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HomeMy WebLinkAboutIT12-237 - Original - OptiStor Technologies - IT Storage - 10/30/2012 R � KENT WASNIHGTON GOODS & SERVICES AGREEMENT between the City of Kent and OptiStor Technologies THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and OptiStor Technologies organized under the laws of the State of Washington, located and doing business at 11245 SE 6th Street, Suite B220, Bellevue, WA 98004-6499 (hereinafter the "Vendor"). AGREEMENT s I. DESCRIPTION OF WORK. Vendor shall provide the following goods and materials and/or perform the following services for the City: Nimble CS220; 12TB Raw: 8-16TB Usable, 320GB Flash Cache, 6x1 GigE, High Perf Ctlr. This includes the installation of the product. Vendor acknowledges and understands that it is not the City's exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, Vendor shall complete the work and provide all goods, materials, and services by January 30th, 2014. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed $25,000, including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: The vendor will be issued a PO, and paid after product delievery. GOODS & SERVICES AGREEMENT - 1 (Over$10,000.00, including WSST) a , If the City objects to all or any portion of an invoice, it shall notify Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from Vendor for any defective or unauthorized goods, materials or services. If Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor. B. Final Payment: Waiver of Claims. VENDOR'S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. • IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-Employer Relationship will be created by this Agreement By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which Vendor's services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Vendor's services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Vendor's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. GOODS & SERVICES AGREEMENT - 2 (Over$10,000.00, including WSST) V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. VI. CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, Vendor must submit a written amendment request to the person listed in the notice provision section of this Agreement, section XIV(D), within fourteen (14) calendar days of the date Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VII, Claims, below. The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII. CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1. The date of the Vendor's claim; 2. The nature and circumstances that caused the claim; GOODS & SERVICES AGREEMENT - 3 (Over$10,000.00, including WSST) 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 5. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City ' under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section' provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). VIII. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR'S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. IX. WARRANTY. This Agreement is subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and Vendor's representations to City. The Vendor shall correct all defects in workmanship and materials within one (1) year from the date of the City's acceptance of the Contract work. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work shall extend for one (1) year from the date such correction is completed and accepted by the City. The Vendor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. X. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, GOODS & SERVICES AGREEMENT - 4 (Over$10,000,00, including WSST) sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Vendor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. XI. INDEMNIFICATION. Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES , OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor's part, then Vendor shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Vendor's part. The provisions of this section shall survive the expiration or termination of this Agreement. XII. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit A attached and incorporated by this reference. XIII. WORK PERFORMED AT VENDOR'S RISK. Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Vendor's own risk, and Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option GOODS & SERVICES AGREEMENT - 5 (Over$10,000.00, rncludrng WSST) n conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section XI of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. GOODS & SERVICES AGREEMENT - 6 (Over$10,000.00, including WSST) VENDOR: EPnSTo2 12;'ey,�rt�Gses /Irk CITY OF KENT: By; (signature) (Signature) Print Name: zti�z� �i�'d,�/.9.r Print ame: u ette Cooke Its ii2r�'1A"--A Its or (title) DATE: /e DATE: D 30 �- NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: VENDOR: CITY OF KENT: Patrick Shields James Hettrick OptiStor City of Kent 11245,SE 61h ST, Suite B220 220 Fourth Avenue South Bellevue, WA 98004-64991 Kent, WA 98032 425-283-5277 (telephone) (253) 253-856-4611 (telephone) 425-283-5228 (facsimile) (253) 253-856-4600 (facsimile) APP OVE AS O FORM: �. Kent Law Department [in We field,you ney enter the eledrpnk IUepath where the mritrUt hu been saved] 1 M1 GOODS & SERVICES AGREEMENT - 7 (Over$10,000.00, including WSST) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. Dated this �y day of �c1y�F_2 , 20?2 By: ,�. For: �°�/S•v� / ���c1�6lES/.� C Title: r� Sr p,E,�% p- Date: ��' y /a EEO COMPLIANCE DOCUMENTS - 1 of 3 r CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. i EEO COMPLIANCE DOCUMENTS - 2 of 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. Dated this day of , 20 By: For: Title: Date: EEO COMPLIANCE DOCUMENTS - 3 of 3 - � ply Ott - a-- �I 10t�tc� � I ,tia�C dr Date October 19,2012 d p t i 5 t Q r From Patrick Shields Fax 425-283-5228 Email pshleldsla.00tistor corn 11245 SE 6th St,Suite B220 Bellevue,WA 98004-6499 quote No 12-07260A Main 425-283-5227 Portland 503-546-6373 Customer City of Kent Spokane 509-534-1678 220 Fourth Ave S Vancouver 604-433-5227 Kent,WA 90832 Phone 253-856-4600 Part t6scnption-Nimble Price Nimble CS220 1 CS220 Nimble CS220,12TB Raw 8-16TB Usable,32OGB Flash Cache,6xl $61,500 00 Gigi High Pert Ctlr 1 PRO-INSTALL-ARRAY Installation for Nimble Array Included $61,500 00 Additional Discount if PO received by October 30,2012 -$39,100 00 Adjusted Price $22,400 00 Plus-Shipping $350 00 Tax @ 9 5% $2,161 25 Total Price $24,911 25 Included Software Fast inline compression Efficient snapshots,WAN efficient replication Thin provisioning Zero copy cloning Intelligent real time data placement NPM Nimble Protection Manager Notes, Pricing is valid through October 30,2012 at 5PM Pricing does not include any applicable taxes orfreight charges-FOB origin T&C that govern sale found at www optistor com/PO/Terms_and_Conditions pdf Statement of Confidenhahty The information presented in this quotation is confidential and/or propnetary and is intended for the sole use of the Customer and may not be shared without prior written approval from OpbStor 1 .a 194305 ea MWn CERTIFICATE OF LIABILITY INSURANCE DATE0125/ 012 10J25/2012 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(les)must 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 Ruth Te tmeier Commercial Lines- 509 358-3800 PHONE 9 PAX ( ) e 509 358 3951 tac No1.509 368-2937 Wells Fargo Insurance Services USA Inc.-CA Lidk.0008408 anti TRESS ruth tegtmeier@wellsfargo,com 601 West Main Street,Suite 1400 INSURERS)AFFORDING COVERAGE NAIC# Spokane,WA 99201.0635 INSURER A Sentinel Insurance Company Ltd 11000 INSURED INSURER B Hartford Fire Insurance Company 19682 OpbstorTechnologies,Inc INSURER C 11245 SE 6th Street,Suite 220 INSURER D Bellevue,WA 98004 INSURER INSURER F COVERAGES CERTIFICATE NUMBER 5082072 REVISION NUMBER: See below 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' At L SUER i POLICY EFF POLICY EXP LTR TYPE OF INSURANCE yry POLICY NUMBER MIOD MM/DD LIMITS' A GENERAL LIABILITY 52SBAFV7046 3/1/2012 3/1/2013 EACH OCCURRENCE $ 2000,000 X COMMERCIAL GENERAL LIABILITY PREMISES Ea occurrence) $ 1,000,000 CLAIMS-MADE X1 OCCUR MEDEXP(Anyone anon) $ 10,000 _ PERSONAL&ADV INJURY $ 2,000000 _ GENERAL AGGREGATE $ 4000000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS_-COMPIOP AGG $ 4000,000 X POLICY PRO LOC $ A AUTOMOBILE LIABILITY 52SBAFV7046 3/1/2012 3/112013 COMBINED SINGLE LIMIT 2,000,000 Ea accident) ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJJRY(Peracadent) $ X HIRED AUTOS X NON-OWNED AUTOS $ A X UMBRELLA LIAR X OCCUR 52SBAFV7046 3/1/2012 3/1/2013 EACH OCCURRENCE $ 1,000000 EXCESS LIAB ! CLAIMS-MADE AGGREGATE $ 1,000 ow DED X RETENTION 10,000 $ WORKERS COMPENSATION WC STATU- X 0TH- A AND EMPLOYERS'LIABILITY YIN 52SBAFV7046 3/1/2012 3/1/2013 -�4RY LIMP ER_ — ANYPROPRIEfOWPARTNERIEXECUTNE EL EACH ACCIDENT $ 1,000,000 OFFICERIMEMBER EXCLUDED? NIA WA Stop Gap - - (Mandatory In NH) E L DISEASE-EA EMPLOYEI $ 1,000,000 I} as,desonbe under 1,000,000 DESCRIPTION OF OPERATIONS below E L DISEASE-POLICY LIMIT $ B Professional Liability ooTE0275561-12 91=012 9/2/2013 2000,000 (Claims made) 25,000 Retention DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If more space Is required) City of Kent,its Officials,Employees and Volunteers are included as Additional Insureds,as granted by the policy and per attached endorsement,with respects operations of the Named Insured Coverage is pnmary/non-contributory CERTIFICATE HOLDER CANCELLATION City of Kent SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 220 Fourth Avenue South THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS Kent,WA 98032 AUTHORIZED REPRESENTATIVE The ACORD name and logo are registered marks of ACORD 01088-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010105) rrna cMa�,e reoiemr untfiu�Mk8a920i0 Wutlm forago111 EXHIBIT B INSURANCE REQUIREMENTS FOR VENDOR CONTRACTS Insurance The Vendor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Vendor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Vendor shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non- owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Vendor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 2. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Vendor shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $1,000,000 general aggregate and a $1,000,000 products-completed operations aggregate limit. EXHIBIT B (Continued) C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Vendor's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Vendor's insurance and shall not contribute with it. 2. The Vendor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Vendor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Vendor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Vendor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Vendor before commencement of the work. F. Subcontractors Vendor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Vendor. Komoto, Kim From: Ruth Tegtmeier@wellsfargo com Sent: Monday, October 29, 2012 3 10 PM To: Komoto, Kim Cc: sbeswick@optistor com Subject: FW Certificate of Insurance - City of Kent Attachments: Optistor Al endt pages pdf, Optistor city of Kent Cert pdf Importance: High Hi Kim, I am attaching a revised certificate reflecting in the "Description of operations" box that you will be provided 30 day notice of cancellation, 10 days for non-payment of premium This did have to be specially endorsed to the policy Let me know if you have any questions. Thanksl Ruth Tegtmeier Account Executive Commercial Lines Department Wells Fargo Insurance Services USA Inc 1 601 W Main St, Suite 1400 1 Spokane, WA 99201 MAC6733-140 Tel 509-358-3951 1 Fax 1-866-510-9568 ruth teatmeier@wellsfaroo.com From: Tegtmeier, Ruth Sent: Monday, October 29, 2012 2:59 PM To: 'kkomoto@kentwa.gov' Cc: 'Shelly Beswick'; Xiong, Melissa Subject: FW: Certificate of Insurance - City of Kent Importance: High Hi Kim, As per our telecom, attached are the sections of a 24 page endorsement (Business Liability Coverage Form)that would be applicable to Additional Insureds which appears to be what you are in need of I included page 1 just so the name of the endorsement that these pages are part of was provided Page 2 of the attached,#6 provides coverage for Additional Insureds When Required By Written contract and continues to the next page You will also find the primary/non-contributory wording on the 6`h page of the attached, item#7 Please let me know if this does not suffice Enjoy the rest of your day. ; ) Ruth Tegtmeier 1 Account Executive Commercial Lines Department Wells Fargo Insurance Services USA Inc 1 601 W Main St, Suite 1400 Spokane, WA 99201 MAC6733-140 Tel 509-358-3951 1 Fax 1-866-510-9588 ruth tegtmeierCobwellsfargo corn manently delete the original and any copies of this email and any attachments. 2 194305 A� CERTIFICATE OF LIABILITY INSURANCE DATE(MMD012 0l29/2012 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 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 Ruth Te lmeier NAME g Commercial Lines-(509)358-3800 PHONE 509 358-3951 FAX 509 358-2937 ExtiA C No Wells Fargo Insurance Services USA,Inc -CA Lic# OD08408 ADDRESS ruth legtmeier@wellsfargo com 601 West Main Street,Suite 1400 INSURERS AFFORDING COVERAGE NAIC# Spokane,WA 9 92 01-063 5 INSURER A Sentinel Insurance Company Ltd 11000 INSURED INSURER B Hartford Fire IDSUrance Company 19682 Optistor Technologies, Inc INSURER 11245 SE 6th Street,Suite 220 INSURER D Bellevue,WA 98004 INSURER E INSURER F COVERAGES CERTIFICATE NUMBER 5117247 REVISION NUMBER See below 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 1 rypE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR POLICY NUMBER MM/DDIYYYY MM/DD/YYYY A GENERAL LIABILITY 52SBAFV7046 3/1l2012 3/1/2013 EACH OCCURRENCE $ 2000,000 DAMAGE TO RENTED Y` COMMERCIAL GENERAL LIABILITY PREMISES Ea occurrence $ 1,000,000 CLAIMS-MADEFx]OCCUR MED EXP iAny one person) $ 10000 PERSONAL BADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS AGG $ 4,000,000 X POLICY PRO LOC $ A AUTOMOBILE LIABILITY 52SBAFV7046 3/1/2012 3/1/2013 COMBINED SINGLE LIMIT 2,000,000 Ea accident ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY(Per accident) S X X NON-OWNED PROPERTY DAMAGE $ HIREDAUTOS AUTOS Per accdent A X UMBRELLA LIAR X OCCUR 52SBAFV7046 3/1/2012 3!1/2013 EACH OCCURRENCE $ 1,000000 EXCESS LIAR CLAIMS-MADE AGGREGATE $ 1,000 000 OED X RETENTION$ 10,000 $ WORKERS COMPENSATION WC STATU- X OTH- A AND EMPLOYERS'LIABILITY YIN 52SBAFV7046 3/1/2012 3/1/2013 IMITS ER OFFICER k EM ER EXCLUDED?ANY ECUTIVE❑ N/A WA Stop Gap E L EACH ACCIDENT $ 1,000,000 (Mandatory In NH) EL DISEASE-EA EMPLOYE $ 1,000,000 If yes describe under 1,000,000 DESCRIPTION OF OPERATIONS below EL DISEASE-POLICY LIMIT I S B Professional Liability ooTE0275561-12 9/2J2012 9/2/2013 2,000,000 (Claims made) 25,000 Retention DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) City of Kent,its Officials,Employees and Volunteers are included as Additional Insureds,as granted by the policy and per attached endorsement,with respects operations of the Named Insured Coverage is primary/non-contributory 30 day notice of cancellation, 10 days for non-payment of premium CERTIFICATE HOLDER CANCELLATION City of Kent SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 220 Fourth Avenue South THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS Kent,WA 98032 AUTHORIZED REPRESENTATIVE The ACORD name and logo are registered marks of ACORD ©1988.2010 ACORD CORPORATION All rights reserved ACORD 25(2010105) in;sc Am ata reuacmo Mm te#5082072 issueC m 1N1S2a12) it BUSINESS LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights,duties and what is and is not covered Throughout this policy the words"you"and"your'refer to the Named Insured shown in the Declarations The words "we","Wand"our"refer to the stock insurance company member cf The Hartford providing this insurance. The word"insured"means any person or organization qualifying as such under Section C -Who Is An Insured Other words and phrases that appear in quotation marks have special meaning. Refer to Section G. - Liability And Medical Expenses Definitions. A. COVERAGES (a) The "bodily injury" or "property 1. BUSINESS LIABILITY COVERAGE (BODILY damage" is caused by an INJURY, PROPERTY DAMAGE, PERSONAL "occurrence"that takes place in the AND ADVERTISING INJURY) "coverage territory", Insuring Agreement (b) The "bodily injury" or "property damage" occurs during the policy a. We will pay those sums that the insured penod,and becomes legally obligated to pay as damages because of "bodily injury", (c) Prior to the policy period, n insured fisted under Paragraph r off Section "property damage" or "personal and Who Is An Insured advertising injury" to which this insurance e p ed and no " applies. We will have the right and duty to "employee authorized by your encegive rc occu defend the insured against any "suit" or receive notice of an seeking those damages However, we will or prop knew that the"bodily injury" " have no duty to defend the insured against "property damage" had occurred, In "prop any "suit" seeking damages for "bodily n whole or in part. If such a listed injury", "property damage"or"personal and insured or authorized "employee" advertising injury" to which this insurance knew, prior to the policy period, does not apply. the 'bodily injury" or 'property pro that damage" occurred, then any We may, at our discretion, investigate any continuation, change or resumption "occurrence"or offense and settle any claim of such "bodily injury" or "property or"suit"that may result But damage" during or after the policy (1) The amount we will pay for damages is period will be deemed to have been limited as described In Section D. - known priorto the policy period Liability And Medical Expenses Limits (2) To "personal and advertising injury" Of Insurance,and caused by an offense arising out of your (2) Our right and duty to defend ends when business, but only if the offense was we have used up the applicable limit of committed in the "coverage territory" insurance in the payment of judgments, during the policy period settlements or medical expenses to which C. "Bodily injury" or"property damage"will be this insurance applies deemed to have been known to have No other obligation or liability to pay sums or occurred at the earliest time when any perform acts or services is covered unless insured listed under Paragraph t.of Section explicitly provided for under Coverage C. —Who Is An Insured or any "employee" Extension-Supplementary Payments authorized by you to give or receive notice b. This insurance applies- of an"occurrence"or claim. (1) To "bodily injury" and "property (1) Reports all, or any part, of the "bodily damage"only if. injury" or "property damage" to us or any other insurer; Form SS DD 08 04 05 Page 1 of 24 0 2005,The Hartford dubllvtbb uAtAL-1 i Y l.UvtKHIaC rUKIVI (b) Rented to,I, a care, custody or b. C age under this provision does not control of, o, mover which physical apply to. control is being exercised for any (1) "Bodily injury" or "property damage" purpose by you, any of your that occurred;or "employees", "volunteer workers",any partner or member(if you are (2) "Personal and advertising injury" a partnership or joint venture), or arising out of an offense committed any member (if you are a limited before you acquired or formed the liability company) organization b. Real Estate Manager 4. Operator Of Mobile Equipment Any person (other than your"employee"or With respect to "mobile equipment"registered in "volunteer workero, or any organization your name under any motor vehicle registration while acting as your real estate manager, law,any person is an insured while driving such e. Temporary Custodians Of Your equipment along a public highway with your Property permission Any other person or organization Any person or organization having proper responsible for the conduct of such person is also an insured, but only with respect to liability temporary custody of your property if you arising out of the operation of the equipment,and die,but only only if no other insurance of any kind is available (1) With respect to liability arising out of the to that person or organization for this liability maintenance or use of that property,and However,no person or organization is an insured (2) Until your legal representative has with respect to been appointed, a. "Bodily Injury" to a co"employee" of the d. legal Representative If You Die person driving the equipment,or Your legal representative if you die, but b. "Property damage" to property owned by, only with respect to duties as such That rented to, in the charge of or occupied by representative will have all your rights and you or the employer of any person who is duties under this insurance an insured under this provision e. Unnamed Subsidiary 5. Operator of Nonowned Watercraft Any subsidiary and subsidiary thereof, of With respect to watercraft you do not own that yours which is a legally incorporated entity Is less than 51 feet long and is not being used of which you own a financial interest of to carry persons for a charge,any person is an more than 50% of the voting stock on the insured while operating such watercraft with effective date of this Coverage Pal your permission. Any other person or The insurance afforded herein for any organization responsible for the conduct of subsidiary not shown in the Declarations such person is also an insured, but only with respect to liability arising out of the operation as a named insured does not apply to of injury or damage with respect to which an no other insurance the watercraft, and only insured under this insurance is also an n any kind i available to that insured under another policy or would be person or organization anization for this his liability an insured under such policy but for its However, no person or organization is an termination or upon the exhaustion of its insured with respect to, limits of insurance a. "Bodily injury" to a co-"employee" of the 3. Newly Acquired Or Formed Organization person operating the watercraft,or Any organization you newly acquire or form, b. "Property damage" to property owned by, other than a partnership, joint venture or rented to. In the charge of or occupied by limited liability company, and over which you you or the employer of any person who is maintain financial interest of more than 50%of an insured under this provision the voting stock, will qualify as a Named 6. Additional Insureds When Required By Insured if there is no other similar insurance Written Contract, Written Agreement Or available to that organization However. Permit a. Coverage under this provision is afforded The person(s) or organization(s) identified In only until the 180th day after you acquire Paragraphs a.through 1. below are additional or form the organization or the end of the insureds when you have agreed, in a written policy period,whichever is earlier,and Form SS 00 08 04 05 Page 11 of 24 BUSINESS LIABILITY COVERAGE FORM contract, written agree .nt or because of a (e) Any failure to make such permit issued by a state or political inspections, adjustments, tests or subdivision, that such person or organization servicing as the vendor has be added as an additional insured on your agreed to make or normally policy, provided the injury or damage occurs undertakes to make In the usual subsequent to the execution of the contract or course of business, in connection agreement,or the issuance of the permit with the distribution or sale of the A person or organization is an additional products, insured under this provision only for that M Demonstration, installation, period of time required by the contract, servicing or repair operations, agreement or permit except such operations performed at However, no such person or organization is an connection with the sale of the the vendor's premises in additional insured under this provision If such c person or organization is included as an product, additional insured by an endorsement issued (g) Products which, after distribution by us and made a part of this Coverage Part, or sale by you, have been labeled including all persons or organizations added or relabeled or used as a as additional insureds under the specific container, part or ingredient of any additional insured coverage grants in Section other thing or substance by or for F.—Optional Additional Insured Coverages the vendor,or a. Vendors (h) "Bodily injury" or "property Any person(s)or organization(s) (referred to damage" arising out of the sole below as vendor), but only with respect to negligence of the vendor for its own acts or omissions or those of "bodily injury" or "property damage" arising out of"your products"which are distributed its employees or anyone else or sold in the regular course of the vendor's acting on its behalf. However,this exclusion does not apply to business and only if this Coverage Part provides coverage for "bodily injury" or (1) The exceptions contained in "property damage" Included within the Subparagraphs(d)or(f),or "products-completed operations hazard" (III) Such inspections, adjustments, (1) The insurance afforded to the vendor tests or servicing as the vendor is subject to the following additional has agreed to make or normally exclusions: undertakes to make in the usual course of business, in This insurance does not apply to connection with the distribution (a) "Bodily injury" or "property orsale of the products damage" for which the vendor is (2) This insurance does not apply to any obligated to pay damages by Insured reason of the assumption of person cq redorg such products, from liability in a contract or agreement. or whom you have acquired such products, entering into, accompanying or any ingredient, pad or container, This exclusion does not apply to liability for damages that the e vendor would have in the absence containing such products of the contract or agreement; b. Lessors Of Equipment (b) Any express warranty (1) Any person or organization from unauthorized by you, whom you lease equipment, but only with respect to their liability for"bodily (c) Any physical or chemioal change injury", "property damage" or in the product made intentionally by the vendor; "personal and advertising injury" caused, in whole or in part, by your (d) Repackaging, except when maintenance, operation or use of unpacked solely for the purpose of equipment leased to you by such Inspection, demonstration, testing, person or organization or the substitution of parts under Instructions from the manufacturer, and then repackaged in the original container, Page 12 of 24 Form SS 00 08 04 05 BUSINESS LIABILI I Y t:UVLKAUL f-UKM (2) With respect to t insurance afforded e. Pr Its Issued By State Or Political to these additw,ial insureds, this Suudivisions insurance does not apply to any (1) Any state or political subdivision, but "occurrence" which takes place after only with respect to operations you cease to lease that equipment performed by you or on your behalf for c. Lessors Of Land Or Premises which the state or political subdivision (1) Any person or organization from has Issued a permit whom you lease land or premises,but (2) With respect to the insurance afforded only with respect to liability arising out to these additional insureds, this of the ownership, maintenance or use insurance does not apply to* of that part of the land or premises (a) "Bodily injury", "property damage" leased to you or "personal and advertising (2) With respect to the insurance afforded Injury" arising out of operations to these additional Insureds, this performed for the state or insurance does not apply to: municipality;or (a) Any "occurrence" which takes (b) "Bodily injury"or"property damage" place after you cease to lease that included within the "products- land or be a tenant in that completed operations hazard". premises,or f. Any Other Party (b) Structural alterations, new (1) Any other person or organization who construction or demolition Is not an insured under Paragraphs a. operations performed by or on through a above, but only with behalf of such person or respect to liability for "bodily injury", organization "property damage" or "personal and d. Architects,Engineers Or Surveyors advertising injury"caused, in whole or (1) Any architect, engineer, or surveyor,but In part, by your acts or omissions or only with respect to liability for "bodily the acts or omissions of those acting injury", "property damage" or"personal on your behalf. and advertising injury"caused, In whole (a) In the performance of your or in part, by your acts or omissions or ongoing operations, the acts or omissions of those acting on (b) In connection with your premises your behalf owned by or rented to you,or (a) In connection with your premises; (c) In connection with"your work"and or included within the "products- (b) In the performance of your completed operations hazard",but ongoing operations performed by only if you or on your behalf (1) The written contract or written (2) With respect to the Insurance afforded agreement requires you to to these additional insureds, the provide such coverage to following additional exclusion applies such additional insured,and This Insurance does not apply to (ii) This Coverage Part provides "bodily Injury", "property damage" or coverage for"bodily injury"or "personal and advertising injury" "property damage" included arising out of the rendering of or the within the "products- failure to render any professional completed operations hazard" services by or for you,including, (2) With respect to the Insurance afforded (a) The preparing, approving, or to these additional insureds, this failure to prepare or approve, insurance does not apply to: maps, shop drawings, opinions, "Bodily injury", "property damage" or reports, surveys, field orders, "personal and advertising injury" change orders, designs or arising out of the rendering of, or the drawings and specifications;or failure to render, any professional (b) Supervisory, inspection, architectural, engineering or surveying architectural or engineering services, including. activities Form SS 00 08 04 05 Page 13 of 24 BUSINESS LIABILITY COVERAGE FORM This Paragraph f. aplies separately to ( , We have Issued this policy in reliance you and any additional insured. upon your representations. 3. Financial Responsibility Laws b. Unintentional Failure To Disclose a. When this policy Is certified as proof of Hazards financial responsibility for the future under If unintentionally you should fad to disclose the provisions of any motor vehicle all hazards relating to the conduct of your financial responsibility law, the insurance business at the inception date of this provided by the policy for "bodily Injury" Coverage Part, we shall not deny any liability and "property damage" liability will coverage under this Coverage Part comply with the provisions of the law to because of such failure. the extent of the coverage and limits of 7, Otherinsurance Insurance required by that law. If b. With respect to "mobile equipment" to available other valid and collectible insurance is which this insurance applies, we will Cerage for provide any liability, uninsured motorists, Coverage Part,, our obligations are limited as loss we cover under this follows underinsured motorists, no-fault or other coverage required by any motor vehicle a Primary Insurance law. We will provide the required limits for This insurance is primary except when b. those coverages below applies. If other insurance is also 4. Legal Action Against Us primary, we will share with all that other No person or organizahori has a right under insurance by the method described in c. this Coverage Form below a. To join us as a party or otherwise bring us b. Excess Insurance into a "suit" asking for damages from an This insurance is excess over any of the insured;or other insurance,whether primary, excess, b. To sue us on this Coverage Form unless contingent or on any other basis all of its terms have been fully complied (1) Your Work with That is Fire, Extended Coverage, A person or organization may sue us to recover Builder's Risk, Installation Risk or on an agreed settlement or on a final judgment similar coverage for"your work", against an insured; but we will not be liable for (2) Premises Rented To You damages that are not payable under the terms of rented premises re Insurance for you ntThat is fire, lightning or explosion this insurance or that are in excess of the applicable limit of Insurance. An agreed in In temporarily occupied nt you with settlement means a settlement and release of permission of the owner, liability signed by us, the insured and the claimant orthe claimant's legal representative. (3) Tenant Liability S. Separation Of Insureds That is Insurance purchased by you to Except with respect to the Limits of Insurance, cover your liability as a tenant for and any rights or duties specifically assigned "property damage"to premises rented in this policy to the first Named Insured, this to you or temporarily occupied by you • insurance applies: with permission of the owner, a. As if each Named Insured were the only (4) Aircraft,Auto Or Watercraft Named Insured,and if the loss arises cut of the maintenance b. Separately to each insured against whom or use of aircraft,"autos"or watercraft to a claim is made or"suit"is brought. the extent not subject to Exclusion g.of S. Representations SectionA.—Coverages a t This Policy (6) Property Damage To Borrowed . When You Accept y Equipment Or Use Of Elevators By accepting this policy,you agree. If the loss arises out of "property (1) The statements in the Declarabons damage" to borrowed equipment or are accurate and complete; the use of elevators to the extent not (2) Those statements are based upon subject to Exclusion k.of Section A.— representabons you made to us,and Coverages. Page 16 of 24 Form SS 00 08 04 05 ouauvcaa r_uinii..ii r tuvniwuc rumor (6) When You P' Added As An N' i this insurance is excess over other Additional in_ .red To Other ina..,ance, we will pay only our share of Insurance the amount of the loss, if any, that That is other insurance available to exceeds the sum of you covering liability for damages (1) The total amount that all such other arising out of the premises or insurance would pay forthe loss in the operations,or products and completed absence of this insurance;and operations, for which you have been (2) The total of all deductible and self- added as an additional insured by that insured amounts under all that other insurance,or insurance (7) When You Add Others As An We will share the remaining loss,if any,with Additional Insured To This any other insurance that is not described in Insurance this Excess Insurance provision and was not That is other insurance available to an bought specifically to apply in excess of the additional insured Limits of Insurance shown in the However, the following provisions Declarations of this Coverage Part apply to other insurance available to c. Method Of Sharing any person or organization who is an If all the other insurance permits additional insured under this Coverage contribution by equal shares,we will follow Part, this method also Under this approach, (a) Primary Insurance When each insurer contributes equal amounts Required By Contract until it has paid its applicable limit of This insurance is primary if you insurance or none of the loss remains, have agreed in a written contract, whichever comes first written agreement or permit that If any of the other insurance does not permit this insurance be primary If other contribution by equal shares, we will Insurance is also primary, we will contnbute by limits Under this method,each share with all that other insurance insurer's share is based on the ratio of its by the method described in c. applicable limit of insurance 10 the total below. applicable limits of insurance of all insurers. (b) Primary And Non-Contributory 8. Transfer Of Rights Of Recovery Against To Other Insurance When Others To Us Required By Contract a. Transfer Of Rights Of Recovery If you have agreed in a written If the insured has rights to recover all or contract, written agreement or part of any payment, including permit that this insurance is Supplementary Payments, we have made primary and non-coninbutory with underthis Coverage Part,those rights are the additional insured's own transferred to us. The insured must do insurance, this insurance is nothing after loss to impair them At our primary and we will not seek request, the insured will bring "suit" or contribution from that other transfer those rights to us and help us insurance enforce them This condition does not Paragraphs(a)and(b)do not apply to apply to Medical Expenses Coverage other insurance to which the additional b. Waiver Of Rights Of Recovery (Waiver Insured has been added as an Of Subrogation) additional insured. If the insured has waived any rights of When this insurance is excess, we will recovery against any person or have no duty under this Coverage Part to organization for all or pan of any payment, defend the insured against any"suit"if any other insurer has a duty to defend the have made Supplementary Payments, we have ade under this Coverage Part, we insured against that "suit". If no other also waive that right, provided the Insured insurer defends, we will undertake to do waived their rights of recovery against so, but we will be entitled to the insured's such person or organization in a contract, rights against all those other insurers. agreement or permit that was executed prior to the injury or damage. Form 83 00 08 04 06 Page 17 of 24 BUSINESS LIABILITY COVERAGE FORM F. OPTIONAL ADDITI,NAL INSURED S. Ada...inal Insured-Grantor OfFranchise COVERAGES WHO IS AN INSURED under Section C. is If listed or shown as applicable in the Declarations, amended to include as an additional insured one or more of the fallowing Optional Additional the person(s) or organization(s) shown in the Insured Coverages also apply When any of these Declarations as an Additional Insured - Optional Additional Insured Coverages apply, Grantor Of Franchise, but only with respect to Paragraph 6. (Additional Insureds When Required their liability as grantor of franchise to you by Written Contract, Written Agreement or Permit) 4. Additional Insured - Lessor Of Leased of Section C., Who Is An Insured, does not apply Equipment to the person or organization shown in the a. WHO IS AN INSURED under Section C.is Declarations These coverages are subject to the amended to include as an additional terms and conditions applicable to Business insured the person(s) or organization(s) Liability Coverage in this policy, except as shown in the Declarations as an Additional provided below. Insured — Lessor of Leased Equipment, 1. Additional Insured -Designated Person Or but only with respect to liability for"bodily Organization injury", "property damage" or "personal WHO IS AN INSURED under Section C. is and advertising injury"caused, in whole or amended to include as an additional insured in part, by your maintenance, operation or the person(s) or organization(s) shown in the use of equipment leased to you by such Declarations, but only with respect to liability person(s)or organization(s) for "bodily injury", 'property damage" or b. With respect to the insurance afforded to "personal and advertising injury" caused, in these additional insureds, this insurance whole or in part, by your acts or omissions or does not apply to any 'occurrence" which the acts or omissions of those acting on your takes place after you cease to lease that behalf equipment a. in the performance of your ongoing 5. Additional Insured - Owners Or Other operations:or Interests From Whom Land Has Been b. In connection with your premises owned Leased by or rented to you. a. WHO IS AN INSURED under Section C.is 2. Additional Insured - Managers Or Lessors amended to include as an additional Of Premises insured the person(s) or organization(s) shown in the Declarations as an Additional a. WHO iS AN INSURED under Section C. is Insured—Owners Or Other Interests From amended to include as an additional insured Whom Land Has Been Leased, but only the person(s)or organization(s)shown in the with respect to liability ansing out of the Declarations as an Additional Insured - ownership, maintenance or use of that part Designated Person Or Organization;but only of the land leased to you and shown in the with respect to liability ansing out of the Declarations. ownership,maintenance or use of that part of b. With respect to the insurance afforded to the premises leased to you and shown in the Declarations these additional insureds, the following additional exclusions apply- b. With respect the insurance afforded to This insurance does not apply to; additional insureds, the following additional exclusions apply (1) Any 'occurrence" that lakes place This insurance does not apply to. after you cease to lease that land,or (1) Any 'occurrence" which takes place (2) Structural alterations, new after you cease to be a tenant in that construction or demolition operations premises,or performed by or on behalf of such person or organization (2) Structural alterations, new S. Additional Insured - State Or Political performed by orr o on construction or operations Subdivision—Permits n behalf of such person or organization a. WHO IS AN INSURED under Section C.is amended to indude as an additional insured the state or political subdivision shown in the Declarations as an Additional Page 18 of 24 Farm SS 00 08 04 05 1 'S SIGNATURE REQUEST FOR MAYOR KENT Please FIII in .All Applicable Boxes W,,l N G r 0 r Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Oi igrnator � ,� f{, f c �m Phone jOnginator) j 2 - % S�- y��6. Date Sent 16, 1z5'11 Z Date Required: A5m�) Retuin Si,ned Document to CONTRACT TERMINATION DATE: VENDOR NAME: Ol 7 i����� DATE OF COUNCIL APPROVAL: 101-4 U� Brief Explanation of Document 1�^o-F -1,Y,.1w I aco a -TLcc/ll R�C-,J. r 'rL C" Lam ' y,,- bo-IN L.�.r I�PSL7t77o ��TP'f C:i��f 0ik or e tc rs I S Pv:rcl,A;z has h«,, Pr--e -`' C`•-1#'c a �iK 6 ,A54,-,i—_ All Contracts Must Be Routed Through the Law Department M)iu Area to be Completed 5ti the Lair Departments EDReceived: IP �� Approval of Law Dept.: KIT 2 6 2012 I Law Dept Comments KEEL p i MV DEP 1 Date Foi warded to Mayor lo(Za -L Shaded Areas to Be Completed by Administration Staff Received OCT 3 0 2012 Recommendations & Comments: CITY of KEkT CIP'CLERK Disposition: /0/3a Iz, /nayo I Date Returned Iager)8'0 1,05