ORIGINAL
SERVICE PROVIDER AGREEMENT
THIS SERVICE PROVIDER AGREEMENT ("Agreement") is entered into this 3 day of March, 2020, by and between CITY OF ALAMEDA, a municipal corporation (the "City"), and SCI CONSULTING GROUP, a S-Corporation, whose address is 4745 MANGELS BOULEVARD, FAIRFIELD, CALIFORNIA 94534 (the "Provider"), in reference to the following:
RECITALS:
A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of the City.
B. The City is in need of assistance from a qualified organization to provide levy administration services for the 1992 Urban Runoff Fee and the 2019 Water Quality and Flood Protection Fee. Consistent with Administrative Instruction No. 5, this is a professional services contract less than $75,000 in which the Provider has rendered satisfactory services in the past.
C. Provider possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein.
D. City and Provider desire to enter into an agreement for year one of conducting levy administration services for the 1992 Urban Runoff Fee and the 2019 Water Quality and Flood Protection Fee, upon the terms and conditions herein.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows:
1. TERM:
The term of this Agreement shall commence on the 3l day of March 2020, and shall terminate on the 30₺day of March 2021, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED:
Provider agrees to do all necessary work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, and to do all necessary work included in Exhibit A as requested. The Provider acknowledges that the work plan included in Exhibit A is tentative and does not commit the City to request Provider to perform all tasks included therein.
3. COMPENSATION TO PROVIDER:
By the 7" day of each month, Provider shall submit to the City an invoice for the total amount of work done the previous month. Pricing and accounting of charges are to be according to the fee schedule as set forth in Exhibit A and incorporated herein by this reference.
Extra work must be approved in writing by the City Manager or his/her designee prior to performance and shall be paid on a Time and Material basis as set forth in Exhibit A.
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JAMIER.
b. The total compensation for Year One under this Agreement is not to exceed $41,000.
TIME IS OF THE ESSENCE:
Provider and City agree that time is of the essence regarding the performance of this Agreement.
STANDARD OF CARE:
Provider agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service providers, as applicable, in the San Francisc Bay Area and agrees that all services shall be performed by qualified and experienced personne who are not employed by the City.
6. INDEPENDENT PARTIES:
Provider hereby declares that Provider is engaged as an independent business and Provider agrees to perform the services as an independent contractor. The manner and means of conducting the services and tasks are under the control of Provider, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Provider's services. None of the benefits provided by City to its employees, including but not limited to unemployment insurance, workers' compensation plans, vacation and sick leave are available from City to Provider, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any compensation due to Provider. Payments of the above items, if required, are the responsibility of Provider.
7. IMMIGRATION REFORM AND CONTROL ACT (IRCA):
Provider assumes any and all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Provider shall indemnify, defend, and hold City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Provider.
NON-DISCRIMINATION:
Consistent with City's policy and state and federal law that harassment and discrimination are unacceptable conduct, Provider agrees that harassment or discrimination directed toward a job applicant, a City employee, or a citizen by Provider or Provider's employee on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, or sexual orientation will not be tolerated. Provider agrees that any and all violations of this provision shall constitute a material breach of this Agreement.
9. HOLD HARMLESS:
a. Provider shall indemnify, defend, and hold harmless the City, its City Council, boards, commissions, officials, employees, and volunteers ("Indemnitees") from and against any and all loss, damages, liability, claims, suits, costs and expenses whatsoever, including reasonable SCI Consulting Group Version 03-13-18
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attorneys' fees ("Claims"), arising from or in any manner connected to Provider's negligent act or omission, whether alleged or actual, regarding performance of services or work conducted or performed pursuant to this Agreement. If Claims are filed against Indemnitees which allege negligence on behalt of the Provider, Provider shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence is not found on the part of Provider.
However, Provider shall not be obligated to indemnify Indemnitees from Claims arising from the sole negligence or willful misconduct of Indemnitees.
b. Indemnification for Claims for Professional Liability Only: As to Claims for professional liability only, Provider's obligation to defend Indemnitees (as set forth above) is limited as provided in California Civil Code Section 2782.8.
C. Provider's obligation to indemnify, defend and hold harmless Indemnities shall expressly survive the expiration or early termination of this Agreement.
10. INSURANCE:
On or before the commencement of the terms of this Agreement, Provider shall furnish the City's Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with subsections 10A, B, C and D. Such certificates, which do not limit Provider's indemnification, shall also contain substantially the following statement:
"Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide ten (10) days' advance written notice to the City of Alameda. Attention: Risk Manager." b. It is agreed that Provider shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to City and licensed to do insurance business in the State of California. Endorsements naming the City, its City Council, boards, commissions, officials, employees, and volunteers as additional insured shall be submitted with the insurance certificates.
A. COVERAGE:
Provider shall maintain the following insurance coverage:
(1) Workers' Compensation:
Statutory coverage as required by the State of California. (2) Liability:
Commercial general liability coverage in the following minimum limits:
Bodily Injury: $1,000,000 each occurrence
$2,000,000 aggregate - all other
Property Damage: $1,000,000 each occurrence
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If submitted, combined single limit policy with aggregate limits in the amounts of $2,000,000 will be considered equivalent to the required minimum limits shown above.
(3) Automotive:
Comprehensive automobile liability coverage (any auto) in the following minimum limits:
Bodily injury: $1,000,000 each occurrence
Property Damage: $1,000,000 each occurrence
or
Combined Single Limit: $2,000,000 each occurrence
(4) Professional Liability:
Professional liability insurance which includes coverage for the professional acts, errors and omissions of Provider in the following minimum limits:
$1,000,000 each occurrence
B. SUBROGATION WAIVER:
Provider agrees that in the event of loss due to any of the perils for which it has agreed to provide comprehensive general and automotive liability insurance, Provider shall look solely to its insurance for recovery. Provider hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Provider or City with respec to the services of Provider herein, a waiver of any right to subrogation which any such insurer of said Provider may acquire against City by virtue of the payment of any loss under such insurance.
C. FAILURE TO SECURE:
If Provider at any time during the term hereof should fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the Provider's name or as an agent of the Provider and shall be compensated by the Provider for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.
D. ADDITIONAL INSURED:
City, its City Council, boards, commissions, officials, employees, and volunteers shall be named as an additional insured under all insurance coverages, except worker's compensation and professional liability insurance. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy.
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E. SUFFICIENCY OF INSURANCE:
The insurance limits required by City are not represented as being sufficient to protect Provider. Provider is advised to consult Provider's insurance broker to determine adequate coverage for Provider.
11. CONFLICT OF INTEREST:
Provider warrants that it is not a conflict of interest for Provider to perform the services required by this Agreement. Provider may be required to fill out a conflict of interest form if the services provided under this Agreement requires Provider to make certain governmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations.
12. PROHIBITION AGAINST TRANSFERS:
a. Provider shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Provider shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer. The City Manager may consent or reject such request in his/her sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.
However, claims for money against the City under this Agreement may be assigned by Provider to a bank, trust company or other financial institution without prior written consent.
The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Provider, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Provider is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of Provider, shall be construed as an assignment of this Agreement. Control means fifty percent or more of the voting power of the corporation.
13. APPROVAL OF SUB-PROVIDERS:
a. Only those persons and/or businesses whose names and resumes are attached to this Agreement shall be used in the performance of this Agreement. However, if after the start of this Agreement, Provider wishes to use sub-providers, at no additional costs to the City, then Provider shall submit a written request for consent to add sub-providers including the names of the sub- providers and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in his/her sole and absolute discretion. b. Each sub-provider shall be required to furnish proof of workers' compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by the Provider. In addition, any tasks or services performed by sub-providers shall be subject to each provision of this Agreement.
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14. PERMITS AND LICENSES:
Provider, at its sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses, including a City Business License that may be required in connection with the performance of the services and tasks hereunder.
15. REPORTS:
Each and every report, draft, work product, map, record and other document produced, prepared or caused to be prepared by Provider pursuant to or in connection with this Agreement shall be the exclusive property of City.
b. No report, information or other data given to or prepared or assembled by Provider pursuant to this Agreement shall be made available to any individual or organization by Provider without prior approval of the City Manager or his/her designee.
C. Provider shall, at such time and in such form as City Manager or his/her designee may require, furnish reports concerning the status of services and tasks required under this Agreement.
16. RECORDS:
Provider shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of the Provider's performance under the Agreement, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by City that relate to the performance of the services and tasks under this Agreement (collectively the "Records"). b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Provider shall provide free access to the Records to the representatives of City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Agreement. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Provider for a period of three (3) years after receipt of final payment.
C. If supplemental examination or audit of the Records is necessary due to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Agreement or failure to act in good faith, then Provider shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.
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17. NOTICES:
All notices shall be in writing and delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; or (ii) sent by overnight or same day courier service at the party's respective address listed in this Section.
Each notice shall be deemed to have been received on the earlier to occur of: (x) actual delivery or the date on which delivery is refused; or (y) three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).
Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address. d. All notices, demands, requests, or approvals from Provider to City shall be addressed to City at:
City of Alameda
Public Works Department
950 W. Mall Square #110
Alameda, CA 94501
ATTENTION: Liam Garland, Public Works Director
Liz Acord, Public Works Coordinator, [email protected] Ph: (510) 747-7930 / Fax: (510) 769-6030
e. All notices, demands, requests, or approvals from City to Provider shall be addressed to Provider at:
SCI Consulting Group
4745 Mangels Boulevard
Fairfield, CA 94534
ATTENTION: John W. Bliss, P.E., President
Ph: (707) 430-4300/Fax: (707) 430-4319
[email protected]
18. SAFETY:
The Provider will be solely and completely responsible for conditions of all vehicles owned or operated by Provider, including the safety of all persons and property during performance of the services and tasks under this Agreement. This requirement will apply continuously and not be limited to normal working hours. In addition, Provider will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Agreement. Where any of these are in conflict, the more stringent requirements will be followed. The Provider's failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.
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b. The Provider will immediately notify the City within 24 hours of any incident of death, serious personal injury or substantial property damage that occurs in connection with the performance of this Agreement. The Provider will promptly submit to the City a written report of all incidents that occur in connection with this Agreement. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Provider's employee(s) involved in the incident; (iii) name and address of Provider's liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.
19. TERMINATION:
a. In the event Provider fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Provider shall be deemed in default in the performance of this Agreement. If such default is not cured within two (2) business days after receipt by Provider from City of written notice of default, specifying the nature of such default and the steps necessary to cure such default; City may thereafter immediately terminate the Agreement forthwith by giving to the Provider written notice thereof.
b. The foregoing notwithstanding, City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to Provider as provided herein.
C. Upon termination of this Agreement either for cause or for convenience, each party shall pay to the other party that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. The obligation of the parties under this Section 19.c. shall survive the expiration or early termination of this Agreement.
20. ATTORNEY'S FEES:
In the event of the bringing of any action or suit by a party hereto against the other party by reason of any breach of any covenants, conditions, obligation or provision arising out of this Agreement, the prevailing party shall be entitled to recover from the non-prevailing party all of its costs and expenses of the action or suit, including reasonable attorneys' fees, experts' fees, all court costs and other costs of action incurred by the prevailing party in connection with the prosecution or defense of such action and enforcing or establishing its rights hereunder (whether or not such action is prosecuted to a judgment). For the purposes of this Agreement, reasonable fees of attorneys of the Alameda City Attorney shall be based on the fees regularly charged by private attorneys with the equivalent number of years of experience in the subject matter area of the law for which the Alameda City Attorney's services were rendered who practice in Alameda County in law firms with approximately the same number of attorneys as employed by the Alameda City Attorney's Office.
21. COMPLIANCE WITH ALL APPLICABLE LAWS:
During the Term of this Agreement, Provider shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Alameda which affect the manner in which the services or tasks are to be performed by the Provider, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Provider shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by City.
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22. CONFLICT OF LAW:
This Agreement shall be interpreted under, and enforced by the laws of the State of California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities.) Any suits brought pursuant to this Agreement shall be filed with the courts of the County of Alameda, State of California.
23. WAIVER:
A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character.
24. INTEGRATED CONTRACT:
The Recitals and Exhibits are a material part of this Agreement and are expressly incorporated herein. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Provider.
25. CAPTIONS:
The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement.
Signatures on next page
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IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the day and year first above written.
SCI CONSULTING GROUP CITY OF ALAMEDA
A S-Corporation A Municipal Corporation
Bric Polit
John Bliss
President and Secretary City Manager
RECOMMENDED FOR APPROVAL
Liam Garland
Public Works Director
APPROVED AS TO FORM:
City Attorney
Lisa N. Maxwel
Assistant City Attorney
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Exhibit A
PROPOSAL FOR THE
CITY OF ALAMEDA
TO PROVIDE
PROFESSIONAL CONSULTING AND LEVY
ADMINISTRATION SERVICES
JANUARY 2020
SUBMITTED BY
SCIConsultingGroup
4745 MANgELS BOULEVARD
FAIRFIELD, CalifornIA 94534
PHONE 707.430.4300
FAX 707.430.4319
www.sci-cg.com
Exhibit A
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Exhibit A
SCIConsultingGroup
Public Finance Consulting Services
January 31, 2020
Liam Garland, Public Works Director
City of Alameda, Public Works Department
950 West Mall Square, Room 110
Alameda, CA 94501
Dear Mr. Garland:
SCIConsultingGroup ("SCI") is pleased to submit, for your review, this proposal to provide professional consulting and annual levy administration services to the City of Alameda ("City").
We clearly understand these special levies provide vital funding to the City, and the City is seeking to retain the services of a professional levy administration firm to ensure the continued accurate, legally compliant and efficient collection of these important revenues.
Our proposal includes a full, detailed parcel audit of the existing 1992 Urban Runoff Fee, followed by annual administration of that fee, as well as the new 2019 Water Quality and Flood Protection Fee, for up to four years.
We respectfully offer the following for your consideration:
KNOWLEDGE OF THE CITY OF ALAMEDA AND ITS LOCAL AREA We have worked extensively throughout Alameda County. We currently provide assessment engineering and special tax consulting services to City of Alameda Health Care District, Alameda Unified School District, Alameda County Mosquito Abatement District, Alameda County Vector Control District and Alameda County Waste Management Authority.
CONTINUITY OF STAFF AND FIRM SCI has been providing assessment engineering and levy administration services to public agencies for over 35 years. We are exclusively focused on these highly specialized services. Our staff and firm have unmatched continuity. In addition, SCI has retained the same service area focus for all its years of service.
UNSURPASSED GROWTH AND FINANCIAL STABILITY As a testament to our capabilities over the last 30 years, we have enjoyed significant organizational growth, adding as clients over 30 public agencies that previously used other firms for their assessment engineering and administration.
EXCELLENT AUDITOR REFERENCES Auditors and Tax Collectors witness firsthand the relative quality and accuracy of our special levy submittals, and we maintain excellent relationships with Auditors throughout the State.
UNMATCHED ABILITY TO HANDLE LARGE AREA AND COMPLEX LEVIES SCI has successfully formed more agency-wide benefit assessments than all other firms in the State, combined. This is further evidence of our ability to form and administer new assessments and fees. These include new assessments covering all parcels in Alameda, Orange, San Diego, San Joaquin, San Mateo and Santa Clara Counties, and many other large and small assessments, taxes, and fees throughout the State.
EXCEPTIONAL TECHNICAL CAPABILITIES Every person in our firm, aside from our clerical staff, is a database expert. We have developed in-house, specialized programs to improve our levy SCI Consulting Group | 4745 Mangels Blvd. | Fairfield, California 94534 | (707) 430-4300 | www.sci-cg.com Exhibit A
administration services. We are also GIS and mapping experts. We invite you to compare our database and technical expertise with the staff from any other firm.
UNMATCHED RESPONSIVENESS AND CUSTOMER SERVICE We invite you to call our toll-free taxpayer inquiry line at (800) 273-5167 and compare our level of service and responsiveness with any other firm. We answer calls directly with knowledgeable levy administration staff. We also provide the highest level of service and responsiveness for all of our clients, including responding to all of our clients within the same day.
OUR CLIENTS ARE OUR BEST REFEreNCEs We sincerely encourage you to speak with any of our clients. They will attest to the comprehensive nature of our services, our level of client responsiveness and our levy administration abilities.
This proposal is binding for 90 days from the date of this letter.
Please feel free to contact me if you have any questions or comments. I am the President of SCI, and if selected, I will oversee this work for the City. I can be reached at (707) 430-4300 or by e- mail at [email protected].
We look forward to the opportunity to meet with the City to further demonstrate why we are best suited to meet the needs of the City. We also look forward to the opportunity to work on this important project and stand ready to proceed.
Sincerely,
John W. Bliss, P.E
: TSE
2C2702
Exhibit A
.....
TABLE OF CONTENTS
PROJECT UNDERSTANDING AND OVERVIEW .. ..1
ABOUT SCI CONSULTING GROUP.. 1
ADDITIONAL SCI SERVICES. 2
PROPOSITION 218 EXPERTISE
PROJECT TEAM... ..4
PROJECT METHODOLOGY AND APPROACH .. 6
ScOPE OF WORK... ..8
FIRST YEAR AUDIT PROCESS... ..8
VERIFY PARCELS AND DETERMINE PARCEL TAX LEVY 8
RESOLUTIONS AND OTHER DOCUMENTATION.. 9
DETERMINATION AND SUBMITTAL OF FINAL LEVIES AND QUALITY CONTROL 9 DISTRICT INFORMATION AND LEVY CONFIRMATION.. 9
RESPONDING TO PUBLIC INQUIRIES AND APPEALS... 9
MANUAL BILLING FOR CErTAIN PROPERTIES (NEW AND EXISTING FEES). .10 MAIL POSTCARDS TO PROPERTY OWNERS SUBJECT TO THE 2019 WATER QUALITY AND FLOOD PROTECTION FEE (FIRST YEAR ONLY).. .10
OTHER INFORMATION 11
FEE SCHEDULE............ 12
SIGNATURE PAGE.. .. 14
CITY OF ALAMEDA PAGE l
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsultingGroup, JANUARY 2020
Exhibit A
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City of ALAMeDA PAGE li
PROPOSAL FOR SPECIAL TAX CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsultingGroup, JaNuArY 2020
Exhibit A
PROJECT UNDERSTANDING AND OVERVIEW
SCIConsultingGroup ("SCI") is pleased to offer our professional consulting and levy administration services to the City of Alameda ('City"). SCI understands the City receives important revenues from its existing stormwater utility fee, and from its new property-related fee: 2019 Water Quality and Flood Protection Fee ('levies").
We understand that these very important revenues need to be calculated, administered and collected in a manner that is accurate and efficient. We also have witnessed that if such annual levy administration services are not performed in a comprehensive, intensive and professional manner that includes the more time- consuming process of annually identifying every parcel that should be levied, researching all parcel attributes that are used to calculate the levy amounts for each parcel and recalculating and verifying the specific levy for each parcel, the special levy revenues received by the City will not be maximized.
In other words, with levy administration, it is easy to cut corners. Cutting corners will save time for the administration consultant but most often costs the public agency in reduced revenues. Rather than cutting corners, we spend significant extra time and effort that has consistently proven to maximize accuracy and maximize your proceeds.
As is typical every time SCl takes over annual administration of existing levies, we will perform a comprehensive and thorough review of all parcels for the current fee, as well as the most recent resolutions, staff reports, and other relevant material during the first year.
ABouT SCI CoNsuLTING GROUP
SCIConsultingGroup is a public finance and urban economic consulting firm with over 35 years of expertise in assisting public agencies in California with planning, justitying and successtully establishing new revenues tor their service and capital improvement needs and objectives and managing special levies.
SCI provides year-round special tax and assessment administration services and planning services for clients throughout California. Our firm currently administers over 600 assessment and special tax districts for over 100 public agencies, omprising over 13,000,000 parcels. SCI's planning projects have include undreds of development impact studies, facility and financing plans, demograph studies, cost of service and fee justification studies, and other planning and real estate studies.
SCI also offers extensive expertise with the important procedural issues involving benefit assessments, special taxes and fees. The principals at SCl are acknowledged experts on these public financing mechanisms and were involved with the cleanup legislation for Proposition 218. In addition, our firm is a frequent presenter and columnist on assessment ballot proceedings for the American Public CITY OF ALAMEDA PAGE 1
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsulting Group, JANUARY 2020
Exhibit A
Works Association, Association of California Water Agencies, Floodplain Management Association, League of California Cities, California Association of Recreation and Park Districts, California Special Districts Association, California ire Chiefs Association, California Stormwater Quality Association, Californi arks and Recreation Society, Mosquito and Vector Control Association o California, Institute for Local Self Government, California Association of Public Information Officers, Bay Area Open Space Coalition, California Conference of Directors of Environmental Health, Associations of Government and other organizations.
ADDITIONAL SCI SERVICES
SCI has been effectively serving the needs of public agencies for over 30 years. ur commitment to quality services is attested to by the satisfaction of our client he long-term relationships we have developed, and that most of our new busines oo mur shrugh word-of-mouth referals from satisfied clients. Below is a summary
REVENUE MEASURES
Assessment District Formation and Ballot Proceedings
• Mello-Roos Community Facilities District Formation and Ballot Proceedings
Property-Related Fee Determination and Ballot Proceedings Parcel Tax and Special Tax Measures
OPINION RESEARCH AND REVENUE MEASURE FEASIBILITY ANALYSIS
PUBLIC FINANCE PROGRAMS AND ALTERNATIVES
• Administrative Systems and Custom Software Solutions
• LAFCo Annexations and New District Formations
Compliance with Proposition 218
Continuing Disclosure and Dissemination Services
Parcel Audits and Tax Base Certification
PLANNING SERVICES
• Cost of Service Analysis and Fee Justification
Developer Negotiations and Full Mitigation Fees
Land Planning and Real Estate Services
PROPOSITION 218 ExPERTISE
We have worked extensively with the leading Proposition 218 specialized attorneys in the State to ensure that all of the levies we manage fully comply with court decisions and guidance, including Silicon Valley Taxpayers Association, CITY OF ALAMEDA PAGE 2
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsulting Group, JANUARY 2020
Exhibit A
Dahms and other critical decisions. If SCI is selected to work with the City, we will perform this important work as a part of our scope of services.
EXISTING LEVY OPTIMIZATION EXPERTISE
As noted, one of SCI Consulting Group's primary areas of expertise is the administration of assessments, fees and special taxes for public agencies. With over 35 years of experience in this specialized field, we have never missed a levy submission deadline and have an unparalleled track record of finding additional revenues for agency levies that were previously administered by another firm. In fact, in nearly every case in which SCI has begun to administer special levies that were previously handled by another firm, we have often uncovered significant additional revenues due to incorrect previous assessment, tax or fee amounts or missing parcels that should be subject to the levies.
CITY oF ALAMEDA PAGE 3
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SC/ConsultingGroup, JANUARY 2020
Exhibit A i
PROJECT TEAM
SCI will use a team approach for this project and will work closely and collaboratively with the City. Such a collaborative, team-based approach helps to ensure that the City's objectives are well understood and accomplished, and all technical and procedural requirements are met.
If selected for this project, I, John W. Bliss, President of SCI, would oversee the work, while Jerry Bradshaw and Melanie Lee, would be the City's primary contact, performing most of the work.
JOHN W. BLISS, M.ENG., P.E., PRESIDENT, LICENSE No. C052091 John Bliss, a professional engineer and President of SCI, specializes in assessment engineering, special and general benefit analysis, crafting legally compliant, robust Engineer's Report, levy administration, cost estimating and budgeting, database design and implementation, regulatory compliance, and revenue measure formations. He has 15 years of experience in this field of expertise. Moreover, John is a recognized expert assessment engineer and Proposition 218 compliance specialist who has served as an expert witness and technical authority. He also has worked with most of the leading Proposition 218 specialized attorneys in the State, which has further expanded his professional and technical expertise.
During his tenure at SCI, John has served as the responsible Assessment Engineer on over 300 Engineer's Report for new or increased assessments, comprising more post-Proposition 218 new assessment engineering than any other assessment engineer in the State.
John served as the project lead for the California Statewide Fire Prevention Fee and led SCI's successful effort to identify every parcel throughout California in the State Responsibility Area, and thus subject to this new annual fee.
John has extensive programming and database expertise. He has been the instructor of "Database Design for Project Management" at UC Berkeley Extension. John has materially contributed to the specialized and proprietary computer and database programs we utilize as part of our levy administration procedures. Prior to joining SCI, he co-founded several information technology companies that focused on database and infrastructure management including ConstructionPrice, and US Components, and worked as field construction engineer for Shimmick Construction Company and the U.S. Department of Transportation.
John graduated from Brown University with a Bachelor of Science Degree in Engineering, and holds a Master's Degree in Civil Engineering from the University of California, Berkeley, where he was a Regent's Scholar. He is a licensed professional Civil Engineer in the State of California and is a LEED accredited professional.
CITY OF ALAMEDA PAGE 4
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsultingGroup, JANUARY 2020
Exhibit A
JERRY BRADSHAW, P.E., SENIOR ENGINEER, LICENSE No. C45884 Jerry Bradshaw is a licensed Civil Engineer who brings over 30 years of engineering experience to the SCI team. Having worked in the public sector as a City Engineer and Public Works Director for much of that time, Mr. Bradshaw has experience with funding measure feasibility and financial analysis services for programs of various types. Mr. Bradshaw specializes in fee and assessment formations including rate study analysis and Proposition 218 compliance for fee rate structures, benefit assessment districts, and community facility districts. In addition, Mr. Bradshaw is experienced in opinion research, public outreach, demographic studies and ballot measure development.
Mr. Bradshaw's extensive background working for local government provides him with a keen insight into the challenges and opportunities that abound for public clients. He has successfully developed, launched and administered voter- approved measures including assessment fees and sales and utility taxes. With a dedication to client satisfaction, Mr. Bradshaw successfully works to produce accurate and timely products with the added value of his public sector experience.
Mr. Bradshaw is a graduate of the University of Colorado at Denver.
MELANIE LeE, CONSULTANT
Melanie Guillory-Lee contributes over 8 years of analyzing complex data to produce accurate records in the projects she works on. She is a strong project manager and consistently ensures that her clients' needs are met in a timely manner throughout the duration of each project. Before coming to SCI, Melanie worked as a sales analyst in the wine industry, developing her strong people skills which are a valued asset at SCI. Melanie earned her B.A. in Business Administration from St. Mary's College in Moraga, CA.
CITY oF ALAMEDA PAGE 5
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsultingGroup, JANUARY 2020
Exhibit A
PROJECT METHODOLOGY AND APPROACH
SCI will conduct a full, detailed parcel audit of the existing fee, followed by annual administration for up to four years for both the existing fee and the new 2019 Water Quality and Flood Protection Fee.
SCI will provide comprehensive year-round levy administration services. One of the service elements that distinguishes SCI is our comprehensive approach to levy preparation. Each year we recalculate and confirm our clients' fees on a parcel-by- parcel basis for all properties within each levy area. SCI has developed over 50 unique levy validation and checking queries that we conduct on each parcel. This approach, while more time consuming than simply relying on Assessor property characteristics and previous levy amounts, has consistently proven to result in more accurate levies and higher overall levy revenues.
The starting point for calculating and confirming the levies for all parcels within a levy area is SCI's extensive statewide database of property and ownership information. This important internal data includes all parcels in the State with over two decades of historical data and extensive parcel attributes. To complement this data, we also utilize current Assessor Data.
The second foundation block for accurate assessments is the identification and verification of every parcel that should be included in the levy area. Our approach begins with the County Assessor and State Board of Equalization information regarding parcels within the City's boundaries. Therefore, we extend, enhance and confirm this information with several layers of other verification and parcel identification approaches. This approach, which has consistently proven to identify other parcels that should be a part of the Assessment Roll, includes using updated and historical parcel maps, and GIS layers. This approach is more time consuming, but is worth the extra effort because it has proven to maximize revenues for our clients (for instance, by uncovering additional parcels that are under construction or recently developed and for which the County Assessor records do not yet reflect the new property use).
After we have carefully identified and verified each parcel that should be included in the City's levy area and have calculated and determined the levies for each parcel, we will compare our calculated levies for each parcel with the previous year's levy roll. Every discrepancy and variance with the historical levy data will be researched and confirmed. After this comprehensive research and special levy rate determination work is completed, SCI will develop reports listing each parcel with their upcoming year's special levy amounts.
Our administration approach also includes stringent quality control and oversight.
After the preliminary levies have been prepared, another special levy administrator with SCI will perform a complete independent peer review and audit, including a parcel-by-parcel confirmation of the assessment levies. Any questions or issues uncovered are fully reviewed and resolved. These multiple stage reviews and CITY OF ALAMEDA PAGE 6
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsultingGroup, JANUARY 2020
Exhibit A
quality assurance steps are a key element in SCI's proven ability to ensure the highest level of accuracy and to maximize assessment revenues for the City.
After the quality control checks have been completed, we will submit the levies for inclusion on property tax bills. This will include meeting all of the County Auditor/Controller deadlines and requirements. It should be noted that in all of our years of work in this field, SCI has never missed a levy submittal deadline, which demonstrates our ability meet all deadlines and levy submittal requirements. After the levies have been submitted to the County Auditor/Tax Collector, SCI will confirm the accuracy of data received by the County before the creation of the tax bills.
Furthermore, our proposed scope of services includes responding to public inquiries and appeals via our toll-free phone number. We take pride in the in. person real-time property owner response services we provide, and invite you to CITY oF ALAMEDA PAGE 7
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES BY SCIConsultingGroup, JaNUArY 2020
Exhibit A
SCOPE OF WORK
This section outlines the comprehensive levy administration, assessment engineering services and other responsibilities SCI would perform throughout the fiscal year as the levy administrator for the City of Alameda.
DEFINITIONS
City: City of Alameda, its staff, legal counsel and its City Council Council: The City of Alameda City Council
Levies: The 1992 Urban Runoff Fee and the 2019 Water Quality and Flood Protection Fee
SCI: SCI Consulting Group
Administration: Services related to the determination, levy and collection of the assessments and other special levies
FIRST YEAR AUDIT PROCESS
1. Perform an exhaustive and comprehensive parcel audit by reviewing all parcels and the methodology to confirm the correct land usecode and correct calculation of assessment.
VERIFY PARCELS AND DETERMINE PARCEL TAX LEVY
1. Meet with City staff, legal counsel and other individuals as needed to establish timeline, assist with budgets, review parcel data and recent changes in land use such as development projects, and accomplish other tasks related to administration of the levies.
2. Obtain and carefully review the resolution and other documents for the 1992 Urban Runoff fee to develop a complete understanding of the requirements.
3. Obtain current assessor data from the County Assessor and other sources for all parcels within the City and merge with SCI's statewide internal parcel data.
4. For the existing Runoff Fee, use the tax roll from the previous fiscal year and structure this historical levy submittal data so it can be used to help compare and analyze the levies. Reconcile the data for last year for each levy with the City's collections to confirm the accuracy of the data
5. Create a complete and highly accurate database including every parcel in the City with the parcel attributes necessary for calculating the levies.
Research and obtain all property characteristics that are needed to properly calculate the correct levy amount, including, for instance, residential units, land use, land area, location, and any eligibility for rate credits such as Low Impact Development and Direct-Drain.
6. On a parcel-by-parcel basis, calculate the specific levy amounts for each parcel based on February or March Assessor data.
7. Rangesh hange in pus yety datal pres usage, Valy Fiang al paren that require research to determine the appropriate levy.
CITY OF ALAMEDA PAGE 8
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsultingGroup, JANUARY 2020
Exhibit A
8. Assist with the preparation of information that may be included in staff reports.
RESOLUTIONS AND OTHER DOCUMENTATION
1. Prepare all needed resolutions and staff reports for the levies.
Prepare and assist with the publication of any notices for the continuation of the levies. NOTE: For Fiscal Year 2020-21 levies, this will include a mailed notice to each affected property in compliance with Health & Safety Code 5473.1 as specified below
3. Prior to June 15%, prepare a written report containing a description of each and every parcel of real property subject to the Fees to be placed on the secured tax roll and the levy amounts.
4. Prior to August 1, prepare a final report based on any modification to the Fee by City Council.
5. Attend and participate in Council meetings at which the annual levies are approved, as needed.
DETERMINATION AND SUBMITTAL OF FINAL LEVIES AND QUALITY CONTROL
1. After the close of each fiscal year on June 30, obtain the final lien-date Assessor and Tax Roll for the County for the new fiscal year.
2. Create a new and final levy roll using final County lien roll data.
3. Recheck and reconfirm all property characteristics that may affect the parcel tax amounts for each parcel.
4. Recalculate the levies for all parcels based on the final lien-date roll for the fiscal year.
5. Conduct numerous queries and checks on each parcel to verify and check parcel tax accuracy for all parcels.
6. Prepare and organize all parcel tax rolls, including separate levy rolls for utility-owned parcels, documents and supporting materials.
7. After the Fee amounts have been checked and verified and the supporting documents have been finalized, another levy administration consultant with SCI will perform a comprehensive peer review of all parcel tax calculations, all documentation and reports and the project schedule and deliverables.
Any questions or issues raised are fully researched and resolved.
DISTRICT INFORMATION AND LEVY CONFIRMATION
1. Verify and validate Auditor's levy data prior to the printing of tax bills.
2. Develop and make available to the District, by request, an Internet based website or computer program that will allow the District staff to quickly locate parcel data by owner name, parcel number, street address or other RESPONDING To PUBLIC INQUIRIES AND APPEALS
1. Provide the County Tax Collector and the City with our property owner inquiry line at (800) 273-5167 so property owners can directly contact SCi Consulting Group throughout the fiscal year with questions regarding any CITY OF ALAMEDA PAGE 9
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsulting Group, JANUARY 2020
Exhibit A
2. Provide the County Tax Collector with a summary and overview of the levies
3. Throughout the fiscal year, research and, if necessary, revise any levies which property owners consider to be based upon incorrect information being used to apply the method of determination of the levy. (It should be noted that, due to our comprehensive levy validation procedures, actual revisions are very minimal, it any.)
4. If any property owners appeal a levy for their property, SCI shall research the levy amount and basis for appeal and shall make a recommendation and finding for the City. In the event that the City finds that a levy should be adjusted, SCI will adjust the levy according to the City's final determination. (Such appeals are very rare.)
5. For any property owner appeals, SCI will coordinate with the City and property owners as appropriate.
MANUAL BILLING FOR CERTAIN PROPERTIES (NEW AND EXISTING FEES)
1. For any levies that cannot be collected on County secured property tax bills or Utility roll, prepare a listing of owners, addresses, property information, current fee amount and delinquent taxes. This includes possessory interest lease holders and parcels owned by public agencies (e.g. City, County, State school district, Housing Authority, etc.) or other tax-exempt entities such a churches, non-profits, FISC facilities, and homeowners' associations. many cases this will require prorating the parcel-based levies to the various tenants. This will require updating ownership data each year through various sources.
2. Directly invoice any such owners for the fee amounts due for their property including any prorated amounts, record payments received in a paymen racking database, produce periodic reports for the City of bills paid and thos still outstanding, and assist the City with collection of delinquent taxes.
3. Manual billing for both the 1992 Urban Runoff fee and the 2019 Water Quality and Flood Protection Fee may be combined into a single billing system as appropriate.
MAIL POSTCARDS TO PROPERTY OWNERS SUBJECT TO THE 2019 WATER QUALITY
AND FLOOD PROTECTION FEE (FIRST YEAR ONLY)
Determine which parcels are owned by property owners subject to the 2019 Water Quality and Flood Protection Fee.
Prepare a draft of a postcard to notify the property owners of a public hearing on the property-tax method of collection in accordance with Health & Safety Code 5473.1.
After the postcard language has been approved by the City, print and mail the postcard to the property owners.
CITY OF ALAMEDA PAGE 10
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsultingGroup, JANUARY 2020
Exhibit A
OTHER INFORMATION
EMPLOYMENT POLICIES
related statutes.
CONFLICT OF INTEREST STATEMENTS
SCl has no known past, ongoing or potential conflicts of interest for working wit he City, performing the Scope of Work or any other service for this Projec
INSURANCE
SCI carries professional Errors and Omissions insurance in the amount of $2 million per occurrence and $2 million aggregate. SCI also carries general liability insurance in the amount of $2 million per occurrence and $4 million aggregate.
INDEPENDENT CONTRACTOR
If selected, SC shall perform all services included in this proposal as an independent contractor. For most of our projects, we complete all tasks with our wn forces and do not typically engage subcontractors. This approach provide:
or the hiahest quality control and most effective management of all processes CITY OF ALAMEDA PAGE 11
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsulting Group, JANUARY 2020
Exhibit A
FEE SCHEDULE
SCI understands the City may wish to enter into a contract with SCI to administer the 2019 Water Quality and Flood Protection Fee as well as the existing 1992 Urban Runoff Fee.
If SCI administers both the proposed 2019 Water Quality and Flood Protection Fee and the 1992 Urban Runoff Fee, SCI shall be compensated for the performance of the Scope of Work as follows:
FY 20-21 FY 21-22 FY 22-23 FY 23-24
Annual Levy Administration $ 25,000 $ 25,750 $ 26,523 $ 27,318 First Year - H&S Code Notice $ 14,500 $ $ -
Base Professional Services $ 39,500 $ 25,750 $ 26,523 $ 27,318 Maximum Direct Expenses $ 1,500 $ 1,500 $ 1,500 $ 1,500 Total Contract Authorization $ 41,000 $ 27,250 $ 28,023 $ 28,818 Due on August 15 of FY $ 15,000 $ 15,750 $ 16,500 $ 17,000 Remainder due on January 31 of FY
1. The scope of services for annual administration includes two in-person meetings with the District for the first fiscal year and one in-person meeting for each subsequent year. Any additional in-person meetings shall be charged at the rate of $550 per person per meeting.
2. This cost proposal is based on SCI's understanding that, if selected, the City will provide the parcel attributes used in past years to calculate the existing fees.
3. In the event the City elects to request optional, additive scope of work, SC will work with the City to negotiate compensation for these additional tasks and execute an Addendum to the agreement for these additional services.
Incidental costs incurred by SCI for the purchase of property data, maps, travel and other out-of-pocket expenses incurred in performing the Scope of Work shall be reimbursed at actual cost by the City with total cost not to exceed $1,500 per year, without prior authorization from the City.
Publication of the legal notice of public hearing will be billed separately as incurred.
Note: All costs associated with this proposal and the scope of services can be financed or refunded by the levy proceeds, if desired.
CITY OF ALAMEDA PAGE 12
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsulting Group, JANUARY 2020
Exhibit A
The Fee Schedule shown above is valid as long as this agreement is executed within 90 days from the date this agreement was submitted to the City.
CITY OF ALAMEDA PAGE 13
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES BY SCIConsulting Group, JANUARY 2020
Exhibit A
SIGNATURE PAGE
By signing below, we agree to the terms of this Levy Administration Services Agreement.
Accepted: Accepted:
h W. El
Liam Garland John W. Bliss
Public Works Director President
City of Alameda SCI Consulting Group
January 31, 2020
Date Date
CITY OF ALAMEDA PAGE 14
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES BY SCIConsulting Group, JanuARY 2020
Exhibit A
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CITY OF ALAMEDA PAGE 15
PROPOSAL FOR PROFESSIONAL CONSULTING AND LEVY ADMINISTRATION SERVICES By SCIConsulting Group, JANUARY 2020
ACORD® CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDYYYY) 2/28/2020
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 INSURERS), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
PRODUCER NAME:
Arthur J. Gallagher & Co.
Insurance Brokers of CA. Inc, LIC # 0726293 (A/C, No, Ext): 925-299-1112 (AC, No): 925-299-0328 E-MAIL
3697 Mt. Diablo Blvd, Suite 300 ADDREss: [email protected] Lafayette CA 94549 INSURERS) AFFORDING COVERAGE NAIC #
INSURER A : Sentinel Insurance Company Ltd 11000
INSURED SCICONS-01 10833
INSURER B: Gemini Insurance Company
SCI Consulting Group
Consequence Properties INSURER C: Markel Insurance Company 38970 4745 Mangels Boulevard INSURER D:
Fairfield CA 94534-4319
INSURER E:
INSURER F:
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 ‹CLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY I TYPE OF INSURANCE INSD WYD. POLICY NUMBER LIMITS
A COMMERCIAL GENERAL LIABILITY 57SBARH8313 4/20/2019 4/20/2020 EACH OCCURRENCE $2.000.000
CLAIMS-MADE X OCCUR DAMAGE TO RENTED
PREMISES (Ea occurrence). $ 1,000,000
AED EXP (Any one person $ 10,000
•ERSONAL & ADV INJURY $2.000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4.000,000
POLICY PRO- PRODUCTS - COMP/OP AGG
JECT LOC $4.00,000
OTHER:
A AUTOMOBILE LIABILITY 57SBARH8313 4/20/2019 4/20/2020 A SINGLE LIMIT $2,000,000 ANY AUTO DILY INJURY (Per perso
OWNED SCHEDULED DILY INJURY (Per accident)
AUTOS ONLY AUTOS
x HIRED NON-OWNED
AUTOS ONLY AUTOS ONLY
UMBRELLA LIAB OCCUR 57SBARH8313 4/20/2019 4/20/2020 EACH OCCURRENCE $1,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $1,000,000
DED RETENTIONS
C WORKERS COMPENSATION Y MWC000353309 4/20/2019 4/20/2020 TERTUTE
AND EMPLOYERS' LIABILITY
IN/ A EL. EACH ACCIDENT $ 1,000,000
Mandatory in NH E.L. DISEASE - EA EMPLOYEE $ 1,000,000
SCRIbe U OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1.000,000 VCPL066081 12/17/2019 12/17/2020 Each Claim $2,000,000
$23.0000
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CERTIFICATE HOLDER CANCELLATION
ACCORDANCE MI PREPOLE EROINE TRE A GENRE T NOTICE WILL BE DELIVERED IN Pubie Are Department
950 W. Mall Square #110
Alameda CA 94501 AUTHORIZED REPRESENTATIVE
USA • Selist
© 1988-2015 ACORD CORPORATION. All rights reserved.
ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84)
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA 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 5% of the California workers' compensation premium otherwise due on such remuneration.
Work performed by
SCI CONSULTING GROUP (A CORP.) at:
4745 Mangels Blvd
Fairfield, CA 94534-4175
Schedule
$0.00
Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver.
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.)
Endorsement Effective 04/20/2019 Policy No. MWC0003533-09 Endorsement No.
Insured: SCI CONSULTING GROUP (A
CORP.) Premium (See Attached)
Insurance Company: Markel Insurance Company Countersigned by_ WC040306
(Ed. 04-84)
from the WREs Califonia Prakars Compensation lisBrance Forml Manual 20 reserved. 20 of 35
BUSINESS LIABILITY COVERAGE FORM
Form SS 00 08 04 05
© 2005, The Hartford
QUICK REFERENCE
BUSINESS LIABILITY COVERAGE FORM
READ YOUR POLICY CAREFULLY
BUSINESS LIABILITY COVERAGE FORM Beginning on Page
A. COVERAGES
Business Liability
Medical Expenses 2
Coverage Extension - Supplementary Payments 2
B. EXCLUSIONS 3
C. WHO IS AN INSURED 10
D. LIABILITY AND MEDICAL EXPENSES
LIMITS OF INSURANCE 14
E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 15
1. Bankruptcy 15
2. Duties In The Event Of Occurrence, Offense, Claim Or Suit 15
3. Financial Responsibility Laws 16
4. Legal Action Against Us 16
5. Separation Of Insureds 16
6. Representations 16
7. Other Insurance 16
8. Transfer Of Rights Of Recovery Against Others To Us 17 F. OPTIONAL ADDITIONAL INSURED COVERAGES 18
Additional Insureds • 18
G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS
Form SS 00 08 04 05
BUSINESS LIABILITY COVERAGE FORM
Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered.
Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations. The word we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance The word insured" means any person or organization qualifying as such under Section C. - Who Is An Insured.
Other words and phrases that appear in quotation marks have special meaning. Refer to Section G. - Liability And Medical Expenses Definitions.
A. COVERAGES (a) The "bodily injury" or "property
1. BUSINESS LIABILITY COVERAGE (BODILY damage" is caused by an INJURY, PROPERTY DAMAGE, PERSONAL "occurrence" that takes place in the "coverage territory";
AND ADVERTISING INJURY)
(b) The "bodily injury" or "property
Insuring Agreement
damage" occurs during the policy
a. We will pay those sums that the insured period and
becomes legally obligated to pay as (c) Prior to the policy period, no insured damages because "bodily injury", listed under Paragraph 1. of Section "property damage" or "personal and
C. - Who Is An Insured and no
advertising injury" to which this insurance "employee" authorized by you to give applies. We will have the right and duty to or receive notice of an "occurrence" defend the insured against any "suit"
or claim, knew that the "bodily injury"
seeking those damages. However, we will or "property damage" had occurred, have no duty to defend the insured against in whole or in part. If such a listed any "suit" seeking damages for "bodily insured or authorized "employee" injury", "property damage" or "personal and knew, prior to the policy period, that advertising injury" to which this insurance the "bodily injury" or "property does not apply. damage" occurred, then any
We may, at our discretion, investigate any continuation, change or resumption "occurrence" or offense and settle any claim of such "bodily injury" or "property or "suit" that may result. But: damage" during or after the policy (1) The amount we will pay for damages is period will be deemed to have been limited as described in Section D. - known prior to the policy period.
Liability And Medical Expenses Limits (2) To "personal and advertising injury" Of Insurance; and caused by an offense arising out of your (2) Our right and duty to defend ends when business, but only if the offense was we have used up the applicable limit of committed in the "coverage territory" Insurance in the payment of judgments, during the policy period. settlements or medical expenses to which c. "Bodily injury" or "property damage" will be deemed to have been known to have
No other obligation or liability to pay sums or occurred at the earliest time when any perform acts or services is covered unless insured listed under Paragraph 1. of Section explicitly provided for under Coverage C. - Who Is An Insured or any "employee" Extension - Supplementary Payments. authorized by you to give or receive notice of an "occurrence" or claim:
b. This insurance applies:
(1) To "bodily injury" and "property (1) Reports all, or any part, of the "bodily damage" only if: injury" or "property damage" to us or
any other insurer;
Form SS 00 08 04 05 Page 1 of 24
© 2005, The Hartford
BUSINESS LIABILITY COVERAGE FORM
(2) Receives a written or verbal demand or b. We will make these payments regardless of claim for damages because of the "bodily fault. These payments will not exceed the injury" or "property damage"; or applicable limit of insurance. We will pay (3) Becomes aware by any other means that reasonable expenses for:
"bodily injury" or "property damage" has (1) First aid administered at the time of an occurred or has begun to occur. accident;
d. Damages because of "bodily injury" include (2) Necessary medical, surgical, x-ray and damages claimed by any person or dental services, including prosthetic organization for care, loss of services or devices; and death resulting at any time from the "bodily (3) Necessary ambulance, hospital, injury". professional nursing and funeral
e. Incidental Medical Malpractice services.
(1) "Bodily injury" arising out of the 3. COVERAGE EXTENSION - rendering of or failure to render SUPPLEMENTARY PAYMENTS professional health care services as a a. We will pay, with respect to any claim o physician, dentist, nurse, emergency "suit" we investigate or settle, or any "suit" medical technician or paramedic shall against an insured we defend:
be deemed to be caused by an
"occurrence", but only if: (1) All expenses we incur.
(a) The physician, dentist, nurse, (2) Up to $1,000 for the cost of bail bonds emergency medical technician or required because of accidents or traffic paramedic is employed by you to law violations arising out of the use of provide such services; and any vehicle to which Business Liability Coverage for "bodily injury" applies. We
(b) You are not engaged in the do not have to furnish these bonds. business or occupation of providing
such services. (3) The cost of appeal bonds or bonds to release attachments, but only for bond
(2) For the purpose of determining the amounts within the applicable limit of limits of insurance for incidental medical
malpractice, act or omission insurance. We do not have to furnish these bonds.
together with all related acts or
omissions in the furnishing of these (4) All reasonable expenses incurred by the services to any one person will be insured at our request to assist us in the considered one "occurrence". investigation or defense of the claim or
2. MEDICAL EXPENSES "suit", including actual loss of earnings up to $500 a day because of time off
Insuring Agreement from work.
a. We will pay medical expenses as described (5) All costs taxed against the insured in below for "bodily injury" caused by an the "suit".
accident: (6) Prejudgment interest awarded against
(1) On premises you own or rent; the insured on that part of the judgment (2) On ways next to premises you own or we pay. If we make an offer to pay the rent; or applicable limit of insurance, we will not
pay any prejudgment interest based on
(3) Because of your operations; that period of time after the offer. provided that: (7) All interest on the full amount of any (1) The accident takes place in the judgment that accrues after entry of the "coverage territory" and during the judgment and before we have paid, policy period; offered to pay, or deposited in court the (2) The expenses are incurred and reported part of the judgment that is within the to us within three years of the date of applicable limit of insurance. the accident; and Any amounts paid under (1) through (7) 13) The injured submits to above will not reduce the limits of insurance. examination, a person our expense, by
physicians of our choice as often as we
reasonably require.
BUSINESS LIABILITY COVERAGE FORM
b. If we defend an insured against a "suit" So long as the above conditions are met, and an indemnitee of the insured is also attorneys' fees incurred by us in the named as a party to the "suit", we will defense of that indemnitee, necessary defend that indemnitee if all of the litigation expenses incurred by us and following conditions are met: necessary litigation expenses incurred (1) The "suit" against the indemnitee by the indemnitee at our request will be seeks damages for which the insured paid as Supplementary Payments. has assumed the liability of the Notwithstanding the provisions of indemnitee in a contract or agreement Paragraph 1.b.(b) of Section B. - that is an "insured contract"; Exclusions, such payments will not be (2) This insurance applies to such liability deemed to be damages for "bodily assumed by the insured; injury" and "property damage" and will not reduce the Limits of Insurance.
(3) The obligation to defend, or the cost of
the detense of, that indemnitee, has Our obligation to defend an insured's also been assumed by the insured in indemnitee and to pay for attorneys' fees the same "insured contract"; and necessary litigation expenses as (4) The allegations in the "suit" and the Supplementary Payments ends when:
information we know about the (1) We have used up the applicable limit "occurrence" are such that no conflict of insurance in the payment of appears to exist between the interests judgments or settlements; or of the insured and the interest of the (2) The conditions set forth above, or the indemnitee; terms of the agreement described in
(5) The indemnitee and the insured ask Paragraph (6) above, are no longer met. us to conduct and control the defense B. EXCLUSIONS
of that indemnitee against such "suit" 1. Applicable To Business Liability Coverage and agree that we can assign the
same counsel to defend the insured This insurance does not apply to:
and the indemnitee; and a. Expected Or Intended Injury
(6) The indemnitee: (1) "Bodily injury" or "property damage" (a) Agrees in writing to: expected or intended from the standpoint of the insured. This
(i) Cooperate with us in the
exclusion does not apply to "bodily
investigation, settlement or
injury" or "property damage" resulting
defense of the "suit";
from the use of reasonable force to
(I) Immediately send us copies of protect persons or property; or demands, notices,
summonses or legal papers (2) "Personal and advertising injury" arising out of an offense committed by, at the
received in connection with
. the "suit"; direction of or with the consent or
acquiescence of the insured with the
(iIi) Notify any other insurer whose expectation of inflicting "personal and coverage is available to the advertising injury".
indemnitee; and b. Contractual Liability
(iv) Cooperate with (1) "Bodily injury" or "property damage"; or respect to coordinating other
applicable insurance available (2) "Personal and advertising injury" to the indemnitee; and for which the insured is obligated to pay (b) Provides us with written damages by reason of the assumption of authorization to: liability in a contract or agreement. (i) Obtain records and other This exclusion does not apply to liability information related to the for damages because of:
"suit"; and (a) "Bodily injury", "property damage" or
( Conso the indemnite in "personal and advertising injury" that the insured would have in the
such "suit". absence of the contract or
agreement; or
Form SS 00 08 04 05 Page 3 of 24
BUSINESS LIABILITY COVERAGE FORM
(b) Performing duties related to the
conduct of the insured's business, or
(2) The spouse, child, parent, brother or
sister of that "employee" as
consequence of (1) above.
This exclusion applies:
(1) Whether the insured may be liable as
an employer or in any other capacity;
(2) To any obligation to share damages
with or repay someone else who must
pay damages because of the injury.
This exclusion does not apply to liability
assumed by the insured under an "insured
the cost of, that party's defense f. Pollution
has also been assumed in the
same "insured contract", and (1) "Bodily injury", "property damage" or "personal and advertising injury"
(ii) Such attorneys' fees and arising out of the actual, alleged or litigation expenses are for threatened discharge, dispersal, defense of that party against a seepage, migration, release or escape civil or alternative dispute of "pollutants":
resolution proceeding in which
damages to which this (a) At or from any premises, site or insurance applies are alleged. location which is or was at any time owned or occupied by, or
c. Liquor Liability rented or loaned to any insured.
"Bodily injury" or "property damage" for However, this subparagraph does which any insured may be held liable by not apply to:
reason of: (i) "Bodily injury" if sustained within
(1) Causing or contributing to the a building and caused by intoxication of any person; smoke, fumes, vapor or soot (2) The furnishing of alcoholic beverages to produced by or originating from a person under the legal drinking age or equipment that is used to heat, under the influence of alcohol; or cool or dehumidify the building, or equipment that is used to
(3) Any statute, ordinance or regulation heat water for personal use, by relating to the sale, gift, distribution or the building's occupants or their use of alcoholic beverages.
This exclusion applies only if you are in the (i) "Bodily injury" or "property business of manufacturing, distributing, damage" for which you may be selling, serving or furnishing alcoholic held liable, if you are a beverages.
d. Workers' Compensation And Similar lessee of such premises, site or location has been added to your
Any obligation of the insured under a
workers' compensation, disability benefits
or unemployment compensation law or
any similar law. operation nured or that.
e. Employer's Liability
"Bodily injury" to: such premises, site or location
(1) An "employee" of the insured arising
out of and in the course of:
(a) Employment by the insured; or than that additional insured; or
BUSINESS LIABILITY COVERAGE FORM
(il) "Bodily injury" or "property released as part of the damage" arising out of heat, operations being performed smoke or fumes from a by such insured, contractor or
"hostile fire"; subcontractor;
(b) At or from any premises, site or (iI) "Bodily injury" or "property location which is or was at any damage" sustained within a time used by or for any insured or building and caused by the others for the handling, storage, release of gases, fumes or disposal, processing or treatment vapors from materials brought of waste; into that building in connection
(c) Which are or were at any time with operations being performed transported, handled, stored, by you or on your behalf by a treated, disposed of, or processed contractor or subcontractor; or as waste by or for: (III) "Bodily injury" or "property
(1) Any insured; or damage arising out of meat, fumes from a smoke
(il) Any person or organization for
whom you may be legally
responsible; (e) At or from any premises, site or
location on which any insured or any
(d) At or from any premises, site or contractors or subcontracto location on which any insured or orking directly or indirectly on ar any contractors or subcontractors insured's behalf are performing working directly or indirectly on operations if the operations are to test for, monitor, clean up, remove,
performing contain, treat, detoxify or neutralize,
"pollutants" are brought on or to or in any way respond to, or assess the premises, site or location in the effects of, "pollutants". connection with such operations
by such insured, contractor or (2) Any loss, cost or expense arising out subcontractor. However, this of any:
subparagraph does not apply to: (a) Request, demand, order or statutory injury" or "property or regulatory requirement that any damage" arising out of the insured or others test for, monitor, escape of fuels, lubricants or clean up, remove, contain, treat, other operating fluids which are detoxify or neutralize, or in any way needed to perform the normal respond to, or assess the effects of, electrical, hydraulic or "pollutants"; or
mechanical functions (b) Claim or suit by or on behalf of a necessary for the operation of authority for
damages because of testing for,
nonitoring, cleaning up, removing,
containing, treating, detoxifying or
'bodily injury" or "property
lamage" arises out of the
lubricants or other operating request, demand, order or statutory or fluids, or if such fuels regulatory requirement, or such claim ubricants or other operatin! or "suit" by or on behalf of a luids are brought on or to the
premises, site or location with
the intent that they be
discharged, or
Form SS 00 08 04 05 Page 5 of 24
BUSINESS LIABILITY COVERAGE FORM
g. Aircraft, Auto Or Watercraft (2) The use of "mobile equipment" in, or "Bodily injury" or "property damage" arising while in practice or preparation for, a out of the ownership, maintenance, use or prearranged racing, speed entrustment to others of any aircraft, "auto" demolition contest or in any stunting or watercraft owned or operated by or rented activity.
or loaned to any insured. Use includes i. War
operation and "loading or unloading". "Bodily injury", "property damage" or This exclusion applies even if the claims "personal and advertising injury", however against any insured allege negligence or caused, arising, directly or indirectly, out of:
other wrongdoing in the supervision, hiring, (1) War, including undeclared or civil war; employment, training or monitoring of others
by that insured, if the "occurrence" which (2) Warlike action by a military force, caused the "bodily injury" or "property including action in hindering or damage" involved the defending against an actual
maintenance, use or entrustment to others of expected attack, by any government, any aircraft, "auto" or watercraft that is sovereign or other authority using owned or operated by or rented or loaned to military personnel or other agents; or any insured. (3) Insurrection, rebellion,
This exclusion does not apply to: usurped power, or action taken by governmental authority in hindering or
(1) A watercraft while ashore on premises defending against any of these. you own or rent;
1. Professional Services
(2) A watercraft you do not own that is: "Bodily injury", "property damage" or (a) Less than 51 feet long; and "personal and advertising injury" arising (b) Not being used to carry persons out of the rendering of or failure to render for a charge; any professional service. This includes
(3) Parking an "auto" on, or on the ways but is not limited to:
next to, premises you own or rent, (1) Legal, accounting or advertising provided the "auto" is not owned by or services;
rented or loaned to you or the insured; (2) Preparing, approving, or failing to (4) Liability assumed under any "insured prepare or approve maps, shop contract" for the ownership, drawings, opinions, reports, surveys, maintenance or use of aircraft or field orders, change orders, designs or watercraft; drawings and specifications;
"Bodily injury" or "property damage" (3) Supervisory, inspection, architectural arising out of the operation of any of or engineering activities; the equipment listed in Paragraph f.(2) (4) Medical, surgical, dental, x-ray or or f.(3) of the definition of "mobile nursing services treatment, advice or instruction;
(5) Any health or therapeutic service
treatment, advice or instruction;
(6) Any service, treatment, advice of
instruction for the purpose
appearance or skin enhancement, hair
removal or replacement or personal
grooming;
(7) Optical or hearing aid services
including the prescribing, preparation,
"Bodily injury" or "property damage" fitting, demonstration or distribution of arising out of: ophthalmic lenses and similar
(1) The transportation of "mobile equipment" products or hearing aid devices; by an "auto" owned or operated by or
rented or loaned to any insured; or
BUSINESS LIABILITY COVERAGE FORM
(8) Optometry or optometric services Paragraphs (1), (3) and (4) of this including but not limited to examination exclusion do not apply to "property of the eyes and the prescribing, damage" (other than damage by fire) to preparation, fitting, demonstration premises, including the contents of such distribution of ophthalmic lenses and premises, rented to you for a period of 7 or similar products; fewer consecutive days. A separate Limit (9) Any: of Insurance applies to Damage To
Premises Rented To You as described in
(a) Body piercing (not including ear Section D. - Limits Of Insurance. piercing);
(b) Tattooing, including but not limited Paragraph (2) of this exclusion does not to the insertion of pigments into or apply if the premises are "your work" and under the skin; and were never occupied, rented or held for rental by you.
(c) Similar services; Paragraphs (3) and (4) of this exclusion do (10) Services in the practice of pharmacy; not apply to the use of elevators.
Paragraphs (3), (4), (5) and (6) of this
(11) Computer consulting, design or exclusion do not apply to liability assumed programming services, including web under a sidetrack agreement. site design. Paragraphs (3) and (4) of this exclusion do Paragraphs (4) and (5) of this exclusion do not apply to "property damage" to not apply to the Incidental Medical borrowed equipment while not being used Malpractice coverage afforded under to perform operations at a job site.
Paragraph 1.e. in Section A. - Coverages. Paragraph (6) of this exclusion does not k. Damage To Property apply to "property damage" included in the "Property damage" to: "products-completed operations hazard". (1) Property you own, rent or occupy, I. Damage To Your Product including any costs or expenses "Property damage" to "your product" incurred by you, or any other person, arising out of it or any part of it. organization or entity, for repair, m. Damage To Your Work replacement,
restoration or maintenance of such "Property damage" to "your work" arising property for any reason, including out of it or any part of it and included in the prevention of injury to a person or "products-completed operations hazard". damage to another's property; This exclusion does not apply if the (2) Premises you sell, give away or damaged work or the work out of which abandon, if the "property damage" arises the damage arises was performed on your out of any part of those premises; behalf by a subcontractor. (3) Property loaned to you; n. Damage To Impaired Property Or Property Not Physically Injured
4) Personal property in the care, custod!
or control of the insured "Property damage" to "impaired property" (5) That particular part of real property on or property that has not been physically which you or any contractors or injured, arising out of:
subcontractors working directly or (1) A defect, deficiency, inadequacy or indirectly on your behalf are performing dangerous condition in "your product" operations, if the "property damage" or "your work"; or arises out of those operations; or (2) A delay or failure by you or anyone (6) That particular part of any property acting on your behalf to perform a that must be restored, repaired or contract or agreement in accordance replaced because "your work" was with its terms.
incorrectly performed on it. This exclusion does not apply to the loss of use of other property arising out of
sudden and accidental physical injury to
"your product" or "your work" after it has
been put to its intended use.
Form SS 00 08 04 05 Page 7 of 24
BUSINESS LIABILITY COVERAGE FORM
o. Recall Of Products, Work Or Impaired (c) Title of any literary or artistic work; Property (8) Arising out of an offense committed by
Damages claimed for any loss, cost or an insured whose business is:
expense incurred by you or others for the (a) Advertising, broadcasting, loss of use, withdrawal, recall, inspection, publishing or telecasting; repair, replacement, adjustment, removal
(b) Designing or determining content
or disposal of: of web sites for others; or
(1) "Your product"; (C) An Internet search, access,
(2) "Your work"; or content or service provider.
(3) "Impaired property"; However, this exclusion does not if such product, work or property is apply to Paragraphs a., b. and c. withdrawn or recalled from the market or under the definition of "personal and from use by any person or organization advertising injury" in Section G. - because of a known or suspected defect, Liability And Medical Expenses deficiency, inadequacy or dangerous Definitions.
condition in it. For the purposes of this exclusion,
p. Personal And Advertising Injury placing an "advertisement" for or "Personal and advertising injury": linking to others on your website, by (1) Arising out of oral, written or electronic itself, is not considered the business of advertising, broadcasting,
publication of material, if done by or at
the direction of the insured with publishing or telecasting; knowledge of its falsity; (9) Arising out of an electronic chat room or bulletin board the insured hosts,
(2) Arising out of oral, written or electronic
publication of material whose first owns, or over which the insured exercises control;
publication took place before the
beginning of the policy period; (10) Arising out of the unauthorized use of another's name or product in your e-mail
(3) Arising out of a criminal act committed
by or at the direction of the insured; address, domain name or metatags, or any other similar tactics to mislead
(4) Arising out of any breach of contract, another's potential customers; except an implied contract to use
another's "advertising idea" in your (11) Arising out of the violation of a "advertisement"; person's right of privacy created by
any state or federal act.
(5) Arising out of the failure of goods,
products or services to conform with However, this exclusion does not of quality apply to liability for damages that the
any statement
insured would have in the absence of
performance made in your
"advertisement"; such state or federal act;
(6) Arising out of the wrong description of (12) Arising out of:
the price of goods, products or services; (a) Anure sitement for others on (7) Arising out of any violation of any
intellectual property rights such as (b) Placing a link to a web site of copyright, patent, trademark, trade others on your web site; name, trade secret, service mark or (c) Content from a web site of others designation of origin or lisplayed within a frame or borde authenticity. on your web site. Content include:
However, this exclusion does not information, code, sounds, text, apply to infringement, in your graphics or images; or
"advertisement", of (d) Computer code, software or
(a) Copyright; programming used to enable:
(b) Slogan, unless the slogan is also (i) Your web site; or a trademark, trade name, service (il) The presentation or functionality nark or other designation of origin of an "advertisement" or other or authenticity; or content on your web site;
BUSINESS LIABILITY COVERAGE FORM
(13) Arising out of a violation of any anti- (a) May be awarded or incurred by trust law; reason of any claim or suit
(14) Arising out of the fluctuation in price or alleging actual or threatened injury value of any stocks, bonds or other or damage of any nature or kind to securities; or persons or property which would
not have occurred in whole or in
(15) Arising out of discrimination or part but for the "asbestos hazard"; humiliation committed by or at the
direction of any "executive officer", (b) Arise out of any request, demand, director, stockholder, partner or order or statutory or regulatory member of the insured. requirement that any insured or
others test for, monitor, clean up,
9. Electronic Data remove, encapsulate, contain,
Damages arising out of the loss of, loss o treat, detoxify or neutralize or in Ise of, damage to, corruption of, inabilit any way respond to or assess the to access, or inability to manipulate effects of an "asbestos hazard"; or "electronic data". (c) Arise out of any claim or suit for r. Employment-Related Practices damages because of testing for, "Bodily injury" or "personal and advertising monitoring, cleaning up, removing, injury" to: encapsulating, containing, treating,
(1) A person arising out of any: detoxifying or neutralizing or in any way responding to or assessing the
(a) Refusal to employ that person; effects of an "asbestos hazard". (b) Termination of that person's t. Violation Of Statutes That Govern E- employment; or Mails, Fax, Phone Calls Or Other
(c) Employment-related practices, Methods Of Sending Material Or policies, acts or omissions, such as Information
coercion, demotion, evaluation, "Bodily injury", "property damage", or reassignment, discipline, "personal and advertising injury" arising or alaimination directed mili that directly or indirectly out of any action or omission that violates or is alleged to
person; or violate:
(2) The spouse, child, parent, brother or (1) The Telephone Consumer Protection sister of that person as a Act (TCPA), including any amendment consequence of "bodily injury" or of or addition to such law; 'personal and advertising injury" to the
person at whom any of the (2) The CAN-SPAM Act of 2003, including employment-relatec any amendment of or addition to such practices
described in Paragraphs (a), (b), or (c law; or
(3) Any statute, ordinance or regulation,
other than the TCPA or CAN-SPAM Act
This exclusion applies: of 2003, that prohibits or limits the (1) Whether the insured may be liable as sending, transmitting, communicating or an employer or in any other capacity; distribution of material or information. and Damage To Premises Rented To You -
(2) To any obligation to share damages Exception For Damage By Fire, Lightning with or repay someone else who mus or Explosion
pay damages because of the injury
Exclusions c. through h. and k. through o. do
s. Asbestos not apply to damage by fire, lightning or
(1) "Bodily injury". "property damage" or explosion to premises rented to you or "personal and advertising injury temporarily occupied by you with permission of rising out of the "asbestos hazard' the owner. A separate Limit of Insurance (2) Any damages, judgments, settlements, applies to this coverage as described in loss, costs or expenses that: Section D. - Liability And Medical Expenses Limits Of Insurance.
Form SS 00 08 04 05 Page 9 of 24
BUSINESS LIABILITY COVERAGE FORM
2. Applicable To Medical Expenses Coverage e. A trust, you are an insured. Your trustees We will not pay expenses for "bodily injury": are also insureds, but only with respect to their duties as trustees.
a. Any Insured
To any insured, except "volunteer workers". 2. Each of the following is also an insured:
b. Hired Person a. Employees And Volunteer Workers
To a person hired to do work for or on behalf Your "volunteer workers" only while of any insured or a tenant of any insured. performing duties related to the conduct of c. Injury On Normally Occupied Premises your business, or your "employees", other than either your "executive officers" (if you
To a person injured on that part of are an organization other than a premises you own or rent that the person partnership, joint venture or limited liability normally occupies. company) or your managers (it you are a d. Workers' Compensation And Similar limited liability company, but only for acts Laws within the scope of their employment by
To a person, whether or not an you or while performing duties related to "employee" of any insured, if benefits for the conduct of your business. the "bodily injury" are payable or must be However, none of these "employees" or provided under a workers' compensation "volunteer workers" are insureds for:
or disability benefits law or a similar law. (1) "Bodily injury" or "personal and e. Athletics Activities advertising injury":
To a person injured while practicing, (a) To you, to your partners or instructing or participating in any physical members (if you are a partnership exercises or games, sports or athletic or joint venture), to your members contests. (if you are a limited liability
f. Products-Completed Operations Hazard company), or to a co-"employee" while in the course of his or her
Included with the "products-completed employment or performing duties operations hazard". related to the conduct of your
g. Business Liability Exclusions business, or to your other Excluded under Business Liability Coverage. "volunteer workers" while performing duties related to the
C. WHO IS AN INSURED conduct of your business;
1. If you are designated in the Declarations as: (b) To the spouse, child, parent, a. An individual, you and your spouse are brother or sister of that co- insureds, but only with respect to the "employee" or that "volunteer conduct of a business of which you are the worker" as a consequence of sole owner. Paragraph (1)(a) above;
(c) For which there is any obligation
D. A partnership or joint venture, you are an
insured. Your members, your partners, and to share damages with or repay their spouses are also insureds, but only with someone else who must pay respect to the conduct of your business. damages because of the injury described in Paragraphs (1)(a) o
c. A limited liability company, you are an (b) above: or insured. Your members are also insureds,
but only with respect to the conduct of your (d) Arising out of his or her providing business. Your managers are insureds, but or failing to provide professional only with respect to their duties as your health care services. managers. If you are not in the business of
d. An organization other than a partnership, providing professional health care joint venture or limited liability company, you services, Paragraph (d) does not apply are an insured. Your "executive officers" and
directors are insureds, but only with respect
to their duties as your officers or directors.
Your stockholders are also insureds, but only (2) "Property damage" to property:
with respect to their liability as stockholders. (a) Owned, occupied or used by,
BUSINESS LIABILITY COVERAGE FORM
(b) Rented to, in the care, custody or b. Coverage under this provision does not control of, or over which physical apply to:
control is being exercised for any (1) "Bodily injury" or "property damage" purpose by you, any of your that occurred; or
"employees", , "volunteer workers",
any partner or member (if you are (2) "Personal and advertising injury" a partnership or joint venture), or arising out of an offense committed any member (if you are a limited before you acquired or formed the liability company. organization.
b. Real Estate Manager 4. Operator Of Mobile Equipment
Any person (other than your "employee" or With respect to "mobile equipment" registered in "volunteer worker"), or any organization your name under any motor vehicle registration while acting as your real estate manager. law, any person is an insured while driving such Temporary Custodians Of Your equipment along a public highway with your Property permission. Any other person or organization
responsible for the conduct of such person is
Any person or organization having proper also an insured, but only with respect to liability temporary custody of your property if you arising out of the operation of the equipment, and die, but only: only if no other insurance of any kind is available (1) With respect to liability arising out of the to that person or organization for this liability. maintenance or use of that property; and However, no person or organization is an insured (2) Until your legal representative has with respect to:
been appointed. a. "Bodily injury" to a co-"employee" of the d. Legal Representative If You Die person driving the equipment; or Your legal representative if you die, but b. "Property damage" to property owned by, only with respect to duties as such. That rented to, in the charge of or occupied by representative will have all your rights and you or the employer of any person who is duties under this insurance. an insured under this provision. e. Unnamed Subsidiary 5. Operator of Nonowned Watercraft Any subsidiary and subsidiary thereof, of With respect to watercraft you do not own that yours which is a legally incorporated entity is less than 51 feet long and is not being used of which you own a financial interest of to carry persons for a charge, any person is an more than 50% of the voting stock on the insured while operating such watercraft with effective date of this Coverage Part. your permission. Any other person or organization responsible for the conduct of
The insurance afforded herein for any such person is also an insured, but only with subsidiary not shown in the Declarations respect to liability arising out of the operation as a named insured does not apply to of the watercraft, and only if no other injury or damage with respect to which an insurance of any kind is available to that insured under this insurance is also an
person or organization for this liability.
insured under another policy or would be
an insured under such policy but for its However, no person or organization is an termination or upon the exhaustion of its insured with respect to:
limits of insurance. a. "Bodily injury" to a co-"employee" of the
3. Newly Acquired Or Formed Organization person operating the watercraft; or Any organization you newly acquire or form, b. "Property damage" to property owned by, other than a partnership, joint venture or rented to, in the charge of or occupied by limited liability company, and over which you you or the employer of any person who is maintain financial interest of more than 50% of an insured under this provision. the voting stock, will qualify as a Named Additional Insureds When Required By Insured if there is no other similar insurance Written Contract, Written Agreement Or available to that organization. However: Permit
a. Coverage under this provision is afforded The person(s) or organizations) identified in only until the 180th day after you acquire Paragraphs a. through f. below are additional or form the organization or the end of the insureds when you have agreed, in a written policy period, whichever is earlier; and
Form SS 00 08 04 05 Page 11 of 24
BUSINESS LIABILITY COVERAGE FORM
contract, written agreement or because of a (e) Any failure to make such permit issued by a state or political inspections, adjustments, tests or subdivision, that such person or organization servicing as the vendor has be added as an additional insured on your agreed to make or normally policy, provided the injury or damage occurs undertakes to make in the usual subsequent to the execution of the contract or course of business, in connection agreement, or the issuance of the permit. with the distribution or sale of the A person or organization is an additional products;
insured under this provision only for that (f) Demonstration, installation, period of time required by the contract,
agreement or permit.
However, no such person or organization is an connection with the sale of the additional insured under this provision if such product; person or organization is included as an
additional insured by an endorsement issued (g) Products which, after distribution by us and made a part of this Coverage Part, or sale by you, have been labeled including all persons or organizations added or relabeled or used as as additional insureds under the specific ontainer, part or ingredient of an additional insured coverage grants in Section other thing or substance by or for F. - Optional Additional Insured Coverages. the vendor; or a. Vendors (h) "Bodily injury" or "property
damage" arising out of the sole
Any person(s) or organization(s) (referred to
negligence of the vendor for its
below as vendor), but only with respect to own acts or omissions or those of "bodily injury" or "property damage" arising
out of "your products" which are distributed its employees or anyone else or sold in the regular course of the vendor's acting on its behalf. However, this business and only if this Coverage Part exclusion does not apply to:
provides coverage for "bodily injury" or (i) The exceptions contained in "property damage" included within the Subparagraphs (d) or (f); or "products-completed operations hazard". (il) Such inspections, adjustments, (1) The insurance afforded to the vendor tests or servicing as the vendor is subject to the following additional has agreed to make or normally exclusions: undertakes to make in the usual
course of business, in
This insurance does not apply to:
connection with the distribution
(a) "Bodily injury" or "property or sale of the products. damage" for which the vendor is
(2) This insurance does not apply to any
obligated to pay damages by insured person or organization from reason of the assumption of whom you have acquired such products, or any ingredient, part or container,
entering into, accompanying ol
containing such products.
b. Lessors Of Equipment
(b) Any express warranty (1) Any person or organization from unauthorized by you;
"property damage" O
personal and advertising injury
except when maintenance, operation or use of
equipment leased to you by such
and then repackaged in the
original container:
BUSINESS LIABILITY COVERAGE FORM
(2) With respect to the insurance afforded e. Permits Issued By State Or Political to these additional insureds, this Subdivisions
insurance does not apply to any (1) Any state or political subdivision; but "occurrence" which takes place after
only with respect to operations
you cease to lease that equipment. erformed by you or on your behalf fo c. Lessors Of Land Or Premises which the state or political subdivision (1) Any person or organization from has issued a permit. whom you lease land or premises, but (2) With respect to the insurance afforded only with respect to liability arising ou to these additional insureds, this of the ownership, maintenance or use insurance does not apply to:
of that part of the land or premises (a) "Bodily injury", "property damage" leased to you.
(2) With respect to the insurance afforded Injury arising out or perring to these additional insureds, this performed for the state or insurance does not apply to:
(a) Any "occurrence" which takes (b) "Bodily injury" or "property damage" place after you cease to lease that included within the "products- land or be a tenant in that completed operations hazard". premises; or f. Any Other Party
(b) Structural alterations, (1) Any other person or organization who construction demolition is not an insured under Paragraphs a. operations performed by or on through e. above, but only with behalf such person or
respect to liability for "bodily injury",
organization. "property damage" or "personal and
d. Architects, Engineers Or Surveyors advertising injury" caused, in whole or (1) Any architect, engineer, or surveyor, but in part, by your acts or omissions or only with respect to liability for bodily the acts or omissions of those acting injury", "property damage" or "personal on your behalf:
and advertising injury" caused, in whole (a) In the performance of your or in part, by your acts or omissions or ongoing operations; the acts or omissions of those acting on (b) In connection with your premises your behalf: owned by or rented to you; or
(a) In connection with your premises; (c) In connection with "your work" and or included within the "products-
(b) In the performance of your completed operations hazard", but ongoing operations performed by only if
you or on your behalf. (1) The written contract or written (2) With respect to the insurance afforded agreement requires you tr to these additional insureds, the rovide such coverage
following additional exclusion applies: such additional insured; and This insurance does not apply to (ii) This Coverage Part provides "bodily injury", "property damage" or coverage for "bodily injury" or "personal and advertising injury" "property damage" included arising out of the rendering of or the completed operations razadi- "products- failure to render any professional
services by or for you, including: (2) With respect to the insurance afforded (a) The preparing, approving, or to these additional insureds, this failure to prepare or approve, insurance does not apply to:
maps, shop drawings, opinions, "Bodily injury". "property damage" or reports, surveys, field orders, "personal and advertising injury" arising out of the rendering of, or the
drawings and specifications; or failure to render, any professional (b) Supervisory, inspection, architectural, engineering or surveying architectural engineering
activities.
Form SS 00 08 04 05 Page 13 of 24
BUSINESS LIABILITY COVERAGE FORM
(a) The preparing, approving, or This General Aggregate limit does not ailure to prepare or approve apply to "property damage" to premises laps, shop drawings, opinions while rented to you or temporarily reports, surveys, field orders, occupied by you with permission of the orders, designs or owner, arising out of fire, lightning or drawings and specifications; or explosion.
(b) Supervisory, inspection, 3. Each Occurrence Limit
architectural or engineering Subject to 2.a. or 2.b above, whichever activities. applies, the most we will pay for the sum of all The limits of insurance that apply to additional damages because of all "bodily injury", insureds are described in Section D. - Limits "property damage" and medical expenses Of Insurance. arising out of any one "occurrence" is the How this insurance applies when other Liability and Medical Expenses Limit shown in insurance is available to an additional insured the Declarations. is described in the Other Insurance Conditior The most we will pay for all medical expenses in Section E. - Liability And Medical Expenses because of "bodily injury" sustained by any General Conditions. one person is the Medical Expenses Limit No person or organization is an insured with shown in the Declarations. respect to the conduct of any current or past 4. Personal And Advertising Injury Limit partnership, joint venture or limited liability Subject to 2.b. above, the most we will pay for company that is not shown as a Named Insured in the sum of all damages because of all the Declarations. "personal and advertising injury" sustained by D. LIABILITY AND MEDICAL EXPENSES any one person or organization is the Personal LIMITS OF INSURANCE and Advertising Injury Limit shown in the Declarations.
1. The Most We Will Pay
5. Damage To Premises Rented To You Limit
The Limits of Insurance shown in the
Declarations and the rules below fix the most The Damage To Premises Rented To You we will pay regardless of the number of: Limit is the most we will pay under Business Liability Coverage for damages because of
a. Insureds; "property damage" to any one premises, while b. Claims made or "suits" brought; or rented to you, or in the case of damage by fire, c. Persons or organizations making claims or lightning or explosion, while rented to you or bringing "suits". temporarily occupied by you with permission of the owner.
2. Aggregate Limits
The most we will pay for: In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To
a. Damages because of "bodily injury" and You Limit applies to all damage proximately "property damage" included in the caused by the same event, whether such products-completed operations hazard" is damage results from fire, lightning or explosion Products-Completed Operations or any combination of these.
Aggregate shown
Declarations. 6. How Limits Apply To Additional Insureds b. Damages because of all other "bodily The most we will pay on behalf of a person or injury", "property damage" or "personal organization who is an additional insured and advertising injury", including medical under this Coverage Part is the lesser of:
expenses, is the General Aggregate Limit a. The limits of insurance specified in a shown in the Declarations. written contract, written agreement or This General Aggregate Limit applies permit issued by a state or political separately to each of your "locations" subdivision; or
owned by or rented to you. b. The Limits of Insurance shown in the "Location" means premises involving the Declarations.
same or connecting lots, or premises Such amount shall be a part of and not in whose connection is interrupted only by a addition to the Limits of Insurance shown in street, roadway or right-of-way of a the Declarations and described in this Section. railroad.
BUSINESS LIABILITY COVERAGE FORM
If more than one limit of insurance under this (1) Immediately send us copies of any policy and any endorsements attached thereto demands, notices, summonses or pplies to any claim or "suit", the most we will pa! legal papers. received in connection under this policy and the endorsements is th with the claim or "suit"; single highest limit of liability of all coverages (2) Authorize us to obtain records and applicable to such claim or "suit". However, this other information; paragraph does not apply to the Medical Expenses
limit set forth in Paragraph 3. above. (3) Cooperate with us in the investigation, settlement of the claim or defense
The Limits of Insurance of this Coverage Part apply against the "suit"; and separately to each consecutive annual period and to
(4) Assist us, upon our request, in the
any remaining period of less than 12 months, starting enforcement of any right against any with the beginning of the policy period shown in the
person or organization that may be
Declarations, unless the policy period is extended liable to the insured because of injury after issuance for an additional period of less than 12 or damage to which this insurance months. In that case, the additional period will be may also apply. deemed part of the last preceding period for purposes d. Obligations At The Insured's Own Cost of determining the Limits of Insurance.
E. LIABILITY AND MEDICAL EXPENSES No insured will, except at that insured's own cost, voluntarily make a payment, assume
GENERAL CONDITIONS any obligation, or incur any expense, other
1. Bankruptcy than for first aid, without our consent.
Bankruptcy or insoivency of the insured or of e. Additional Insured's Other Insurance the insured's estate will not relieve us of our If we cover a claim or "suit" under this obligations under this Coverage Part. Coverage Part that may also be covered
2. Duties In The Event Of Occurrence, by other insurance available to an Offense, Claim Or Suit additional insured, such additional insured must submit such claim or "suit" to the
a. Notice Of Occurrence Or Offense
other insurer for defense and indemnity.
You or any additional insured must see to
it that we are notified as soon as However, this provision does not apply to practicable of an "occurrence" or an the extent that you have agreed in a offense which may result in a claim. To written contract, written agreement or the extent possible, notice should include: permit that this insurance is primary and non-contributory with the additional
(1) How, when and where the "occurrence" insured's own insurance. or offense took place;
f. Knowledge Of An Occurrence, Offense,
(2) The names and addresses of any Claim Or Suit
injured persons and witnesses; and
Paragraphs a. and b. apply to you or to
(3) The nature and location of any injury any additional insured only when such or damage arising out of the "occurrence", offense, claim or "suit" is "occurrence" or offense.
b. Notice Of Claim (1) You or any additional insured that is If a claim is made or "suit" is brought an individual;
against any insured, you or any additional (2) Any partner, if you or an additional insured must: insured is a partnership;
(1) Immediately record the specifics of the (3) Any manager, if you or an additional claim or "suit" and the date received; insured is a limited liability company; and (4) Any "executive officer" or insurance
(2) Notify us as soon as practicable. manager, if you or an additional You or any additional insured must see to insured is a corporation; it that we receive a written notice of the (5) Any trustee, if you or an additional claim or "suit" as soon as practicable. insured is a trust; or c. Assistance And Cooperation Of The (6) Any elected or appointed official, if you Insured or an additional insured is a political
You and any other involved insured must: subdivision or public entity.
Form SS 00 08 04 05 Page 15 of 24
BUSINESS LIABILITY COVERAGE FORM
This Paragraph f. applies separately to (3) We have issued this policy in reliance you and any additional insured. upon your representations.
3. Financial Responsibility Laws b. Unintentional Failure To Disclose a. When this policy is certified as proof of Hazards
financial responsibility for the future under If unintentionally you should fail to disclose the provisions of any motor vehicle all hazards relating to the conduct of your financial responsibility law, the insurance business at the inception date of this provided by the policy for "bodily injury" Coverage Part, we shall not deny any liability and "property damage" liability will coverage under this Coverage Part comply with the provisions of the law to because of such failure. the extent of the coverage and limits of 7. Other Insurance insurance required by that law.
If other valid and collectible insurance is
b. With respect to "mobile equipment" to
available for a loss we cover under this
which this insurance applies, we will
Coverage Part, our obligations are limited as
provide any liability, uninsured motorists, follows:
underinsured motorists, no-fault or other
coverage required by any motor vehicle a. Primary Insurance law. We will provide the required limits for This insurance is primary except when b. those coverages. below applies. If other insurance is also
4. Legal Action Against Us primary, we will share with all that other No person or organization has a right under insurance by the method described in c. below.
this Coverage Form:
b. Excess Insurance
a. To join us as a party or otherwise bring us
into a "suit" asking for damages from an This insurance is excess over any of the insured; or other insurance, whether primary, excess,
b. To sue us on this Coverage Form unless contingent or on any other basis:
all of its terms have been fully complied (1) Your Work with. That is Fire, Extended Coverage,
A person or organization may sue us to recover Builder's Risk, Installation Risk or on an agreed settlement or on a final judgment similar coverage for "your work"; against an insured; but we will not be liable for (2) Premises Rented To You damages that are not payable under the terms of
this insurance or that are in excess of the That is fire, lightning or explosion applicable limit of insurance. An agreed insurance for premises rented to you settlement means a settlement and release of or temporarily occupied by you with liability signed by us, the insured and the permission of the owner; claimant or the claimant's legal representative. (3) Tenant Liability
5. Separation Of Insureds That is insurance purchased by you to Except with respect to the Limits of Insurance, cover your liability as a tenant for and any rights or duties specifically assigned "property damage" to premises rented in this policy to the first Named Insured, this to you or temporarily occupied by you insurance applies: with permission of the owner;
a. As if each Named Insured were the only (4) Aircraft, Auto Or Watercraft Named Insured; and If the loss arises out of the maintenance b. Separately to each insured against whom or use of aircraft, "autos" or watercraft to a claim is made or "suit" is brought. the extent not subject to Exclusion g. of Section A. - Coverages.
6. Representations
(5) Property Damage To Borrowed
a. When You Accept This Policy Equipment Or Use Of Elevators By accepting this policy, you agree: If the loss arises out of "property (1) The statements in the Declarations damage" to borrowed equipment or are accurate and complete; the use of elevators to the extent not (2) Those statements are based upon subject to Exclusion k. of Section A. - representations you made to us; and Coverages.
BUSINESS LIABILITY COVERAGE FORM
(6) When You Are Added As An When this insurance is excess over other Additional Insured To Other insurance, we will pay only our share of Insurance the amount of the loss, if any, that
That is other insurance available to exceeds the sum of:
you covering liability for damages (1) The total amount that all such other arising out of the premises insurance would pay for the loss in the operations, or products and completed absence of this insurance; and operations, for which you have been (2) The total of all deductible and self- added as an additional insured by that insured amounts under all that other insurance; or
insurance.
(7) When You Add Others As An
We will share the remaining loss, if any, with
Additional Insured To This
any other insurance that is not described in
Insurance
this Excess Insurance provision and was not
That is other insurance available to an bought specifically to apply in excess of the additional insured. Limits of Insurance shown in the
However, the following provisions Declarations of this Coverage Part. apply to other insurance available to c. Method Of Sharing any person or organization who is an If all the other insurance permits additional insured under this Coverage contribution by equal shares, we will follow Part: this method also. Under this approach,
(a) Primary Insurance When each insurer contributes equal amounts Required By Contract until it has paid its applicable limit of This insurance is primary if you insurance or none of the loss remains, have agreed in a written contract, whichever comes first. written agreement or permit that If any of the other insurance does not permit this insurance be primary. If other contribution by equal shares, we will insurance is also primary, we will contribute by limits. Under this method, each share with all that other insurance insurer's share is based on the ratio of its by the method described in c. applicable limit of insurance to the total below. applicable limits of insurance of all insurers.
(b) Primary And Non-Contributory 8. Transfer Of Rights Of Recovery Against Other Insurance When Others To Us
Required By Contract a. Transfer Of Rights Of Recovery
If you have agreed in a written If the insured has rights to recover all or contract, written agreement or part of any payment, including permit that this insurance is Supplementary Payments, we have made primary and non-contributory with under this Coverage Part, those rights are the additional insured's own transferred to us. The insured must do insurance, this insurance is
nothing after loss to impair them. At our
primary and we will not seek request, the insured will bring "suit" or contribution from that other transfer those rights to us and help us insurance. enforce them. This condition does not
Paragraphs (a) and (b) do not apply to apply to Medical Expenses Coverage. other insurance to which the additional
b. Waiver Of Rights Of Recovery (Waiver
insured has been added as an
Of Subrogation)
additional insured.
If the insured has waived any rights of
When this insurance is excess, we will against any or
recovery person
have no duty under this Coverage Part to organization for all or part of any payment, defend the insured against any "suit" if any including Supplementary Payments, we other insurer has a duty to defend the have made under this Coverage Part, we insured against that "suit". If no other
also waive that right, provided the insured
insurer defends, we will undertake to do waived their rights of recovery against so, but we will be entitled to the insured's such person or organization in a contract, rights against all those other insurers. agreement or permit that was executed prior to the injury or damage.
Form SS 00 08 04 05 Page 17 of 24
BUSINESS LIABILITY COVERAGE FORM
F. OPTIONAL ADDITIONAL INSURED 3. Additional Insured - Grantor Of Franchise COVERAGES WHO IS AN INSURED under Section C. is
amended to include as an additional insured
If listed or shown as applicable in the Declarations,
one or more of the following Optional Additional the person(s) or organization(s) shown in the Declarations as an Additional Insured -
Insured Coverages also apply. When any of these
Optional Additional Insured Coverages apply, Grantor Of Franchise, but only with respect to Paragraph 6. (Additional Insureds When Required their liability as grantor of franchise to you. by Written Contract, Written Agreement or Permit) 4. Additional Insured • Lessor Of Leased of Section C., Who Is An Insured, does not apply Equipment to the person or organization shown in the a. WHO IS AN INSURED under Section C. is Declarations. These coverages are subject to the amended to include as an additional terms and conditions applicable to Business insured the person(s) or organization(s) Liability Coverage in this policy, except as shown in the Declarations as an Additional provided below: Insured - Lessor of Leased Equipment,
1. Additional Insured - Designated Person Or but only with respect to liability for "bodily Organization injury", "property damage" or "personal
WHO IS AN INSURED under Section C. is and advertising injury" caused, in whole or amended to include as an additional insured in part, by your maintenance, operation or the person(s) or organization(s) shown in the use of equipment leased to you by such Declarations, but only with respect to liability person(s) or organization(s). for "bodily injury", "property damage" b. With respect to the insurance afforded to "personal and advertising injury" caused, in these additional insureds, this insurance whole or in part, by your acts or omissions or does not apply to any "occurrence" which the acts or omissions of those acting on your takes place after you cease to lease that behalf: equipment.
a. In the performance of your ongoing 5. Additional Insured • Owners Or Other operations: 0r Interests From Whom Land Has Been
Leased
b. In connection with your premises owned
by or rented to you. a. WHO IS AN INSURED under Section C. is amended to include as an additional
2. Additional Insured - Managers Or Lessors
Of Premises insured the person(s) or organizations)
shown in the Declarations as an Additional
a. WHO IS AN INSURED under Section C. is Insured - Owners Or Other Interests From amended to include as an additional insured
Whom Land Has Been Leased, but only
the person(s) or organization(s) shown in the with respect to liability arising out of the Declarations as an Additional Insured -
ownership, maintenance or use of that part
Designated Person Or Organization; but only of the land leased to you and shown in the with respect to liability arising out of the
Declarations.
ownership, maintenance or use of that part of b. With respect to the insurance afforded to the premises leased to you and shown in the
these additional insureds, the following
additional exclusions apply:
b. With respect to the insurance afforded to
these additional insureds, the following This insurance does not apply to:
additional exclusions apply: (1) Any "occurrence" that takes place This insurance does not apply to: after you cease to lease that land; or (1) Any "occurrence" which takes place (2) Structural alterations, new after you cease to be a tenant in that construction or demolition operations performed by or on behalf of such
person or organization.
new
construction or demolition operations 6. Additional Insured - State Or Political performed by or on behalf of such Subdivision - Permits person or organization. a. WHO IS AN INSURED under Section C. is amended to include as an additional
insured the state or political subdivision
shown in the Declarations as an Additional
BUSINESS LIABILITY COVERAGE FORM
Insured - State Or Political Subdivision - (e) Any failure to make such inspections, adjustments, tests or
servicing as the vendor has agreed
to make or normally undertakes to
subdivision has issued a permit. make in the usual course of b. With respect to the insurance afforded to business, in connection with the these additional insureds, the following distribution or sale of the products; additional exclusions apply: (f) Demonstration
This insurance does not apply to: servicing or repair operations except such operations performed
1) "Bodily injury", "property damaggury at the vendor's premises in "personal and advertising
connection with the sale of the
arising out of operations performed for product;
the state or municipality; or
(g) Products which, after distribution
(2) "Body in the product, damage®
operations" hazard. container, part or ingredient of any
7. Additional Insured - Vendors other thing or substance by or for a. WHO IS AN INSURED under Section C. is
amended to include as an additional (h) "Bodily injury" or "property insured the person(s) or organizations) damage" arising out of the sole (referred to below as vendor) shown in the negligence of the vendor for its Declarations as an Additional Insured - own acts or omissions or those of Vendor, but only with respect to "bodily its employees or anyone else injury" or "property damage" arising out of acting on its behalf. However, this "your products" which are distributed or exclusion does not apply to:
sold in the regular course of the vendor's (1) The exceptions contained in business and only if this Coverage Part Subparagraphs (d) or (f); 0г provides coverage for bodily injury" or
"property damage" included within the (il) Such inspections, "products-completed operations hazard". adjustments, tests or servicing as the vendor has agreed to
b. The insurance afforded to the vendor is make or normally undertakes subject to the following additional exclusions: to make in the usual course of (1) This insurance does not apply to: business, in connection with injury" or "property the distribution or sale of the
damage" for which the vendor is products.
obligated to pay damages by (2) This insurance does not apply to any reason of the assumption of insured person or organization from liability in a contract or agreement. whom you have acquired such This exclusion does not apply to products, or any ingredient, part or liability for damages that the container, entering into, vendor would have in the absence accompanying or containing such of the contract or agreement; products.
(b) Any express warranty 8. Additional Insured - Controlling Interest unauthorized by you; WHO IS AN INSURED under Section C. is c) Any physical or chemical chang amended to include as an additional insured i the product made intentionall the person(s) or organization(s) shown in the by the vendor; Declarations as an Additional Insured -
(d) Repackaging, unless unpacked Controlling Interest, but only with respect to solely for the purpose of inspection, their liability arising out of:
demonstration, a. Their financial control of you; or
b. Premises they own, maintain or control
while you lease or occupy these premises.
and then repackaged in the original
container;
Form SS 00 08 04 05 Page 19 of 24
BUSINESS LIABILITY COVERAGE FORM
This insurance does not apply to structural The limits of insurance that apply to additional alterations, new construction and demolition insureds are described in Section D. - Limits Of operations performed by or for that person or Insurance. organization. How this insurance applies when other insurance
9. Additional Insured - Owners, Lessees Or is available to an additional insured is described in Contractors - Scheduled Person Or the Other Insurance Condition in Section E. - Organization Liability And Medical Expenses General
a. WHO IS AN INSURED under Section C. is Conditions.
amended to include as an additional G. LIABILITY AND MEDICAL EXPENSES insured the person(s) or organization(s) DEFINITIONS
shown in the Declarations as an Additional
Insured - Owner, Lessees Or Contractors, 1. "Advertisement" means the widespread public but only with respect to liability for "bodily dissemination of information or images that injury", "property damage" or "personal has the purpose of inducing the sale of goods, and advertising injury" caused, in whole or products or services through:
in part, by your acts or omissions or the a. (1) Radio; acts or omissions of those acting on your (2) Television; behalf:
(3) Billboard;
(1) In the performance of your ongoing (4) Magazine;
operations for the additional
insured(s); or (5) Newspaper;
(2) In connection with "your work" b. The Internet, but only that part of a web performed for that additional insured site that is about goods, products or and included within the "products- services for the purposes of inducing the completed operations hazard", but sale of goods, products or services; or only if this Coverage Part provides c. Any other publication that is given coverage for "bodily injury" or widespread public distribution. "property damage" included within the However, "advertisement" does not include:
"products-completed operations
hazard". a. The design, printed material, information
or images contained in, on or upon the
b. With respect to the insurance afforded to packaging or labeling of any goods or these additional insureds, this insurance products; or
does not apply to "bodily injury", "property
damage" or "personal an advertising b. An interactive conversation between or injury" arising out of the rendering of, or among persons through a computer network. the failure to render, any professional 2. "Advertising idea" means any idea for an architectural, engineering or surveying "advertisement". services, including: 3. "Asbestos hazard" means an exposure or (1) The preparing, approving, or failure to threat of exposure to the actual or alleged prepare or approve, maps, shop properties of asbestos and includes the mere drawings, opinions, reports, surveys, presence of asbestos in any form. field orders, change orders, designs or 4. "Auto" means a land motor vehicle, trailer or drawings and specifications; or semi-trailer designed for travel on public (2) Supervisory, inspection, architectural roads, including any attached machinery or or engineering activities. equipment. But "auto" does not include
10. Additional Insured - Co-Owner Of Insured "mobile equipment".
Premises 5. "Bodily injury" means physical:
WHO IS AN INSURED under Section C. is a. Injury;
amended to include as an additional insured b. Sickness; or the person(s) or Organization(s) shown in the
Declarations as an Additional Insured - Co- c. Disease
Owner Of Insured Premises, but only with sustained by a person and, if arising out of the respect to their liability as co-owner of the above, mental anguish or death at any time. premises shown in the Declarations. 6. "Coverage territory" means:
BUSINESS LIABILITY COVERAGE FORM
a. The United States of America (including its b. You have failed to fulfill the terms of a territories and possessions), Puerto Rico contract or agreement; and Canada; if such property can be restored to use by:
b. International waters or airspace, but only if a. The repair, replacement, adjustment. or the injury or damage occurs in the course removal of "your product" or "your work"; of travel or transportation between any
places included in a. above;
b. Your fulfilling the terms of the contract or
c. All other parts of the world if the injury or agreement. damage arises out of: 12. "Insured contract" means:
(1) Goods or products made or sold by you
in the territory described in a. above; a. A contract for a lease of premises.
However, that portion of the contract for a
(2) The activities of a person whose home lease of premises that indemnifies any is in the territory described in a person or organization for damage by fire, above, but is away for a short time or lightning or explosion to premises while your business; or rented to you or temporarily occupied by (3) "Personal and advertising injury" you with permission of the owner is offenses that take place through the subject to the Damage To Premises Internet or similar electronic means of Rented To You limit described in Section communication D. - Liability and Medical Expenses Limits provided the insured's responsibility to pay of Insurance. damages is determined in the United States of b. A sidetrack agreement; America (including its territories and c. Any easement or license agreement, possessions), Puerto Rico or Canada, in a including an easement or license "suit" on the merits according to the
agreement in connection with construction
substantive law in such territory, or in a or demolition operations on or within 50 settlement we agree to. feet of a railroad;
"Electronic data" means information, facts or d. Any obligation, as required by ordinance, programs: to indemnify a municipality, except in
a. Stored as or on; connection with work for a municipality; b. Created or used on; or e. An elevator maintenance agreement; or c. Transmitted to or from f. That part of any other contract or computer software, including systems and agreement pertaining to your business applications software, hard or floppy disks, (including an indemnification of CD-ROMS, tapes, data municipality in connection with work processing devices or any other media which performed for a municipality) under which are used with electronically controlled you assume the tort liability of another equipment. party to pay for "bodily injury" or "property
8. "Employee" includes a "leased worker". damage" to a third person or organization, provided the "bodily injury" or "property
"Employee" does not include a "temporary
worker". damage" is caused, in whole or in part, by
you or by those acting on your behalf.
9. "Executive officer" means a person holding Tort liability means a liability that would be any of the officer positions created by your imposed by law in the absence of any charter, constitution, by-laws or any other contract or agreement. similar governing document. Paragraph f. includes that part of any
10. "Hostile fire" means one which becomes contract or agreement that indemnifies a uncontrollable or breaks out from where it was railroad for "bodily injury" or "property intended to be. damage" arising out of construction or
11. "Impaired property" means tangible property, demolition operations within 50 feet of any other than "your product" or "your work", that railroad property and affecting any railroad cannot be used or is less useful because: bridge or trestle, tracks, road-beds, tunnel, a. It incorporates "your product" or "your work" underpass or crossing. that is known or thought to be defective, However, Paragraph f. does not include deficient, inadequate or dangerous; or that part of any contract or agreement:
Form SS 00 08 04 05 Page 21 of 24
BUSINESS LIABILITY COVERAGE FORM
(1) That indemnifies an architect, (1) Power cranes, shovels, loaders, engineer or surveyor for injury or diggers or drills; or damage arising out of: (2) Road construction or resurfacing (a) Preparing, approving or failing to equipment such as graders, scrapers prepare or approve maps, shop
surveys, field orders, change e. Vehicles not described in a., b., c., or d above that are not self-propelled and ar
orders, designs or drawings and maintained primarily to provide mobility to permanently attached equipment of the
(b) Giving directions or instructions,
or failing to give them, if that is the (1) Air compressors, pumps and primary cause of the injury or generators, including spraying, damage; or welding, building
(2) Under which the insured, if an geophysical exploration, lighting and architect, engineer or surveyor, well servicing equipment; or assumes liability for an injury or (2) Cherry pickers and similar devices damage arising out of the insured's used to raise or lower workers; rendering or failure render
professional services, including those
listed in (1) above and supervisory, architectural
inspection,
engineering activities. cargo.
13. "Leased worker" means a person leased to However, self-propelled vehicles with the you by a labor leasing firm under an following types of permanently attached agreement between you and the labor leasing eir be consadered autobile equipment but firm, to perform duties related to the conduct of
your business. "Leased worker" does not (1) Equipment, of at least 1,000 pounds include a "temporary worker". gross vehicle weight, designed
14. "Loading or unloading" means the handling of primarily for:
property: (a) Snow removal;
a. After it is moved from the place where it is (b) Road maintenance, but not accepted for movement into or onto an construction or resurfacing; or aircraft, watercraft or "auto"; (c) Street cleaning;
b. While it is in or on an aircraft, watercraft or (2) Cherry pickers and similar devices "auto"; or nounted on automobile or truc
c. While it is being moved from an aircraft, hassis and used to raise or lowe watercraft or "auto" to the place where it is workers; and finally delivered; (3) Air compressors, pumps
but "loading or unloading" does not include the generators, including spraying, movement of property by means of a mechanical welding, building cleaning, device, other than a hand truck, that is not geophysical exploration, lighting and attached to the aircraft, watercraft or "auto". well servicing equipment.
15. "Mobile equipment" means any of the following 16. "Occurrence" means an accident, including types of land vehicles, including any attached continuous or repeated exposure to substantially machinery or equipment: the same general harmful conditions. a. Bulldozers, farm machinery, forklifts and 17. "Personal and advertising injury" means injury, other vehicles designed for use principally including consequential "bodily injury", arising off public roads; out of one or more of the following offenses:
b. Vehicles maintained for use solely on or a. False arrest, detention or imprisonment; next to premises you own or rent; o solely on or b. Malicious prosecution; c. Vehicles that travel on crawler treads;
d. Vehicles, whether self-propelled or not, on
which are permanently mounted:
BUSINESS LIABILITY COVERAGE FORM
c. The wrongful eviction from, wrongful entry Work that may need service, maintenance, into, or invasion of the right of private correction, repair or replacement, but occupancy of a room, dwelling or which is otherwise complete, will be premises that the person occupies, treated as completed. • by or on pair is in
The "bodily injury" or "property damage"
landlord or lessor; must occur away from premises you own d. Oral, written or electronic publication of or rent, unless your business includes the material that slanders or libels a person or selling, handling or distribution of "your organization or disparages a person's or product" for consumption on premises you organization's goods, products or services; own or rent. e. Oral, written or electronic publication of b. Does not include "bodily injury" or material that violates a person's right of "property damage" arising out of:
privacy; (1) The transportation of property, unless
f. Copying, in your "advertisement", a the injury or damage arises out of a person's or organization's "advertising condition in or on a vehicle not owned idea" or style of "advertisement";
advertisement or insured; or
h. Discrimination or humiliation that results in (2) The existence of tools, uninstalled injury to the feelings or reputation of a equipment or abandoned or unused natural person. materials.
18. "Pollutants" means any solid, liquid, gaseous or 20. "Property damage" means:
thermal irritant or contaminant, including smoke, a. Physical injury to tangible property, vapor, soot, fumes, acids, alkalis, chemicals and including all resulting loss of use of that waste. Waste includes materials to be recycled, property. All such loss of use shall be reconditioned or reclaimed. deemed to occur at the time of the
19. "Products-completed operations hazard; physical injury that caused it; or a. Includes all "bodily injury" and "property b. Loss of use of tangible property that is not damage" occurring away from premises physically injured. All such loss of use you own or rent and arising out of "your shall be deemed to occur at the time of product" or "your work" except: "occurrence" that caused it. (1) Products that are still in your physical As used in this definition, "electronic data" is possession; or not tangible property.
(2) Work that has not yet been completed 21. "Suit" means a civil proceeding in which or abandoned. However, "your work" damages because of "bodily injury", "property will be deemed to be completed at the damage" or "personal and advertising injury" earliest of the following times: to which this insurance applies are alleged. (a) When all of the work called for in "Suit" includes:
your contract has been completed. a. An arbitration proceeding in which such (b) When all of the work to be done at damages are claimed and to which the the job site has been completed if insured must submit or does submit with your contract calls for work at our consent or
more than one job site. b. Any other alternative dispute resolution (c) When that part of the work done at proceeding in which such damages are claimed and to which the insured submits
with our consent.
22. "Temporary worker" means a person who is
contractor subcontractor furnished to you to substitute for a permanent working on the same project. "employee" on leave or to meet seasonal or short-term workload conditions.
23. "Volunteer worker" means a person who:
a. Is not your "employee";
Form SS 00 08 04 05 Page 23 of 24
BUSINESS LIABILITY COVERAGE FORM
b. Donates his or her work; (2) The providing of or failure to provide c. Acts at the direction of and within the warnings or instructions. scope of duties determined by you; and c. Does not include vending machines or d. Is not paid a fee, salary or other other property rented to or located for the compensation by you or anyone else for use of others but not sold. their work performed for you. 25. "Your work":
24. "Your product":
a. Means:
a. Means: (1) Work or operations performed by you
(1) Any goods or products, other than real or on your behalf; and property, manufactured, sold, handled, (2) Materials, parts or equipment distributed or disposed of by: furnished in connection with such work (a) You; or operations.
b) Others trading under your name; b. Includes:
(1) Warranties or representations made at
(c) A person or organization whose any time with respect to the fitness, business or assets you have quality, durability, performance or use acquired; and of "your work", and
(2) Containers (other than vehicles), (2) The providing of or failure to provide materials, parts or equipment warnings or instructions. furnished in connection with such
...
goods or products.
b. Includes:
(1) Warranties or representations made at
any time with respect to the fitness,
quality, durability, performance or use
of "your product", and