Disposition and Development Agreement - Exhibit L Insurance 660\14\4222726.3
Exhibit L
Insurance
Each Developer will maintain the insurance coverage described below for itself and its applicable Improvements; provided, that notwithstanding the foregoing or anything to the contrary contained in the Agreement to which this is an Exhibit, the Commercial Developer shall (i) only be required to provide the insurance identified in Section 1 below during (and provide certificates of insurance with respect to) the period commencing with the commencement of construction of the Underground Parking Garage and ending on the date of Podium Completion and (ii) not be required to (1) provide the insurance identified in Section 2 below or (2), to the extent applicable to the period following the date of Podium Completion, satisfy the requirements under Section 3 below. :
1. Construction Coverage - Minimum Scope and Limits of Insurance
Developer shall procure and maintain for the duration of the project construction until issuance of certificate of occupancy insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the construction work hereunder by the Developer, its agents, representatives, or employees.
Coverage shall be at least as broad as:
a. Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $5,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. The $5,000,000 per occurrence limit can also be met with an umbrella liability policy in the amount of at least $5,000,000.
b. Automobile Liability: Insurance Services Office Form CA 0001 covering Code 1 (any auto), with limits no less than $2,000,000 per accident for bodily injury and property damage..
c. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employers’ Liability insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease.
d. Builder’s Risk (Course of Construction) insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions.
e. Developer shall cause its Contractor to maintain Contractors’ Pollution Legal Liability with limits no less than $2,000,000 per occurrence or claim, and $4,000,000 policy aggregate and Developer’s contract with its Contractor will require the Contractor to indemnify the City and name the City as an additional insured on Pollution policy. f. Umbrella liability policy: Developer shall maintain an umbrella liability policy in the amount of $5,000,000.
Disposition and Development Agreement - Exhibit L Insurance 660\14\4222726.3
g. If developer maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the developer. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
2. Post Coverage – Minimum Scope and Limits of Insurance
Coverage shall be at least as broad as:
a. Commercial General Liability (CGL): Developer shall maintain Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $3,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
b. Automobile Liability: Insurance Services Office Form CA 0001 covering Code 1 (any auto), with limits no less than $1,000,000 per accident for bodily injury and property damage.
c. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limits of no less than $1,000,000 per accident for bodily injury or disease.
c. Property insurance against all risks of loss (other than with respect to loss resulting from Earthquake) to the commercial and residential buildings including the parking garage at full replacement cost with no coinsurance penalty provision. d. Pollution Legal Liability with limits no less than $2,000,000 per occurrence or claim, and $2,000,000 policy aggregate.
3. Additional Insurance Provisions Applicable to Construction and Post Coverage a. Broader Coverage: If the Developer maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the developer. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
b. Self-insured retentions: Self-insured retentions for insurance required herein must be declared to and approved by the City. At the option of the City, either: the Developer shall cause the insurer to reduce or eliminate such self-insured retentions as respects the City, its elected and appointed officials, employees, and agents; or the Developer shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City.
c. Endorsements: The insurance policies are to contain, or be endorsed to contain, the following provisions:
Disposition and Development Agreement - Exhibit L Insurance 660\14\4222726.3
1. The City, its elected and appointed officials, employees, and agents are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Developer including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired, or borrowed by or on behalf of the Developer. General liability coverage can be provided in the form of an endorsement to the Developer’s insurance (at least as broad as ISO Form CG 20 10, CG 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).
2. For any claims related to this project, the Developer’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its elected and appointed officials, employees, and agents. Any insurance or self-insurance maintained by the City, its elected and appointed officials, employees, or agents shall be excess of the Developer’s insurance and shall not contribute with it.
3. Each insurance policy required by this clause shall provide that coverage shall not be canceled, except with notice to the City.
d. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best rating of no less than A: VII, unless otherwise acceptable to the City.
e. Waiver of Subrogation: Developer hereby agrees to waive rights of subrogation which any insurer of Developer may acquire from Developer by virtue of the payment of any loss. Developer agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Developer, its employees, or agents.
f. Verification of Coverage: Developer shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Developer’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. g. Developer shall require and verify that its contractor and all subcontractors maintain insurance meeting all requirements stated herein, and Contractor shall ensure that Entity is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13. h. If any coverage required is written on a claims-made coverage form:
1. The retroactive date must be shown, and this date must be before the execution date of the contract or the beginning of contract work.
2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of contract work.
3. If coverage is cancelled or non -renewed, and not replaced with another claims -made policy form with a retroactive date prior to the contract effective, or start of work date, Disposition and Development Agreement - Exhibit L Insurance 660\14\4222726.3
the Contractor must purchase extended reporting period coverage for a minimum of five (5) years after completion of contract work.
4. A copy of the claims reporting requirements must be submitted to the Entity for review.
5. If the services involve lead- based paint or asbestos identification/remediation, the Contractors Pollution Liability policy shall not contain lead -based paint or asbestos exclusions. If the services involve mold identification/remediation, the Contractors Pollution Liability policy shall not contain a mold exclusion, and the definition of Pollution shall include microbial matter, including mold.