall valuation report timing. Also, by containing only the GASS-required information, a separate report minimizes confusion. Timing: Same as #1 above but no sooner than 2 weeks after CERBT assets are received. Based on Contractor's experience with the initial audited statement of changes in fiduciary net position, Contractor suggests waiting until the June 30, 2017 audited schedules are released before completing this report. This report will be based on a 1-year prior measurement date. June 30, 2017 will be the measurement date for June 30, 2018 reporting. This report will have all actuarial information for the City's OPEB Note disclosures and RSI, as well as extensive supporting details including the crossover test. Contractor will also provide journal entries for properly recording OPEB expense, net OPEB liability, and deferred inflows and outflows of resources. These will follow the CCMA GASBS 75 White Paper but will be tailored for the CMWD and City plans. Contractor GASBS 75 reports are very similar to CalPERS GASBS 68 reports, providing all of the required actuarial information. Contractor clients and their auditors have told Contractor they find Contractor reports clear, comprehensive, and easy to follow. 3) Year 2 GASBS 75 actuarial valuation. A separate GASBS 75 valuation report is required for the second year. Even though it will be based on a roll-forward of actuarial liabilities, all of the calculations must be reflect actual second year asset values (June 30, 2018 for June 30, 2019 reporting). The reports will be available approximately 2-4 weeks following receipt of CERBT assets. Contractor suggests waiting until the audited statement of changes in fiduciary net position as of June 30, 2018 is available before finalizing this report. Optional Services Contractor standard GASBS 75 report will include journal entries, following the standard journal entry format presented in the upcoming CCMA White Paper. These will be similar to the journal entries in the CCMA's GASBS 68 White Paper ("IMPLEMENTING GASB STATEMENT NO. 68 ACCOUNTING AND FINANCIAL REPORTING FOR PENSIONS A CCMA WHITE PAPER FOR CALIFORNIA LOCAL GOVERNMENTS") Contractor can provide assistance in the development of GASBS 75-required financial statement footnotes. Contractor draft footnotes would follow the sample footnotes in the CCMA GASBs 75 White Paper. Contractor expects that most of Contractor clients will not need Contractors assistance with this. Contractor actuarial valuation reports (Consulting Option) contain projections of the ADC and projected benefit payments, both cash and implied subsidy. Contractor asset/liability models typically focus on the variability of expected investment returns. This is generally the largest factor in a plan's long term cost. Fee Schedule for Core Services ■ Basic Valuation • 6/30/17 "Funding" valuation including 2-year ADC calculation for the City and CMWD. • FY2018 GASBS 75 valuation (City and CMWD combined) • FY2019 GASBS 75 valuation (City and CMWD combined) • Total -3 reports for 2 fiscal years • Add on: additional for "Consulting" valuation including in- person meeting and plan management assistance • Additional: If the City and CMWD plans are determined to be separate plans for purposes of GASBS 75, and separate reporting is required for each, an additional fee is required: • Additional fee for separate City/CMWD FY2018 GASBS 75 valuation • Additional fee for separate City/CMWD FY2019 GASBS 75 valuation Fee schedule for Additional Services Not-to-Exceed $12,000 2,000 2,250 $16,250 $2,500 $1,500 $1,200 Fees for additional services will be based on the actual scope for each project. Contractor will provide an actual fee quote before beginning each project. Fees will be based on the hourly rates shown below. Following are estimates for the RFP projects. • Journal entries -included above • Draft GASBS 75 footnotes • AsseVliability modeling. Fees highly dependent on project scope. Hourly Rates $0 $1,000 (estimate) $5,000-$10,000 (estimate) ■ Contractor will bill the City at the following hourly rates for 2018, up to the amounts listed above for the actuarial valuations. Rates in future years will increase with CPI, but the fee for each valuation will be limited to the amounts above, except as noted in "Conditions" below. 2018 Hourly Position Rates Partner & Vice President (Reddina) $280 Assistant Vice President (Wandro) 250 Associate Actuary 200 Senior Actuarial Analyst 180 Actuarial Analyst 150 City Attorney Approved Version 9/27/17 12 Conditions ■ Contractor will not bill more than the amounts above unless the project scope changes. ■ Contractor fee assumes participant census data requested will be provided completely and accurately in an Excel workbook with one record per participant, and all requested plan provision and asset information will be supplied to us. ■ Contractor will invoice the City monthly based on time incurred, subject to the above maximum fees. There will be no additional charges for expenses (e.g., travel, telephone, copying, etc.). The hourly rates listed above include our costs for these items. Contractor fees may be higher if: ■ The City decides to make changes that will affect the valuation results after the valuation is begun or requests additional work after the valuation is completed. ■ The City's auditors determine that substantial changes might have occurred, precluding the use of a roll-forward valuation for the second year GASBS 75 reporting. ■ The City changes its OPEB benefits, funding policy or funding vehicle. ■ GASB reporting requirements change. Contractor is required to obtain from the City, in writing, authorization to adjust timing, add optional services, or change the scope. In no event will the City reimburse Contractor for work done until written authorization has been provided by the City. Further, an Amendment is required for any work in excess of the Agreement term's contract amount of twenty-five thousand dollars ($25,000). City Attorney Approved Version 9/27/17 13 ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) 1,,..____.,., 09/05/2017 THIS CERTIFICATE IS ISSUED AS A MATTEROF 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 vun,nv ROBERT B RICE, JR. NAME: ~g,NJo, Ext): 818--:-56-1 :-2600 --- I rffc. No): -----------SARGEANT INSURANCE AGENCY, LLC 818-436-5988 7740 Painter Ave Ste 210 E-MAIL ROBERT@SARGEANTINSURANCE.COM AQQ_Rl;l!l!:_ -------------- _____ ___I_N_5_IJR~ff!Sl AFFORDING C()VERAGE ---NAIC# Whittier CA 90602-2477 INSURER A: LIBERTY MUTUAL/ Ohio Security Insurance 24082 --------------------------------- INSURED INSURER e: AMTRUST/TECHNOLOGY INSURANCE CO 42376 ------------------------- BARTEL ASSOCIATES, LLC INSURER c: INDIAN HARBOR INSURANCE COMPANY 36940 --------------------------411 BOREL AVE STE 101 INSURER D: ------- INSURER E: --------------------------SAN MATEO CA 94402-3525 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 -----------ADDL SUBR -------POLICY EFF POLICY EXP -------- LTR TYPE OF INSURANCE li,,J<m IIANn POLICY NUMBER IMM/DD/YYYYI IMM/DD/YYYYI LIMITS v< COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 I CLAIMS-MADE [Z] OCCUR IDAMAGETO-Rt:N I t:U ------ PR~MISES (Ea occurrence) $ 2,000,000 ----- ME_[) EXP (Any one person) $ 10,000 ------------------------- A X X BKS (18) 57297374 09/01/2017 09/01/2018 PERSONAL & ADV INJURY $ 2,000,000 ------------- GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 4,000,000 Xj L J PRO-[] LOC -------- POLICY _ JECT PRODUCTS -COMP/OP AGG $ 4,000,000 --- OTHER $ AUTOMOBILE LIABILITY vuMBINED:slNuLE LIMIT $ (Ea accident)_ _________ 0 _ 1,000,000 ANY AUTO BODILY INJURY (Per person) $ -----A OWNED SCHEDULED X X BAS (18) 57297374 09/01/2017 09/01/2018 BODIL y INJURY (Per accident) $ AUTOS ONLY AUTOS X HIRED ~ NON-OWNED PROPERTY DAMAGE --------- AUTOS ONLY AUTOS ONLY _lP~r acaci~nt)__ _ $ --- $ UMBRELLA LIAS ~~ OCCUR EACH OCCURRENCE $ EXCESS LIAS CLAIMS-MADE AGGREGATE $ DED ,---r RETENTION$ -$ WORKERS COMPENSATION lXl PER l I OTH- AND EMPLOYERS' LIABILITY ~TAJI./T~ ER -YIN B ANY PROPRIETOR/PARTNER/EXECUTIVE □ N/A X TWC3655083 09/01/2017 09/01/2018 E.L EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E L DISEASE -EA EMPLOYEE $ 1,000,000 ~~s'2:~ftfri~ ~?OPERATIONS below -- E L DISEASE -POLICY LIMIT $ 1,000,000 MISC. PROFESSIONAL LIABILITY Per Occurance $5,000,000 C MPP001715212 09/01/2017 09/01/2018 Annual Aggregate $5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) CITY OF CARLSBAD, IT'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND VOLUNTEERS ARE HEREBY NAMED AS AN ADDITIONAL INSURED BY CONTRACT ON POLICY# BKS (18) 57297374 and BAS (18) 57297374 AS RESPECTS TO OPERATIONS OF THE NAMED INSURED ONLY, SEE CG2010. COVERAGE UNDER POLICY# BKS (18) 57297374 & BAS (18) 57297374 IS PRIMARY AND NON-CONTRIBUTORY ABOVE ANY OTHER INSURANCE THE CERTIFICATE HOLDER(S) MAY CARRY. 30 DAY NOTICE OF CANCELLATION. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE CITY OF CARLSBAD THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 1635 FARADAY AVENUE CARLSBAD CA 92008 AUTHORIZED REPRESENTATIVE I ~Jqd-8. ~, <:f· © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: BKS (18) 57 29 73 74 COMMERCIAL GENERAL LIABILITY CG 2010 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations City of Carlsbad, it's Officials, Officers, Employees and ALL LOCATIONS OF THE NAMED INSURED Representatives. Information reouired to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s} at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 2010 0413 © Insurance Services Office, Inc., 2012 Page 1 of 2 C. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Page 2 of 2 © Insurance Services Office, Inc., 2012 CG 2010 0413 COMMERCIAL GENERAL LIABILITY ,; BARTEL ASSOCIATES, LLC. POLICY# BKS (18) 57297374 & BAS (18) 57297374 CG 20 01 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 0413 © Insurance Services Office, Inc., 2012 Page 1 of 1