CITY OF FAIRFIELD
SUBDIVISION IMPROVEMENT AGREEMENT
THE ENCLAVE AT RED TOP - UNIT 3
ADSCO, LLC
THIS AGREEMENT ("Agreement"), for purposes of identification, dated _ 2025 is made and entered into by and between the CITY OF FAIRFIELD, a municipal corporation, hereinafter referred to as "City," and ADSCO, LLC, a California Limited Liability Company hereinafter referred to as "Subdivider." RE C I T A L S:
A. Subdivider has presented to City a certain parcel map or final subdivision map of a proposed subdivision of land located within the corporate limits of City, said map having been prepared in accordance with the Subdivision Map Act of the State of California, the Subdivision Regulations of the City of Fairfield (Chapter 25, Fairfield City Code), and the tentative map of the subdivision heretofore approved by the City Council of the City per adoption of Planning Commission Resolution No. 2014-11.
B. The proposed development of land is commonly known and described as The Enclave at Red Top Road - Unit 3. Said subdivision is hereinafter referred to as "the subdivision."
C. The map of the subdivision was filed with the City Clerk for presentation to the City Council of the City for its approval, which map is referred to and incorporated herein.
D. Pursuant to Section 66462 of the Subdivision Map Act, the Subdivider has requested approval of the map prior to the construction and completion of certain public improvements within the subdivision, including, but not limited to: streets, highways, or public ways, public utility facilities, and design standards which are part of the provisions for lot grading and drainage in or appurtenant to the subdivision, that are required by the Subdivision Map Act, the Subdivision Regulations of the City, the tentative map (and approvals given in connection therewith), and final grading plan, if any, -1-
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E.
heretofore approved by the City Council of the City. Said improvements are hereinafter referred to as "the Required Improvements." City Council, by the adoption of Resolution No. , incorporated herein by reference, has approved the map of the subdivision and accepted all offers of dedication made in connection therewith (except as otherwise provided in said resolution), on condition that Subdivider first enter into and execute this subdivision improvement agreement with City and meet the requirements of said Resolution.
A G R E E M E N T S:
The parties hereto agree as follows:
1. Performance of Work: Subdivider agrees to furnish, construct, and install at its own expense all Required Improvements as shown on the plans and specifications of said subdivision, a copy of which is on file in the Office of the City Engineer and is incorporated herein by reference, along with any changes and modifications as may be required by the City Engineer due to errors of omission on the plans.
2. Work; Satisfaction of the City Engineer: All of the work on the Required Improvements is to be done at the places, of the materials, and in the manner and at the grades, all as shown upon the plans and specifications accepted for construction, as signed by the City Engineer, the City's Standard Specifications and Details (per Resolution No. 2014-93), and to the satisfaction of the City Engineer. No occupancy will be allowed for any building which fronts on the Required Improvements required by this Agreement until those improvements, including streetlight energization, are constructed and determined operational by the City Engineer.
No building permits will be issued until the following conditions are satisfied:
a. The water system shall be constructed, have passed pressure and bacteriological testing, final rock grade shall be attained, and fire hydrants brought to grade.
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b. Sewer and storm drainage utility infrastructure proposed as part of the Required Improvements shall be operational, connected and discharge to existing public infrastructure.
c. Curb and gutter shall be constructed along the frontage of the lots for which building permits are being requested.
d. An all-weather access road to the building area within the right-of way, as approved by the Fire Marshal, shall be constructed consisting of a minimum six inches of aggregate base rock. e. See Section 23, "Additional Terms and Conditions", for additional building permit restrictions, if any.
3. Work; Time for Commencement and Performance: City fixes the time for the construction commencement of the work to be within fifteen (15) days following approval of this Agreement, and for its completion to be within 360 calendar days thereafter, based on the construction schedule provided by Subdivider and attached hereto as Exhibit A. At least fifteen (15) calendar days prior to the commencement of work hereunder, Subdivider shall notify the City Engineer in writing of the date fixed by Subdivider for commencement thereof, so that the City Engineer shall be able to provide services of inspection and a pre-construction meeting shall be held between the Parties.
4. Time of Essence; Extension: Time is of the essence of this Agreement, but the dates for commencement and completion of the construction work may be extended as herein provided pursuant to Sections 5 to 7 of this Agreement. The City Engineer shall be the sole and final judge as to whether good cause has been shown to entitle Subdivider to an extension.
Request for Extension; Granting: Requests for extension of commencement and completion date shall be provided in writing by the Subdivider and shall
5. 6.
be delivered to City in the manner hereinafter specified pursuant to Section 18 of this Agreement. Any extensions granted by the City shall be in writing and an oral extension shall not be valid for any purpose whatsoever.
Extension; No Release of Obligations: In the event it is deemed necessary by the City to extend the time of commencement or completion of the work -3-
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8. to be done under this Agreement beyond the dates specified herein, such extension as shall be granted shall in no way release any guarantee given by Subdivider pursuant to this Agreement, or to relieve or release those providing improvement security pursuant to this Agreement. The sureties in executing the bonds shall be deemed to have expressly agreed to any such extension of time.
7. Extension; Conditions: The granting of any extension may be conditioned upon Subdivider providing City with new or amended surety bonds in amounts increased to reflect increases in the costs of constructing the Required Improvements that have occurred prior to the granting of the extension or are likely to occur prior to the completion of work.
Improvement Security: Concurrently with the execution hereof, Subdivider shall furnish City:
a. Improvement security in the sum of $531,025.00, which sum is equal to one hundred ten percent (110%) of the estimated cost of constructing the Required Improvements and the cost of any other obligation to be performed by Subdivider hereunder, securing the faithful performance of this Agreement, as further detailed on Exhibit B of this Agreement.
b. Separate improvement security in the sum of $265,513.00, which sum is equal to fifty-five percent (55%) of the estimated cost of constructing the Required Improvements, securing payment to the contractor, their subcontractor, and to persons furnishing labor, materials, or equipment to them for the construction of the Required Improvements, as further detailed on Exhibit B of this Agreement.
The form of the improvement security shall be subject to the approval of the City Attorney. Improvement security shall be reduced or released by City only in the manner pursuant to Section 25.166.6 of the City Code. No change, alteration, or addition to the terms of this Agreement or the plans and specifications accompanying the same shall in any manner affect the obligation of those providing improvement security pursuant to this Agreement.
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Engineering and Inspection Fee:
a. Subdivider shall pay to the City an engineering plan check fee of
1.35% of the total cost of subdivision improvements, as estimated by the City Engineer, less the initial plan check fee of one percent (1 %) of the total cost paid upon first submittal of improvement plans. The total amount of this fee still due is
(1.35% X ($286,420.00 + $196,330.00)) - $3,574.00 = $2,943.13. b. Subdivider shall pay to the City an engineering and inspection fee of five and a half percent (5.5%) of the total cost of the Required Improvements, rounded up to the nearest whole number, as estimated by the City Engineer, being:
5.5% X ($286,420.00 + $196,330.00) = $26,551.25.
It is understood that such fee covers only those inspections and engineering work performed by the City during the normal working hours of the City.
c. Subdivider shall pay to the City a fee for the City's cost to print mylar copies of the recorded Final Map at $15 per sheet, as estimated by the City Engineer being:
6 map sheets x $15 = $90.00.
It is understood that such fee covers only those inspections and engineering work performed by the City during the normal working hours of the City.
d. Subdivider shall pay to the City an engineering plan check fee for plan checks provided by the Fairfield-Suisun Sewer District. The total amount of the fee still due is $425.00, as follows:
Residential Subdivision - Flat Rate= $425.00.
10. Hold Harmless Agreement: The Subdivider will indemnify, hold harmless,
9. and defend the City of Fairfield, its officers, employees, agents, and elective and appointive boards from all claims, losses, damages (including property damage, personal injury, and death), and liabilities of every kind, directly or indirectly arising from the operations of Subdivider, its contractor or any subcontractor, or of any person directly or indirectly employed by, or acting -5-
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as agent for Subdivider, its contractor or subcontractor, but not including the sole negligence or willful misconduct of the City of Fairfield. This indemnification shall extend to claims, losses, damages, or liabilities occurring after completion of the Required Improvements as well as during the work's progress. This indemnification, however, shall not apply to any claims, losses, damages, or liabilities occurring after the completion of the Required Improvements by the Subdivider and their acceptance by the City which are not related directly or indirectly to the Subdivider's operations under this Agreement and the construction of the Required Improvements.
Acceptance of insurance certificates required under this Agreement does not relieve Contractor from liability under this indemnity and hold harmless clause. This indemnity and hold harmless clause shall apply to all damages and claims for damages of every kind suffered, or alleged to have been suffered, by reason of any of Subdivider's, contractor's or any subcontractor's operations regardless of whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.
11. Subdivider's Insurance: Subdivider shall not commence work under this Agreement or permit its contractor or subcontractor to commence work thereunder until Subdivider shall have obtained or caused to be obtained all insurance required under this paragraph and such insurance shall have been approved by the City Engineer of City as to form, amount, and carrier.
Subdivider shall not allow any contractor or subcontractor to commence work under this Agreement until all insurance required of the contractor or subcontractor shall have been so obtained and approved. Said insurance shall be maintained in force and effect until the completion of work under this Agreement and the acceptance thereof by City. All requirements herein provided shall appear either in the body of the insurance policies or as endorsements, and shall specifically bind the insurance carrier. a. WORKER'S COMPENSATION INSURANCE: Subdivider shall
obtain and maintain (or cause to be obtained and maintained) workers' compensation insurance for all Subdivider's employees -6-
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employed at the site of improvement, and in case any work is sublet, Subdivider shall require any contractor or subcontractor similarly to provide workers' compensation insurance for all contractor's or subcontractor's employees, unless such employees are covered by the protection afforded by Subdivider. In case any class of employees engaged in work under this Agreement at the site of the project is not protected under any workers' compensation law, Subdivider shall provide, and shall cause each contractor and subcontractor to provide, adequate insurance for the protection of employees not otherwise protected. Subdivider hereby agrees to indemnify City for any damage resulting to it from failure of either Subdivider or any contractor or subcontractors to obtain or maintain such insurance. Subdivider shall provide the Director of Public Works with a certificate of insurance indicating workers' compensation coverage prior to engaging in any activity required by this Agreement.
b. LIABILITY INSURANCE: Subdivider, at its sole expense, shall obtain and maintain (or cause to be obtained and maintained) an insurance policy or policies, issued by an insurer approved to write business in California, providing the City, its officers, employees, and agents, named as additional insureds under the policy, broad form property damage, personal injury, automobile, employers', and
comprehensive form liability insurance in the amount of not less than $3 million per occurrence. By the terms of said insurance policy or policies, such insurance shall be deemed primary insurance, and no other insurance affected by the City or other named insureds will be called upon to cover a loss covered thereunder. See Exhibit C for the City's minimum insurance requirements.
In the event that any of the aforesaid insurance policies provided for in this paragraph 11 insures any entity, persons, boards, or commissions other than those mentioned in this paragraph, such policy shall contain a standard form of cross-liability endorsement, insuring on such policy City, its elective -7-
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and appointive boards, commissions, officers, agents, and employees, Contractor and any subcontractor performing work covered by this Agreement.
Evidence of Insurance: Subdivider shall furnish the City Engineer concurrently with the execution hereof:
a. A certificate of insurance providing that no cancellation, major change in coverage, expiration or renewal shall be made during the term of this agreement, without thirty (30) days written notice to the Director of Public Works prior to the effective date of such cancellation, change in coverage, expiration or non-renewal; b. A City standard endorsement form for insurance coverage (attached hereto) naming the City of Fairfield, its officers, employees, agents and volunteers as additional insureds.
13. Title to Improvements: Title to and ownership of all public improvements constructed hereunder by Subdivider shall vest absolutely in City upon
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completion and acceptance of such improvements by City. All common private improvements constructed hereunder by Subdivider, if any, shall vest absolutely in the Homeowner's Association ("HOA") upon completion and acceptance of such improvements by the HOA.
Repair or Reconstruction of Defective Work: If, within a period of one year after final acceptance of the public improvement work performed under this Agreement, any public improvement or part of any public improvement furnished and/or installed or constructed, or caused to be installed or constructed by Subdivider, or any of the work done under this Agreement fails to fulfill any of the requirements of this Agreement or the specifications referred to herein, Subdivider shall without delay and without any cost to City, repair or replace or reconstruct any defective or otherwise unsatisfactory part or parts of the work or structure. Should Subdivider fail to act promptly or in accordance with this requirement, or should the exigencies of the case require immediate repairs or replacements to be made before Subdivider can be notified, City may, at its option, make the necessary repairs or replacements or perform the necessary work, and -8-
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Subdivider shall pay to City the actual and reasonable cost of such repairs plus fifteen percent (15%) within thirty (30) days of the date of billing for such work by City.
All common private improvements that will be maintained by the HOA are covered under this Agreement. The Subdivider shall submit performance and labor and material bonds for the common private improvements. At the time these improvements are completed to the satisfaction of the City Engineer, a warranty bond shall be submitted to release the original bonds.
15. Subdivider Not Agent of City: Neither Subdivider nor any of Subdivider's agents or subcontractors are or shall be considered to be agents of City in connection with the performance of Subdivider's obligations under this Agreement.
16. Notice of Breach and Default: If Subdivider refuses or fails to obtain prosecution of the work, or any severable part thereof, with such diligence as will ensure its completion within the time specified, or any extension thereof, or fails to obtain completion of said work within such time, or if Subdivider should be adjudged a bankrupt, or Subdivider should make a general assignment for the benefit of Subdivider 's creditors, or if a receiver should be appointed in the event of Subdivider 's insolvency, or if Subdivider or any of Subdivider 's contractors, subcontractors, agents, or employees should violate any of the provisions of this Agreement, City Engineer may serve written notice upon Subdivider and Subdivider 's surety of breach of this Agreement, or of any portion thereof, and default of Subdivider.
17. Breach of Agreement; Performance by Surety or City: In the event of any such notice, Subdivider's surety shall have the duty to take over and complete the work and the improvement herein specified; provided, however, that if the surety within fifteen (15) days after the serving of such notice of breach upon it does not give City written notice of its intention to take over the performance of the contract, and does not commence performance thereof within fifteen (15) days after notice to City of such election, City may take over the work and prosecute the same to completion by contract, or by any other method City may deem advisable, for the -9-
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account and at the expense of Subdivider, and Subdivider 's surety shall be liable to City for any excess cost of damages occasioned City thereby; and in such event, City, without liability for so doing, may take possession of and utilize in completing the work, such materials, appliances, plant and other property belonging to Subdivider as may be on the site of the work and necessary therefor.
18. Notices: All notices herein required shall be in writing, and delivered In person or sent by registered mail, postage prepaid.
Notices required to be given to City shall be addressed as follows:
City Engineer
Fairfield City Hall
1000 Webster Street
Fairfield California 94533
Notices required to be given to Subdivider shall be addressed as follows:
ADSCO LLC
Attn: Doug Chen
4021 Port Chicago Highway
Concord CA 94520
With copy to: ADSCO, LLC
Attn: John P. Arcidiacono
4021 Port Chicago Highway
Concord CA 94520
(To be completed by Subdivider)
Notices to be given surety of Subdivider shall be addressed as follows:
SiriusPoint America Insurance Company
1 World Trade Center, 285 Fulton St., 47th Fl Ste 47 J
New York NY 10007
(To be completed by surety of Subdivider)
Any party or the surety may change such address by notice in writing to the other party and thereafter notices shall be addressed and transmitted to the new address.
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19. Severability: If one or more of the provisions in this Agreement is found invalid, illegal or unenforceable in any respect, the validity and enforceability of the remaining provisions shall not be affected.
20. Governing Law: This Agreement shall be construed in accordance with and governed by the laws of the State of California. In the event that suit shall be brought by either Party to this Agreement, the Parties agree that the venue shall be exclusively vested in Solano County Superior Court or the United States District Court for the Eastern District of California.
21. Public Improvement Oversizing: Public improvement oversizing and/or reimbursement as defined in City Code Chapter 68, Chapter 10, Article IV, Sections 10.56 through 10.65; and Chapter 25, Article Ill, Section 25.166.79 through 25.166.81 is not applicable.
22. Additional Terms and Conditions: This Agreement is subject to the following additional terms and conditions
a. Approval of this improvement agreement shall not obligate the City to subsequently accept improvements which do not strictly conform to the plans referenced by this Agreement. All costs associated with modifications resulting from subsequent improvement plan changes required by the City shall be borne by the Subdivider.
b. City of Vallejo: The City of Vallejo is responsible for two (2) major water transmission mains, sized 24-inches and 30-inches, located within recorded easements. The Subdivider shall contact and coordinate with Vallejo Water Department all pertinent construction logistics, including but not limited to: scheduling, inspections, and traffic control. Subdivider shall reasonably comply with construction guidance, direction, and requirements provided by Vallejo Water Department and City of Vallejo staff. However, the terms in the recorded easements shall govern as to the rights and obligations of all parties.
c. American Canyon Creek: There is an existing waterway adjacent to the subdivision. The Subdivider shall ensure all appropriate authorizations and approvals from the pertinent regulatory agency, if any, are received prior to beginning construction. The Subdivider shall -11-
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23. 24.
comply with all required regulations, construction best management practices, and Construction Stormwater General Permit and ensure the adjacent waterway is appropriately protected throughout construction. d. Community Facilities District #2012-2: The subdivision is annexed into Community Facilities District #2012-2, an Open Space, Public Safety and Park Maintenance Mello Roos District. Property owners within the CFO #2012-2 will be required to pay special on-going annual assessments to be used for the following:
• Operation of Open Space
• Police/Fire Protection, including personnel, equipment & supplies
• Ongoing Maintenance of Neighborhood Parks
the Assessments will have an annual inflation adjustment. e. Landscape and Lighting Maintenance District: The subdivision is annexed into the Creekside at Cordelia Landscape and Lighting Maintenance District (LLMD #16). The Subdivider shall maintain landscape and lighting improvements within the LLMD #16 for a 3- year period following acceptance of the improvements. Three years after acceptance, the Subdivider's maintenance obligation shall cease and landscape and lighting improvements shall be maintained by LLMD #16. Property owners within LLMD #16 are required to pay special on-going annual assessments to be used for maintaining landscape and lighting improvements within the LLMD #16.
Prohibited Interest: No employee of the City shall have any direct financial interest in this Agreement. This Agreement shall be voidable at the opinion of the City if this provision is violated.
Local Employment Policy: The City of Fairfield desires, wherever possible, to hire qualified local residents to work on city projects. Local resident is defined as a person who resides in Solano County.
The City encourages an active affirmative action program on the part of its contractors, consultants, and developers.
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25. When local projects require, subcontractors, contractors, consultants, and developers will solicit proposals from qualified local firms where possible.
As a way of responding to the provisions of the Davis-Bacon Act and this program, contractor, consultants, and developers will be asked to provide no more frequently than monthly, a report which lists the employee's name, job class, hours worked, salary paid, city of residence, and ethnic origin.
Required Regulatory Permits: Agreement authorization will not be effective until Subdivider has obtained all required permitting, authorizations, and approvals from the regulatory agencies, property owners, and similar for impacts resultant of the Required Improvements. Subdivider shall submit a copy of these permits and approvals prior to commencement of work. The City of Fairfield requires the Subdivider to coordinate with, apply for, and be issued all necessary and pertinent permitting and authorizations from local and regional agencies prior to beginning construction of the Required Improvements. By way of executing this Agreement, the Subdivider affirms they have received all required permitting and authorizations from any and all pertinent and necessary local, state, and federal agencies and that all costs and impacts resultant of additional coordination, construction delays, engineering design revisions, or similar negative impacts subsequent to execution of this Agreement shall be borne solely by the Subdivider and shall be at no cost to the City. The Subdivider affirms they have received all necessary authorizations from the following agencies to construct the Required Improvements, which include, but may not be limited to:
a.
b.
C.
d.
e.
f.
Federal Transit Administration j. Solano Irrigation District Travis Air Force Base k. Solano County Water Authority
United States Army Corps. of I. Fairfield-Suisun U.S.D.
Engineers m. Travis Unified School District
Department of Toxic n. Caltrans
Substances Control 0. Capitol Corridor
Union Pacific Railroad p. City of Suisun City
California Department of Fish q. City of Vacaville
and Wildlife r. City of Vallejo
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g. California State Water
Resources Control Boards
h. Metropolitan Transportation
Commission
i. Solano Transportation
Authority x. Kinder-Morgan
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date set forth opposite their respective signatures.
s. City of Benicia
t. Solano County
u. Comcast
V. AT&T
W. Pacific Gas & Electric
Dated: - - - - - - - - - -
ATTEST:
By: _
City Clerk
Dated: - - - - - - - - - -
City of Fairfield,
a municipal corporation
By: _
City Manager
ADSCO, LLC, a California Limited
Liability Company,
BY: Albert D. Seeno Construction Co.,
a California Limited Partnership
Managing Member
BY: Albert D. Seeno Construction Co.,
Inc., a California corporation,
Managing General Partner
President
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Exhibit A
WEEKS START FINISH
WET UTILITIES 4 2/19/25 3/19/25
DRY UTILITIES 4 3/19/25 4/16/25
CURB GUTTER 2 4/16/25 4/30/25
PAVEMENT 2 4/30/25 5/14/25
STREETLIGHTS 2 5/14/25 5/28/25
SIGNAGE AND STRIPPING 2 5/28/25 6/11/25
LANDSCAPING, GATES AND WALLS 8 6/11/25 8/9/25
Exhibit B
SUBDIVISION IMPROVEMENT AGREEMENT CHECK LIST
SUBDIVISION: The Enclave at Red Top - Unit 3 Subdivision OWNER: Albert D. Seeno Construction Company
ADDRESS:
4021 P rt Ch. 0 rcaoo 1a wav oncer
DESCRIPTION QUANTITY UNIT COST AMOUNT RECD BY DATE
Plan Check Fee (less initial PC) 1.35% $482,750 $2,943.13 Engineering/Inspection Fee 5.5% $482,750 $26,551.25
FSSD Fee 1 $425 $425.00
Traffic Siqnal Cost Share 1 N/A N/A
Reimbursement Agreement 1 N/A N/A
Final Map Mylar Fee 6 $15 $90.00
TOTAL: $30,009.38
Civil Engineer's Estimate $286,420
Landscape Cost Estimate $196,330
Faithful Performance Bond 110% $531,025
Labor and Materials Bond 55% $265,513
Insurance Certificate $3 Million
Signed Agreement
Construction Plans
H. h C d CA 94520
COUNCIL MEETING DESIRED: February 4, 2025
SUBMISSION DEADLINE: noon January 81 2025
Executed Copies to:
City Manager
City Engineer
Subdivider
EXHIBIT C
INSURANCE REQUIREMENTS
SUBDIVIDER shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the SUBDIVIDER, its agents, representatives, or employees.
1) MINIMUM SCOPE AND LIMITS OF INSURANCE
a) Commercial General Liability coverage (occurrence Form CG 00 01) with minimum limits of $3,000,000 per occurrence for bodily injury, personal injury, products and completed operations, and property damage. If Commercial General Liability or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.
b) Automobile Liability coverage (Form CA 00 01 with Code 1 - any auto) with minimum limits of $3,000,000 per accident for bodily injury and property damage. c) Workers' Compensation insurance as required by the State of California and Employers' Liability insurance, each in the amount of $3,000,000 per accident for bodily injury or disease.
2) INDUSTRY SPECIFIC COVERAGES
If checked below, the following insurance is also required:
✓ Professional Liability Insurance / Errors and Omissions Liability in the minimum amount of $3,000,000 per occurrence.
□ Pollution Liability Insurance in the minimum amount of $3,000,000 per occurrence □ Garage Keepers Insurance in the minimum amount of $3,000,000 per occurrence □ Fidelity / Crime / Dishonesty Bond in the minimum amount of$ _ □ MCS-90 Endorsement to Business Automobile insurance for transportation of hazardous materials and pollutants
□ Builder's Risk / Course of Construction Insurance in the minimum amount of $ _
3) INSURANCE PROVISIONS
a) Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the CITY. At the option of the CITY,
either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the CITY, its officers, officials, employees and volunteers; or the SUBDIVIDER shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.
b) The general and automobile liability policies (and if applicable, pollution liability, garage keepers liability and builder's risk policies) are to contain, or be endorsed to contain, the following provisions:
i) The CITY, its officers, officials, employees and volunteers are to be covered as insureds as respects: liability arising out of work or operations performed by or on behalf of the SUBDIVIDER; products and completed operations of the SUBDIVIDER; premises owned, occupied or used by the SUBDIVIDER; and automobiles owned, leased, hired or borrowed by the SUBDIVIDER. The coverage shall contain no special limitations on the scope of protection afforded to the CITY, its officers, officials, employees or volunteers. ii) For any claims related to this project, the SUBDIVIDER'S insurance coverage shall be primary insurance as respects the CITY, its officers, officials, employees and volunteers. Any insurance or self-insured maintained by the CITY, its officers, officials, employees or volunteers shall be in excess of the SUBDIVIDER'S insurance and shall not contribute with it. iii) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the CITY, its officers, officials, employees or volunteers.
iv) The SUBDIVIDER'S insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.
v) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the CITY. vi) The policy limits of coverage shall be made available to the full limits of the policy. The minimum limits stated above shall not serve to reduce the SUBDIVIDER'S policy limits of coverage. Therefore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this agreement, or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured, whichever is greater.
c) Acceptability of Insurer. Insurance is to be placed with insurers with a current A.M.
Best's rating of no less than A:VII, unless otherwise acceptable to the CITY.
Verification of Coverage. SUBDIVIDER shall furnish the CITY with original endorsements effecting coverage required by this Exhibit D. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf; on forms equivalent to CG 20 10 11 85, subject to CITY approval; and submitted electronically through the Exigis insurance system to: [email protected]. All insurance certificates and endorsements are to be received and approved by the CITY before work commences. At the request of the CITY, SUBDIVIDER shall provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications.
d) Sub-contractors. SUBDIVIDER shall require all subcontractors to procure and maintain insurance policies subject to the requirements of Exhibit D. Failure of SUBDIVIDER to verify existence of sub-contractor's insurance shall not relieve SUBDIVIDER from any claim arising from sub-contractors work on behalf of SUBDIVIDER.