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HomeMy Public PortalAboutC-20-131 - Boys and Girls Club of Carson Subrecipient Agreement, CDBGSUBRECIPIENT AGREEMENT HUHhN RESOURCES RgCE!YED This SUBRECIPIENT AGREEMENT (the "Agreement"), is made� ,��ktl irftM �-jQ, 1 st day of July, 2020, by and between the CITY OF CARSON, a chartercpj,ty efch �pal corporation (the "City"), and BOYS AND GIRLS CLUBS OF CARSON, a California\., nbn-profit organization ("Subrecipient")(individually referred to herein as "Party" and collectively, the "Parties"). . -. 1 RECITALS WHEREAS, the City has entered into various funding agreements with the United States Department of Housing and Urban Development ("HUD"), which funding agreements provide Community Development Block Grant funds ("CDBG Funds") to the City pursuant to the Federal Housing and Community Development Act of 1974, codified at 42 U.S.C. Section 5301 et seq., as amended from time to time (the "Act"), and the regulations promulgated thereunder, codified at 24 Code of Federal Regulations Section 570 et seq. (the "Regulations"); and WHEREAS, the Act provides that the City may grant CDBG Funds to nonprofit organizations for certain purposes allowed under the Act; and WHEREAS, the Subrecipient is a nonprofit organization which operates a program which is eligible for a grant of CDBG Funds; and WHEREAS, the City desires to assist in the operation of the Subrecipient's program by granting CDBG Funds to the Subrecipient in order to pay for all or a portion of the costs incurred in operating the program, subject to the terms and conditions more particularly set forth in this Agreement; and WHEREAS, this Agreement is not intended to create, nor shall it be construed as creating, any rights in any third parties not a Party to the same, but rather this Agreement is intended to assist Subrecipient in providing cost effective services to the community it serves, as described in this Agreement; and NOW, THEREFORE, the Parties hereto agree as follows: 1.0 SERVICES OF SUBRECIPIENT. 1.1 Scope of Services. Subrecipient agrees to provide to City all of the services specified and detailed in both its applicatiqn for CDBG Funds (the "Application") and in the "Scope of Services" attached hereto and incorporated herein as Exhibit "A" to this Agreement. Subrecipient represents and warrants to City that it is able to and will use the CDBG Funds granted by the City for the purpose of providing the services set forth in its Application and Exhibit "A", and only for that purpose. Subrecipient further represents and warrants that it will adhere to the terms of the Application and this Agreement in providing said services. 1.2 National Objective. Subrecipient certifies that the services provided with the CDBG Funds will meet the CDBG program's national objective of benefitting low and moderate income persons, as defined in 24 CFR Part 570.208. 01007.0001/561268.5 1.3 Special Requirements. Additional terms and conditions of this Agreement, if any, are set forth in the "Special Requirements" attached hereto and incorporated herein as Exhibit "B" to this Agreement. 1.4 Standard of Care. Subrecipient hereby represents and warrants to City that all services rendered pursuant to this Agreement will be performed in a competent, professional, and satisfactory manner. As a material inducement to City to enter into this Agreement, Subrecipient hereby further represents and warrants that it has the experience and skills necessary to undertake the services to be provided herein. 1.5 Compliance with Laws. All services rendered by Subrecipient pursuant to this Agreement shall be performed in accordance with all ordinances, resolutions, statutes, rules, and regulations of City and/or any federal, state or local governmental agency having jurisdiction at the time such services are rendered. 1.6 Licenses, Permits. Fees and Assessments. Subrecipient shall obtain at its sole costs and expense such licenses, permits and approvals as may be required by law for the performance of the services required by the Agreement. 1.7 Reports. No later than ten (10) days prior to any payment date specified in Section 2.1 of this Agreement, within ten (10) days following the termination of this Agreement, and at such other times as the Contract Officer shall request, Subrecipient shall provide the Contract Officer with a written report describing the services provided during the period of time since the last report and accounting for the specific expenditures of any portion of the Contract Sum, if applicable. At the times and in the manner required by law, the Subrecipient shall provide to the City, HUD, the Comptroller General of the United States, and any other individual or entity, or their duly authorized representatives, any and all reports and information required for compliance with the Act and/or the Regulations. 1.8 Financial Reporting. Any Subrecipient receiving or due to receive $20,000.00 or more from the City during the current fiscal year (July 1, 2020 through June 30, 2021) (the "Fiscal Year") shall provide the City with a financial statement which has been completed within the most recent twelve (12) months and which shows that the Subrecipient's financial records have been kept in accordance with generally accepted accounting standards ("Financial Statement"). This Financial Statement shall be prepared by a recognized accounting firm that is approved by or satisfactory to City's Chief Financial Officer, and shall include a general ledger balance sheet which identifies revenue sources and expenses in sufficient detail to demonstrate compliance with this Agreement and which is balanced with Subrecipient's bank statements. Any organization receiving or due to receive less than $20,000.00 from the City in the Fiscal Year shall provide the City with a copy of the organization's most recent charitable trust report to the Attorney General, or other financial information satisfactory to the City's Chief Financial Officer. The financial information that must be provided pursuant to this paragraph shall be furnished to the City's Chief Financial Officer not later than January 31St of the current Fiscal Year. 1.9 Audits and Inspections. All Subrecipient records concerning any matter covered by this Agreement shall be made available to the City, HUD, and the Comptroller General of the United States, or any of their authorized representatives, at any time during normal business hours, as often as is deemed necessary by those entities in order to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Subrecipient within thirty (30) days after receipt of such 01007.0001/561268.5 2 reports by the Subrecipient. Failure by the Subrecipient to comply with these audit requirements will constitute a breach of this Agreement and may result in the withholding of future payments thereunder. The Subrecipient hereby agrees to have an annual agency audit conducted in accordance with current City policy concerning Subrecipient audits and 2 CFR 200. 2.0 COMPENSATION. 2.1 Contract Sum. The City shall pay to Subrecipient for the services to be provided hereunder, on a reimbursable basis, a sum not to exceed THIRTY-FIVE THOUSAND DOLLARS AND NO CENTS ($35,000.00) (the "Contract Sum"), in accordance with the "Schedule of Compensation" attached hereto and incorporated herein as Exhibit "C" to this Agreement, which sum shall constitute full and complete reimbursement for the implementation of this Agreement for the entire Term thereof. Subrecipient shall submit to the City monthly statements of reimbursable expenditures pursuant to the attached "Schedule of Compensation", along with pertinent supporting documentation. The City shall promptly review the monthly expenditure statements and, upon approval, reimburse Subrecipient for its authorized operating costs. 2.2 Payroll Records. In cases where the Contract Sum will reimburse payroll expenses as part of operations, Subrecipient shall establish a system for maintaining accurate payroll records which will track daily hours charged to the project by Subrecipient's employees, as set forth in 2 CFR 200.430. 2.3 Draw Downs. Failure by Subrecipient to request reimbursement or encumbrance of at least 25% of the Contract Sum by the end of each Fiscal Year quarter (i.e. by September 30, December 30, March 31, and June 30, respectively) shall result in the immediate forfeiture of 25% of the Contract Sum, unless this requirement is waived by the Contract Officer. The Contract Officer reserves the sole and unfettered right to determine whether the circumstances warrant such a waiver. Any such waiver by the Contract Officer shall not be deemed to waive or render unnecessary Subrecipient's compliance with this provision for the remainder of the Term of this Agreement. 2.4 Default. In the event that Subrecipient defaults under any of the terms and conditions of this Agreement, City shall have no obligation to continue compensating Subrecipient for any work performed after the date of such default. The City's consent to or approval of any default by the Subrecipient shall not be deemed to waive the City's rights under this provision with respect to any subsequent default. (See also Section 6.4 below.) 2.5 Completion of Work. City reserves the right to withhold 10% of the Contract Sum until a Certificate of Completion is issued by the City. 3.0 COORDINATION OF THE WORK. 3.1 Representative of Subrecipient. The following principal(s) and/or representative(s) of Subrecipient are hereby designated as the person(s) authorized to act on Subrecipient's behalf with respect to the services specified herein and to make all decisions in connection therewith: Kim Richards, Chief Executive Officer 01007.0001/561268.5 3 3.2 Contract Officer. The "Contract Officer" shall be such person as may be designated by the City's City Manager. 3.3 Prohibition Against Subcontracting or Assignment. Subrecipient shall not contract with any other entity to perform, in whole or in part, the services to be provided pursuant to this Agreement without the express written approval of the City. Neither this Agreement, nor any interest created by it, may be assigned or transferred by Subrecipient, voluntarily or by operation of law, without the prior written approval of the City. 3.4 Independent Contractor. Except as otherwise set forth herein, neither the City, nor any of its agents or employees, shall have any control over the manner, mode, or means by which Subrecipient, or its agents or employees, perform the services to be provided pursuant to this Agreement. Subrecipient shall perform all such services as an independent contractor of the City, and shall remain at all times as to the City a wholly independent contractor with only such obligations as are consistent with that role. Subrecipient shall not at any time or in any manner represent that it, or any of its agents or employees, are agents or employees of the City. 4.0 INSURANCE AND INDEMNIFICATION. 4.1 Insurance. (a) Subrecipient shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City: (i) Commercial General Liability Insurance (Occurrence Form CG0001 or equivalent). Insurance Services Offices Form CG 00 01 covering Commercial General Liability (CGL) on an "occurrence" basis including products and completed operations, property damage, bodily injury, personal injury, and advertising injury. A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $1,000,000.00 per occurrence or if a general aggregate limit is used, either the general aggregate limit shall apply separately to this contract/location, or the general aggregate limit shall be twice the occurrence limit. (ii) Worker's Compensation Insurance. A policy of worker's compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for the Subrecipient against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Subrecipient in the course of carrying out the work or services contemplated in this Agreement. (iii) Automotive Insurance. ISO Form Number CA 00 01 covering any auto (Code 1), or if the Subrecipient has no owned autos, covering hired (Code 8), and non -owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. (iv) Professional Liability. Professional liability insurance appropriate to the Subrecipient's profession. This coverage may be written on a "claims made" basis, and must 01007.0001/561268.5 include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least 5 consecutive years following the completion of Subrecipient's services or the termination of this Agreement. During this additional 5 -year period, Subrecipient shall annually and upon request of the City submit written evidence of this continuous coverage. (v) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit "B". (vi) If the Subrecipient maintains broader coverage or higher limits (or both) than the minimums required by this Agreement, then the City requires and shall be entitled to the broader coverage and higher limits maintained by the Subrecipient. (vi) Subcontractors. Subrecipient shall include all subcontractors as insureds under its policies, or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. (b) General Insurance Requirements. All of the above policies of insurance shall be primary insurance and shall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Subrecipient's insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. The insurance policy must specify that where the primary insured does not satisfy the self-insured retention, any additional insured may satisfy the self-insured retention. All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any Party hereto without providing thirty (30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, the Subrecipient shall, prior to the cancellation date, submit new evidence of insurance in conformance with this section to the Contract Officer. No work or services under this Agreement shall commence until the Subrecipient has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of and endorsement to all required insurance policies at any time. Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City. The insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated "A" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the City's Risk Manager or other designee of the City due to unique circumstances. 4.2. Indemnification. To the full extent provided by law, Subrecipient agrees to indemnify, defend and hold harmless the City, its officers, employees, and agents ("Indemnified Parties") against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein "claims or liabilities") that may be asserted or claimed by any 01007.0001/561268.5 person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Subrecipient, its officers, employees, agents, subcontractors, invitees, or any individual or entity for which Subrecipient is legally liable ("indemnitors"), or arising from Subrecipient's or indemnitors' reckless or willful misconduct, or arising from Subrecipient's or indemnitors' negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, except claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions. The indemnity obligation shall be binding on successors and assigns of Subrecipient and shall survive termination of this Agreement. 5.0 DISCRIMINATION, TERMINATION, AND ENFORCEMENT. 5.1 Covenant Against Discrimination. Subrecipient covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of any person or group of persons on account of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, pregnancy, marital status, age, sexual orientation, or any other basis pertaining to a Protected Characteristic under applicable federal, state, or local law. 5.2 Term. Unless earlier terminated in accordance with Section 5.3 of this Agreement, this Agreement shall continue in full force and effect until such time as Subrecipient has completed the services set forth in Exhibit "A", but for a term not to exceed June 30, 2021 ("Term"). (See also Exhibit B discussion of "Project Closeout.") 5.3 Termination Prior to Expiration of Term. Either Party may terminate this Agreement at any time, with or without cause, upon thirty (30) days' written notice to the other Party. Upon receipt of such notice of termination, Subrecipient shall immediately cease all services hereunder except as may be specifically approved by the Contract Officer. Subrecipient shall be entitled to compensation for all services rendered prior to receipt of the notice of termination, and City shall be entitled to reimbursement for any services that have been paid for but not rendered. 6.0 MISCELLANEOUS PROVISIONS. 6.1 Conflicts of Interest. Subrecipient, its agents and employees shall comply with applicable federal, state, and local laws and regulations governing conflict of interest. Subrecipient covenants that it presently has no interest and shall not acquire any interest, direct or indirect, that may be affected by the services to be performed by it under this Agreement, or that would conflict in any manner with the performance of its services hereunder. Subrecipient further covenants that, in performing this Agreement, no person having any such interest shall be employed by it. Furthermore, Subrecipient shall avoid the appearance of having any interest that would conflict in any manner with the performance of its services pursuant to this agreement. Subrecipient agrees not to accept any employment or representation during the term of this Agreement that is or may likely make Subrecipient "financially interested" (as provided in California Government Code Sections 1090 and 87100) in any decision made by City on any manner in connection with which Subrecipient has been retained pursuant to this Agreement. 6.2 Warranty and Representation of Non -Collusion. City hereby warrants and represents that no official, officer, or employee of the City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of the City participate in 01007.0001/561268.5 any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly interested, or in violation of any state or municipal statute or regulation. The determination of "financial interest" shall be consistent with State law and shall not include interest found to be "remote" or "non interest" pursuant to California Government Code Sections 1091 and 1091.5. Subrecipient hereby warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result or consequence of obtaining or being awarded any agreement. Subrecipient is aware of and understands that any such act(s), omission(s), or other conduct resulting in the payment of money, consideration, or other thing of value will render this Agreement void and of no force and effect. Subrecipient Representative Initials 4zs 6.3 Prohibited Activity. Subrecipient is prohibited from using CDBG Funds provided herein, or personnel employed in the administration of the program for which those funds have been granted, for any of the following activities: political activities, activities of an inherently religious nature, lobbying, political patronage, and nepotism activities. Religious entities may use CDBG funds for secular activities only in accordance with the federal regulations specified in 24 CFR 570.2000), regarding such activities as worship, religious instruction, or proselytization. 6.4 Non -Waiver of Terms, Rights and Remedies. A. Waiver. The failure of a non -defaulting Party to enforce any right, provision, or remedy shall not impair such right, provision, or remedy, and shall not constitute a waiver of such right or provision in the absence of a written confirmation of waiver signed by the defaulting Party. In no event shall the making by City of any payment to Subrecipient constitute or be construed as a waiver by City of any breach of covenant, or any default that may then exist on the part of Subrecipient, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. Failure on the part of City to act with respect to a breach by Subrecipient shall not constitute a waiver of City's right to act with respect to subsequent or similar breaches. B. Waiver by either Party of any of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. A Party's consent to or approval of any act by the other Party requiring the Party's consent or approval shall not be deemed to waive or render unnecessary the other Party's consent to or approval of any subsequent act. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 6.5 Attorney's Fees. In the event that either Party to this Agreement shall commence any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing Party in such action or proceeding shall be entitled to recover its 01007.0001/561268.5 7 costs of suit, including reasonable attorney's fees. The venue for any such litigation shall be Los Angeles County. 6.6 Notice. Any notice, demand, request, document, consent, approval, or communication either Party desires or is required to give to the other Party shall be in writing and either served personally or sent by prepaid, first class mail to the address set forth below, or such other addressed as may from time to time be designated by mail. City: Keith Bennett Community Development Department City of Carson 701 East Carson Street Carson, California 90745 With a Copy to: City Attorney City of Carson 701 East Carson Street Carson, California 90745 Subrecipient: Kim Richards Chief Executive Officer Boys and Girls Clubs of Carson 1950 East 220th Street, Suite 207 Carson, California 90810 6.7 Exhibits. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement as if set forth fully herein. 6.8 Entire Agreement. This Agreement, and any other documents incorporated herein by specific reference, represents the entire and integrated agreement between City and Subrecipient. This Agreement supersedes all prior oral or written negotiations, representations, or agreements. This Agreement may not be amended, nor any provision outreach hereof waived, except in a writing signed by the Parties that expressly refers to this Agreement. 6.9 California Law. This Agreement shall be interpreted, construed and governed both as to validity and to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 6.10 Severability. In the event that part of this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties hereunder unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless. 01007.0001/561268.5 6.11 Corporate Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said Party is bound. [SIGNATURES ON THE FOLLOWING PAGE] 01007.0001/561268.5 9 X ca �, C'") cn m C-- ca •• C7 z cn r M fig 01007.0001/561268.5 9 IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first above written. Dated: ATTEST: City Clerk Printed Name: Title: APPROVED AS TO FORM: Aleshire & Wynder, LLP City Attorney Printed Name: Title: CITY OF CARSON, CALIFORNIA 0 Albert Robles, Mayor SUBRECIPIENT:** *** BOYS AND GIRLS CLUBS OF CARSON By: 14C�--- Name: •��bsvr �-c.e. _ 12�.c�l�cj►�rc�4 Title: C -'GO Date: 8 - 4 By at'm'-'r - Name: jiv-, UTcv- Title: TVV0-,5�C, - Date: Tr -6,- 202a **SUBRECIPIENT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO SUBRECIPIENT'S BUSINESS ENTITY. *** If Subrecipient is a Corporation, one signature is required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. 01007.0001/561268.5 10 IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first above written. Datedg 1 / A ]LIV. APPROVED AS TO FORM: Aleshire & Wynder, LLP City Attorney Printed Name: Sunny K. Soltani Title: City Attorney CITY OF C SON, IF RNJIA By: _ /Ilb&t Robles, ayor SUBRECIPIENT:** *** BOYS AND GIRLS CLUBS OF CARSON Name:��s�x Title: CA-=�D Date: 13-4 - 20 z0 By: � Li-� Name: I -e*; VicL Title: 'T•�,��,�- Date: g-(0- Zola **SUBRECIPIENT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO SUBRECIPIENT'S BUSINESS ENTITY. *** if Subrecipient is a Corporation, one signature is required from each of the following groups: 1) Chairman of the Board, President or any Vice President, and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. 01007M011561268-5 10 CALIFORNIA ALL PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. STATE OF CALIFORNIA COUNTY OF LOS ANGELES On uSi to , 2020 before me, Qrer166jAK s�uhKpersonally appeared J f-6 V ck proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. , �•°�,y BRENDAN R. SHINN WITNESS my hand a d official seal _ W F' Notary Public • California `gyp... ' = los Angeles County s: Signature: z Commission # 2303930 My Comm. Expires Sep 2, 2023 OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ❑ INDIVIDUAL ❑ CORPORATE OFFICER 01007.0001/561268.5 12 TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES July 1 2020 DATE OF DOCUMENT OTHER THAN NAMED ABOVE TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR ❑ OTHER SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) 01007.0001/561268.5 12 TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES July 1 2020 DATE OF DOCUMENT OTHER THAN NAMED ABOVE CALIFORNIA ALL PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. STATE OF CALIFORNIA COUNTY OF LOS ANGELES On �, 2020 before me,,, JwLLOu4personally appeared `� AQOeX *' , proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct BROOKE SANDOVAL WITNESS y hand and o 'cial sea .Notary Public - California = Los Angeles County r;Signature: _ Commission A 2240212 My Comm. Expires Apr 28, 2022 OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ INDIVIDUAL ❑ CORPORATE OFFICER TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR ❑ OTHER SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) 01007.0001/561268.5 11 DESCRIPTION OF ATTACHED DOCUMENT TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES July 1, 2020 DATE OF DOCUMENT OTHER THAN NAMED ABOVE HUMAN RESOURCES SCOPE OF SERVICES RECEIVED EXHIBIT "A" 20 AUG 17 FM 3: 51 1. Subrecipient shall utilize the CDBG Funds provided bylftr Rnt to this Agreement to provide development programming for children and youth residing in the city of Carson. 2. Services rendered by Subrecipient shall include gang prevention programs aimed at youth at risk for gang activity, and other programs that address teen issues such as academic achievement, college preparation, researching and pursuing careers, and job skills development. 3. Costs for which Subrecipient shall be reimbursed from the CDBG Funds shall be limited to direct costs of personnel, including wages, salaries, and benefits, associated with the provision of the services described in paragraph No. 2, above, [specifically, Subrecipient's Main Street Unit Director]; costs of educational materials and printing associated with the aforementioned services; the subsidy of activity fees for participants who are unable to pay such fees, and the rental of Subrecipient's facility located at 21502 South Main Street, Carson, California 90745. 4. The primary location for services provided in accordance with this Agreement shall be Subrecipient's facility located at 21502 Main Street, Carson, California. 5. Subrecipient anticipates providing services to approximately 125 Carson residents. 6. Recognizing Subrecipient's acknowledgement in Section 1.2 of this Agreement that the activities carried out with the CDBG Funds shall meet the CDBG program's national objective of benefitting low and moderate income individuals, Subrecipient shall ensure that at least fifty-one per cent (51%) of clients meet the standard of low and moderate income, as determined by the City. Subrecipient shall verify participants' total household income by requesting to see documentation that shows income information for all household members, and shall keep records reflecting the verification of such income on file and available for inspection by representatives of City and/or HUD. Subrecipient shall also, to the extent practicable, obtain information regarding the racial, ethnic, and female -headed household status of participants. Subrecipient shall report the income, race, ethnicity, and female - headed household status of participants to City in accordance with Section 2, Program Evaluation and Review, and Section 3, Reporting Requirements, of the attached Exhibit "B", "Special Requirements". 7. City will monitor the performance of Subrecipient against goals and performance standards including, but not limited to, those stated above. Substandard performance as determined by City will constitute noncompliance with this Agreement. If action to correct such substandard performance is not taken by Subrecipient within a reasonable period of time after being notified by City, procedures to suspend or terminate this Agreement will be initiated. [END OF EXHIBIT "A"] 01007.0001/561268.5 13 HUMAN RESOURCES EXHIBIT "B" RECEIVED SPECIAL REQUIREMENTS 24 AUG [ i PM 3: 51 CITY OF CARSON The provisions of this Exhibit B are hereby added to the Agreement. To the extent any of the provisions of Exhibit B conflict with provisions elsewhere in the Agreement, the provisions of Exhibit B shall govern. This Agreement is subject to and incorporates the terms of the Housing and Community Development Act of 1974, as amended; 24 Code of Federal Regulations ("CFR") Chapter V, Part 570; City's CDBG Program Guidelines; and all amendments or successor regulations or guidelines thereto. 1. Federal Contracting Provisions. Subrecipient agrees to comply with the following federal requirements in the performance of this Agreement: A. Subrecipient shall comply with Executive Order 11246, as amended by Executive Orders 11375 and 12086, and implementing regulations at 41 CFR Chapter 60, which requires that during the performance of this Agreement, Subrecipient agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color, or national origin. Subrecipient shall consider all applicants without respect to their race, religion, sex, or national origin with respect to the following without limitation: 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. Subrecipient agrees to post in conspicuous places, available to employees and employment applicants, notices setting forth the provisions of this nondiscrimination clause. B. In its solicitations or advertisements for employees, Subrecipient shall state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. C. Subrecipient shall comply with all restrictions against discrimination, as required by Executive Order 11063, as amended by Executive Order 12259 and implementing regulations at 24 CFR Part 107. D. Subrecipient shall comply with Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701 et seq., which requires that to the greatest extent feasible, opportunities for training and employment be given to lower income residents of the project area and contracts for work in connection with the project be awarded to business concerns that are located in, or owned in substantial part by, persons residing in the project area. E. Subrecipient shall comply with Title VI of the Civil Rights Act of 1964, and Section 109 of the Housing and Community Development Act of 1974, which provides that no person shall, on the grounds of race, color, national origin, or sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance. 01007.0001/561268.5 14 F. Subrecipient shall comply with Section 504 of the Rehabilitation Act of 1973 (P.L. 93- 112), as amended, and implementing regulations. G. Subrecipient shall comply with the Age Discrimination Act. of 1975 (P.L. 94-135), as amended, and implementing regulations. H. Subrecipient shall comply with the relocation requirements of Title II and the acquisition requirements of Title III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act at 24 CFR Part 42. 1. Subrecipient shall comply with the restrictions prohibiting the use of funds for the benefit of a religious organization or activity as set forth in 24 CFR 570.2000). J. Subrecipient shall comply with the labor standard requirements as set forth in 24 CFR Part 570, Subpart K and HUD regulations issued to implement said requirements. K. Subrecipient shall comply with the Program Income requirements as set forth in 24 CFR 570.504(c) and 570.503(b)(8). L. Subrecipient shall comply with all federal laws and regulations described in 24 CFR 570, Subpart K, except that the Subrecipient does not assume the City's environmental responsibilities as described at 24 CFR 570.604, nor does the Subrecipient assume the City's responsibility for initiating the review process under the provisions of 24 CFR Part 52. M. Subrecipient shall comply with Executive Order 11988 relating to the evaluation of flood hazards and Executive Order 11988 relating to the prevention, control, and abatement of water pollution. N. Subrecipient shall comply with the flood insurance purchase requirement of Section 102(a) of the Flood Disaster Protection Act of 1978 (P.L. 93-234). O. Subrecipient shall comply with the regulations, policies, guidelines and requirements of 24 CFR 570; the "Common Rule," 24 CFR Part 85 and Subpart J; and 2 CFR 200 (which revises and supersedes OMB Circulars No. A-87, A-102, Revised, A-110, and A-122) as they relate to the acceptance and use of federal funds under the federally assisted program. P. Subrecipient shall comply with Title VII of the Civil Rights Act of 1968 (P. L. 90-284), as amended. Q. Subrecipient shall comply with the lead-based paint requirements of 24 CFR Part 35 issued pursuant to the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4801 et seq.). R. Subrecipient shall comply with current City policy concerning the purchase of equipment and shall maintain inventory records of all non -expendable personal property as defined by such policy as may be procured with funds provided herein. Unless specified otherwise within this Agreement, Subrecipient shall procure all 01007.0001/561268.5 15 materials, property, or services in accordance with the provisions and requirements of 24 CFR 84.40-48. S. Subrecipient shall maintain a property inventory system to numerically identify HUD purchased property and document its acquisition date, as set forth in 2 CFR 200.312 Federally -Owned and Exempt Property. T. The use and disposition of real property and equipment by Subrecipient under this Agreement shall be in accordance with the provisions and requirements of 24 CFR Part 84 and 24 CFR 570.502, 570.503, and 570.504. Upon expiration of the Agreement, the Subrecipient shall transfer to the City any CDBG Funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG Funds. Additionally, any real property under the Subrecipient's control that was acquired or improved in whole or in part with CDBG Funds (including CDBG Funds provided to the Subrecipient in the form of a loan) in excess of $25,000 is either: L Used to meet one of the national objectives in Section 570.208 (formerly Section 570.901) until five years after expiration of the Agreement, or for such longer period of time as determined to be appropriate by the City; or ii. Not used in accordance with paragraph (T)(i) above, in which event the Subrecipient shall pay to the City an amount equal to the current market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for the acquisition of, or improvement to, the property. The payment is program income to the City. (No payment is required after the period of time specified in subsection TJ immediately above.) U. Subrecipient shall comply with such other City, County, State, or Federal laws, rules and regulations, executive orders or similar requirements which might be applicable. V. As City will use federal funds to pay Subrecipient for the services to be performed under this Agreement, Subrecipient shall comply with 31 U.S.C. Section 1352, which prohibits any recipient or subrecipient of federal funds from: using such funds to influence or attempt to influence an officer or employee of any federal agency, a Member of Congress or an officer or employee of Congress, or any employee of a Member of Congress in connection with the awarding of any federal contract; making any federal grant; making any federal loan; entering into any cooperative agreement; and/or the extending, continuing, renewing, amending or modifying any federal contract, grant, loan or cooperative agreement. W. Every person who requests or receives a federal contract, grant, loan or cooperative agreement from a federal agency or receives or requests from a federal agency a commitment that would provide for the United States to insure or guarantee a loan must file with that agency a written declaration and certify that he or she has not made and will not make any prohibited expenditure. Further, any person who requests or receives from a person referred to above, a subcontract under a federal contract, a subgrant or contract under a federal grant, a contract or subcontract to carry out any purpose for which a particular federal loan is made, or contract under a federal cooperative agreement, is required to file a written declaration with the person who received the federal contract, grant, loan or commitment to insure or guarantee a loan. 01007.0001/561268.5 16 X. Subrecipient shall not receive any program income as defined in 24 CFR Section 570.500(a). 2. Program Evaluation and Review. Subrecipient shall make performance, financial, and all other records pertaining to this Agreement available to all City and HUD personnel. City and HUD personnel may inspect and monitor Subrecipient's facilities and program operations, including the interview of Subrecipient's staff and program participants. Subrecipient agrees to submit to City or HUD all data necessary to complete the Annual Grantee Performance Report in accordance with HUD requirements and in the format and at the time designated by City or HUD Project Directors or their designees. 3. Reporting Requirement. Subrecipient shall submit to City a quarterly statistical status report, using the forms shown in Exhibit "D" attached hereto, setting forth its activities for each reportable quarter. Such reports shall be filed with City not later than the 10th day of the month following the reportable quarter. The quarterly activity reports shall contain without limitation ethnic group, income level, female -headed household status and any other data as may be requested by City, of each person assisted and the result of such assistance. In addition to the monthly statistical status report, Subrecipient shall, on or before July 10, 2021, furnish City with a summary of Subrecipient's activities for the fiscal year commencing July 1, 2020. Such summary shall include an annual statistical report. 4. Documentation and Record Keeping. Subrecipient shall maintain all records required by the Federal regulations specified in 24 CFR 570.506, that are pertinent to the activities to be funded under this Agreement. Such records shall include but not be limited to: A. Records providing a full description of each activity undertaken; B. Records demonstrating that each activity undertaken meets one of the national objectives of the CDBG program; C. Records required to determine the eligibility of activities; D. Records documenting all CDBG funds received from the City; E. Records documenting expenses as identified in the monthly activity reports and reimbursement requests submitted to the City, as well as the relationship of these expenses to the CDBG-funded program; F. Records required to document the acquisition, improvement, use, or disposition of real property acquired or improved with CDBG assistance; G. Records documenting compliance with the fair housing and equal opportunity components of the CDBG program; H. Financial records as required by 24- CFR 570.502 and 24 CFR 84.21-28, and as otherwise stated within this Agreement; and I. Other records necessary to document compliance with Subpart K of 24 CFR Part 570. Subrecipient shall maintain separate accounting records for the CDBG Funds provided by the City. The City, HUD, Comptroller General of the United States, or any of their duly authorized representatives shall have access to all books, documents, papers, and records maintained by Subrecipient, as well as any of its own subrecipients or subcontractors, which directly relate to the project that is the subject of this Agreement for the purpose of audit, examination, excerpts, and transcriptions. Subrecipient shall also maintain client data demonstrating client eligibility for services provided. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, and description of service provided. Such 01007.0001/561268.5 17 information shall be available to City or HUD monitors or their designees for review upon request. 5. Disclosure Requirement. Subrecipient shall make available all books and records pertaining to each project or business activity that is funded by CDBG funds under this Agreement for inspection and audit by HUD's representatives, upon request, at any time during the term of this Agreement and for a period of five (5) years thereafter. All such books and records shall be maintained by Subrecipient at a location in Los Angeles County. Failure by Subrecipient to comply with the requirements of this section shall constitute a material breach for which City may terminate or suspend this Agreement. Subrecipient understands that client information collected under this Agreement is private and the use or disclosure of such information, when not directly connected with the administration of City's or Subrecipient's responsibilities with respect to services provided under this Agreement, is prohibited by applicable State and Federal law, unless written consent is obtained from such person receiving service and, in the case of a minor, that of a responsible parent/guardian. 6. Project Close -Out. Notwithstanding Section 5.2, Term, of the Agreement, and except as otherwise stated in this Agreement, this Agreement expires upon the Subrecipient's complete performance of all obligations described in this Agreement. The Subrecipient's obligation to the City shall not end until all close-out requirements are completed. Activities during this close-out period shall include, but are not limited to: submission of final requests for payment, making final payments, disposing of program assets in accordance with other provisions of this Agreement, and determining the custodianship of records. The City's funding obligation to the Subrecipient, however, shall be limited to the amount stated in Section 2.0 of the Agreement, and shall only apply to Subrecipient performance during Fiscal Year 2020-2021, ending on June 30, 2021. 7. Suspension, Recovery of Funds. A. In accordance with 24 CFR Section 85.43, suspension or termination may occur if Subrecipient materially fails to comply with any term of the award. B. If the funding source demands reimbursement for prior payments to Subrecipient due to Subrecipient's failure to comply with any applicable term of this Agreement, regulation or statute, Subrecipient shall reimburse City in the amount of such disallowed payments. C. The award may be terminated for convenience in accordance with 24 CFR Section 85.44. D. Upon expiration of this Agreement, Subrecipient shall transfer to City any funds paid pursuant to this Agreement that are on hand at the time of expiration and any accounts receivable attributable to the use of such funds. [END OF EXHIBIT "B"I 01007.0001/561268.5 18 HUMAN RESOURCES BUDGET RECEIVED (SCHEDULE OF COMPENSATION) 20 AUG 17 Pik 3 51 EXHIBIT "C" CITY OF CARSON For the services rendered pursuant to this Agreement, Subrecipient shall be reimbursed in` an amount not to exceed the Contract Sum of THIRTY-FIVE THOUSAND DOLLARS AND NO CENTS ($35,000.00) during the term of this Agreement. City shall reimburse Subrecipient for expenses that are documented to the satisfaction of the City and are incurred by Subrecipient in the costs as detailed in Section 3 of Exhibit "A" to this Agreement. City shall have the right to disapprove reimbursement for specific expenditures and expense categories that the City finds to be ineligible under the CDBG guidelines. There shall be no changes to the Scope of Services set forth in Exhibit "A" to this Agreement unless the same is requested in writing by Subrecipient, and approved in writing by the City. Provided that Subrecipient is not in default hereunder, the Subrecipient shall be reimbursed in accordance with the terms of this Agreement within thirty (30) days after the City's receipt of an invoice from Subrecipient. [END OF EXHIBIT "C"] 01007.0001/561268.5 19 A� 0® CERTIFICATE OF LIABILITY INSURANCE DATE (MM IDD/YYYY) CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, 5/1!2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Brenda Aldape Arthur J. Gallagher & Co. Insurance Brokers of CA., Inc.('C'No PHONE FAX Ext: 818-539-8602 A/C No): 818-539-8702 ADDRIESS, Brenda Aldape@ajg.com 505 N Brand Blvd, Suite 600 INSURER(S) AFFORDING COVERAGE NAIC# Glendale CA 91203 INSURER A: Great American Insurance Company 16691 License#: 0726293 INSURED BOYS&GI-16 INSURER B: New York Marine And General Insurance Company 16608 Boys & Girls Club of Carson 1950E 220th Street Suite 207 INSURER C: Great American Alliance Insurance Company 26832 INSURER D: Long Beach, CA 90810 INSURER E, INSURER F: COVERAGES CERTIFICATE NUMBER: 1379698626 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. INSR LTR TYPE OF INSURANCE ADDL SUBR POLICYNUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y PAC 191856703 5/4/2020 5/4/2021 EACH OCCURRENCE $1,000,000 CLAIMS -MADE OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $ 1,000,000 MED EXP (Any one person) $ 20,000 PERSONAL &ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 3,000,000 LOC POLICY E] PRO F]$ X JECT PRODUCTS - COMP/OP AGG 3,000,000 $ OTHER: A AUTOMOBILE LIABILITY Y Y CAP 1918568 03 5/4/2020 5/4/2021 COMBINED SINGLE LIMIT $ 1,000,000 Ea accident BODILY INJURY (Per person) $ ANY AUTO JX OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ Per accident X HIREDX NON -OWNED AUTOS ONLY AUTOS ONLY Comp & Collision $ 500/$500 C X UMBRELLA LIAB X OCCUR UMB 1-91-85-69 - 04 5/4/2020 5/4/2021 EACH OCCURRENCE $4,000,000 AGGREGATE $4,000,000 EXCESS LIAB CLAIMS -MADE DED X RETENTION $ 1 n nnn $ B WORKERS COMPENSATIONY AND EMPLOYERS' LIABILITY Y / N ANYPROPRIETOR/PARTNER/EXECUTIVE WC202000005385 4/1/2020 4/1/2021 X PER OTH- STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 [--]N OFFICER/MEMBER EXCLUDED? /A E.L. DISEASE - EA EMPLOYEE $ 1,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 A Abuse or Molestation Liability PAC 1918567 03 5/4/2020 5/4/2021 Each Abuse $1,000,000 Aggregate $3,000,000 O C DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) --.iC Policy: Professional Liability -< M :�u Policy#: PAC 1918567 03 M Carrier: Great American Insurance Company *1 J 0 7C Policy Term: 5/4/2020 To 5/4/2021 M Per Claim: $1,000,000 /Aggregate: $3,000,000 3> 't7 C 2 Policy: Directors & Officers Liability Policy#: EPP4916657 C W7 See Attached... 0 1 G r1ULUCFC I.HIV I.CLLA I IUIV SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE n, THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Carson 701 E. Carson Street ,Q I �� AUTHORIZED RE Carson CA 90745 0 ✓ P ESEIi NTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: BOYS&GI-16 LOC #: ACC>R00 ® ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY Arthur J. Gallagher & Co. NAMED INSURED Boys & Girls Club of Carson 1950 E 220th Street Suite 207 Long Beach, CA 90810 POLICY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Carrier: Great American Insurance Company Policy Term: 08/22/2019 To 08/22/2020 Per Claim: $1,000,000 / Aggregate: $1,000,000 / Retention $1,000 Policy: Employment Practices Liability Policy#: EPP4916657 Carrier: Great American Insurance Company Policy Term: 08/22/2019 To 08/22/2020 Per Claim: $1,000,000 / Aggregate: $1,000,000 / Retention $10,000 of Carson, its elected and appointed officers, employees and agents are named additional insured on general liability and auto liability with respect to the ations of the named insured. coverage is evidence only. Waiver of Subrogation for General Liability, Auto Liability and Workers Compensation applies in r of certificate holder. Such insurance is Primary and Non -Contributory. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Named Insured: Boys & Girls Club of Carson Policy Number: CAP 1918568 03 I' UMl * N RESOURCESCA 20 48 RECEIYED (Ed. 02 99) Effective Date: 5/4/2020 20 AUG 17 PH �: p THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFU L CITY OF C iRSON DESIGNATED INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies Person(s) or Organization(s) who are "Insureds" under the Who Is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. SCHEDULE Name of Person(s) or Organization(s): City of Carson, its elected and appointed officers, employees and agents (If no entry appears above, information required to complete this endorsement will be shown in the Declarations or above Schedule as as applicable to this endorsement.) Each Person or Organization shown in the Schedule is an "Insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "Insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form. Copyright, Insurance Services Office, Inc., 1998 CA 20 48 (Ed. 02/99) PRO (Page 1 of 1) Named Insured: Boys & Girls Club of Carson Policy Number: CAP 1918568 03 CA 04 44 (Ed. 0 3 10 ) Effective Date: 5/4/2020 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. Schedule Names) of Person(s) or Organization(s): City of Carson, its elected and appointed officers, employees and agents Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer of Rights of Recovery Against Others to Us Condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. Copyright, ISO Properties, Inc., 2009 CA 04 44 (Ed. 03/10) PRO (Page 1 of 1) Policy Number: PAC 1918567 03 Named Insured: Boys & Girls Club of Carson HUMAN RESOURCES CG 2 0 10 (Ed. 0 4 13 ) RECEIVED Effective Date: 5/4/2020Du 55 THIS ENDORSEMENT CHANGES THE PO?% JASV1JAD`�jj IT CAREFULLY. CITY OF' CARSON ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Schedule Name of Additional Insured Person(s) or Organization(s) Location(s) of Covered Operations City of Carson, its elected and appointed officers, employees and agents Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. SECTION II - WHO IS AN INSURED is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. your acts or omissions; or 2. the acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the Additional Insured(s) at the location(s) designated above. However; 1. the insurance afforded to such additional insured only applies to the extent permitted by law; and 2. if coverage provided to the Additional Insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these Additional Insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the Additional Insured(s) at the location of the covered operations has been completed; or Copyright, ISO Properties, Inc., 2012 CG 20 10 (Ed. 04/13) (Page 1 of 2) 2. that portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. C. With respect to the insurance afforded to these Additional Insureds, the following is added to SECTION III - LIMITS Of INSURANCE: If coverage provided to the Additional Insured is required by a contract or agreement, the most we will pay on behalf of the Additional Insured is the amount of insurance: 1. required by the contract or agreement; or 2. available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Copyright, ISO Properties, Inc., 2012 CG 20 10 (Ed. 04/13) (Page 2 of 2) WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA WC 04 03 06 (Ed. 04-84) 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 5.00 % of the California workers' compensation premium otherwise due on such remuneration. Person or Organization City of Carson Schedule Job Description City of Carson 701 E. Carson Street Carson, CA 90745 City of Carson, its elected and appointed officers, employees and agents are named additional insured on general liability and auto liability with respect to the operations of the named insured. coverage is evidence only. Waiver of Subrogation for General Liability, Auto Liability and Workers Compensation applies in favor of certificate holder. Such insurance is Primary and Non -Contributory. All Operations of the Named Insured as requested by the certholder.. 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 2020-04-01 Insured Boys & Girls Club of Carson WC 04 03 06 (Ed. 04-84) Policy No. WC202000005385 Endorsement No. Insurance Company New York Marine and General Insurance Company / 28746 Countersigned By * S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 CG 89 70 (Ed. 11/14) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SIGNATURE GENERAL LIABILITY BROADENING ENDORSEMENT This Endorsement modifies and is subject to the insurance provided under the following form: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following extension only applies in the event that no other specific coverage for the indicated loss exposure is provided under this Policy. If other specific coverage applies, the terms, conditions and limits of that Coverage are the exclusive coverage applicable under this Policy, unless otherwise noted in this Endorsement. This is a summary of the various additional coverages and coverage modifications provided by this Endorsement. For complete details on specific coverages, consult the actual policy wording. Coverage Description Limit of Insurance Page Non -Owned Aircraft Included 2 Non -Owned Watercraft Included 2 Bodily Injury - Mental Injury, Mental Anguish, Humiliation or Shock Included 3 Medical Payments $ 20,000 3 Damage to Premises Rented to You $ 1,000,000 3 Supplementary Payments - Bail Bonds $ 3,000 4 Supplementary Payments - Loss of Earnings $ 1,000 per day 4 Newly Formed or Acquired Organizations Included 4 Unintentional Failure to Disclose Hazards Included 5 Knowledge of Occurrence, Claim or Suit Included 5 Property Damage Liability - Elevators Included 5 Property Damage Liability - Borrowed Equipment Included 5 Liberalization Clause Included 6 Amendment of Pollution Exclusion (Premises) Included 6 Limited Property Damage to Property of Others $ 5,000 6 Additional Insured - Manager or Lessor of Premises Included 7 CG 89 70 (Ed. 11/14) (Page 1 of 12 ) " S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 Coverage Description Limit of Insurance Page Additional Insured - Funding Sources Included 7 Additional Insured - By Contract Included 8 Primary and Non -Contributory Additional Insured Extension Included 10 Additional Insureds - Protection of Your Limits Included 10 Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Included 11 Property Damage Extension With Voluntary Payments $ 1,000/$ 5,000 11 Who Is An Insured - Fellow Employee Extension - Management Employees Included 12 Broadened Personal and Advertising Injury Included 12 A. Non -Owned Aircraft Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, exclusion g. Aircraft, Auto or Watercraft does not apply to an aircraft provided: 1. it is not owned by any insured; 2. it is hired, chartered or loaned with a trained paid crew; 3. the pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating him or her a commercial or airline pilot; and 4. it is not being used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the Insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically in excess of this Policy), contingent or on any other basis, that would also apply to the loss covered under this provision. B. Non -Owned Watercraft Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, subparagraph (2) of exclusion g. Aircraft, Auto or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) less than 60 feet long; and CG 89 70 (Ed. 11/14) (Page 2 of 12) * S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 (b) not being used to carry persons or property for a charge. C. Bodily Injury - Mental Injury, Mental Anguish, Humiliation or Shock Under SECTION V - DEFINITIONS, Definition 3. is replaced by the following: 3. "Bodily Injury" means physical injury, sickness, or disease, including death of a person. "Bodily Injury" also means mental injury, mental anguish, humiliation, or shock if directly resulting from physical injury, sickness, or disease to that person. D. Medical Payments If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this Policy are amended as follows: The Medical Expense Limit in paragraph 7. of SECTION III - LIMITS OF INSURANCE is replaced by the following Medical expense Limit: The Medical Expense Limit provided by this Policy shall be the greater of: a. $ 20,000; or b. the amount shown in the Declarations for Medical Expense Limit This provision 7. is subject to all the terms of SECTION III - LIMITS OF INSURANCE. E. Damage to Premises Rented to You If Damage to Premises Rented to You is not otherwise excluded from this Coverage Part: 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: 3. The last paragraph of paragraph 2. Exclusions is deleted in its entirety and replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, leakage from an automatic fire protection system or water to premises while rented to you or temporarily occupied by you with permission of the owner. A separate Limit of Insurance applies to this coverage as described in SECTION III - LIMITS OF INSURANCE. However, this insurance does not apply to damage to premises while rented to you, or temporarily occupied by you with the permission of the owner, caused by: i. rupture, bursting, or operation of pressure relief devices; ii. rupture or bursting due to expansion or swelling of the contents of any building or structure, caused by or resulting from water; iii. explosion of steam boilers, steam pipes, steam engines, or steam turbines; or iv. flood 2. Paragraph 6. Under SECTION III - LIMITS OF INSURANCE is deleted in its entirety and replaced with the following: CG 89 70 (Ed. 11/14) (Page 3 of 12) " S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 6. Subject to paragraph 5. above, the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage caused by fire, lightning, explosion, smoke, leakage from automatic fire protection system or water while rented to you or temporarily occupied by you with the permission of the owner, for all such damage caused by fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water or any combination of the six, is the higher of $ 1,000,000 or the amount shown in the Declarations for the Damage to Premises Rented to You Limit. 3. Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, subsection 4. Other Insurance, paragraph b. Excess Insurance where the words "Fire insurance" appear they are changed to "insurance for fire, lightning, explosion, smoke, leakage from an automatic fire protection system or water." 4. As regards coverage provided by this provision I. Damage to Premises Rented to You - paragraph 9.a. of Definitions is replaced with the following: 9. a. a contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, leakage from automatic fire protection systems or water to premises while rented to you or temporarily occupied by you with the permission of the owner is not an "insured contract"; F. Supplementary Payments 1. In the Supplementary Payments - Coverages A and B provision, paragraph 1.11b. is replaced with: b. Up to $ 3,000 for the cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 2. Paragraph 1.d. is replaced by the following: d. All reasonable expenses incurred by the Insured at our request to assist us in the investigation or defense of the claim or "suit," including actual loss of earnings up to $ 1,000 a day because of time off work. G. Newly Formed or Acquired Organizations Paragraph 3. of SECTION II - WHO IS AN INSURED is replaced by the following: 3. Any organization you newly acquire or form and over which you maintain ownership or majority interest, will qualify as a named insured if there is no other similar insurance available to that organization. However: a. coverage under this provision is afforded only until the expiration of the policy period in which the entity was acquired or formed by you; b. coverage A does not apply to "bodily injury" or property damage that occurred before you acquired or formed the organization; and c. coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. CG 89 70 (Ed. 11/14) (Page 4 of 12 ) * S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 d. records and descriptions of operations must be maintained by the first named insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a named insured in the Declarations or qualifies as an insured under this provision. H. Unintentional Failure to Disclose Hazards Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 6. Representations: Failure of the Insured to disclose all hazards existing as of the inception date of this Policy shall not prejudice the insurance with respect to the coverage afforded by this Policy, provided such failure or omission is not intentional on the part of the Insured. I. Knowledge of Occurrence, Claim or Suit Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 2. Duties in the Event of Occurrence, Offense, Claim or Suit: Knowledge of any occurrence, claim, or suit by any agent, servant or employee of the Named Insured does not in itself constitute knowledge by the Insured unless notice of such injury, claim or suit shall have been received by: a. you, if you are an individual; b. a partner, if you are a partnership c. an executive officer or insurance manager, if you are a corporation. J. Property Damage Liability - Elevators 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, subparagraphs (3), (4) and (6) of exclusion j. Damage to Property do not apply if such property damage results from the use of elevators. 2. The following is added to SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, Condition 4. Other Insurance, paragraph b. Excess Insurance: The insurance afforded by this provision of this Endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. K. Property Damage Liability - Borrowed Equipment 1. Under paragraph 2. Exclusions of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability, subparagraph (4) of exclusion j. Damage to Property does not apply to "property damage" to borrowed equipment while not being used to perform operations at a job site. 2. The following is added to SECTION IV - COMMERCIAL GENERAL LIABILITY Conditions, Condition 4. Other Insurance, paragraph b. Excess Insurance: The insurance afforded by this provision of this Endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. CG 89 70 (Ed. 1 1 /14) (Page 5 of 12) * S1 " 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY "D/B" 972298066 694804 L. Liberalization Clause If we revise this Signature General Liability Broadening Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the date the revision is effective in your state. M. Amendment of Pollution Exclusion (Premises) 1. The following is added to paragraph (1)(a) of Exclusion f. of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: (iv) "Bodily injury" or "property damage" arising out of the actual discharge, dispersal, seepage, migration, release or escape of "pollutants." As used in this Endorsement, the actual discharge, dispersal, seepage, migration, release or escape of pollutants must: (aa) commence on a clearly identifiable day during the policy period; and (bb) end, in its entirety, within seventy-two (72) hours of the commencement of the discharge, dispersal, seepage, migration, release or escape of "pollutants", and (cc) be discovered and reported to us within fifteen (15) days of the clearly identifiable day that the discharge, dispersal, seepage, migration, release or escape of "pollutants" commences; and (dd) be neither expected nor intended from the standpoint of any insured; and (ee) be unrelated to any previous discharge, dispersal, seepage, migration, release or escape; and (ff) not originate at or from a storage tank or other container, duct or piping which: a. is below the surface of the ground or water; or b. at any time has been buried under the surface of the ground or water and then is subsequently exposed. 2. For the purposes of this coverage, the following is added to the definition of "property damage" of SECTION V - DEFINITIONS and applies only as respects this coverage: Land or water, whether below ground level or not, is not tangible property. 3. Coverage provided hereunder does not apply to any discharge, dispersal, seepage, migration, release or escape that is merely threatened or alleged rather than shown to have actually occurred. N. Limited Property Damage to Property of Others The following is added under SECTION I - SUPPLEMENTARY PAYMENTS - COVERAGES A and B: 3. We will pay up to $ 5,000 for loss to personal property of others while in the temporary care, custody or control of an insured caused by any person participating in your organized activities. For the purpose of this supplementary payment, loss shall mean damage or destruction but does not include mysterious disappearance or loss of use. In the event of a theft, a police report must be filed. This supplementary payment does not apply if: a. coverage is otherwise provided by the Property Coverage part (if any) of this Policy; or CG 89 70 (Ed. 11/14) (Page 6 of 12) S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 b. the loss is covered by any other insurance you have or by any insurance of such person who causes such loss. These payments will not reduce the Limits of Insurance. O. Additional Insured - Manager or Lessor of Premises 1. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any person or organization from whom you lease or rent property and which requires you to add such person or organization as an additional insured on this Policy under: (a) a written contract; or (b) an oral agreement or contract where a Certificate of Insurance showing that person or organization as an additional insured has been issued; but the written or oral contract or agreement must be an "insured contract," and, (i) currently in effect or become effective during the term of this Policy; and (ii) executed prior to the "bodily injury," "property damage," "personal and advertising injury." 2. With respect to the insurance afforded to the Additional Insured identified in paragraph 1 above, the following additional provisions apply: (a) This insurance applies only with respect to the liability arising out of the ownership, maintenance or use of that part of the premises leased to you. (b) The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. (c) In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. (d) Coverage provided herein is excess over any other valid and collectible insurance available to the Additional Insured whether the other insurance is primary, excess, contingent or on any other basis unless a written contractual arrangement specifically requires this insurance to be primary. (e) This insurance applies only to the extent permitted by law. 3. This insurance does not apply to: (a) Any "occurrence" or offense which takes place after you cease to be a tenant in that premises. (b) Structural alterations, new construction or demolition operations performed by or on behalf of the Additional Insured. P. Additional Insured - Funding Sources 1. SECTION II - WHO IS AN INSURED is amended to include as an additional insured any Funding Source which requires you in a written contract to name the Funding Source as an additional insured but only with respect to liability arising out of: CG 89 70 (Ed. 11/14) (Page 7 of 12) S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 a. your premises; or b. "your work" for such additional insured; or c. acts or omissions of such additional insured in connection with the general supervision of "your work" and only to the extent set forth as follows: a. The Limits of Insurance applicable to the Additional Insured are the lesser of those specified in the written contract or agreement or in the Declarations for this Policy and subject to all the terms, conditions and exclusions for this Policy. The Limits of Insurance applicable to the Additional Insured are inclusive of and not in addition to the Limits of Insurance shown in the Declarations. b. The insurance afforded to the Additional Insured only applies to the extent permitted by law c. If coverage provided to the Additional Insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. d. In no event shall the coverages or Limits of Insurance in this Coverage Form be increased by such contract. Q. Additional Insureds - By Contract 1. SECTION II - WHO IS AN INSURED is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of: a. your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the Additional Insured that are subject of the written contract or written agreement provided that the "bodily injury" or "property damage occurs, or the "personal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement; or b. the maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or c. the Additional Insureds financial control of you; or d. operations performed by you or on your behalf for which the state or political subdivision has issued a permit However: 1. the insurance afforded to such additional insured only applies to the extent permitted by law: and 2. if coverage provided to the Additional Insured is required by contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide such additional insured. With respect to paragraph 1.a. above, a person's or organization's status as an additional insured under this Endorsement ends when: CG 89 70 (Ed. 11/14) (Page 8 of 12 ) * S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 (1) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed for or on behalf of the Additional Insured(s) at the location of the covered operations has been completed; or (2) that portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to paragraph 1.b. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this Endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage." We have no duty to defend an additional insured under this Endorsement until we receive written notice of a "suit' by the Additional Insured as required in paragraph b. of Condition 2. Duties in the Event of Occurrence, Offense, Claim or Suit under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITION. 2. With respect to the insurance provided by this Endorsement, the following are added to paragraph 2. Exclusions under SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: This insurance does not apply to: a. "Bodily injury" or "property damage" that occurs prior to your commencing operations at the location where such "bodily injury" or "property damage" occurs. b. "Bodily injury," "property damage" or "personal and advertising injury" arising out of the rendering of, or failure to render, any professional architectural, engineering or surveying services, including: (1) the preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that Insured, if the "occurrence" which caused the "bodily injury" or "property damage," or the offense which caused the "personal and advertising injury," involved the rendering of, or failure to render, any professional architectural, engineering or surveying services. c. "Bodily injury" or "property damage" occurring after: (1) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed for or on behalf of the Additional Insured(s) at the location of the covered operations has been completed; or (2) that portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 89 70 (Ed. 11/14) (Page 9 of 12) * S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 d. Any person or organization specifically designated as an additional insured for ongoing operations by a separate additional insured endorsement issued by us and made part of this Policy. 3. With respect to the insurance afforded to these Additional Insureds, the following is added to SECTION III - LIMITS OF INSURANCE: If coverage provided to the Additional Insured is required by a contract or agreement, the most we will pay on behalf of the Additional Insured is the amount of insurance: a. required by the contract or agreement; or b. available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This Endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. R. Primary and Non -Contributory Additional Insured Extension This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. Condition 4. Other Insurance of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: a. The following is added to paragraph a. Primary Insurance: This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) the Additional Insured is a named insured under such other insurance; and (2) you have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. b. The following is added to paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the Additional Insured is designated as a named insured. Regardless of the written agreement between you and an additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the Additional Insured has been added as an additional insured on other policies. S. Additional Insureds - Protection of Your Limits This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this Policy. 1. The following is added to Condition 2. Duties in the Event of Occurrence, Offense, Claim or Suit: An additional insured under this Endorsement will as soon as practicable: CG 89 70 (Ed. 11/14) (Page 10 of 12) " S1 * 04/07/2020 * PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B* 972298066 694804 a. give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b. tender the defense and indemnity of any claim or "suit' to all insurers whom also have insurance available to the Additional Insured; and c. agree to make available any other insurance which the Additional Insured has for a loss we cover under this Coverage Part. d. we have no duty to defend or indemnify an additional insured under this Endorsement until we receive written notice of a "suit' by the Additional Insured. 2. The Limits of Insurance applicable to the Additional Insured are those specified in a written contract or written agreement or the Limits of Insurance stated in the Declarations of this Policy and defined in SECTION III - LIMITS OF INSURANCE of this Policy, whichever are less. These limits are inclusive of and not in addition to the Limits of Insurance available under this Policy. T. Blanket Waiver of Transfer of Rights of Recovery Against Others to Us (Subrogation) Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Condition 8. Transfer of Rights of Recovery Against Others to Us: If required by a written contract or written agreement, we waive any right of recovery we may have against a person or organization because of payment we make for injury or damage arising out of your ongoing operations or "your work" done under a contract for that person or organization and included in the "products -completed operations hazard" provided that the injury or damage occurs subsequent to the execution of the written contract or written agreement. U. Property Damage Extension with Voluntary Payments 1. The following is added to paragraph 1. Insuring Agreement of SECTION I - COVERAGE A - Bodily Injury and Property Damage Liability: At your request we will pay for "loss" to property of others caused by your business operations for which this Policy provides liability insurance. Such payment will be made without regard to your legal obligation to do so. The "loss" must occur during the policy period and must take place in the "coverage territory." 2. With respect to the coverage afforded under paragraph 1. above, paragraph 2. Exclusions of SECTION I - COVERAGES A - Bodily Injury and Property Damage Liability is amended as follows: Exclusions j.(3), j.(4), j.(5) and j.(6) are deleted. 3. As respects coverage afforded by this coverage, SECTION III - LIMITS OF INSURANCE is replaced by the following: Regardless of the number of insureds, claims made or "suits" brought or persons or organizations making claims or bring "suits": 1. Subject to 2. Below, the most we will pay for one or more "loss" arising out of any one "occurrence" is $ 1,000. 2. The aggregate amount we will pay for the sum of all "loss" in an annual period is $ 5,000. This aggregate amount is part of and not in addition to the General Aggregate Limit described in paragraph 2. of SECTION III - LIMITS OF INSURANCE. CG 89 70 (Ed. 11/14) (Page 11 of 12) S1 ' 04/07/2020 *PAC 1918567 03 GREAT AMERICAN INSURANCE COMPANY *D/B" 972298066 694804 V. Who Is an Insured - Fellow Employee Extension - Management Employees 1. The following is added to paragraph 2.a.(1) of SECTION II - WHO IS AN INSURED: Paragraph (a) and (b) above do not apply to "bodily injury" or "personal and advertising injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, including the direct supervision of other "employee" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and advertising injury" arising out of their willful conduct, which is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury," caused in whole or in part by their intoxication by liquor or controlled substances. This coverage is excess over any other valid and collectable insurance available to your "employee." W. Broadened Personal and Advertising Injury 1. Unless "Personal and Advertising Injury" is excluded from this Policy, the following is added to SECTION V - DEFINITIONS Item 14.: h. mental injury, mental anguish, humiliation, or shock, if directly resulting from Items 14.a. through 14.e. CG 89 70 (Ed. 11/14) (Page 12 of 12)