1.e.2 Agreement - Dennis Grubb — Placentia City Council, March 1, 2022

CITY OF PLACENTIA

PROFESSIONAL SERVICES AGREEMENT
WITH

DENNIS GRUBB AND ASSOCIATES, LLC
THIS AGREEMENT is made and entered into this 26th day of October, 2021 (Effective Date"), by and between the CITY OF PLACENTIA, a municipal corporation ("City"), and Dennis Grubb and Associates, LLC, a California corporation ("Consultant").

WITNESSETH:

A. WHEREAS, City proposes to utilize the services of Consultant as an independent contractor to provide fire plan check, inspection, and prevention services related to fire and life safety, as more fully described herein; and
B, WHEREAS, Consultant represents that it has that degree of specialized expertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated; and C. WHEREAS, City and Consultant desire to contract for the specific services described in Exhibit "A" (the "Project") and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and
D. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY CONSULTANT

1.1. Scope of Survives. Consultant shall provide the professional services described in the Consultant's Proposal ("Proposal"), attached hereto as Exhibit "A" and incorporated herein by this reference.

1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant's performance of this Agreement. Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. Officers and employees shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section.

1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the complete satisfaction of the City and within the hereinafter specified. Evaluations of the work will be done by the City Administrator or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to:

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(a) Meet with Consultant to review the quality of the work and resolve the matters of concern;
(b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or
(c) Terminate the Agreement as hereinafter set forth.

1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. Consultant shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys' fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above-mentioned laws, which may be incurred by reason of Consultant's performance under this Agreement.

1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code. Such actions shall include, but not be limited to the following:
employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Consultant agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause.

Consultant shall, in all solicitations and advertisements for employees placed by, or on behalf of Consultant shall state that all qualified applicants will receive consideration for employment without regard to age, race, color, religion, sex, marital status, national origin, or mental or physical disability. Consultant shall cause the paragraphs contained in this Section to be inserted in all subcontracts for any work covered by the Agreement, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

1.6. Non -Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement.

1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Consultant may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Consultant's sole cost and expense. All insurance requirements contained in this Agreement are independantly applicable to any and all subcontractors that Consultant may engage during the term of this Agreement.
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1.8. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultants covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION AND BILLING

2.1, Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit "A". Consultant's total compensation shall not exceed Twenty -Four Thousand Five Hundred Dollars ($24,500.00).

2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in the Consultant's Proposal or which is inconsistent with or in violation of the provisions of this Agreement unless the City or the Project Manager for this Project, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable.

Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services.

2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than two times a month. Said invoice shall be based on the total of all Consultant's services which have been completed to City's sole satisfaction. City shall pay Consultant's invoice within forty-five (45) days from the date City receives said invoice_ Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" and shall identify the number of the authorized change order, where applicable, on all invoices.

2.4. Records and Audits. Records of Consultant's services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at mutually convenient times for a period of three (3) years from the Effective Date.

3.0. TIME OF PERFORMANCE

3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement. Said services shall be performed in strict compliance with the Project Schedule approved by City as set forth in Exhibit "A."

3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and the Consultant. The 3 Dennis Grubb and Associates, LLC
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Consultant shall present documentation satisfactory to the City to substantiate any request for a time extension.

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of 24 months, ending on October 26, 2023, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties.

4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of jall or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Consultant. The termination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement.

The Consultant reserves and has the right of canceling this Agreement for any reason. The Consultant shall provide a written notification to the City a minimum of 30 calendar days prior to the termination this agreement.

If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

The City shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should:
a. Be adjudged a bankrupt;
b. Become insolvent or have a receiver of its assets or property appointed because of insolvency;
c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or
f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs.

4.3. Compensation. In the event of termination, City shall pay Consultant for 4 Dennis Grubb and Associates, I_LC

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reasonable costs incurred and professional services satisfactorily performed up to and including the date of City's written notice of termination within thirty-five (35) days after service of the notice of termination. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. In ascertaining the professional services actually rendered hereunder up to the effective date of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services contemplated herein whether delivered to the City or in the possession of the Consultant. City shall not be liable for any claim of lost profits.

4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of delivery of termination notice to Consultant, at no cost to City. Any use of uncompleted documents without specific written authorization from Consultant shall be at City's sole risk and without liability or legal expense to Consultant.

5.0. INSURANCE

5.1. Minimum Scooe and Limits of Insurance. Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement all the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated "A," Class X, or better in the most recent Best's Key Insurance Rating Guide, and approved by City:
(a) Broad -form commercial general liability, in a form at least as broad as ISO from #CG 00 01 04 13, including premises -operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. If Consultant maintains higher limits that the specified minimum limits City reouires and shall be entitled to coverage for the high limits maintained by the Consultant.
(b) Business automobile liability for owned vehicles, hired, and non -owned vehicles, with a policy limit of not Tess than One Million Dollars ($1,000,000.00), combined single limits, each incident for bodily injury and property damage.
(c) Workers' compensation insurance as required by the State of California and Employers Liability Insurance with a minimum limit of $1,000,000 per accident for any employee or employees of Consultant. Consultant agrees to waive, and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City, its officers, agents, employees, and volunteers for losses arising from work performed by Consultant for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies. 5 Dennis Grubb and Associates, LLC
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Before execution of this Agreement by the City, the Consultant shall file with the Public Works Director/City Engineer the following signed certification:

I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self-insurance before commencing any of the work.

The Consultant shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the Public Works Director/City Engineer before execution of this Agreement by the City.

The City, its officers and employees shall not be responsible for any claims in law or equity occasioned by failure of the consultant to comply with this section.
(d) Professional errors and omissions ('E&O") liability insurance with policy limits of not Tess than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. Architects' and engineers' coverage shall be endorsed to include contractual liability. If the policy is written as a "claims made" policy, the retro date shall be prior to the start of the contract work. Consultant shall obtain and maintain, said E&O liability insurance during the life of this Agreement and for three years after completion of the work hereunder.

Neither the CITY nor any of its elected or appointed officials, officers, agents, employees, or volunteers makes any representation that the types of insurance and the limits specified to be carried by Consultant under this Agreement are adequate to protect Consultant.

If Consultant believes that any such insurance coverage is insufficient, Consultant shall provide, at its own expense, such additional insurance as Consultant deems adequate.

5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions as worded below:
(a)
Additional insureds: "The City of Placentia and its elected and appointed boards, officers, officials, agents, employees, and volunteers are addition- al insureds with respect to: liability arising out of activities performed by or on behalf of the Consultant pursuant to its contract with the City; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; automobiles owned, leased, hired, or borrowed by the Consultant."
(b) Notice: "Consultant shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self-insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Consultant shall forthwith obtain and submit proof of substitute insurance. Should Consultant fail to 6 Dennis Grubb and Associates, LLC
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immediately procure other insurance, as specified, to substitute for any canceled policy, the City may procure such insurance at Consultant's sole cost and expense."
(c) Other Insurance: "The Consultant's insurance coverage shall be primary insurance as respects the City of Placentia, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Placentia shall be excess and not contributing with the insurance provided by this policy."
(d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Placentia, its officers, officials, agents, employees, and volunteers.

The Consultant'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.

5.3. Deductible or Self -Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such deductible or self-insured retention.

5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached hereto as Exhibit "B" and incorporated herein by this reference.

5.5. Non-limitinct. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Consultant may be held responsible for payments of damages to persons or property. (e)

6.0. GENERAL PROVISIONS

6.1. Entire Aoreemenl. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Administrator or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement.
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6.3. Proiect Managers. City shall designate a Project Manager to work directly with Consultant in the performance of this Agreement. It shall be the Consultant's responsibility to assure that the Project Manager is kept informed of the progress of the performance of the services and the Consultant shall refer any decision, which must be made by City, to the Project Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Project Manager.

Consultant shall designate a Project Manager who shall represent it and be its agent in all consultations with City during the term of this Agreement and who shall not be changed by Consultant without the express written approval by the City. Consultant or its Project Manager shall attend and assist in all coordination meetings called by City.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement, or the work hereunder may be provided by personal delivery, facsimile or if mailed, shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

IF TO CONSULTANT: IF TO CITY:

Dennis Grubb and Associates, City of Placentia
LLC 401 E. Chapman
6560 Van Buren Blvd., Ste. B Placentia, CA 92870
Riverside, CA 92503
Tel: (951) 772-0007 Tel: (714) 993-8135
Attn: Dennis Grubb Fax: (714)961-0283
Attn: Fire Chief

6.5. Attorneys' Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governina Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California. Consultant agrees to submit to the personal jurisdiction of such court in the event of such action.

6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant 8 Dennis Grubb and Associates, LLC
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hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, hold free and harmless the City, its elected and appointed officials, officers, agents and employees, at Consultant's sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings brought against the City, its elected and appointed officials, officers, agents and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply whenever any claim, action, complaint or suit asserts liability against the City, its elected and appointed officials, officers, agents arid employees based upon the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City's specifications or Consultant's Proposal, which shall be of no force and effect.

6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant's employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify far or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to 9 Dennis Grubb and Associates, LLC
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any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant's performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, preliminary notes, working documents, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City but shall be made available to the City within ten (10) days of request or within ten (10) days of termination. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys' fees, arising out of or resulting from City's use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant.

Consultant shall deliver to City any findings, reports, documents, information, data, preliminary notes and working documents, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. Consultant or Consultant's agents shall execute such documents as may be necessary from time to time to confirm City's ownership of the copyright in such documents.

6.13. Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.).

Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

6.14. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant and its officers, employees, associates and subconsultants shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subconsultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Consultant shall be responsible for its work and results under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City's representative, regarding any services rendered under this 10 Dennis Grubb and Associates, LLC
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Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant occurs, then Consultant shall, at no cost to City, provide all necessary design drawings, estimates and other Consultant professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

6.16. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect.

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, the conflict shall be resolved by giving precedence in the following order, if applicable: This Agreement, the City's Request for Proposals, the Consultant's Proposal.

6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. in the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement.

6.23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24. Severability. If any provision of this Agreement is determined by a court of 11 Dennis Grubb and Associates, LLC
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competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.

6.26. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY OF PLACENTIA,
A municipal corporation
Damien Arrula, City Administr`arrer
ATTEST:
e)t
Ci y Clerk and ex -officio Clerk
of the City of Placentia
12 Date: 12 2-t
Date:
12-4/ /
Dennis Grubb And Associates, LLC
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CONSULTANT
Signature
Dennis J. Grubb. Owner
Name and Title
20-8680376
Social Security or Taxpayer ID Number
APPROVED AS TO FO M:
rt 1'
Christian L. Bettenhausen, City Attorney
APPROVED AS TO INSURANCE:
»A o
R sanna Ramirez, Risk Ma gem
AOVED AS TO CONTENT:
ctI
�Ja o obln , Acting Fire Chief
13 Date: 10/26/21
Date:

Date:
<<
9- la
"/I s'la- I
Date: 10 ' Z+ • ZaDZ i
Dennis Grubb and Associates, LLC
Rev. 08/2017
ATTACHMENT 2

EXHIBIT A

CONSULTANT'S PROPOSAL AND SCOPE OF WORK
14 Dennis Grubb and Associates, LLC
Rev. 08/2017
ATTACHMENT 2

June 6, 2021
Placentia Fire Department
Attn: Chief Van Gieson
401 E. Chapman
Placentia, CA. 92870
Dennis Grubb and Associates, LLC
Assisting Cities Build Safe Communities
Subject: Contract Adjustment
Dear Chief Van Gieson,
Dennis Grubb & Associates, LLC (DGA) is pleased to submit this proposal to provide professional Fire Plan Review and Inspection Services to Placentia Fire Department.

This proposal outlines all the elements that make DGA a high-quality solution to the Placentia Fire Department's needs, including our experienced personnel and our range of Fire Prevention services.

The following characteristics make Dennis Grubb & Associates, LLC uniquely qualified to service the Placentia Fire Department:
➢ Experienced plan review and inspections with specific technical skills in fire code application
➢ DGA specializes exclusively in fire life safety plan review and inspections ➢ Training experience for both the public and private sectors ➢ Electronic plan review capability utilizing Bluebeam software ➢ We are a local firm whose associates are well -versed in local, regional and state policies and practices
➢ Associates possess core business skills including strong verbal & written communication skills, professionalism & teamwork, proficiency in MS Office, Outlook, Windows and a variety of fire prevention software packages ➢ Competitive fees
➢ Excellent references (upon request)
6560 Van Buren Blvd, Ste B, Riverside, CA. 92503
(800) 975-7395 * (951)772-0007
ATTACHMENT 2

DGA Qualifications
Our associates each have over 20+ years of direct fire plan review and inspection experience working directly with Public Fire Agencies
DGA possess the certifications and qualifications required and are highly experienced in the use and content of all California Building Standards Codes (DGA resumes can be provided upon request)
All associates are proficient in
• Fire Sprinklers
• Fire Alarm and Monitoring Systems
• Underground Water Supply
• Fire Pumps
Special, clean agent system
• Commercial Cooking fire protection
• High Piled Storage
• Above and Below Ground Tank Storage
• Refueling Station
• Hazardous Material
• Combustible Dust
• Battery Systems
• Compressed Gas Systems (Medical, Industrial)
• Chemical Classification
• Fire service related architectural requirements
Scope of Work
Pick up and drop off plans at Placentia Fire Department or use a courier/mail service (at the expense of DGA) within the stated turnaround time. • Verify plan compliance with adopted state & local codes/ordinances including updates
• Communicate corrections with applicant and Placentia Fire Department as directed • Stamp plans in a manner as directed by the Placentia Fire Department. o Be available for phone calls or in-person meetings with Placentia Fire Department as needed
• Assist with adopting and administering the Fire Code as needed. • Conducting fire life safety inspections of new construction and limited annual inspections for complex facilities.
• Inspections for public firework display inspections.
o Responding to public Fire Code inquires.
• Plan review to ensure compliance with all applicable codes. • Provide input to the Planning Department for new development and provide project specific conditions as applicable.
6560 Van Buren Blvd, Ste B, Riverside, CA. 92503
(800) 975-7395 * (951)772-0007
ATTACHMENT 2

• Review and provide response to Fire Code alternate means & methods/practical difficulty requests after consultation with the Fire Chief. • Provide engine company training in Fire Code/Standards related inspections. • Provide guidance documents and standards to assist residents/businesses with understanding Fire Code requirements.
• Other duties as needed and agreed to between DGA and the Placentia Fire Department.

To fulfill the scope of work, DGA will provide the Placentia Fire Department a Senior Fire Inspector one day a week for 8 hours. DGA will coordinate with Placentia Fire Department the date and time of all inspections. In the event the new construction inspection workload exceeds the capacity of the single inspector, DGA will provide an additional inspector as the DGA's schedule and workload allows.

Plan Turnaround Pian Review Times:
• initial review — 10 city business days from time of receipt • Resubmittals — 7 city business days from time of receipt Fees:

Plan Review
DGA fees are based on a flat fee. The fee is for the first and second plan check and includes the plan review, administrative work, and shipping. If additional review/s are required there is a flat fee per submittal (outlined below):

FD Access
Alarm System
$370
$330
Sprinkler System — TI $295
Sprinkler — TI with calculations $350
Sprinkler System — New $490
Additional Riser/Floor Control in Same Building $170
Underground $475
Fire Pump $530
Standpipe System $250
Engineered System (H&D, Clean Agent, etc) per System $270 Special System/ Process (HPS, AST, UST, Spray Booth etc.) ea $380 Hazardous Material Disclosure $840
Architectural- TI $375
Architectural- New $580
Architectural — New > 4 -story or R -1/R-2 with more than 50 units $710 6560 Van Buren Blvd, Ste B, Riverside, CA. 92503
(800) 975-7395 * (951)772-0007
ATTACHMENT 2

Development Review (CUP, Tract Map, Etc.) $370
Revision $220
Additional Reviews (Past 2nd $220
Expedite Plan Check (per submittal) $200
Time & Material (Hourly Rate) $120
Inspections
Field Inspection/Training/Site Visits are charged at $100 per hour, with a one-hour minimum + .5 Hr per day for travel which covers cost of mileage). Early or after hours or weekend inspections will be charged a minimum of four-hour minimum + .5 hr for travel.

Inspection Scheduling (Option)
DGA offers an option for new construction inspection scheduling at $30 per day I look forward to working with Placentia Fire Department. Should you have any questions or need additional information you can contact me directly at (951) 21b -541S2, Sincerely,
Dennis J. Grubb, CFPE
President
6560 Van Buren Blvd, Ste B, Riverside, CA. 92503
(800) 975-7395 * (951)772-0007
ATTACHMENT 2

EXHIBIT B

CERTIFICATES OF INSURANCE AND ENDORSEMENTS
15 Dennis Grubb and Associates, LLC
Rev. 0812017
ATTACHMENT 2

Ad" -()RI)

CERTIFICATE OF LIABILITY INSURANCE

CATE (MMIDD/YYYY)
09/30/2021
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policyllos) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such ondorsmnentis).

PRooucen caNrncr KARRIE MANRIQUEZ
/SAM,:

LOU GRANDE PHONEo Ext: 951-737-2682 f AX t19.1:951-736-1875 P.O. BOX 147 E-MAIL [email protected]
ADQRES$; _. _
NORCO, CA 92860 INSURERM AFFOROINGCOVERAOE NAIC0
INSURER A : State Farm Mutual Automobile Insurance Company 25178 INSURER St
INSURER C :

INSURER D :

INSURER E
INSURER F :

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

NSR P
LIR TYPE OF INSURANCE ADOL.FaUen POLICY NUMBER IMO DC YYYY1 thIM/DDIEFF YYYYI LIMITS

INSURED

DENNIS J GRUBB
4680 MILLBROOK AVE
RIVERSIDE, CA 92509

COMMERCIAL GENERAL LIABILITY
CLAIMS -MADE _11 OCCUR
EACH OCCURRENCE $
DAMAGET RENTED —"
_klittE!$8$_I caut** EI- $
MED EXP (Any One pansia j $
PERSONAL & ADV INJURY _ $
G}•N'I'AGGREGATE LIMIT APPLIES PER. GENERAL AGGREGATE $ IPOLICY I I JEC I LOC PRODUCTS • COMPyt)PAGQ S
OTHER s
AUTOMOBILE LIABILITY X 4399936 -F08 -75B 06/08/2021 06/08/2022 COMacctdanlDINtiOL min $ 1,000,000 Ea
BODILY INJURY (Per person) $

ANY AUTO

A OWNED
_ _ AUTOS ONLY
HIRED

AUTOS ONLY
XAUTOS
SCHEDULED BODILY INJURY (Per accident) $
NON --OWNED PROPERTY DAM GE •
AUTOS ONLY Moor IIo BALL

UMBRELLA LIAR OCCUR
EXCESS UAB I--_ CLAIMS-MADE0En I I RETENTION$

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY Y I N
ANY PROPRIETOR/PARTNER/EXECUTIVE ❑
OFFICER/MEMBER EXCLUDED?
(Mandatory In NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
NIA
$
EACH OCCURRENCE $ �.

AGGREGATE $
;MUM"
S
ISTAU7 -_�fr -
EL EACH ACCIDENT 5
E -L DISEASE - EA EMPLOYEE $
£L DISEASE - POLICY LIMIT $
DESCRIPTION OF OPERATIONS 7 LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached tt more apace le required} The City of Placentia and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to:
automobiles owned. leased, hired, or borrowed by the Consultant.

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

PLACENTIA FIRE AND LIFE SAFETY DEPARTMENT

CITY OF PLACENTIA
401 E. CHAPMAN AVE
PLACENTIA, CA 92870

AUTHORIZED REPRESENTATIVE
c(yipY lU1 «W
© 1988-2015 ACORD CORPORATION- All rights reserved.

ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD ATTAC I -1J'114913 04-22-2020

ACC) ----21

CERTIFICATE OF LIABILITY INSURANCE
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the pollcy(Ies) must have ADDITIONAL INSURED provisions or be endorsed.

PRODUCER CONTACT JOHN WILLHITE
WILLHITENWNE: INSURANCE AGENCY, INC PN/CONE. No. co, ra. Nal, 951-662-8297 951-682-7297
!A
6117 BROCKTON AVENUE, STE [email protected] E'MA'L willhltelnsurance.com_
�pbRES3:

RIVERSIDE, CA 92506 _ INSURE R(81 AFFORDINGCOVERAGE
INBURERA: THE HARTFORD NSURANCE COMPANY
INSURED INSURERe: SEQUOIA INSURANCE COMPANY

DATE (MM/DD/YYYY)
9/30/2021

DENNIS GRUBB AND ASSOCIATES
6560 VAN BUREN BLVD. STE. B
RIVERSIDE, CA 92503
INBURERC: LLOYDS OF LONDON INSURANCE CO
INSURER D :

INSURERE:

NAZCA
INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH )OLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

MK' ABM -SUB R• Pba1CY OF POLICY UP
ITR TYPE OF INSURANCE 1111 0 D POLICY NUMBER IMM,O0 yin mniweYYYY1 LIMITS if y�83SBANX2247 01/13/2021 01/13/2022 EACH OCCURRENCE s 2,000,000

A X COMMERCIAL GENERAL LIABILITY

CLAIMS -MADE CI OCCUR
GEN'L
AGGREGATE MIT APPLIES PER:

POLICY
1 LOC
OTHER

AUTOMOBILE LIABILITY
• ANY AUTO

OWNED SCHEDULED

AUTOS ONLY AUTOS

HIRED NON -OWNED
. AUTOS ONLY _ AUTOS ONLY

UMBRELLA LIAR

EXCESS LIAB
DED (`RETENTION $

B WORKERS COMPASATION

AND EMPLOYERS' LIABILITY
ANVPROPRI ETOR/PARTN ER/E)O=CUTIVE
OFFICERIMEMBEREXCLUDED?
(Mandatory In NH)
If 05, do&cnba under
DE SCRIP I ION OF OPERATIONS below
OCCUR

CLAIMS -MADE
YIN
II
NIA
Y
QWC1148262
041011202104/01/2022
oAT.iadk L) REN l ED 7,000,000
PREMISES (Eo orw(pance1 S
MED EXP (Any one person) $ 10,000
PERSONAL B,ADV INJURY $ 1,000,00{)
GENERAL AGGREGATE S 4,000,000
PRODUCTS - COMP/OP AGG $ 2,000,000
5 come!NED SINGLE u rr
wa5srAem
BODILY INJURY (Per person) $
•
BODILY INJURY (Per accident) $
PROP Jd 2"4E— 5

EACH OCCURRENCE

AGGREGATE
STATUTE 1 I FAH
-
I E.L. EACH ACCIDENT
E.L. DISEASE - EA EMPLOYEE
E.L. DISEASE - POLICY LIMIT
S
$
$
g 1,000,000
g 1,000,000
$ 1,000,000
C PROFESSIONAL LIABILITY PSJ0028842707 03/17/2021 03/17/2022 OCCURRENCE 1,000,000 AGGREGATE 1,000,000
DESCRIPTION OF OPERATIONS ! LOCATIONS 1 VEHICLES (ACORD 101, Additional Remarks Schedule, may bo attached If more spaco Is required)

THE CITY OF PLACENTIA AND ITS ELECTED AND APPOINTED BOARDS, OFFICERS, OFFICIALS, AGENTS, EMPLOYEES, AND VOLUNTEERS ARE ADDITIONAL INSUREDS WITH RESPECTS TO: UABILITY ARISING OUT OF ACTIVITIES PERFORMED BY OR ON BEHALF OF THE CONSULTANT PURSUANT TO ITS CONTRACT WITH THE CITY; PRODUCTS AND COMPLETED OPERATIONS OF THE CONSULTANT; PREMISES OWNED, OCCUPIED OR USED BY THE CONSULTANT; AUTOMOBILES OWNED, LEASED, HIRED, OR BORROWED BY THE CONSULTANT.

CERTIFICATE HOLDER

CITY OF PLACENTIA
401 E. CHAPMAN AVE
PLACENTIA, CA 92870
ACORD 26 (2016/03)

CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POUCIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

AUTHORIZED REPRESENTATIVE

JOHN WILLHITE
©1988-2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo ere registered marks of ACORD
ATTACHMENT 2

• cfc
Policy certificate
Insurance effected through the Coverholder:

CFC Underwriting Limited
85 Gracechurch Street
London EC3V OAA
United Kingdom
PLEASE NOTE -This notice contains important information. PLEASE READ CAREFULLY.

This Certificate is issued by the Coverholder in accordance with the authorization granted to the Coverholder under the Binding Authority Agreement with the Unique Market Reference stated within this Policy. This Policy comprises a Certificate, the Declarations page, Wording and all other provisions and conditions attached and any endorsements issued.

The liability of an insurer under this contract is several and not joint with other insurers party to this contract. An insurer is liable only for the proportion of liability it has underwritten. An insurer is not jointly liable for the proportion of liability underwritten by any other insurer. Nor is an insurer otherwise responsible for any liability of any other insurer that may underwrite this contract.

The proportion of liability under this contract underwritten by an insurer (or, in the case of a Lloyd's syndicate, the total of the proportions underwritten by all the members of the syndicate taken together) is shown in this Policy.

In the case of a Lloyd's syndicate, each member of the syndicate (rather than the syndicate itself) is an insurer. Each member has underwritten a proportion of the total shown for the syndicate (that total itself being the total of the proportions underwritten by all the members of the syndicate taken together). The liability of each member of the syndicate is several and not joint with other members. A member is liable only for that member's proportion. A member is not jointly liable for any other member's proportion. Nor is any member otherwise responsible for any liability of any other insurer that may underwrite this contract. The business address of each member is Lloyd's, One Lime Street, London EC3M 7HA. The identity of each member of a Lloyd's syndicate and their respective proportion may be obtained by writing to Market Services, Lloyd's, at the above address.

Although reference is made at various points in this clause to "this contract' in the singular, where the circumstances so require this should be read as a reference to contracts in the plural.

In Witness whereof this Certificate has been signed by:

Authorized Official
Please examine this document carefully. If it does not meet your needs, please contact your broker immediately. In all communications the policy number appearing overleaf should be quoted.

ATTACHMENT 2

•cfc

NO FLAT CANCELLATION

DECLARATIONS
POLICY NUMBER:

PSJ0028842707
UNIQUE MARKET REFERENCES: B087520C9N5051
B087520C9N5053
THE INSURED:

ADDRESS:

Dennis Grubb and Associates
6560 Van Buren Boulevard, #B
Riverside, CA 92503
US
THE UNDERWRITERS: Underwritten by certain underwriters at Lloyd's and other insurers
THE INCEPTION DATE: 00:01 Local Standard Time on 17 Mar 2021 THE EXPIRY DATE: 00:01 Local Standard Time on 17 Mar 2022 TOTAL PAYABLE: USD4,373.00
Broken down as follows:

Premium: US D4,023.00
Policy Administration Fee: USD350.00
BUSINESS ACTIVITIES: Fire and Compliance Code Consulting Services 7/ CHOICE OF LAW: California (�
SERVICE OF SUIT: Foley & Lardner LLP Premium $4,023.00
555 California Street, Suite 1700 carder -res $ 350.00
e
San Francisco, CA 94104-1520 Broker Sttamp amp Fee
$ 250.00
se $ 10.93
LEGAL ACTION: Worldwide Stale Tax $ 131.19
Total $4,765.12
TERRITORIAL SCOPE: Worldwide
US CLASSIFICATION: Surplus Lines
SURPLUS LINES BROKER: Licence No. :0705050
2002 E McFadden Ave, Suite 100
Santa Ana
92705
RETROACTIVE DATE(S):

Professional Liability.

General Liability:
17 Mar 2021
17 Mar 2021, in respect of INSURING CLAUSE 3 (SECTION F only)
OPTIONAL EXTENDED 12 months for 100% of applicable annualized premium REPORTING PERIOD:

CLAIMS MANAGER: CFC Underwriting Limited
Please report all new claims to:
newciaimst cfcunderwritina.corn
WORDING: Professions (US) v3.1
ENDORSEMENTS: Complaints Notice (USA)
U.S. Terrorism Risk Insurance Act of 2002 As Amended
Not Purchased Clause
ATTACHMENT 2

�cfc

DECLARATIONS
INSURING CLAUSE 1: PROFESSIONAL LIABILITY

ALL SECTIONS COMBINED
Aggregate limit of liability: USD1,000,000
SECTION A: ERRORS AND OMISSIONS
Limit of liability: USD1,000,000
Deductible:

USD2,500
SECTION B: BREACH OF CONTRACT
in the aggregate
each and every
and expenses
each and every
and expenses
Limit of liability: USD1,000,000 each and every
and expenses
Deductible: USD2,500 each and every
and expenses
SECTION C: SUB -CONTRACTOR VICARIOUS LIABILITY
claim, including costs
claim, including costs
claim, including costs
claim, including costs
Limit of liability: USD1,000,000 each and every claim, including costs and expenses
Deductible: USD2,500 each and every claim, including costs and expenses
SECTION D: CONTINGENT BODILY INJURY AND PROPERTY DAMAGE LIABILITY Limit of liability: USD1,000,000 each and every claim, including costs and expenses
Deductible: USD2,500 each and every claim, including costs and expenses
SECTION E: INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT
Limit of liability:

Deductible:

US D1,000,000
USD2,500
SECTION F: POLLUTION LIABILITY
Limit of liability: USD1,000,000
Deductible:

USD2,500
SECTION G: REGULATORY COSTS AND FINES
Limit of liability: USD1,000,000
Deductible:

USD2,500
each and every
and expenses
each and every
and expenses
each and every
and expenses
each and every
and expenses
each and every
and expenses
each and every
and expenses
claim, including costs
claim, including costs
claim, including costs
claim, including costs
claim, including costs
claim, including costs
ATTACHMENT 2

. cfc
SECTION H: DISHONESTY OF EMPLOYEES
Limit of liability: USD1,000,000
Deductible: USD2,500
SECTION I: PAYMENT OF WITHHELD FEES
Limit of liability: USD1,000,000
Deductible: USD2,500
INSURING CLAUSE 2: CYBER AND PRIVACY

NO COVER GIVEN
each and every claim, including costs
and expenses
each and every claim, including costs
and expenses
each and every claim, including costs
and expenses
each and every claim, including costs
and expenses
INSURING CLAUSE 3: COMMERCIAL GENERAL LIABILITY

ALL SECTIONS COMBINED
Aggregate limit of liability: USD2,000,000
in the aggregate
SECTION A: BODILY INJURY AND PROPERTY DAMAGE LIABILITY
Limit of liability: USD1,000,000
Deductible: USD1,000
SECTION B: PERSONAL AND ADVERTISING INJURY
Limit of liability: USD1,000,000
Deductible: USD1,000
SECTION C: PRODUCTS AND COMPLETED OPERATI
Aggregate limit of liability: USD1,000,000
Deductible: USD1,000
SECTION D: TENANTS' LEGAL LIABILITY
Aggregate limit of liability: USD250,000
Deductible: USD1,000
each and every claim, including costs
and expenses
each and every claim, including costs
and expenses
each and every claim, including costs
and expenses
each and every claim, including costs
and expenses

ONS LIABILITY
in the aggregate, including costs and
expenses
each and every claim, including costs
and expenses
in the aggregate, including costs and
expenses
each and every claim, including costs
and expenses
ATTACHMENT 2

f cfc
SECTION E: MEDICAL EXPENSES
Limit of liability: USD5,000
Deductible:
each and every claim
USDO each and every claim
SECTION F: EMPLOYEE BENEFITS LIABILITY
Aggregate limit of liability: USD1,000,000 in the aggregate, including costs and expenses
Deductible: USD1,000 each and every claim, including costs and expenses
SECTION G: NON -OWNED AND HIRED AUTOMOBILE LIABILITY
Limit of liability: USD1,000,000 each and every claim, including costs and expenses
Deductible: USD2,500 each and every claim, including costs and expenses
SECTION H: LIABILITY FOR DAMAGE TO HIRED OR LEASED AUTOMOBILES Limit of liability: USD50,000 each and every claim, including costs and expenses
Deductible: USD2,500 each and every claim, including costs and expenses
INSURING CLAUSE 4: COMMERCIAL PROPERTY

NO COVER GIVEN
INSURING CLAUSE 5: BUSINESS INTERRUPTION

NO COVER GIVEN
INSURING CLAUSE 6: LOSS MITIGATION
Aggregate limit of liability: USD1,000,000 in the aggregate, including costs and expenses
Deductible: USDO each and every claim, including costs
and expenses
INSURING CLAUSE 7: COURT ATTENDANCE COSTS
Aggregate limit of liability: USD100,000 in the aggregate, including costs and expenses
Deductible: USDO each and every claim, including costs
and expenses
INSURING CLAUSE 8: REPUTATION AND BRAND PROTECTION
Aggregate limit of liability: USD100,000 in the aggregate, including costs and expenses
Deductible: USDO each and every claim, including costs
and expenses
ATTACHMENT 2

� cfc

OUR REGULATORY STATUS
CFC Underwriting Limited is authorised and regulated by the United Kingdom Financial Conduct Authority (FCA). CFC Underwriting Limited's Firm Reference Number at the FCA is 312848. These details may be checked by visiting the Financial Conduct Authority website at https://register.fca.org.uk/ . Alternatively, the Financial Conduct Authority may be contacted on +44 (0)20 70661000.

We are covered by the Financial Services Compensation Scheme (FSCS). You may be entitled to compensation from the scheme if we cannot meet our obligations to you in respect of insurance policies that we have underwritten on behalf of insurers. This depends on the type of business and the circumstances of the claim. In respect of general insurance business the FSCS will cover 90% of the claim, without any upper limit and for compulsory classes of insurance, the FSCS will cover 100% of the claim, without any upper limit. Further information about compensation scheme arrangements is available from the FSCS.

HOW TO COMPLAIN - USA
We intend to provide an excellent service to you. However, we recognize that there may be occasions when you feel that this has not been achieved. If you are unhappy with any aspect of the service that you receive from us, please contact your insurance broker in the first instance, stating the nature of your complaint, the certificate and/or claim number.

Chief Executive Officer
CFC Underwriting Limited
85 Gracechurch Street
London EC3V OAA
United Kingdom
If you remain dissatisfied after we have considered your complaint and provided our response, you may have the right to refer your complaint to the Department of Insurance in your State for review,
You will be provided with further information about your complaint escalation rights to the Department of Insurance in your State by us on receipt of your complaint.

The existence of this complaints procedure does not affect your right to commence a legal action or an alternative dispute resolution proceeding in accordance with your contractual rights.

ATTACHMENT 2

cfc

DATA PROTECTION NOTICE
We collect and use relevant information about you to provide you with your insurance cover or the insurance cover that benefits you and to meet our legal obligations. Where you provide us or your agent or broker with details about other people, you must provide this notice to them.

The information we collect and use includes details such as your name, address and contact details and any other information that we collect about you in connection with the insurance cover from which you benefit. This information may include more sensitive details such as information about your health and any criminal convictions you may have.

In certain circumstances, we may need your consent to process certain categories of information about you (including sensitive details such as information about your health and any criminal convictions you may have). Where we need your consent, we will ask you for it separately. You do not have to give your consent and you may withdraw your consent at any time. However, if you do not give your consent, or you withdraw your consent, this may affect our ability to provide the insurance cover from which you benefit and may prevent us from providing cover for you or handling your claims.

The way insurance works means that your information may be shared with, and used by, a number of third parties in the insurance sector for example, insurers, agents or brokers, reinsurers, loss adjusters, sub -contractors, regulators, law enforcement agencies, fraud and crime prevention and detection agencies and compulsory insurance databases. We will only disclose your personal information in connection with the insurance cover that we provide and to the extent required or permitted by law.

We will process individual insured's details, as well as any other personal information you provide to us in respect of your insurance cover, in accordance with our privacy notice and applicable data protection laws.

To enable us to use individual insured's details in accordance with applicable data protection laws, we need you to provide those individuals with certain information about how we will use their details in connection with your insurance cover.

You agree to provide to each individual insured this notice, on or before the date that the individual becomes an individual insured under your insurance cover or, if earlier, the date that you first provide information about the individual to us.

We are committed to using only the personal information we need to provide you with your insurance cover. To help us achieve this, you should only provide to us information about individual insureds that we ask for from time to time.

You have rights in relation to the information we hold about you, including the right to access your information. If you wish to exercise your rights, discuss how we use your information or request a copy of our full privacy notice, please contact us directly at enquiries©cfcunderwriting.com.

For more information about how we use your personal information please see our full privacy notice, which is available online on our website at:
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ATTACHMENT 2

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U.S. TERRORISM RISK INSURANCE ACT OF 2002 AS AMENDED NOT PURCHASED CLAUSE

ATTACHING TO
POLICY NUMBER:

THE INSURED:

WITH EFFECT FROM:

PSJ0028842707
Dennis Grubb and Associates
17 Mar2021
This CLAUSE is issued in accordance with the terms and conditions of the "U.S. Terrorism Risk Insurance Act of 2002" as amended, as summarized in the disclosure notice.

It is hereby noted that we have made available coverage for "insured losses" directly resulting from an "act of terrorism" as defined in the "U.S. Terrorism Risk Insurance Act of 2002", as amended ("TRIA") and you have declined or not confirmed to purchase this coverage.

This Insurance therefore affords no coverage for losses directly resulting from any "act of terrorism" as defined in TRIA except to the extent, if any, otherwise provided by this Policy.

All other terms, CONDITIONS and EXCLUSIONS of this Insurance including applicable limits and deductibles remain unchanged and apply in full force and effect to the coverage provided by this Insurance.

LMA5390 (Amended)
09 January 2020

SUBJECT OTHERWISE TO THE TERMS AND CONDITIONS OF THE
POLICY
ATTACHMENT 2

Di, Policy No. 4399936—F08 -75B

SECTION II ADDITIONAL INSURED ENDORSEMENT
Policy No.: 4399936—F08 -75B
Named insured:

DENNIS GRUBB & ASSOCIATES LLC
Additional Insured (Include address):

CITY OF PLACENTIA
401 E . CHAPMAN -AVENUE
PLACENTIA, CA 92870
WHO 1S AN INSURED, under SECTION II DESIGNATION OF INSURED, is amended to include as en insured the Additional Insured shown above, but only to the extent that liability is imposed on that Additional Insured solely because of your work performed for that Additional Insured shown above.

Any insurance provided to the Additional Insured shall only apply with respect to a claim made or a suit brought for damages for which you are provided coverage.

The Primary insurance coverage below applies only when there is an "X" In the box. 0 Primary Insurance. The insurance provided to the Additional Insured shown above shall be primary insurance_ Any insurance carried by the Additional insured shall be noncontributory with respect to coverage provided to you.

All other policy provisions apply.

FE -8809
Prrnled to U.S.A.

ATTACHMENT 2

IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on. this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing Insurer(s), authorized representative or producer, and the certificate holder, nor does It affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.

ACORD 25 (MO 1105)
ATTACHMENT 2

POLICY NUMBER: 83SBANX2247 THE HARTFORD INSURANCE CO.

COMMERCIAL GENERAL LIABILITY
NAMED INSURED: DENNIS GRUBB & ASSOCIATES

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - ONGOING AND COMPLETED OPS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
Name of Person or Organization: CITY OF PLACENTIA
City of Placentia, its officers, and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Consultant pursuant to its contract with the City; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; automobiles owned, leased, hired, or borrowed by the Consultant. (If no entry appears above, information required to complete this endorsement will be shown in the Declaration as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in Schedule, but only with respect to liability arising out of "your work" for that insured by or for you.

PRIMARY INSURANCE AND NON CONTRIBUTORY CLAUSE
Such insurance as is afforded by this policy is primary insurance and non- contributing coverage for "ongoing" and "competed operations". No other insurance of the Additional Insureds will be called upon to contribute to a loss.

Such Insurance as is afforded by this policy for the additional insured shown in the schedule of this endorsement shall apply as primary insurance and will not seek contribution from any other insurance maintained by such additional insured for "ongoing" and "completed" operations.

WAIVER OF SUBROGATION
General Liability Insurance and Workers Compensation policy shall include a WAIVER OF SUBROGATED ENDORSEMENT whereby the subcontractor waives any right or claim to be subrogated on payment of loss or otherwise to any claim against the contractor or owner and waves any right against contractor or owner.

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF SUBROGATION
This endorsement modifies insurance provided under the following:

BUSINESS LIABILITY COVERAGE FORM
We waive any right of recovery we may have against:

1. Any person or organization shown In the Declarations, or

2. Any person or organization with whom you have a contract that requires such waiver.

Form SS 1215 03 00 Page 1 of 1
2000, The Hartford
ATTACHMENT 2

WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC040306
(Ed. 04-84)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.

The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration.

Schedule
Person or Organization Job Description
Any person or organization as required by written contract.

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 4/1/2021 Policy No. QWC1148262
Insured DENNIS GRUBB AND ASSOCIATES lip....

Insurance Company Sequoia Insurance Company ,----
Countersigned by
WC 04 03 06
(Ed. 04-84)
Endorsement No. 0
Premium $ 508
ATTACH ME 2

Placentia City CouncilMarch 1, 2022

Placentia City Council
March 1, 2022