HomeMy WebLinkAboutRogue Civil LLCGENERAL SERVICES AGREEMENT
This general services agreement, effective March 17, 2YA6 (hereinafter referred to as "Agreement") by and
between the City of Central Point (hereinafter referred to as "City"), and Rogue Civil LLC "Consultant" located at
52 Pineridge Lane, Eagle Point, Oregon, (hereinafter referred to as ""Consultant""), is established for those
services rendered by "Consultant" upon request by City. City and "Consultant" agree to the following:
GENERAL TERMS AND CONDITIONS
AUTHORIZED REPRESENTATIVES: For the purposes of this agreement, the City's authorized representatives
shall be either the City Administrator, the Public Works Director, or their duly authorized representatives. The
authorized representative for "Consultant" shall either be Evan Malepsy, or his duly authorized representative.
TASK RELEASE REQUESTS: City shall notify "Consultant" when "Consultant"'s services are being requested.
The City's authorized representative will call and provide a brief description of the requested services of
"Consultant". "Consultant" will then prepare and submit a task release request. The task release request will
include:
11 A brief written description of the tasks to be performed;
An estimate of labor hours and costs, direct costs, and a "not -to -exceed" budget for the
described work to be completed; and
r] A schedule for when the work is to be completed.
The City's authorized representative will then review the task release request and either approve the task
release request, or will make a call to "Consultant" to make modifications. If appropriate, "Consultant" will
modify and resubmit the task release request. Work will not be started until the appropriate City's authorized
representative approves and signs the task release request, unless otherwise approved by City's authorized
representative. The task release request may be submitted to the City's authorized representative by facsimile
machine.
TASKS DESCRIPTIONS AND BUDGETS: "Consultant" shall not modify the budgets or the task descriptions in
the signed task release requests without obtaining written approval from the City's authorized representative.
The budgets are considered not -to -exceed amounts, and shall not be exceeded without obtaining written
approval from the City's authorized representative.
EXTRA WORK AND CHANGE ORDERS: The City may request "Consultant" to perform extra work, or may
issue a change order regarding work or services listed in the task release request. All extra work requests and
change orders will be made in writing by City's authorized representative. Any extra work request issued will
have a binding "not to exceed" cost amount, that has been negotiated with "Consultant" prior to issuance of the
extra work request. If "Consultant" feels that any change order issued will effect any of the pricing for work or
services listed in the task release, then "Consultant" is to supply to City's authorized representative in writing,
within 48 -hours of issuance of the change order to "Consultant", "Consultant"'s requested adjustments to the
pricing of items in the task release request, and justification for such adjustment. "Consultant"'s requested
adjustments to the pricing of tasks in the task release request, shall be as negotiated and approved by City's
authorized representative prior to "Consultant" performing the work or services associated with the change
order. All definitions, terms, and conditions of this Agreement shall apply to change orders and extra work
requests issued by City and performed by "Consultant".
Page I of 6 General Services Agreement Between "Consultant" and the City of Central Point
"Consultant "'S WARRANTIES: "Consultant" warrants that:
(a) It understands the currently known hazards which are presented to persons, property, and the
environment in working on, above, in, and in the vicinity of the project site.
(b) Its personnel have developed requisite expertise to perform the particular work and services of this
Agreement, in a safe, workmanlike, professional, and lawful manner;
(c) All work performed by "Consultant" shall meet the requirements of the various regulatory agencies
involved. It shall comply with all applicable statutes, ordinances, rules, laws, orders, and regulations.
"Consultant" will provide and maintain a safe work environment for services and work performed under
this Agreement, on any premises owned or controlled by City;
(d) That all vehicles used to perform the work or services stated in this Agreement have all permits,
licenses, certificates, or other approvals required under applicable federal, state, and local laws,
regulations, statutes, ordinances, rules, policies and orders; and
(e) It shall comply with all applicable statutes, ordinances, rules, laws, orders, and regulations.
CITY'S WARRANTIES: City warrants that:
(a) It will make available to "Consultant" all information it has in regards to the project site and the work
required to be performed.
(b) Its personnel have developed requisite expertise and training to perform City's portion of the work and
services of this Agreement, in a safe, workmanlike, professional, and lawful manner; and
(c) It shall comply with all applicable statutes, ordinances, rules, laws, orders, and regulations.
EXCUSE OF PERFORMANCE: The performance of this Agreement may be suspended by either party in the
event such performance is prevented, impaired, or delayed by any cause beyond the reasonable control of such
party. The party whose performance is suspended, shall use all reasonable efforts to resume performance
promptly.
CITY INDEMNIFICATION: City agrees to indemnify and save harmless "Consultant" and its officers,
employees, agents, and their subcontractors, from and against any and all liabilities, losses penalties, fines,
claims, costs, and expenses incidental thereto (including costs of defense, settlement, and reasonable
attorneys' fees), which any or all of them may hereafter suffer, incur, be responsible for, or pay out as a result of
bodily injury (including death), property damage, contamination of or adverse effects on the environment, or any
violation or alleged violation of statutes, ordinances, laws, orders, rules, or regulations, to the extent caused by
City's breach of this Agreement or by any sole negligent act, negligent omission, or willful misconduct of City or
its employees, agents, or City's other contractors or consultants in the performance of this Agreement.
"Consultant" INDEMNIFICATION: "Consultant" agrees to indemnify and save harmless City and their officers,
employees, agents, and City's other contractors or consultants from and against any and all liabilities, losses,
penalties, fines, claims, costs, and expenses incidental thereto (including costs of defense, settlement, and
reasonable attorneys' fees), which any or all of them may hereafter suffer, incur, be responsible for, or pay out
as a result of bodily injury (including death), property damage, contamination of or adverse effects on the
environment, or any violation or alleged violation of statutes, ordinances, laws, orders, rules, or regulations, (a)
to the extent caused by "Consultant"'s breach of this Agreement or by any negligent act, negligent error or
omission, or willful misconduct of "Consultant" or its employees, agents, or "Consultant"'s subcontractors in the
performance of this Agreement, and/or (b) arising out of the performance of work and services with respect to
this Agreement.
Page 2 of 6 General Services Agreement Between "Consultant" and the City of Central Point
INSURANCE: "Consultant" shall procure and maintain, and list City as the Certificate Holder and as an
additional insured, throughout the term of this Agreement covering "Consultant"'s activities performed under,
and contractual obligations
underwritten in, this Agreement, the following minimum amounts of insurance coverage:
Coverage
Workers Compensation
Employers Liability
General Liability
Auto and Truck Liability
Combined bodily injury and
property damage liability
Limits
Statutory
$100,000
$500,000 per Occurrence, $1,000,000 Aggregate
$500,000 per Occurrence
$500,000 per Occurrence, $1,000,000 Aggregate
"Consultant" shall also procure and maintain professional liability insurance coverage (including, but not limited
to, "errors" and "omissions" coverage) in the amounts of $500,000 for each loss, and $1,000,000 total all losses
throughout the term of this Agreement covering "Consultant"'s activities performed under, and contractual
obligations underwritten in, this Agreement, again listing City as the Certificate Holder and as an additional
insured. A certificate of insurance shall be provided to the City, on an approved form, and be renewed as
appropriate, prior to the commencement of any work under this agreement, and for the duration of this
agreement.
TERM: This Agreement shall commence on the date set forth above and shall continue in effect indefinitely
unless sooner terminated by either party, with or without cause, upon thirty (30) days prior written notice to the
other party. Termination as herein provided shall be in addition to, and not in lieu of, a party's right to terminate
for breach. Termination shall operate to discharge all obligations that are executory by either party on or after
the effective date of termination, but any right of a party based on performance or breach of this Agreement prior
to the effective date of termination shall survive.
City may terminate this Agreement in whole or in part upon written notice in the event "Consultant" breaches any
duty, obligation, or service pursuant to this Agreement. If City terminates this Agreement pursuant to this
paragraph of this section, "Consultant" shall be liable for damages, including any additional costs of
procurement of similar work and services from another source.
INDEPENDENT CONTRACTOR: "Consultant" is and shall perform this Agreement as an Independent
Contractor, and as such, shall have and maintain complete control over all of its employees, agents, operations,
and subcontractors. Neither "Consultant" nor anyone employed by it or its delegates shall be or be deemed to
be, or act or purport to act as, the agent, representative, employee or servant of City, without the separate
expressed written authorization from City.
INSPECTION: City shall have the right to inspect and obtain copies of all written licenses, permits, or approvals
issued by any governmental entity or agency to "Consultant" or its delegates which are applicable to the
performance of this Agreement; to inspect and obtain copies of all "Consultant"'s (or its delegate's) employee
training and certification documentation that is required by federal, state, or local statutes, ordinances, laws,
orders, rules, or regulations for performing work or services under this Agreement
NO WAIVER: Any failure of a party to enforce any provision of this Agreement will not constitute a waiver of
such provision or prejudice the right of that party to enforce such provision at any subsequent time.
RECORDS: During the term of this Agreement and any such longer period as is required by law or as specified
herein, "Consultant" shall maintain records pertaining to the work and services it provides under this Agreement.
Original (if applicable) records (i.e. reports, designs, plans, drawings, displays, specifications, calculations,
models, model results, photographs, videos, maps, etc; in either, or both, a printed or electronic form) or copies
of such records shall be submitted to City within thirty (30) days of the work occurrence, unless otherwise
specified herein or as later specified by City. "Consultant"'s records regarding the work shall be available for
Page 3 of 6 General Services Agreement Between "Consultant" and the City of Central Point
inspection by or forwarding to City or its delegate at such reasonable time and place as City may request in
writing.
REIMBURSEMENT: "Consultant" shall be reimbursed on a time and materials basis, in accordance with
"Consultant"'s current Schedule of Charges, a copy of which is attached and which, hereafter, is incorporated
into this agreement. This Schedule of Charges may be periodically updated by "Consultant", but the updated
Schedule of Charges will not be incorporated into this Agreement, unless approved in writing by City.
TAXES, TARIFFS, FEES, AND SURCHARGES: The prices set forth in "Consultant"'s Schedule of Charges
shall include any tax, tariff, fee, or surcharge assessed on any of the work described in any given task release
request.
PROFESSIONAL RESPONSIBILITY: "Consultant" or their subcontractors shall perform services consistent
with skill and care ordinarily exercised by other professional consultants/contractors under similar circumstances
at the time services are performed, subject to any limitations established jointly by City and "Consultant" as to
the degree of care, time, or expense to be incurred by "Consultant" for services, proposals, agreements, reports,
designs, specifications, and bid documents.
RELATIONSHIP OF PARTIES: Nothing shall be construed or interpreted as requiring "Consultant" to assume
the status of owner, operator, generator, person who arranges for disposal, transporter, or storer, as those
terms or any other similar terms are used in any federal, state, or local statute, regulation, ordinance, or order
governing the treatment, handling, storage, or disposal of any toxic or hazardous substance or waste.
BILLING AND PAYMENT: Invoices will be submitted by "Consultant" on a monthly basis, and shall be due and
payable on receipt. Interest at the rate of one and one-half percent (1.5%) per calendar month, but not
exceeding the maximum rate allowable by law, shall be payable on any amounts that are due and unpaid within
forty-five (45) days from the date of the City's receipt of the invoice, with payments to be applied first to accrued
late payment charges and then to the principal unpaid amount.
TIME OF PERFORMANCE: "Consultant" makes no warranties regarding the time of completion of services and
shall not be in default of performance under this Agreement where such performance is prevented, suspended,
or delayed by any cause beyond "Consultant"'s control. Neither party will hold the other responsible for
damages for delays in performance caused by Acts of God or other events beyond the control of the other party
and which could not have been reasonably foreseen or prevented. Such delays will extend completion dates
commensurately.
CHANGED CONDITIONS: If, during the course of the performance of services under a task release request,
conditions or circumstances develop or are discovered which were not contemplated by "Consultant" and which
materially affect "Consultant"'s ability to perform or which would materially decrease or increase the costs to
"Consultant" of performing, then "Consultant" will notify City in writing, and "Consultant" and City shall
renegotiate in good faith the terms of this Agreement or the conditions and budgets of the task release requests
within thirty (30) days. Alternatively, either party shall thereupon have the right to terminate the task release
request; provided, however, that upon any such termination, "Consultant" shall be compensated for services
rendered to the date of termination.
RIGHT OF ENTRY: City agrees to grant or arrange for right of entry at the project site, whether or not the
project site is owned by City.
REPORTING AND DISPOSAL: City shall be solely responsible for notifying all appropriate federal, state, local,
or other governmental agencies of the existence of any hazardous, toxic, or dangerous materials on or in the
project site or discovered during performance of this Agreement. "Consultant" may, in its sole discretion, agree
to notify such agencies on behalf of City, as City's agent, as requested by City. City shall be solely responsible
for arranging and paying the costs to lawfully transport, store, treat, recycle, dispose of, or otherwise handle,
hazardous or toxic substances, or wastes and samples. "Consultant" may assist the City in these matters, but
does not inherit any of the responsibilities associated.
Page 4 of General Services Agreement Between "Consultant" and the City of Central Point
ATTORNEYS' FEES AND COSTS: The prevailing party in any action to enforce or interpret provisions of this
Agreement shall be entitled to recover all reasonable attorney fees and costs incurred in such action. If
"Consultant" is requested to respond to any mandatory orders for the production of documents or witnesses on
City's behalf regarding work performed by "Consultant", City agrees to pay all costs and expenses incurred by
"Consultant" not reimbursed by others in responding to such order, including staff time at current billing rates,
and reproduction expenses. However, the City reserves the right to recover these costs from "Consultant" if the
City does not prevail in the litigation, and it was determined that the losses incurred by the prevailing party were
as the result of work performed by "Consultant".
WAIVER: Any failure of a party to enforce any provision of this Agreement will not constitute a waiver of such
provision or prejudice the right of that party to enforce such provision at any subsequent time. Any waiver by
either party of any provision or condition of this Agreement shall not be construed or deemed to be a waiver of a
subsequent breach of the same provision or condition, unless the party sought to have waived has expressly so
stated in writing, and is so approved in writing by the other party.
LAW TO APPLY: This Agreement shall be governed and construed in accordance with the laws of the State of
Oregon, and applicable Federal laws and regulations. It is agreed by each party that any action of law, suit in
equity, or judicial proceeding for the endorsement of this Agreement shall be instituted and maintained only in
any of the courts of competent jurisdiction in Jackson County, Oregon. If any portion of this Agreement is
determined by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the same shall not affect
the legality, validity, or enforceability of the Agreement as a whole or of any portion thereof, not so adjudged.
Any provisions of this Agreement held in violation of any law shall be deemed stricken and all remaining
provisions will remain binding on all parties.
MISCELLANEOUS: Any notice to be given hereunder shall be in writing (including, without limitation, by
facsimile transmission) and sent to the address of the other party, as set forth herein or to an address
subsequently designated by the receiving party.
This Agreement, consisting of all documents attached hereto, constitutes the entire agreement of the parties
relating to the subject matter hereof and supersedes all previous agreements, discussions, representations,
proposals, and correspondence between the parties. It is understood and agreed that no agreement,
guarantee, warranty, or duty, expressed or implied, not expressed herein shall limit or qualify the terms of this
Agreement. This Agreement may only be amended in writing, as approved and signed by both parties.
PARTIES BOUND: The parties acknowledge that they may conduct their respective business operations
through entities which they directly or indirectly, through one or more intermediaries and agreements, control
and therefore agree to cause such other entities to abide by the terms and conditions of this Agreement, as if
they were parties hereto to the extent necessary to carry out the purposes of this Agreement. Further, the
parties shall be entitled to their respective obligations hereunder to be satisfied, and to cause their respective
benefits hereunder to be received, by such other entities. Subject to the foregoing, neither party shall assign
this Agreement without the prior written consent of the other party.
CONFLICT IN FORMS: In the event of a conflict between the terms set forth herein and any supplemental
contract documents herein contemplated, the terms set forth herein shall govern. The preprinted terms and
conditions appearing on any of "Consultant"'s or City's purchase orders or other forms or documents, that
conflict with the terms and conditions of this Agreement, shall be considered null and void.
Page 5 of General Services Agreement Between "Consultant" and the City of Central Point
IN WITNESS WHEREOF, AND BEING AN AUTHORIZED REPRESENTATIVE OF THE PARTY FOR WHICH I
SIGN, I HEREBY EXECUTE THIS AGREEMENT, EFFECTIVE ON THE DATE STATED ABOVE, AND
ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE AGREEMENT IN ITS ENTIRETY,
INCLUDING THE DEFINITIONS, TERMS, AND CONDITIONS STATED ABOVE, AND I HAVE RECEIVED A
TRUE COPY THEREOF.
City of Central
By:
Printed Name:
Title:
Date:
"Consultant"
By: �r�6w./v/cuGJ�dG
Authorized Signatory
Printed Name: Evan MalepSV. P.E.
Title: Principal
Date: March 17. 2016
Page 6 of 6 General Services Agreement Between "Consultant' and the City of Central Point
Task Release Request No.1
City of Central Point
Police Station Parking Lot
March 2016
Scope of Services
The City of Central Point (City) requested Rogue Civil LLC (RC) provide civil engineering services to
assist the City with preparation of a new parking lot layout at the Central Point Police Station. A site
visit was conducted with City and police representatives on March 11, 2016 to determine the
desired parking lot layout RC will prepare drawings with new pavement markings in accordance
with guidance provided by police representatives. An additional site visit is anticipated to enable
review of the design, and any revisions to drawings that may be necessary.
Assumptions
➢ City forces will remove existing pavement markings and install new pavement markings.
➢ Construction contract documents will not be required for the removal/installation of
pavement markings.
RC Tasks and Deliverables
➢ Drawing(s) with sufficient detail to enable installation of new pavement markings.
➢ Correspondence with City and police representatives to review and revise drawings as
necessary.
➢ Site visit to review designs in field with City and police representatives.
Schedule
Upon authorization, RC will begin the design phase of the project within one week and provide
drawings for review within two weeks.
Fee for Services
The fee for services will charged be on a time and materials basis. RC charges $120/hr. Materials
will be charged at actual cost. It is anticipated that the drawings will require 3 hours to complete, a
site visit to review the design will take 2 hours and revisions/finalizing the drawings will require 1
hour. The fee for services shall not exceed $720 without prior written authorization of the City.
City of Central Point
Signature
Print Name/Title
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Date
Rogue Civil LLL,C, /
Signature 0
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Print Name/Title Qf
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Date
ROGUI8C OP ID:LCH
CERTIFICATE OF LIABILITY INSURANCEI Do3n7noc
THIS CERTIFICATE 18 ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATMELY 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: N the cwditaM holder Is an ADDITIONAL INSURED, the pol"iss) must be andorsed. I SUBROGATION IS WAIVED, subject to
tlm In and candMorm of the policy, certain policies may mquhe an A statement on this certificate does not confer rights to the
a
cWmft holder kr lieu of such andorsemmnt(s).
PRODIIM
I Mr Lisa Herrmann
Propel Insurance
formerly United Risk Solutions
PH=
541-245-1111
FAX
fA/c.Noi: 541-245-1112
PO Box 936
ADDS llherrmann@unitedrisk.com
IS TO CERTIFY THAT THE POLICIES
Medford, OR 97501.0067
LISTED BELOW HAVE BEEN
ISSUED TO
I aIeURERIeI AFFORDING COVERAGE
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THE POLICIES
DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
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AND CONDITIONS OF SUCH
POLICIES.
INSURER I::
LIMITS SHOWN MAY HAVE BEEN
COVERAGES
CERTIFICATE
NUMBER:
REVISION NUMBER:
THIS
IS TO CERTIFY THAT THE POLICIES
OF INSURANCE
LISTED BELOW HAVE BEEN
ISSUED TO
THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED.
NOTWITHSTANDING ANY REQUIREMENT,
TERM OR CONDITION OF ANY
CONTRACT
OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE
MAY BE ISSUED OR MAY
PERTAIN,
THE INSURANCE AFFORDED BY
THE POLICIES
DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS
AND CONDITIONS OF SUCH
POLICIES.
LIMITS SHOWN MAY HAVE BEEN
REDUCED BY
PAID CLAIMS.
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Certificate Holder Is Additional Insured as provided by endorsement
SB146968A. Waiver of Subrogation provided by endorsement SB146968A.
Certificate supersedes certificate issued 03/11/2016.
CERTIFICATE HOLDER
CANCELLATION
CITCE01
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE City of Central Point ACCORDANCEWITHTHE P N DATELACY PROVISIONSE WILL BE DELIVERED IN
Matt Samitore
140 N 2nd StI AUTHORIZED REPREWNtAIM
Central Point, OR 97502-2019
®1988-2014 ACORD CORPORATION. All rights reserved.
ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD
SB -146968-A
(Ed. 01/06)
IMPORTANT: THIS ENDORSEMENT CONTAINS DUTIES THAT APPLY TO THE
ADDITIONAL INSURED IN THE EVENT OF OCCURRENCE, OFFENSE, CLAIM OR SUIT.
SEE PARAGRAPH C., OF THIS ENDORSEMENT FOR THESE DUTIES.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED ENDORSEMENT
WITH PRODUCTS -COMPLETED OPERATIONS COVERAGE
8
BLANKET WAIVER OF SUBROGATION
Architects, Engineers and Surveyors
This endorsement modifies insurance provided under the following:
BUSINESSOWNERS LIABILITY COVERAGE FORM
BUSINESSOWNERS COMMON POLICY CONDITIONS
A. WHO IS AN INSURED (Section C.) of the
Businessowners Liability Coverage Form is
amended to include as an insured any person or
organization whom you are required to add as an
additional insured on this policy under a written
contract or written agreement; but the written
contract or written agreement must be:
1. Currently in effect or becoming effective during
the term of this policy; and
2. Executed prior to the "bodily injury," "property
damage," or "personal and advertising injury."
B. The insurance provided to the additional insured is
limited as follows:
1. That person or organization is an additional
insured solely for liability due to your negligence
specifically resulting from "your work" for the
additional insured which is the subject of the
written contract or written agreement. No
coverage applies to liability resulting from the
sole negligence of the additional insured.
2. The Limits of Insurance applicable to the
additional insured are those specified in the
written contract or written agreement or in the
Declarations of this policy, whichever is less.
These Limits of Insurance are inclusive of, and
not in addition to, the Limits of Insurance shown
in the Declarations.
3. The coverage provided to the additional insured
within this endorsement and section titled
LIABILITY AND MEDICAL EXPENSE
DEFINITIONS — "Insured Contract" (Section
F.9.) within the Businessowners Liability
Coverage Form, does not apply to "bodily
injury" or "property damage" arising out of the
"products -completed operations hazard" unless
required by the written contract or written
agreement.
SB -146968-A
(Ed. 01/06)
4. The insurance provided to the additional
insured does not apply to "bodily injury,"
"property damage," "personal and advertising
injury" arising out of an architect's, engineer's,
or surveyor's rendering of or failure to render
any professional services including:
a. The preparing, approving, or failing to
prepare or approve maps, shop drawings,
opinions, reports, surveys, field orders,
change orders or drawings and
specifications by any architect, engineer or
surveyor performing services on a project of
which you serve as construction manager;
or
b. Inspection, supervision, quality control,
engineering or architectural services done
by you on a project of which you serve as
construction manager.
5. This insurance does not apply to "bodily injury,"
"property damage," or "personal and advertising
injury" arising out of:
a. The construction or demolition work while
you are acting as a construction or
demolition contractor. This exclusion does
not apply to work done for or by you at your
premises.
C. BUSINESSOWNERS GENERAL LIABILITY
CONDITIONS — Duties In The Event of
Occurrence, Offense, Claim or Suit (Section
E.2.) of the Businessowners Liability Coverage
Form is amended to add the following:
An additional insured under this endorsement will
as soon as practicable:
1. Give written notice of an occurrence or an
offense to us which may result in a claim or
"suit" under this insurance;
Page 1 of 2
2. Tender the defense and indemnity of any claim
or "suit' to us for a loss we cover under this
Coverage Part;
3. Tender the defense and indemnity of any claim
or "suit' to any other insurer which also has
insurance for a loss we cover under this
Coverage Part; and
4. Agree to make available any other insurance
which the additional insured has for a loss we
cover under this Coverage Part.
We have no duty to defend or indemnify an
additional insured under this endorsement until we
receive written notice of a claim or "suit' from the
additional insured.
D. OTHER INSURANCE (Section H. 2. & 3.) of the
Businessowners Common Policy Conditions are
deleted and replaced with the following:
2. This insurance is excess over any other
insurance naming the additional insured as an
insured whether primary, excess, contingent or
on any other basis unless a written contract or
written agreement specifically requires that this
insurance be either primary or primary and
noncontributing to the additional insured's own
coverage. This insurance is excess over any
other insurance to which the additional insured
has been added as an additional insured by
endorsement.
3. When this insurance is excess, we will have no
duty under Coverages A or B to defend the
additional insured against any "suit' if any other
insurer has a duty to defend the additional
SB -146968-A
(Ed. 01/06)
SB -146968-A
(Ed. 01/06)
insured against that "suit' If no other insurer
defends, we will undertake to do so, but we will
be entitled to the additional insured's rights
against all those other insurers.
When this insurance is excess over other
insurance, we will pay only our share of the
amount of the loss, if any, that exceeds the sum
of:
(a) The total amount that all such other
insurance would pay for the loss in the
absence of this insurance; and
(b) The total of all deductible and self-insured
amounts under all that 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 bought
specifically to apply in excess of the Limits of
Insurance shown in the Declarations of this
Coverage Part.
E. TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US (Section K.2.) of the
Businessowners Common Policy Conditions is
deleted and replaced with the following:
2. We waive any right of recovery we may have
against any person or organization against whom
you have agreed to waive such right of recovery in
a written contract or agreement because of
payments we make for injury or damage arising out
of your ongoing operations or "your work" done
under a contract with that person or organization
and included within the "products -completed
operations hazard."
Page 2 of 2
AGREEMENT/CONTRACT
CONTROLFORM
This form will accompany the document through the drafting, review, and signature processes, and will
be kept with the City's final executed copy of the document.
Document Name: &] e
Address:
Type of Document: Contract
Grant Document I--] IGA❑
(Grant Name:
Lease 0 Easement 0
Deed 0 (Property location:
Other (Specify):
Purpose of Document: (f"AnCPf M
Contact Person:iV&,GY11-Dept.: IPPk
Return Requested by:
Council Approval needed:
Yes (If yes circle below)
Motion
Resolution
No