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IT15-088 - Original - Park Place Technologies, LLC - Contract - 04/01/15
i t INN ta KENT Document W AS HINGTON 5 +d flArt�ti� CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. I Vendor Name: Park Place Technologies, LLC Vendor Number: 881156 JD Edwards Number I Contract Number: This is assigned by City Clerk's Office Project Name: 2015 - 2016 Park Place- EMC Annual Maintenance Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract ❑ Other: Contract Effective Date: 4/1/2015 Termination Date: 3/31/2016 Contract Renewal Notice (Days): 30 Number of days required notice for termination or renewal or amendment Contract Manager: James Endicott Department: Information Technology Contract Amount: $11,579.89 Approval Authority: (CIRCLE ONE) Department Director Mayor City Council Detail: (i.e. address, location, parcel number, tax id, etc.): i As of: 08/27/14 KIEI�dT" GOODS & SERVICES AGREEMENT between the City of (Cent and Park Place Technologies, LLC THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Park Place Technologies, LLC organized under the laws of the State of OH, located and doing business at 5910 Landerbrook Drive, Suite 300, Mayfield Heights, OH 44124 (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. Vendor shall provide the following goods and materials and/or perform the following services for the City: 2015 - 2016 EMC Annual Maintenance - provided by EMC to support the network data storage (4/1/15 -3/31/16) Exhibit A - Quote# 385456-1 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 from April 1,2015 through March 31, 2016. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed $11,579.89, 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: GOODS & SERVICES AGREEMENT - 1 (Over$10,000,00, including WSST) Paid within 30 days of invoice date 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: I 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. GOODS & SERVICES AGREEMENT - 2 (Over$10,000.00, including WSST) 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. 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 GOODS & SERVICES AGREEMENT - 3 (Over$10,000.00, including WSST) 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; 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. Vendor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. In addition to any other warranty provided for at law or herein, this Agreement is additionally 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 promptly correct all defects in workmanship and materials: (1) when Vendor knows or should have known of the defect, or (2) upon Vendor's receipt of notification from the City of the existence or discovery of the defect. In GOODS & SERVICES AGREEMENT - 4 (Over$10,000.00, including WSST) 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 an additional year beyond the original warranty period applicable to the overall work. 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, 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 B 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 GOODS & SERVICES AGREEMENT - 5 (Over$10,000,00, including WSST) 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 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. I 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. GOODS & SERVICES AGREEMENT - 6 (Over$10,000.00, including WSST) 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. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. J. 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. VENDOR: CITY OF KENT: By: y: (signature) (signature) Print Name: Jacquiine L.canter Print N�ne: Suzette Cooke ItSDirector. Enterprise Sales Operations Its-- -' MMayor , (title) tf ,.--- DATE:February 27,2015 DATE: l rj t NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: VENDOR: CITY OF KENT: Claudette DeLuca James Endicott Park Place Technologies, LLC City of Kent 5910 Landerbrook Drive,Suite 300 220 Fourth Avenue South Mayfield Heights, OH 44124 Kent, WA 98032 1-800-931-3366 (telephone) (253) 856-4620 (telephone) 1-800-531-6303 (facsimile) (253) 856-4700 (facsimile) APPROVED AS TOjFORI14: �Olk 2— ,r Kent Law Department ' U.thle wdl you may enter the eledwric nle0ath where the contred has been sa dj GOODS &SERVICES AGREEMENT- 7 (Over$10,000.00, including WSST) DECLARATION CITY OF [ENT 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. i 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. S. 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. I By signing below, I agree to fulfill the five requirements referenced above. By: Jacqueline L. Canter q __ For: Park Place Technologies LLC Title: Director Enterprise Sales Operations Date:February 27,2015 II I EEO COMPLIANCE DOCUMENTS - 1 of 3 I 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. i 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. I I By: For: Title: Date: EEO COMPLIANCE DOCUMENTS - 3 of 3 EXHIBIT A Price Quote eo. f; E K E N T City of Kent February 9, 2015 I i k ) . . . . . � <o ) { ) ] IL co \ , ll . . . . . . , , ( / ! \ . . . . . . , � \ 63 . : . ; ij . . . . . . ; > ! ! \ . . . . . . ; ! \ ) I \ . . . , , . > , . . . 7 u LC a ee IL § @ ! ! 22 \\ / , \ m! ) ( \ j i■ �) \ ) } / ) ` ) # ® EXHIBIT B INSURANCE REQUIREMENTS FOR SERVICE CONTRACTS Insurance The Contractor 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 Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Commercial General Llabllity, 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 City shall be named as an insured under the Contractor'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. B. Minimum Amounts of Insurance Contractor shall maintain the following Insurance limits: 1. Commercial General Liability, Insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products-completed operations aggregate limit. 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 Contractor'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 Contractor's insurance and shall not contribute with It, 2, The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after i EXHIBIT B (Continued) thirty (30) days prior written notice by certified mall, return receipt requested, has been given to the City. 3. The City of Kent shalt be named as an additional Insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor 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 Contractor'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 ANII. E. Verification of Coverage Contractor 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 Contractor before commencement of the work. F. Subcontractors Contractor 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 j requirements as stated herein for the Contractor. �° ®® CERTIFICATE F LIABILITY INSURANCE 3/2�2015 YY) 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 coMEAOT Joann Blank Britton Gallagher PHONE (216)65B-710O aAc No, tz Ls)Ese-�LOi One Cleveland Center, Floor 30 EDOAIsss Joann.Blank@brittongallagher.COIN 1375 ).Bast 9th Street INSURERS AFFORDING COVERAGE NAIC# Cleveland OR 44114 INSURER A:Federal Insurance 20261 Ili INSURED INSURER B PPH Acquisition, LLC INSURER C: D13A Park Place Technologies, Inc. INSURER D: 5910 Landerbrook Drive INSURER E: Mayfield Heights, OH 44124 INBURER F: COVERAGES CERTIFICATE NUMBER:14/15 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. INES TYPE OF ADDLSUSR POLICY EFF POLICY EXP LIMITS LTR POLICY NUMBER MMIDDIYYV MMIDD V GENERALLIABILITY y y EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED 1,000,OGO X COMMERCIAL GENERAL LIABILITY PREMISES Ea oaunen S A 7 CLAIMS-MADE OOCCUR 35844067 1/05/2014 1/05/2015 MED EXP (A. mle person) $ 10,000 X $0 Deductible PERSONAL&ADV INJURY S 1,000,000 GENERAL AGGREGATE S 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMPfOP AGG $ 2,000,000 POLICYFXI PRO X LOC S AUTOMOBILE LIABILITY y y COMBINED SING E IM Eaeccideol $ 1,000,000 A X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCIIEOULED 3539145 1/05/2014 1/05/2015 BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNX HIRED AUTOS N AIITOSED PerOPERTY ealdent DAMAGE $ $ UMBRELLA LIAR N OGCUR y EACH OCCURRENCE $ 10,000,000 A X EXCESS DAB 'EA'"MADE AGGREGATE $ 10,000,000 DED I X I RETENTIONS 0 7ga53990 1/05/2014 1/05/2015 $ A WORKERS COMPENSATION X WO STATU- OTH- AND EMPLOYERS LIABILITY YIN TORY I IMIT,5 ANY PROPRIETOMPARTNEWEXECUTIVE E NIA EL EACH ACCIDENT $ —1,000,000 OFFICERIMEMBER EXCWDED4 (Myantlatorym NHl 1714067 1/05/2014 1/05/2015 EL.DISEASE-EA EMPLOYE $ 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 11000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (AHach ACORD IO'I,Adtlifional Remarks 8chetlule,if more space is requiretl) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Kent ACCORDANCE WITH THE POLICY PROVISIONS. 220 4th Avenue South Kent, OH 98032 AUTHORIZED REPRESENTATIVE Harold Rindels/JB2 ACORD 26(2010105) ©1988.2010 ACORD CORPORATION. All rights reserved. INS026(2ofon).of The ACORD name and logo are registered marks of ACORD COMMENTS/REMARKS F7- General 'Aggregate Limit with Per Location/Per Project and Combined Total Aggregate endorsement, subject to: Combined Total Aggregate Limit - $10,000, 000. I I i 0FRGMARK COPYRIGHT 2000, AMS SERVICES INC. Liability Insurance Endorsement Policy Period NOVEMBER5,2014 TO NOVEMBER5,2015 Effective Date NOVEMBER5,2014 Policy Number 3584-40-67 CLE Insured PPH ACQUISITION LLC Name of Company FEDERAL INSURANCE COMPANY Date Issued NOVEMBER 18,2014 I This Endorsement applies to the following forms: GENERAL LIABILITY Under Who Is An Insured,the following provision is added. Who is An Insured Additional Insured- Persons or organizationsshown in the Scheduleare insureds;but they are insureds only If you are Scheduled Person obligated pursuant to a contract or agreementto provide them with such insurance as is afforded by Or Organization this policy. However,the person or organization is an insured only: if and then only to the extent the person or organization is described in the Schedule; to the extent such contractor agreement requires the person or organizationto be afforded status as an insured; for activities that did not occur,in whole or in part,before the execution of the contract or agreement;and with respectto damages,loss,cost or expense for injury or damage to which this insurance j applies. No person or organization is an insured mider this provision: that is more specifically identified under any otherprovision of the Who Is An Insured section(regardlessof any limitation applicablethereto). with respect to any assumption of liability(of another person or organization)by them in a contract or agreement.This limitation does not apply to the liability for damages,loss,cost or expense for injury or damage,to which this insurance applies,that(lie person or organization would have in the absence of such contractor agreement. ..:::.':^:n �.. x-. ...� .-. `S �k _c n �.__'" ...�> >.':� �.-»v F �v,-� ✓.,,_ a._,_ .-/' ,,.?1 .,.-�- uv-mv Liability insurance Additional fnswed-Schedlr�lec¢Ferson continued Form 80-02-2367(Rev.5-07) Endorsement Page 1 i Liability Endorsement (continued) Under Conditions,the following provision is added to the condition titled Other Insurance. Conditions Other-Insurance— If you are obligated,porsuanttoacontractoragreement,toprovidethe person ororganization Primary, Noncontributory shown in the Schedule with primary insurance such as is afforded by this policy,then in such case Insurance—Scheduled this insurance is primary and we wil I not seek contribution from insurance available to such person Person Or Organization or organization. Schedule Persons or organizations that you are obligated,pursuant to a contract or agreement,to provide with such insurance as is afforded by this policy. All other terms and conditions remain unchanged. \�� Authorized Representative Liability insurance AddRional/nsured-sohedrieegonn�r60r��nizatlon last page Form 80-02-2367(Rev.5,07) Endorsement kkSS Page 2 ondifions Duties 07 The Event Of F. Knowledgeof an occurrence or offenseby an agent or entployceof the insured will not Occurrence, Offense, constitute knowledge by the insured,unless an offrcer(whether or not an employee)of any Claim Or Suit insured or an officers designee(mows about such occurrence or offense. (continued) G. Failure of an agent or employeeof the insured,other than an officer(whether or not an employee)of any insured or an officer's designee,to notify us of an occurrence or offense that such person knows about will not affect the insurance afforded to you. H. If a claim or loss does not reasonably appear to involve this insurance,but it later develops into a claim or loss to which this insurance applies,the failure to report it to us will not violate this condition,provided the insured gives us immediate notice as soon as the insured is aware that this insurance may apply to such claim or toss. ay.,.�. r _..,� ...._e.vx_�^ -s - � ems.. _•mcr n+- _.c_.._, :.._„-.o._,. ,. _, .�i� _ _._.. , .z._ Legal Action Against Us No person or organization has a right under this insurance to: join us as a party or otherwise bring us into a suit seeking damages from an insured;or �I sue as on this insurance unless all of the terms and condhionsof this insurance have been j fully complied with. A person or organization may sue us to recoveron an agreed settlement or on a final judgment against an insured obtained after an actual: trial in a civil proceeding;or arbitration or other alternative dispute resolution proceeding; but we will not be liable for damagesthat are not payable underthe terms and conditionsof this insuranoeor that are in excess of the applicable Limits Of insurance. Otherinsurance If other valid and collectible insurance is available to the insured for loss we would otherwise cover under this insurance,our obligations are limited as follows. Primary Insurance This insurance is primary except when the Excess Insurance provision described below applies. If this insurance is primary,our obligations are not affected unless any of the other insurance is also primary.Then,we will share with all that other insurance by the method described in the Method of Sharing provision described below. Excess Insurance This insurance is excess over any otbe•insurance,whether primary,excess,contingent or on any other basis; A. that is Fire,Extended Coverage,Builder's Risk,Installation Risk or similar insurance for your work; B. that is insurance that applies to property damage to premises rented to you or temporarily occupied by you with permission of the owner; C. if the loss arises out of aircraft,autos or watercraft(to the extent not subject to the Aircraft, Autos Or Watercraftexclusion); Reference Copy Liabilify Insurance Form 60-02-2000(Rev.4-01) Contract Page 22 of32 i General Liability Conditions Otherfnsurance D. that is insurance: (continued) 1. provided to you by any person or organization working under contract or agreement for you;or 2. under which you are included as an insured;or E. that is insurance under any Property section of this policy. When this insurance is excess,we will have no duty to defend the insured against any suit if any other insurer has a duty to defend such insured against such suit.If no other insurer defends,we j will undertake to do so,but we will be entitled to the insureds rights against all those other insurers. When this insurance is excess over other insurance,we will pay only our share of the amount of loss,if any,that exceeds the sum of the total: amount that all other insurance would pay for loss in the absence of this insurance;and of all deductible and self-insured amounts under all other insurance. We will share the remaining loss,if any,with any other insurance that is not described in this Excess Insurance provision and was not negotiated specifically to apply in excess of the Limits Of Insurance shown in the Declarations of this insurance. Method of Sharing If all of the other insurance permits contribution by equal shares,we will follow this method also. Under this method each insurer contributes equal amounts until it has paid its applicable limits of insurance or none of the loss remains,whichever comes first. If any of the other insurance does not permit contribution by equal shares,we will contribute by limits.Under this method,each insurers share is based on the ratio of its applicable limits of insurance to the total applicable limits of insurance of all insurers. f.:�3"`s'*`-�`...-,e<.��_�r._t�_, ,.nYR� v_ l a"s�.�.� ••�__ ^'t i.S <� ...-_,-. ... -....r.�, a Sr.Y_„4A,� � �,M._� .Y-, ..�xsox Premium Audit We will compute all premiums for this insurance in accordance with our rules and rates. In aecordancewith the Estimated Premiums section of the Premium Summary,premiums shown with an asterisk(t`)are estimated premiums and are subjectto audit. In addition to or in lieu of such designation in the Premium Summary,premiums may be designated as esfimatedpremiums elsewherein this policy,In that case,these premiums will also be subjectto audit,and the second paragraph of the Estimated Premiums section of the Premium Summary will apply. I Separation Of Insureds Exceptwith respect to the Limits Of Insurance,and any rights or duties specifically assigned in this insuranceto the firstnamed insured,this insurance applies: as if each named insured were the only named insured;and separately to each insured againstwhom claim is made or suit is brought Reference Copy Liability Insurance Form 8"2.2000(Rev.4-01) Contract Page 23 of,12 Conditions (continued) Transfer Or Waiver Of We will waive the right of recovery we would otherwise have had against another person or Rights Of Recovery organization,for loss to which this insuranceapplies,provided the insured has waived their rights Against Others of recovery against such person or organization in a contractor agreementthat is executed before such loss. To the extent that the insured's rights to recoverall or part of any payment made underthis insurance have not been waived,thoserights are transferredto us.The insured must do nothing after loss to impair them.At our request,the insured will bring suit or transferthose rights to us and help us enforce them. This condition does not apply to medical expenses. Reference Copy !(ability Insurance Form 80-a2.2000 fRev.4-01) Contract Page 24 of 32 i i Common Policy Conditions Contract Conditions The following Conditions are included under each part of the policy,unless stated otherwise. Audit Of Books And We may audit your books and records as they relate to this insurance at any time during the term of Records this policy and up to three years afterwards. Cancellation The first named insured may cancel this policy or any of its individual coverages at any time by sending us a written request or by returning the policy and stating when thereafter cancellation is to take effect. We may cancel this policy or any of its individual coverages at any time by sending to the first named insured a notice 60 days(20 days in the event of non-payment of premium)in advance of the cancellation date.Our notice of cancellation will be mailed to the first named insureds last known address,and will indicate the dale on which coverage is terminated.If notice of cancellation is mailed,proof of mailing will be sufficient proof of notice. The earned premium will be computed on a pro rata basis.Any unearned premium will be returned as soon as practicable. Changes This policy can only be changed by a written endorsement that becomes part of this policy.The endorsement must be signed by one of our authorized representatives. Compliance By Insureds We have no duty to provide coverage underthis policy unless you and any other involved insured have fully complied with all of the terms and conditions of the policy. i Compliance With This insurance does not apply to the extent that trade or economic sanctions or other laws or Applicable Trade regulations prohibit us from providing insurance. Sanctions Conformance Any terms of this insurance which are in conflict with the applicable statutes of the State in which this policy is issued are amended to conform to such statutes. First Named Insured The person or organization first named in the Declarations is primarily responsible for payment of all premiums.The first named insured will act on behalf of all other named insureds for the giving and receiving of notice of cancellation or nonrenewal and the receiving of any return premiums that become payable under this policy. Inspections And Surveys we may: make inspections and surveys at any time; i give you reports on the conditions we find;and recommend changes. Reference Copy Common Poflcy Conditions Form 80-02-9090(Rev.6-05) Contract. Page 1 of 2 Lo N N t0 of U m r O w N m O L O O - F- P N M _U h N N N � v N 0 N C O N J CO O m h Q. cam- �1. ~' N � U w O U) .. o 0 1..1..E U a) (n (D N M 0 0 W (n h N N O c 0 Z N M C Lo L V W U 0 2 y m y ui A m F -2 O rn `° +� m OD L L L O U7 (D a) N 0) @ O O ® > dLOUa (� N w _ � C N y o 3 m 3 m M I G O M Q a T o 0 Ag u o W N ' p p v N 6 N ,� L O v NON Lo e j 0 .cz m NMao U U U o O N M O N }d O `om $ ono i �x N i 0 N m Q N Y d U CL U .0 -0 m o 3 3 a > Uof K N 'C U U Ali E�Q�' 1 y .N w w U_t Of-�' Oy > C \ o `p O W O O ` t o O Y O .L. 7k y ® o 0 C N E U wN,' to a] Q o U a) MO r N _ C 3 co > e o F O m S o) Uo (D Q m w N O E Q ® 0 N T ,O y a 'D m 0 1- o (lI � v U) J N Q REQUEST FOR MAYOR'S SIGNATURE Please Fill in All Applicable Boxes Rouging Information (ALL REQUESTS MUST FIRST Br ROUTED THROUGH THE LAW DEPARTMENT) Originator: James Endicott Phone Ori inator : 253 856-4620 2015 Da Date Sent: 3/11/ te Required: 3/13/2015 Return Signed Document to: Heather CONTRACT TERMINATION DATE: 3/31/2016 Hale VENDOR NAME: Park Place Technologies, DATE OF COUNCIL APPROVAL: 12/16/2014 Inc Brief Explanation of Document: This purchase is for the annual maintenance renewal provided by EMC to support the network data storage (4/1/2015-3/31/2016). PO#121423 is for the amount.of_$11,579.89 Approved in 201`5 Operating Budget i f All Contracts Must Be Roasted Through The Lase Department (This area to be completed by the Law Department) r� I Received: e Approval of Law Dept.: i Law Dept. Comments d. l` "'"�d 4 x�•c a5+g. Date Forwarded to Mayor. 'r t j _ r .tili`p' .Shaded Areas To Be Completed By Administration Staff' Received; — — — — C rvr te r Recommendations and Comments: Disposition: 1 ; f Date Returned: