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HomeMy WebLinkAboutSan Diego Leadership Institute Inc; 2023-06-20; City Attorney Approved Version 12/28/2022 1 AGREEMENT FOR COACHING, TRAINING AND ORGANIZATION DEVELOPMENT SERVICES SAN DIEGO LEADERSHIP INSTITUTE, INC. THIS AGREEMENT is made and entered into as of the ______________ day of _________________________, 20___, by and between the City of Carlsbad, California, a municipal corporation ("City"), and San Diego Leadership Institute, Inc., a California corporation ("Consultant") for coaching, training and organization development services. RECITALS A. City requires the professional services of a consultant that is experienced in coaching and training employees and providing other organizational development services. B. Consultant has the necessary experience in providing professional services and advice related to employee development and organizational development. C. Consultant 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 Consultant agree as follows: 1. SCOPE OF WORK City retains Consultant to perform, and Consultant 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, Consultant will exercise the reasonable professional care and skill customarily exercised by reputable members of Consultant'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 five (5) years from the date first above written. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will be in an amount not to exceed forty thousand dollars ($40,000) per Agreement year. No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. 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 CONSULTANT Consultant will perform the Services in Consultant's own way as an independent Consultant and in pursuit of Consultant's independent calling, and not as an employee of City. Consultant will be under control of City only as to the result to be accomplished, but will consult with City as DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB June 20th 23 City Attorney Approved Version 12/28/2022 2 necessary. The persons used by Consultant to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Consultant pursuant to the Agreement will be the full and complete compensation to which Consultant is entitled. City will not make any federal or state tax withholdings on behalf of Consultant or its agents, employees or subconsultants. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Consultant or its employees or subconsultants. Consultant 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 Consultant or any agent, employee, or subconsultant of Consultant for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Consultant. 7. SUBCONTRACTING Consultant will not subcontract any portion of the Services without prior written approval of City. If Consultant subcontracts any of the Services, Consultant will be fully responsible to City for the acts and omissions of Consultant's subConsultant and of the persons either directly or indirectly employed by the subconsultant, as Consultant is for the acts and omissions of persons directly employed by Consultant. Nothing contained in this Agreement will create any contractual relationship between any subconsultant of Consultant and City. Consultant will be responsible for payment of subconsultants. Consultant will bind every subconsultant and every subconsultant of a subconsultant by the terms of this Agreement applicable to Consultant's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONSULTANTS The City reserves the right to employ other Consultants in connection with the Services. 9. INDEMNIFICATION Consultant agrees to indemnify, defend, 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 Consultant, 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 Consultant 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 Consultant or Consultant’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB City Attorney Approved Version 12/28/2022 3 10.1 Coverage and Limits. Consultant 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 Consultant'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 Consultant pursuant to this Agreement are adequate to protect Consultant. If Consultant believes that any required insurance coverage is inadequate, Consultant will obtain such additional insurance coverage, as Consultant deems adequate, at Consultant'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 Consultant'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 Consultant has no employees and provides, to City's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Consultant’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. Consultant 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 Consultant 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, Consultant will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Consultant fails to maintain any of these insurance coverages, then City will have the option to declare Consultant in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Consultant is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Consultant or deduct the amount paid from any sums due Consultant 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. DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB City Attorney Approved Version 12/28/2022 4 11. BUSINESS LICENSE Consultant 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 Consultant will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Consultant 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. Consultant 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 Consultant or its agents, employees, and subconsultants pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Consultant or its agents, employees and subconsultants pursuant to this Agreement will be delivered at once to City. Consultant will have the right to make one (1) copy of the work product for Consultant’s records. 14. COPYRIGHTS Consultant agrees that all copyrights that arise from the services will be vested in City and Consultant 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 Consultant under this Agreement. For City For Consultant Name Judy Von Kalinowski Name Tamara Furman Title Human Resources Director Title CEO Department Human Resources Address 300 Carlsbad Village Drive City of Carlsbad Suite 108A-128 Address 1635 Faraday Avenue Phone No. 858-240-5629 Carlsbad, CA 92008 Email tamara@sdleadershipinstitute.com Phone No. 442-339-2438 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 Consultant 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 Consultant shall report investments or interests in all categories. Yes No DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB □ ■ City Attorney Approved Version 12/28/2022 5 17. GENERAL COMPLIANCE WITH LAWS Consultant will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Consultant, or in any way affect the performance of the Services by Consultant. Consultant will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Consultant's services with all applicable laws, ordinances and regulations. Consultant 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, subconsultants and consultants whose services are required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Consultant 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 Consultant 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 Consultant's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Consultant 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 Consultant. Upon notification of termination, Consultant 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 Consultant 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. City may terminate this Agreement by tendering thirty (30) days written notice to Consultant. In the event of termination of this Agreement and upon request of City, Consultant will assemble the work product and put it in order for proper filing and closing and deliver it to City. Consultant 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 Consultant warrants that Consultant has not employed or retained any company or person, other than a bona fide employee working for Consultant, to solicit or secure this Agreement, and that Consultant has not paid or agreed to pay any company or person, other than a bona fide DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB City Attorney Approved Version 12/28/2022 6 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, Consultant 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. Consultant acknowledges that if a false claim is submitted to City, it may be considered fraud and Consultant may be subject to criminal prosecution. Consultant 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. Consultant acknowledges that the filing of a false claim may subject Consultant to an administrative debarment proceeding as the result of which Consultant may be prevented to act as a Consultant on any public work or improvement for a period of up to five (5) years. Consultant 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 Consultant 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 Consultant 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: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB City Attorney Approved Version 12/28/2022 7 26. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Consultant each represent and warrant that they have the legal power, right and actual authority to bind Consultant to the terms and conditions of this Agreement. CONSULTANT CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Judy von Kalinowski, Human Resource Director Tamara Furman, Secretary/CEO (print name/title) ATTEST: By: (sign here) SHERRY FREISINGER Charles Furman, President/CFO City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by Consultant 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: _____________________________ Deputy City Attorney DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB City Attorney Approved Version 12/28/2022 8 EXHIBIT “A” SCOPE OF SERVICES For the purpose of maintaining a highly engaged and talented workforce delivering on the city’s mission, vision and values, under the direction of the Human Resources Director or his/her designee, Consultant will provide the following services on an as needed basis: Professional Coaching Provide employee development coaching for employees to include: • identifying city/department/team goals and priorities related to the employee’s development • identifying the employee’s development needs and creating a plan to address those needs • developing customized coaching plans to include the employee’s development goals, milestones and performance measures to gauge success • providing one on one sessions in person at a city facility and by phone/web chat • developing the employee’s ability to coach their direct reports and be an effective supervisor • conducting quarterly check-ins with the employee’s supervisor and with the HR project manager to review progress and discuss needs for services other than coaching as outlined below in the section titled “Other” and • assessing results and making recommendations for future or ongoing employee development Consultant will provide the city with a list of available coaches along with a brief summary of their background, experience and contact information (name, phone number, e-mail address, location (city/state)). The city will determine the process for selecting which coach to use for each coaching assignment and will have final determination on the selection of each coach. The city may, at any time during the coaching assignment, with at least two weeks prior notice to Consultant, select a different coach for the assignment. Training Develop curriculum for and/or deliver employee development training to include: • One-on-one, small group (less than 10), mid-size (10 to 30) and large group (30 to 75) sessions held at City of Carlsbad facilities • Teaching methods tailored to the learning styles and needs of each group • Train the trainer sessions that enable HR staff and Consultants to effectively deliver specific training to align with city employee development goals Specific training needs to be provided by the HR director or his/her designee. Other During the course of the coaching assignment, related needs may arise, including, but not limited to: • Team alignment and development • Workforce planning DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB City Attorney Approved Version 12/28/2022 9 • Succession planning • Organizational development • Classification and compensation Consultant will note these issues during quarterly progress reports with the HR project manager and department director/designee so a coordinated strategy can be developed. Consultant will not pursue strategies to address these related needs without prior approval from the HR project manager. Fees All services will be billed at $400/hr with the exception of training delivery, training workbooks/handouts and organizational development assessment tools. Training Delivery $4,800 Full day (up to 8 hours) $2,400 Half day (up to 4 hours) Other Direct Costs (if any) DISC Assessment $175 Per Person Rate* EQ-i 2.0 Workplace Assessment $250 Per Person Rate* Insights Discovery Assessment $250 Per Person Rate* 360 Assessment (for Managers or Executives) $800 Per Person Rate* Training Participant Workbooks/Handouts $50.00 participant training workbooks for most courses, and actual cost of copies for individual handouts (as needed) *The per person charge includes the cost of the actual assessment instrument, administration and data analysis. Invoices Invoices will be sent monthly and will itemize costs per service to include a brief description of the service, the name of the person receiving the service, dates of service, number of hours spent on the service, hourly rate per service. Invoices will be emailed to emily.guinaugh@carlsbadca.gov. Travel Reimbursement Travel expenses will be pre-approved by the city. Mileage within the City of Carlsbad or other designated locations for the purposes of providing services will be reimbursed based on current IRS rates. If the consultant is required to travel to city facilities from outside a radius of 100 miles of the city facility, reimbursement for travel expenses will be paid according to the guidelines below. DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB City Attorney Approved Version 12/28/2022 10 Reimbursement for Transportation: Consultant may submit receipts for the actual cost of transportation if travel. Use of air, train, private automobile, or other mode of public transportation shall be selected on the basis of the least total cost to the city after all expense items are tabulated. Reimbursement for Lodging: Lodging shall be obtained at the most economical rate available for good quality lodging. Any additional expenses beyond those required for the consultant must be paid by the consultant. Reimbursement for Meals and Incidental Expenses: Consultant may submit receipts for the actual cost of meals, tips and incidental expenses for reimbursement up to a limit of $70 per day. The city will not reimburse the cost of alcoholic beverages. DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB 06/12/2023 AssuredPartners of California Insurance Services 9655 Granite Ridge Drive Suite 450 San Diego CA 92123 Gloria Black (760) 795-2002 (760) 929-0534 Gloria.Black@assuredpartners.com San Diego Leadership Institute, Inc., DBA: Team Furman, Inc. 300 Carlsbad Village Dr. Suite 108A-128 Carlsbad CA 92008 Sierra Specialty Insurance Services Inc State Compensation Ins Fund 113 RLI Insurance Company 13056 23-24 Master A Y MP000401010013300 06/06/2023 06/06/2024 2,000,000 100,000 10,000 2,000,000 4,000,000 4,000,000 B Y 932782922 11/15/2022 11/15/2023 1,000,000 1,000,000 1,000,000 C Error & Omissions RTP0025288 03/01/2023 03/01/2024 LImits of Liability 2,000,000 Certificate Holder is named Additional Insured as required by a written contract. 30 days notice of cancellation except 10 days notice for nonpayment of premium City of Carlsbad 1635 Faraday Ave 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. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCEDAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB ACORD® I ~ I X I [8] - - ~ □ □ - -- -- -- -H I I I I I □ I The City of Carlsbad, 1635 Faraday Ave., Carlsbad, CA 92008 Various Locations ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION POLICY NUMBER:COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. 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 MP000401010013300 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. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. © Insurance Services Office, Inc., 2012 Page 1 of 2CG 20 10 04 13 Insured Copy DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB C.With respect to the insurance afforded to these additional insureds, the following is added to Section III – 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. © Insurance Services Office, Inc., 2012 Page 2 of 2CG 20 10 04 13 Insured Copy DocuSign Envelope ID: DA4FE188-B1D8-4DD5-9FDD-6FA8FA4C94FB