Loading...
HomeMy WebLinkAbout631805AGENCY SERVICE AGREEMENT Between the City of Bremerton and Kitsap Community. Resources Contract # TBD COMMUNITY DEVELOPMENT BLOCK GRANT "BHA" City Funded Program Income AN AGREEMENT, by and between City of Bremerton hereinafter referred to as "City" and, Kitsap Community Resources hereinafter referred to as "Agency" by which the Agency agrees to carry out specific activities under City of Bremerton's Community Development Block Grant Program and establishing certain other terms and conditions of operation. IT IS MUTUALLY AGREED AS FOLLOWS: ARTICLE I. PROJECT SECTION 1. SCOPE OF SERVICES The City, as recipient of a City of Bremerton generated Program Income Account ("BHA"), hereby designates the Agency to undertake, in a satisfactory and proper manner, as determined by the City, and the Agency hereby agrees to undertake, the tasks necessary to conduct the program/project outlined in Exhibit "A". SECTION 2. PROJECT SUMMARY Project Details' - Project Name: Weatherization and Minor Home Repair Funded Amount: $150,000 Action Plan Year: 2018 Type of Project Capital -Housing Service Area: City of Bremerton City Limits Project Location Multiple Locations throughout City Limits El►grbihty National Objective: 24 CFR 570.208(a)(2)(C) LMH -Income Eligible Basic Eligible Activity Citation: 24 CFR 570.201(k) Housing Services Matrix Code: 14F Energy Efficiency Improvements erformance Measures Object of Activity: Decent Housing Outcome: Sustainability SECTION 3. TERM OF AGREEMENT The term of this Agreement is October 20, 2017 through December 31, 20113, but may be extended pursuant to an amendment to this Agreement as authorized in Article IV, Section 9 (Amendments to Agreement). Should additional time for auditing this project be required, in accordance with law, this Agreement shall be deemed automatically extended until such time as the said audit shall be completed. In any event, the term of this Agreement shall cover the period.that the Agency has control over Community Development Block Grant funds, including program income. Pagel 1 2018 Subrecipient Agreement — [KCR Weatherization] .SECTION 4. PROGRAM REPORTING The Agency shall submit the Performance Report and the Demographic Report quarterly, as applicable, due 10 days after the end of each quarter, as required by the City to meet its local obligations and its obligation to the U.S. Department of Housing and Urban Development. The required report format is provided in EXHIBIT "B" of this Agreement. (A) Quarterly reports which shall include the progress made to date, or justification for lack of progress, in providing the services specified in Article I, Section 1 Scope of Services, of this Agreement according to the schedule for completion in Article 1 Section 3 Schedule for Completion of this Agreement. (B) Quarterly reports on demographic, neighborhood residence, and income information regarding persons assisted by the Agency through this Agreement. (C) Semi -Annual budget reconciliation which will. compare your approved budget with actuals for year-to-date. (D) Close out reports including a final performance report, inventory of all property acquired or improved with CDBG funds, and final financial report, upon termination or completion of the award. ARTICLE II. FINANCIAL CONDITIONS SECTION 1. BUDGET AND COMPENSATION The City shall reimburse the Agency using City of Bremerton Program Income Funding Account ("BHA") for allowable costs, as determined by the City, in an amount not to exceed One -Hundred and Fifty Thousand Dollars for the services described in EXHIBIT "A". The City shall reimburse the Agency for the performance of this Agreement upon completion or partial completion of the work tasks as accepted and approved by the City pursuant to the submittal of monthly progress and demographic reports. Payments shall be made upon receipt of a proper invoice in the format provided in EXHIBIT "C" of this Agreement. Such reimbursement shall constitute full and complete payment by the City under this Agreement. Allowable costs shall mean those necessary and proper costs identified in EXHIBIT "D" and approved by the City unless any or all such costs are disallowed by the State of Washington or the United States. Any reimbursements made under this Agreement must comply with the applicable requirements of 2CFR Part 200, Subpart D. The Agency may not request disbursement of funds under this Agreement until the funds are needed for eligible costs. The amount of each request must be limited to the amount needed. Project Budget: See EXHIBIT "D", Project Budget Time of Payment: Payment shall be made upon receipt of reimbursement request voucher mailed to: CDBG Office, City of Bremerton Department of Community, 345 6th Street Suite 600, Bremerton, WA 98337- 1869. Where Payments Are Made: Payments shall be made to: 845 8th Street, Bremerton WA 98337 The Agency shall apply the funds received from the City under this Agreement in accordance with the Budget Summary outlined in Exhibit D. Any request for a line -item expense change shall be :submitted in writing and shall specifically state the reasons for the requested increase and a justification for the corresponding decrease in other line-item(s). All budget revision and/or amendment requests will be reviewed and approved or denied by the City. Page 2 1 2018 Subrecipient Agreement — [KCR Weatherization] .SECTION 2. DOCUMENTATION OF COSTS AND OTHER FINANCIAL REPORTING All costs shall be supported by properly executed payrolls, time records, invoices, vouchers or other official documentation, as evidence of the nature and propriety of the charges. All accounting documents pertaining in whole or in part to this Agreement shall be clearly identified and readily accessible, and upon reasonable notice, the City and United States shall have the right to audit the records of the Agency as they relate to the work. The Agency shall also: (A) Maintain an effective system of internal fiscal control and accountability for all CDBG funds and property . acquired or improved with CDBG funds, and make sure the same are used solely for authorized purposes. (B) Keep a continuing record of all disbursements by date, check number, amount, vendor, description of items purchased and line item from which money was expended, as reflected in the Agency's accounting records. The line item notations must be substantiated by a receipt, invoice marked "Paid," or payroll record. (C) Maintain payroll and financial records for a period of six (6) years after receipt of final payment under this Agreement provided that this program has been monitored by HUD and the annual State audit (which included the CDBG Program), has been completed. (D) Permit inspection and audit of its records with respect to all matters authorized by this Agreement by representatives of the City the State Auditor or the United States at any time during normal business hours and as often as necessary. (E) Inform the City concerning any funds allocated to the Agency, that the Agency anticipates will not be expended during the Agreement period, and permit reassignment of the same by the City to other agencies. (F) Repay to the City any funds in its possession at the time of termination of this Agreement that may be due to the City or the United States. (G) Maintain complete records concerning the receipt and use of all program income. Program income shall be reported on a monthly basis on forms provided by the City. SECTION 3. REIMBURSEMENT The City shall reimburse the Agency only for actual incurred costs upon presentation of a properly executed invoice in a form approved by the City. Only those allowable costs directly related to the Agency's application, approved by the City shall be paid consistent with Article II Section 2 Documentation of Costs and Other Financial Reporting. The Amount of each request must be limited to the amount needed for payment of eligible costs. Notwithstanding any other provisions in this section, reimbursement for construction contracts shall have ten percent (10%) of the payment retained until close out of funds pursuant to Article IV, Section 12 of this Agreement. In the event the City or United States determines any funds were expended by the Agency for unauthorized or ineligible purposes or the expenditures constitute disallowed costs in any other way, the City or United States may order repayment of the same. The Agency shall remit the disallowed amount to the City within thirty (30) days of written notification of the disallowance. (A) The Agency agrees that funds determined by the City to be surplus upon completion of the Agreement will be subject to cancellation by the City. (B) The Agency agrees that upon expiration of this Agreement, the Agency shall transfer to the City any CDBG r funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds. Page 3 1 2018 Subrecipient Agreement- [KCR Weatherization] .(C) The City shall be relieved of any obligation for payments if funds allocated to the City cease to be available for any cause other than misfeasance of the City itself. (D) The City reserves the right to withhold payments pending timely delivery of program reports or documents as may be required under this Agreement. SECTION 4. PROGRAM INCOME ® This project shall not generate any program income ❑ This project may generate program income. Use of any program income received by the Agency with CDBG funds under this Agreement shall comply with 24 CFR 570.504(c), consistent with the provisions described as follows. If authorized above, program income generated from the use of CDBG funds that is allowed to be retained by the Agency will be considered additional CDBG funds, subject to all conditions applicable to the use of funds described in this Agreement. All program income shall be substantially disbursed for eligible activities before additional requests for reimbursement are made to the City. Program income not used in this manner shall be returned to the City. Complete records shall be maintained on the receipt and use of all program income. Any program income on hand when this Agreement is terminated, or received after such termination, shall be reimbursed to the City. SECTION 5. REVERSION OF ASSETS The use and disposition of real property and equipment under this Agreement shall be in compliance with the requirements of 2 CFR Part 200 and 24 CFR 570.502, 570.503, and 570.504, as applicable, which include but are not limited to the following: The Agency shall transfer to the Grantee any CDBG funds on hand and any accounts receivable attributable to the use of funds under this Agreement at the time of expiration, cancellation, or termination. Real property under the Agents' control that was acquired or improved, in whole or in part, with funds under this Agreement in excess of $25,000 shall be used to meet one of the CDBG National Objectives pursuant to 24 CFR 570.208 until five (5) years after expiration of this Agreement [or such longer period of time as the Grantee deems appropriate]. Activity CDBG Investment Amount* Minimum Years Restricted Rehabilitation or Acquisition of Less than $15,000 5 Years existing facilities or housing $15,000 - $40,000 10 Years (including homeownership Greater than $40,000 15 Years assin New Construction or Acquisition of Any $ amount 20 Years land for new construction * Investment Amount is per facility, or if housing, per unit for single family housing If the Agent fails to use CDBG-assisted real property in a manner that meets a CDBG National Objective for the prescribed period of time, the Agent shall pay the Grantee an amount equal to the current fair market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. Such payment shall constitute program income to the Grantee. The Agent may retain real property acquired or improved under this Agreement after the expiration of the five-year period [or such longer period of time as the Grantee deems appropriate]. In all cases in which equipment acquired, in whole or in part, with funds under this Agreement is sold, the proceeds shall be program income (prorated to reflect the extent to that funds received under this Agreement were used to acquire the equipment). Equipment not needed by the Agent for activities under this Agreement shall be (a) transferred to the Grantee for the CDBG program or (b) retained after compensating the Grantee [an amount equal to the current fair market value of the equipment less the percentage of non-CDBG funds used to acquire the equipment]. Page 4 1. 2018 Subrecipient Agreement — [KCR Weatherization] ARTICLE III. FEDERAL CONDITIONS SECTION 1. 'BENEFIT TO LOW INCOME PEOPLE All Agencies providing direct benefit services shall provide such services to benefit very low and low income persons to the maximum extent feasible (but not less than 51%). Individual persons or families provided a specific direct benefit or service must qualify under Federal Section 8 income limits as established by HUD. Any deviation can be made only if it is clear that the service or benefit, to a person who income exceeds very low and low income persons, is otherwise necessary as an integral part of the activity. The Agency shall maintain records that clearly document the income range and households size of the persons it serves. Furthermore, the Agency shall maintain records documenting if the person being served is a female head of household, is handicapped, and/or is an ethnic/ra.cial minority. SECTION 2. UNIFORM ADMINISTRATIVE REQUIREMENTS (A) Agencies which are governmental entities (including public agencies), shall comply with the requirements and standards of 2 CFR part 200 Uniform Administrative Requirements, Cost Principles and Audit Requirements. (B) All agencies are to procure audit services based on 2 CFR Part 200, Subpart F; and (1) The Agency -shall maintain its records and accounts so as to facilitate the audit requirement and shall ensure that all contractors (performing all or part of the services under this Agreement under a separate contract with the Agency) also maintain auditable records. (2) The Agency is responsible for any audit exceptions incurred by its own organization or that of its Contractors. (3) The City of Bremerton reserves the right to recover from the Agency all disallowed costs resulting from. the audit. (4) Responses to any unresolved management findings and disallowed or questioned costs shall be included with the audit report. The Agency must respond to the City of Bremerton requests for information or corrective action concerning audit issues within (30) days of the date of request. SECTION 3. SEPARATION OF CHURCH AND STATE In addition to, and not in substitution for, other provisions of this Agreement regarding the provision of services utilizing CDBG funds the Agency agrees that, in connection with such services: (A) It will not,discriminate against any employee or applicant for employment on the basis of religion and will not limit such services or give preference to persons on the basis of religion; (B) It will not discriminate against any person applying for such public services on the basis of religion and will not limit such services or give preference to persons on the basis of religion; (C) It will provide no religious instruction or counseling, conduct no religious worship or services, engage in no religious proselytizing, and exert no other religious influence in the provision of such services; (D) The portion of a facility used to provide services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols or decorations while it is being used to provide CDBG funded services. SECTION 4. NON-DISCRIMINATION IN EMPLOYMENT AND PURCHASING The Agency shall comply with Executive Order 11246 as amended by Executive Order 12086 and the regulations issued pursuant thereto (41 CFR Chapter 60) which provide that no person shall be discriminated against on the basis of race, color, religion, sex, or national origin in all phases of employment during the performance of Federal or federally assisted construction contracts. The Agency shall take affirmative action to ensure fair treatment in employment, upgrading, demotion, or transfer, recruitment or recruitment advertising, layoff Page 5 1 2018 Subrecipient Agreement— [KCR Weatherization] or termination, rates of pay, or other forms of compensation and selection for training and apprenticeship. The Agency shall ensure compliance with 24 CFR 570.601.. Specifically, the Agency shall ensure that provisions as follows are included in all construction contracts awarded in excess of $10,000 and monitor compliance: (A) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. (6) The Contractor will send to each labor union or representative of workers with which he had a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union of workers' representative of the contractor's commitments under Section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (C) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and order of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (D) In the event of the Contractor's noncompliance with the nondiscrimination clauses of this Agreement or with any of such rules, regulations, or orders, this Agreement may be cancelled, terminated or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the.Secretary of Labor, or as otherwise provided by law. (E) The Contractor will include the provisions of this Section (Article III (4)) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of executive Order 11246 of September 24, 1965, so that -such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. SECTION 5. LOCAL EMPLOYMENT AND PURCHASING Funding under this agreement is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 USC 1701 u. the Agency agrees to comply with provisions of said Section 3 and the regulations issued pursuant thereto by the Secretary of Housing and Urban Development set forth in 24 CFR Part 135, and all applicable rules and orders of the Department of Housing and Urban Development issued there under. The Agency agrees that they are under no contractual or other disability which would prevent them from complying with these requirements. Section 3 requires that to the greatest extent feasible, opportunities for training and employment be given to lower income residents of the project area and agreements for work in connection with the project be awarded to business concerns which are located. in or owned in substantial part by persons residing in, the area of the project. Section 3 applies to training, employment, contracting and other economic opportunities arising in connection with the expenditure.of housing assistance and community development assistance that is, used for the following projects: 1. Housing rehabilitation (including reduction and abatement of lead based paint hazards, but excluding routine maintenance repair and replacement); 2. Housing construction; and 3. other public construction. SECTION 6. CONFLICT OF INTEREST No member, officer, or employee of the Agency, or its designees or agents, no member of the governing body of the locality in which the program is situated, and no other public official of such locality or localities who exercises any function or responsibilities with respect to the program during his tenure or for one year thereafter, Page 6 1 2018 Subrecipient Agreement— [KCR Weatherization] shall have any interest, direct or indirect, in this Agreement or any Subagreement, hereto or the proceeds thereof. The Agency shall take appropriate steps to assure compliance including incorporation of the following provision in every Subcontract: The Contractor covenants that no person who presently exercises any functions or responsibilities in connection with the City of Bremerton CDBG Program will obtain a personal or financial interest from the CDBG assisted activity. The Contractor further covenants that he/she presently has no interest in, nor shall he/she acquire any interest, direct or indirect, either for themselves or those with whom they have business, or family, which would conflict in any manner or degree with the performance of his/her services hereunder. The contractor further covenants that in the performance of this Agreement any potential conflict, on the part of the Contractor or his/her employees, will be disclosed to the Agency and the City. SECTION 7. DISPLACEMENT, RELOCATION, ACQUISITION AND REPLACEMENT OF HOUSING The Agency shall comply with the requirements relating to displacement, relocation, acquisition and replacement of housing (24 CFR Part 570.606). Displacement of persons (families, individuals,, businesses, non- profit.organizations and farms) as a result of activities assisted with CDBG funds is generally discouraged and in all instances must receive prior written approval from the City. SECTION 8. DAVIS BACON AND RELATED ACTS The Agency shall comply with the requirements of the Davis -Bacon and Related Acts (DBRA) as outlined in 29 CFR parts 1-7 when the contract for construction, alteration, and/or repair exceeds $2,000, is federally assisted, and involves the employment of laborers and/or mechanics to perform the work. SECTION 9. LEAD BASED PAINT The Agency shall comply with HUD Lead -Based Regulations (24 CFR Part 35 et al) issued in the Federal Register, September 15, 1999 which require elimination, as far as practical, of immediate hazards, due to the presence of paint in residential structures which may contain lead to which children under seven years of age may be exposed. SECTION 10. DISCRIMINATION PROHIBITED (A) The Agency shall not, on the grounds of race, color, sex, religion, national origin, creed, marital status, or age: (1) Deny a qualified individual any facilities, financial aid, services or other benefits provided under this Agreement; (2) Provide any facilities, services, financial aid, or other benefits which are different, or are provided in a different manner, from those provided to others under this Agreement; (3) Subject an individual to segregated or separate treatment in any facility in, or in any matter if process related to receipt of any service or benefit under this Agreement; (4) Restrict an individual in any way in access to, or in the enjoyment of any advantage or privilege enjoyed by others in connection with any service or benefit under this agreement; (5) Treat anyone differently from others in determining if they satisfy any admission, enrollment, eligibility, membership or other requirement or condition which the individual must meet to be provided a service or benefit under this Agreement; Page 7 1 2018 Subrecipient Agreement — [KCR Weatherization] (6) Deny anyone an opportunity to participate in any program or activity as an employee which is different from that afforded others under this Agreement. (B). -The Agency shall abide by all applicable provisions of Section 504 of the HEW Rehabilitation Act of 1973 as amended (implemented in 24 CFR part 8) prohibiting discrimination against handicapped individuals, and the Age Discrimination Act of 1975 (implemented in 24 CFR part 146) prohibiting discrimination on the basis of age, either through purpose or intent. (C) If assignment and/or subcontracting has been authorized in writing, said assignment or subcontract shall include appropriate safeguards against discrimination in client services binding up on each contractor or subcontractor. The Agency shall take such action as may be required to ensure full compliance with the provisions of this section, including sanctions for noncompliance. SECTION 11. ARCHITECTURAL BARRIERS ACT/AMERICANS WITH DISABILITIES ACT The Agency shall meet the requirements, where applicable, of the Architectural Barriers Act and the Americans with Disabilities Act, as set forth in 24 CFR 570.614. A building or facility designed, constructed, or altered with funds allocated or reallocated under the CDBG program after December 11, 1995 and that meets the definition of "residential structure" as defined in 24 CFR part 40.2 or the definition of "building" as defined in 41 CFR part 101-. 19.602(a) is subject to the requirements of the Architectural Barriers Act of 1968 (42 USC 4151-4157) and shall comply with the Uniform Federal Accessibility Standards (Appendix A to 24 CFR part 40 for residential structures, and Appendix A to 41 CFR part 101-19, subpart 101-19.6, for general type buildings). The Americans with Disabilities Act ("ADA") (42 USC 12131; 47 USC 155, 210, 218 and 255) requires that the design and construction of facilities for first occupancy after January 26, 1993 must include measures to make them readily accessible and usable by individuals with disabilities. The ADA further requires the removal of architectural barriers and communication barriers that are structural in nature in existing facilities, where such removal is readily achievable -- that is, easily accomplishable and able to be carried out without.much difficulty or expense. SECTION 12. FLOOD DISASTER PROTECTION The Agency agrees to comply with'section 202(x) of the Flood Disaster Protection Act of 1973 (43 U.S.C. 4106) and the regulations in 44 CFR parts 59 through 79. SECTION 13. OTHER PROGRAM REQUIREMENTS The Agency shall carry out each activity in compliance with all Federal laws and regulations described in Subpart K of 24 CFR 570, regardless if the law is specifically stated in this Agreement:, except that: (A) The Agency does not assume the City's environmental responsibilities described in Section 570.604; and (B) The Agency does not assume the City's responsibility for initiating the review process under Executive Order 12372. (C) For Agreements in excess of $150,000, the Agency agrees to. comply with the Clean Air Act, 42 U.S.C. 7401-7671 q, and the Federal Water Pollution Control Act, 22 U.S.C. 1251-1387. (D) The Agency agrees to comply with the Byrd Anti -Lobbying Amendment, 31"U.S.C. 1353, where applicable. (E) If the Agreement involves the acquisition or improvement of real property or equipment, the Agency agrees to comply with the provisions of 2CFR 200.310 — 200.316. Page 8 1 2018 Subrecipient Agreement— [KCR Weatherization] ARTICLE IV: GENERAL CONDITIONS SECTION 1. COMPLIANCE WITH LAWS The Agency, in performance ofthis Agreement, agrees to comply with all applicable Federal, State and Local Laws and ordinances, and the rules and regulations promulgated by the U.S. Department of Housing and Urban Development, including but not limited to Federal Community Development Block Grant Regulations, Washington Law Against Discrimination, and other policies and guidelines established for the City of Bremerton CDBG Program by the Bremerton City Council. Agency agrees to comply with all provisions of the Americans With Disabilities Act and all regulations interpreting or enforcing such act. Agency agrees to comply with the National Environmental Policy Act (NEPA) through the entire course of the project. The Agency agrees to certify that it is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department of agency in accordance with Executive Orders 12549 and 12689, 24 C,F.R. Pt. 24. Additionally the . Agency will certify to anti -lobbying as required by 31 U.S.C. 1352. In addition, where applicable the following requirements must be met: (1) Compliance with the Copeland "Anti -Kickback" Act for any contract or subcontract in excess of $2000 for construction or repair (18 U.S.C. 874 and 40 U.S.C. 276c as supplemented by 29 C.F.R. part 5); (3) Contracts or agreements for the performance of experimental, developmental, or research work include the rights of the Federal Government and recipient in any resulting invention in accordance with 37 C.F.R. part 401; (4) for contracts in excess of $100,000, the agency must comply with all applicable standards, orders or regulations issues pursuant to the Clean Air Act (42 U.S.C. 7401 et seq.) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251 et seq.); (5) all agencies must. comply with the Drug -Free Workplace Act of 1988 (42 U.S.C. 701); and (6) for construction projects, all agencies must comply with, including subcontractors, the Federal Labor Standards Provisions, as issued by the U.S. Department of Housing and Urban Development. SECTION 2. LICENSING AND PROGRAM STANDARDS The Agency agrees to comply with and to obtain at its own expense, if necessary, all applicable Federal, State, City or Municipal standards for licensing, certification and operation of facilities and programs, and accreditation and licensing, certification and operation of facilities and programs, and accreditation and licensing of individuals, and any other standards or criteria as described in the Agreement to assure quality of services. SECTION 3. INSURANCE The Agency 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 Agency, its agents, representatives, employees, or sub -contractors. Before beginning work on the project described in this agreement, the agency shall provide a Certificate of Insurance evidencing: 1. Automobile Liability: insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage; and 2. Commercial General Liability: insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence for bodily injury and property damage, and two million dollars ($2,000,000) aggregate. Coverage shall be on an "occurrence" basis. City of Bremerton shall be named by endorsement as an additional insured on the Agency's insurance policy as respects this contract. Such insurance as carried by the agency is primary over insurance carried by the City. 3. Excess Liability: insurance with limits not less than $1,000,000 limit per occurrence and aggregate. 4. Professional Liability insurance with limits no less than $1,000,000 limit per occurrence/claim 5. Workers Compensation insurance as statutorily required by the Industrial Insurance Act of the State of Washington, Title 51, Revised Code of Washington and employer's liability with limits not less than $1,000,000. Page 9 1 2018 Subrecipient Agreement— [KCR Weatherization] .Any payment of deductible or self-insured retention shall be the sole responsibility of the agency All required policies shall be provided on an "occurrence" basis except professional liability insurance (if required), which may be provided on a "claims -made" basis. The City, its officials, employees, agents and volunteers shall be named as additional insured on the Automobile Liability, Commercial General Liability, an Excess Liability insurance policies, as respects work performed by or on behalf of the agency and a copy of an endorsement that is acceptable to the City, which names the City as an additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified 'copy of all the required insurance policies and endorsements. The City further reserves the right to reject any unacceptable policies and/or endorsements. The agency's Commercial General Liability insurance shall contain a clause stating that coverage shall apply separately to each insured against whose claim is made or suit is brought, except with respects to the limits of the insurer's liability. The agency's insurance shall be primary and non-contributory insurance as respects the City and shall contain a waiver of subrogation against the City for claims arising out of any operations, liabilities and obligations to which coverage applies. It shall be an affirmative obligation upon the agency to advise the City's Risk Manager by fax at (360) 473-5161, or by certified mail, return receipt requested to the City of Bremerton, attn.: Risk Management, 345 6th Street, Suite 600, Bremerton, WA 98337 within two•days of the cancellation, suspension, or substantive change of any insurance policy set out herein, and failure to do so shall be construed to a breach of this Agreement. Agency shall carry sufficient insurance coverage to protect contract assets from loss clue to theft, fraud and/or undue physical damage, and as a minimum shall purchase a blanket fidelity bond covering all employees in an amount equal to cash advances from the grantee. Additional Insured. The City, its officers, officials, employees, agents and volunteers shall be named as an additional insured on the insurance policy, as respects work performed by or on behalf of the Agency and a copy of the Certificate of Insurance and the endorsement naming the City as additional insured shall be presented to the City of Bremerton Risk Management prior to the execution of the agreement. The Agency's insurance shall be primary insurance as respects the City, and the City shall be given thirty (30) calendar days prior written notice of any non -renewal, cancellation, suspension or material change in coverage. SECTION 4. INDEMNITY The Agency agrees to defend, indemnify and save harmless the City, its appointed and elected officers and employees from and against any and all liability, loss, costs, damage and expense, including costs and attorney fees in defense thereof because of actions, claims or lawsuits for damages resulting from personal or bodily injury, including death at any time resulting therefrom, sustained or alleged to have been sustained by any person or persons and on account of damage to property, arising or alleged to have arisen directly or indirectly out of or in consequence of or the performance or non-performance of the services or subject matter called for in this Agreement, whether such injuries to persons or damage to property is due to the negligence of Agency, its subcontractors, agents, successor, assigns. This provision shall be inapplicable to the extent the City is judicially found solely negligent for such damage or injury. It is further specifically and expressly understood that the indemnification provided herein constitutes the agency'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. Page 10 1 2018 Subrecipient Agreement — [KCR Weatherization] .SECTION 5. NOTICES Any notices required to be given by the City to the Agency or by the Agency to the City shall be in writing and delivered to the following parties at the following addresses: City: Agency: CDBG Office Larry Eyer, Executive Director City of Bremerton Community Development Kitsap Community Resources 345 61" Street, Suite 600 845 8th Street Bremerton, WA 98337-1869 Bremerton, WA 98337 City recognition: The Agency shall ensure recognition of the role of the City in providing services through this agreement. All activities, facilities and items utilized pursuant to this agreement shall be prominently labeled as to funding source. In addition, the Agency will include a reference to the support provided herein in all publications made possible with funds made available under this agreement. SECTION 6. CITIZEN PARTICIPATION The Agency will implement the provisions of this Agreement in such a manner as will not impede the attainment of widespread citizen participation in planning and carrying out the project. SECTION 7. ASSIGNMENT AND SUBCONTRACTING The Agency shall not assign or subcontract any portion of the services provided within the terms of this Agreement without obtaining prior written approval from the City. All terms and conditions of this Agreement shall apply to any approved subcontract or assignment related to the Agreement. a. Monitoring: The Agency will monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of non-compliance b. Content: The Agency shall cause all of the provisions of this contract in its entirety to be included in and made a part of any subcontract executed in the performance of this agreement.. c. Selection process: the Agency shall undertake to insure that all subcontracts let in the performance of this agreement shall be awarded on a fair and open competition basis in accordance with applicable procurement requirements. Executed copies of all subcontracts shall be forwarded to the City along with documentation concerning the selection process. SECTION 8. RESERVATION OF RIGHTS Failure to insist upon strict compliance with any terms, covenants or conditions of this Agreement shall not be deemed a waiver of such, nor shall any waiver or relinquishment of such right or power at any time be taken to be a waiver of any other breach. SECTION 9. AMENDMENTS TO AGREEMENT The parties hereby further agree that this Agreement cannot be amended or modified without the written concurrence of both parties. Page 11 1 2018 Subrecipient Agreement — [KCR Weatherization] SECTION 10. FAILURE TO PERFORM In the event of a failure by the Agency to comply, with any terms or conditions of this Agreement or to provide in any manner the activities or other performance as agreed to herein, the City reserves the, right to temporarily withhold all or any part of payment pending correction of the deficiency, suspend all or part of the Agreement, prohibit the Agency from incurring additional obligations of funds until the City is satisfied that corrective action has been taken or completed, or recapture funds already disbursed to Agency. The option to withhold or recapture funds is in addition to, and not in lieu of, the City's right to terminate as provided in Article IV Section 11 of the General Conditions of this Agreement. The City may consider performance under this Agreement when considering future awards.. SECTION 11. TERMINATION If the Agency fails to comply with the terms and conditions of this Agreement, the City may pursue such remedies as are available in accordance with 24 CFR 570.910 including but not limited to, the termination of this Agreement in the manner specified herein. (A) Termination for Cause — If the Agency fails to comply with the terms and conditions of this Agreement and any of the following conditions exist: (1) The lack of compliance with the provisions of this Agreement are of such scope and nature that the City deems continuation of this Agreement to be substantially non -beneficial to the public interest; (2) The Agency has failed to take satisfactory corrective action as directed by the City or its authorized representative within the time specified by same; (3) The Agency has failed within the time specified by the City or its authorized representative to satisfactorily substantiate its compliance with the terms and conditions of this Agreement. The City may terminate this Agreement in whole or in part, and there upon shall notify in writing the Agency of the termination, the reasons therefore, and the effective date. The effective date shall not be prior to notification of the termination by the City to the Agency. Costs resulting from obligations incurred by the Agency after termination of the Agreement are not allowable unless specifically authorized in writing by the City. (B) Termination for Convenience The award may be terminated for convenience, in whole or in part, as follows: (1) By the City with the consent of the Agency. The two parties shall agree upon the termination conditions, including the effective date and in the case of partial termination, the portion to be terminated, or (2) By the Agency upon submitting written notification to the City. The written notification must set forth the reasons for the termination, the effective date, and in the case of partial termination, the portion to be terminated. However, in the case of a proposed partial termination, the City may terminate the award in its entirety if the City determines that the remaining` portion will not accomplish the purpose for which the award was made. (C) Termination for Withdrawal, Reduction or Limitation of Funding In the event that funding from the Federal government is withdrawn, reduced or limited in any way after the effective date of this Agreement, and prior to its normal completion, the City may summarily terminate this Agreement as to the funds reduced or limited, notwithstanding any other termination provision of this Agreement. If the level of funding so reduced or limited is so great that the Department of Community Development deems that the continuation of the program covered by the Agreement is no longer in the best interest of the public, the City may summarily terminate this Agreement in whole notwithstanding any Page 12 1 2018 Subrecipient Agreement— [KCR Weatherization] other termination provisions of this Agreement. Termination under this Section shall be effective upon receipt of written notice by the Agency or its representative. SECTION 12. CLOSE-OUT Upon termination of this Agreement, in whole or in part for any reason including completion of the project, the following provisions shall apply: (A) Upon written request by the Agency, the City shall make or arrange for payment to the Agency of allowable reimbursable costs not covered by previous payments; (B) The Agency shall submit within thirty (30) days after the date of expiration of this Agreement, all financial, performance and other reports required by this Agreement, and in addition, will cooperate in a program audit by City of Bremerton or its designee, (C) Closeout of funds will not occur unless all requirements of 24 CFR. 92.507 and all outstanding issues with the general contractor and or subcontractor have been resolved to the satisfaction of the City. SECTION 13. VENUE AND CHOICE OF LAW Any action at law, suit in equity, or other judicial proceeding for the enforcement of this Agreement or any provisions thereof shall be instituted only in the Superior Court of the State of Washington, County of Kitsap. It is mutually understood and agreed that this Agreement shall be governed by the laws of the State of Washington, both as to interpretation and performance. SECTION 15. SEVERABILITY CLAUSE It is understood and agreed by the parties that if any part, term, or provision of this Agreement is held by the courts to be illegal or in conflict with any law of the state where made, the validity of the remaining portions or provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular part, term, or provision held to be invalid. SECTION 15. INTEGRATED DOCUMENT This Agreement.with any attachments constitutes the entire agreement between the parties and both parties acknowledge that there are no other agreements, written or oral, that,have not been fully set forth in the text of this Agreement. AGENCY: CITY OF BREMERTON, WASHINGTON Sarah Achaoui, CDBG/HOME Administrator - Y: s::: to J I (_'-] 11_� " Larry Eyer, Executive Director, Kitsap Patty Lent, Mayor Community Resources A Q Date: I o/t 7 Date: X17 Page 13 1 2018 Subrecipient Agreement — [KCR Weatherization] APPROVED AS TO FORM: BROMERTON CITY ATTORNEY BY Page 14 1 2018 Subrecipient Agreement— [KCR Weatherization] INDEX TO CDBG AGREEMENT Article I. Project 1. Scope of Services 2. Project Description 3. Term of Agreement 4. Program Reporting 5. Reversion of Assets Article ll. Financial Conditions 1. Budget and Compensation 2. Documentation of Costs and Other Financial Reporting 3. Reimbursement 4. Program Income Article III. Federal Conditions 1. Benefit to Low Income People 2. Uniform Administrative Requirements 3. Separation of Church and State 4. Non -Discrimination in Employment and Purchasing 5. Local Employment and Purchasing 6. Conflict of Interest 7. Displacement, Relocation, Acquisition and Replacement of Housing 8. Davis Bacon and Related Act 9. Lead Based Paint 10. Discrimination Prohibited 11. Architectural Barriers Act/Americans with Disabilities Act 12. Other Program Requirements Article IV. General Conditions 1. Compliance with Laws 2. Licensing and Program Standards 3. Insurance 4. Indemnity 5. Notices 6. Citizen Participation 7. Assignment and Subcontracting 8. Reservation of Rights 9. Amendments to Agreement 10. Failure to Perform 11. Termination 12. Close -Out 13. Venue and Choice of Law 15. Severability Clause 16. Integrated Document EXHIBITS A. Scope of Services B. Reporting C. Voucher Request for Reimbursement D. Project Budget Page 15 1 2018 Subrecipient Agreement - [KCR Weatherization] i� KITSCO6 OP ID: DM ACORO" CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD/YYYY) 04/10/2018 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 Edgren Hecker & Lemmon Ins Inc P.O. Box 986 CONTACT NAME: Deana McIntyre PHONE FAX A/c No Ext). 360-779-4448 A/c No): 360-697-4598 nI E-MAIL ss: deana@ehlinsurance.com Rich Poulsbo, WA 98370 Hecker i�„a m . INSURERS AFFORDING COVERAGE NAIC # INSURER A: Philadelphia Indemnity Ins.Co 18058 EACH OCCURRENCE $ 1,000, 0,0( INSURED Kitsap Community Resources 845 8th Street Bremerton, WA 98337 INSURER B: INSURERC: X PHPK1766391 INSURER D INSURER E: PREMISES Ea ocT ED currence $ 100,00 INSURER F : 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. INSR LTR TYPE OF INSURANCE ADDL INSD SUB WVD POLICY NUMBER POLICY EFF MMIDD/YYYY POLICY EXP MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY i�„a m . EACH OCCURRENCE $ 1,000, 0,0( CLAIMS -MADE I—XI OCCUR,, X X PHPK1766391 01/27/2018 01/ 7/2019 PREMISES Ea ocT ED currence $ 100,00 MED EXP (Any one person) $ 5,00 % ,01J/7/2019 PERSONAL &ADV INJURY $ 1,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 3,000, PRO - POLICY 7 JECTPRO FX LOC PRODUCTS - COMP/OP AGG $ 3,000,0 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,00 Ea accident BODILY INJURY (Per person) $ A X ANY AUTO X X PHPK1766391 01/27/2018 01/27/2019 ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY(Peraccident) $ DAMAGE $ NON-OWNEDPROPERTY HIREDAUTOS AUTOS Per accident X UMBRELLA LIAB X CUR EACH OCCURRENCE $ 2,000, AGGREGATE $ 2,000,00 A EXCESS LIAB CLAIMS -MADE X PHUB615081 01/27/2018 01/27/2019 DED I X I RETENTION $ 10,000 $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS' LIABILITY YIN STATUTE ER E.L. EACH ACCIDENT $ 1,000,00 A ANY PROPRIETOR/PARTNER/EXECUTIVE PHPK1766391 01/27/2018 01/27/2019 OFFICER/MEMBER EXCLUDED? ❑ (Mandatory in NH) N / A EMPLOYER LIAB/WA STOP G E.L. DISEASE - EA EMPLOYEE $ 1,000,0 If yes, describe under DESCRIPTION OF OPERATIONS belowE.L. DISEASE - POLICY LIMIT $ 1,000,00 A Directors/Officers PHSD1315482 01/27/2018 01/27/2019 Limit 2,000,00 Liability DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Bremerton, Bremerton Parks & Recreation, their employees, volunteers (AmeriCorps of America Members), directors & agents are primary & non- contributory additional insured with waiver of subrogation per attached general liability form PI-GLD-HS 10/11 and auto liability form PI -CA -001 09/15;umbrella policy follows status of underlying policies. CERTIFICATE HOLDER CANCELLATION CITYBR2 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Bremerton 345 6th Street, Ste t00 AUTHORIZED REPRESENTATIVE Bremerton, WA 98337 i�„a m . ACORD 25 (2014/01) ©1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD PI-GLD-HS (10/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY DELUXE ENDORSEMENT: HUMAN SERVICES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies, the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page # Extended Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $50,000 limit 2 Non -Owned Watercraft Less than 58 feet 2 Damage to Property You Own, Rent, or Occupy $30,000 limit 2 Damage to Premises Rented to You $1,000,000 3 H I PAA Clarification 4 Medical Payments $20,000 5 Medical Payments — Extended Reporting Period 3 years 5 Athletic Activities Amended 5 Supplementary Payments — Bail Bonds $5,000 5 Supplementary Payment— Loss of Earnings $1,000 per day 5 Employee Indemnification Defense Coverage $25,000 5 Key and Lock Replacement — Janitorial Services Client Coverage $10,000 limit 6 Additional Insured — Newly Acquired Time Period Amended 6 Additional Insured — Medical Directors and Administrators Included 7 Additional Insured — Managers and Supervisors (with Fellow Employee Coverage) Included 7 Additional Insured — Broadened Named Insured Included 7 Additional Insured — Funding Source Included 7 Additional Insured — Home Care Providers Included 7 Additional Insured — Managers, Landlords, or Lessors of Premises Included 7 Additional Insured — Lessor of Leased Equipment Included 7 Additional Insured — Grantor of Permits Included 8 Additional Insured —Vendor Included 8 Additional Insured — Franchisor Included 9 Additional Insured —When Required by Contract Included 9 Additional Insured — Owners, Lessees, or Contractors Included 9 Additional Insured — State or Political Subdivisions Included 10 Page 1 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Comparry PI-GLD- HS (10/11) Duties in the Event of Occurrence, Claim or Suit Included 10 Unintentional Failure to Disclose Hazards Included 10 Transfer of Rights of Recovery Against Others To Us Clarification 10 Liberalization Included 11 Bodily Injury — includes Mental Anguish Included 11 Personal and Advertising Injury — includes Abuse of Process, Discrimination Included 11 A. Extended Property Damage SECTION I — COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph a. is deleted in its entirety and replaced by the following: a. Expected or Intended Injury "Bodily injury" or property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. B. Limited Rental Lease Agreement Contractual Liability SECTION I — COVERAGES, COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph b. Contractual Liability is amended to include the following: (3) Based on the named insured's request at the time of claim, we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to $50,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. C. Non -Owned Watercraft SECTION I — COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph g. (2) is deleted in its entirety and replaced by the following: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person, who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent. D. Damage to Property You Own, Rent or Occupy SECTION I — COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE Page 2 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ® 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) LIABILITY, Subsection 2. Exclusions, Paragraph j. Damage to Property, Item (1) is deleted in its entirety and replaced with the following: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a $30,000 limit. A client is defined as a person under your direct care and supervision. E. Damage to Premises Rented to You 1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part, the word "fire" is changed to "fire, lightning, explosion, smoke, or leakage from automatic fire protective systems" where it appears in: a. The last paragraph of SECTION I —COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions; is deleted in its entirety and replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in SECTION III — LIMITS OF INSURANCE. b. SECTION III — LIMITS OF INSURANCE, Paragraph 6. is deleted in its entirety and replaced by the following: Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. c. SECTION V — DEFINITIONS, Paragraph 9.a., is deleted in its entirety and replaced by the following: A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; 2. SECTION IV— COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4. Other Insurance, Paragraph b. Excess Insurance, (1) (a) (ii) is deleted in its entirety and replaced by the following: That is insurance for fire, lightning, explosion, smoke, or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner; 3. The Damage To Premises Rented To You Limit section of the Declarations is amended to the greater of: Page 3of12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ® 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) a. $1,000,000; or b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke, or leaks from automatic fire protective systems or any combination thereof. F. HIPAA SECTION I — COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY, is amended as follows: 1. Paragraph 1. Insuring Agreement is amended to include the following: We will pay those sums that the insured becomes legally obligated to pay as damages because of a "violation(s)" of the Health Insurance Portability and Accountability Act (HIPAA). We have the right and the duty to defend the insured against any "suit," "investigation," or `civil proceeding" seeking these damages. However, we will have no duty to defend the insured against any "suit" seeking damages, "investigation," or "civil proceeding" to which this insurance does not apply. 2. Paragraph 2. Exclusions is amended to include the following additional exclusions: This insurance does not apply to: a. Intentional, Willful, or Deliberate Violations Any willful, intentional, or deliberate "violation(s)" by any insured. b. Criminal Acts Any "violation" which results in any criminal penalties under the HIPAA. c. Other Remedies Any remedy other than monetary damages for penalties assessed. d. Compliance Reviews or Audits Any compliance reviews by the Department of Health and Human Services. 3. SECTION V— DEFINITIONS is amended to include the following additional definitions: a. "Civil proceeding" means an action by the Department of Health and Human Services (HHS) arising out of "violations." b. "Investigation" means an examination of an actual or alleged "violation(s)" by HHS. However, "investigation" does not include a Compliance Review. c. "Violation" means the actual or alleged failure to comply with the regulations included in the H I PAA. Page 4 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD- HS (10/11) G. Medical Payments — Limit Increased to $20,000, Extended Reporting Period If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit is changed subject to all of the terms of SECTION III - LIMITS OF INSURANCE to the greater of: a. $20,000; or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. 2. SECTION 1— COVERAGE, COVERAGE C MEDICAL PAYMENTS, Subsection 1. Insuring Agreement, a. (3) (b) is deleted in its entirety and replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident. H. Athletic Activities SECTION I — COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 2. Exclusions, Paragraph e. Athletic Activities is deleted in its entirety and replaced with the following: e. Athletic Activities To a person injured while taking part in athletics. I. Supplementary Payments SECTION I — COVERAGES, SUPPLEMENTARY PAYMENTS - COVERAGE A AND B are amended as follows: 1. b. is deleted in its entirety and replaced by the following: 1. b. Up to $5000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these. 1.d. is deleted in its entirety and replaced by the following: 1. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit', including actual loss of earnings up to $1,000 a day because of time off from work. J. Employee Indemnification Defense Coverage SECTION I — COVERAGES, SUPPLEMENTARY PAYMENTS — COVERAGES A AND B the following is added: We will pay, on your behalf, defense costs incurred by an "employee" in a criminal proceeding occurring in the course of employment. The most we will pay for any "employee" who is alleged to be directly involved in a criminal proceeding is $25,000 regardless of the numbers of "employees," claims or "suits" brought or persons or organizations making claims or bringing "suits. Page 5of12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) K. Key and Lock Replacement —Janitorial Services Client Coverage SECTION I — COVERAGES, SUPPLEMENTARY PAYMENTS — COVERAGES A AND B is amended to include the following: We will pay for the cost to replace keys and locks at the "clients" premises due to theft or other loss to keys entrusted to you by your "client," up to a $10,000 limit per occurrence and $10,000 policy aggregate. We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners, members, officers, "employees", "managers", directors, trustees, authorized representatives or any one to whom you entrust the keys of a "client' for any purpose commit, whether acting alone or in collusion with other persons. The following, when used on this coverage, are defined as follows: a. "Client" means an individual, company or organization with whom you have a written contract or work order for your services for a described premises and have billed for your services. b. "Employee" means: (1) Any natural person: (a) While in your service or for 30 days after termination of service; (b) Who you compensate directly by salary, wages or commissions; and (c) Who you have the right to direct and control while performing services for you; or (2) Any natural person who is furnished temporarily to you: (a) To substitute for a permanent "employee" as defined in Paragraph (1) above, who is on leave; or (b) To meet seasonal or short-term workload conditions; while that person is subject to your direction and control and performing services for you. (3) "Employee" does not mean: (a) Any agent, broker, person leased to you by a labor leasing firm, factor, commission merchant, consignee, independent contractor or representative of the same general character; or (b) Any "manager," director or trustee except while performing acts coming within the scope of the usual duties of an "employee." c. "Manager" means a person serving in a directorial capacity for a limited liability company. L. Additional Insureds SECTION II —WHO IS AN INSURED is amended as follows: 1. If coverage for newly acquired or formed organizations is not otherwise excluded from this Page 6 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD- HS (10/11) Coverage Part, Paragraph 3.a. is deleted in its entirely and replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 2. Each of the following is also an insured: a. Medical Directors and Administrators —Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. b. Managers and Supervisors —Your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. Managers and supervisors who are your "employees" are also insureds for "bodily injury" to a co - "employee" while in the course of his or her employment by you or performing duties related to the conduct of your business. This provision does not change Item 2.a.(1)(a) as it applies to managers of a limited liability company. c. Broadened Named Insured — Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However, coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. d. Funding Source — Any person or organization with respect to their liability arising out of: (1) Their financial control of you; or (2) Premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Home Care Providers —At the first Named Insured's option, any person or organization under your direct supervision and control while providing for you private home respite or foster home care for the developmentally disabled. f. Managers, Landlords, or Lessors of Premises — Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: This insurance does not apply to: (1) Any "occurrence" which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of that person or organization. g. Lessor of Leased Equipment — Automatic Status When Required in Lease Agreement With You — Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as'an additional insured on your policy. Such person or Page 7 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) organization is an insured only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. h. Grantors of Permits — Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or control and to which this insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners or decorations and similar exposures; (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. i. Vendors —Only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: (1) The insurance afforded the vendor does not apply to: (a) 'Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Page 8of12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 02011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) 'Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Sub -paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing. j. Franchisor — Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract— Any person or organization where required by a written contract xecuted prior to the occurrence of a loss. Such person or organization is an additional insured for "bodily injury," "property damage" or "personal and advertising injury" but only for liability arising out of the negligence of the named insured. The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations I. Owners, Lessees or Contractors — Any person or organization, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured when required by a contract. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: (a) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (b) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 9 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) m. State or Political Subdivisions — Any state or political subdivision as required, subject to the following provisions: (1) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit, and is required by contract. (2) This insurance does not apply to: (a) "Bodily injury," "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (b) "Bodily injury" or "property damage" included within the "products -completed operations hazard." M. Duties in the Event of Occurrence, Claim or Suit SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. is amended as follows: a. is amended to include: This condition applies only when the "occurrence" or offense is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. b. is amended to include: This condition will not be considered breached unless the breach occurs after such claim or "suit" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. N. Unintentional Failure To Disclose Hazards SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, S. Representations is amended to include the following: It is agreed that, based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. O. Transfer of Rights of Recovery Against Others To Us SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, 8. Transfer of Rights of Page 10 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) �overy Against Others To Us is deleted in its entirety and replaced by the following: If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. Therefore, the insured can waive the insurer's rights of recovery prior to the occurrence of a loss, provided the waiver is made in a written contract. P. Liberalization SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, is amended to include the following: If we revise this endorsement to provide more coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. Q. Bodily Injury — Mental Anguish SECTION V — DEFINITIONS, Paragraph 3. Is deleted in its entirety and replaced by the following: "Bodily injury" means: a. Bodily injury, sickness or disease sustained by a person, and includes mental anguish resulting from any of these; and b. Except for mental anguish, includes death resulting from the foregoing (Item a. above) at any time. R. Personal and Advertising Injury—Abuse of Process, Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part, the definition of "personal and advertising injury" is amended as follows: 1. SECTION V — DEFINITIONS, Paragraph 14.b. is deleted in its entirety and replaced by the following: b. Malicious prosecution or abuse of process; 2. SECTION V— DEFINITIONS, Paragraph 14. is amended by adding the following: Discrimination based on race, color, religion, sex, age or national origin, except when: a. Done intentionally by or at the direction of, or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer, director, stockholder, partner or member of the insured; b. Directly or indirectly related to the employment, former or prospective employment, termination of employment, or application for employment of any person or persons by an insured; Page 11 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) c. Directly or indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured; or d. Insurance for such discrimination is prohibited by or held in violation of law, public policy, legislation, court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. Page 12 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 2011 Philadelphia Indemnity Insurance Company PI -CA -001 (09/15) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE ELITE ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART Following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page # Who is An Insured Board Members Newly Acquired Entities Designated Insured Lessor of Leased Autos Included Included Included Included 2 Cost of Bail Bonds $5,000 2 Reasonable Expenses — Loss of Earnings $500 per day 2 Fellow Employee Coverage Amended 3 Towing $100 per disablement 3 Glass Breakage(Windshields and Windows No deductible applies 3 Transportation Expenses $100 per day/ $3,000 maximum 3 Hired Auto Physical Damage — Loss of Use $100 per da / $1,000 maximum 3 Hired Auto Physical Damage ACV or repair or replacement of the vehicle whichever is less 4 Personal Effects $500 4 Rental Reimbursement $100 per da / 30 days 4 Accidental Discharge — Air Bag Amended 4 Electronic Equipment $1000 5 Original Equipment Manufacturer Parts Replacement Included 5 Auto Loan / Lease Gap Coverage Amended 5 One Comprehensive Coverage Deductible Per Occurrence Amended 6 Notice of and Knowledge of Occurrence Amended 7 Blanket Waiver of Subrogation Amended as required by written contract 7 Unintentional Errors or Omissions Amended 7 Mental Anguish — Bodily Injury Redefined Amended 7 Coverage extensions under this endorsement only apply in the event that no other specific coverage for these extensions is provided under this policy. If such specific coverage applies, the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted in this endorsement. Any deductible listed in the Auto Declarations Page will apply unless specific deductible provisions are set forth under a coverage enhancement below. Page 1 of 7 ® 2015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI -CA -001 (09/15) I. LIABILITY COVERAGE EXTENSIONS A. Who Is An Insured SECTION 11— LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured is amended by adding the following: The following are also "insureds": 1. Board Members — Board members (or their spouses) while renting a vehicle while on business for the named insured. 2. Newly Acquired Entities — Any business entity newly acquired or formed by you during the policy period, provided you own 50% or more of the business entity and the business entity is not separately insured for Business Auto Coverage. Coverage is extended up to a maximum of 180 days following the acquisition or the formation of the business entity. 3. Designated Insured — Any person or organization designated by the "insured" is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in SECTION II of the Coverage Form. 4. Lessor of Leased Autos — The lessor of a "leased auto" is an "insured" only for "bodily injury" or "property damage" resulting from the acts or omissions by: a. You; b. Any of your "employees" or agents; or c. Any person, except the lessor or any "employee" or agent of the lessor, operating a "leased auto" with the permission of any of the above. Any "leased auto" in the policy schedule will be considered a covered "auto" you own and not a covered "auto" you hire or borrow. The coverages provided under this endorsement apply to any "leased auto" in the policy schedule until the expiration date of the lease, or when the lessor or his or her agent takes possession of the "leased auto," whichever occurs first. "Leased auto" means an "auto" leased or rented to you, including any substitute, replacement or extra "auto" needed to meet seasonal or other needs, under a leasing or rental agreement that requires you to provide direct primary insurance for the lessor. B. Cost of Bail Bonds SECTION II — LIABILITY COVERAGE, A. Coverage, 2. Coverage Extensions, a. Supplementary Payments, Item (2) is deleted in its entirety and replaced with the following: (2) Up to $5,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident' we cover. We do not have to furnish these bonds. C. Reasonable Expenses SECTION II — LIABILITY COVERAGE, A. Coverage, 2. Coverage Extensions, a. Supplementary Payments, Item (4) is deleted in its entirety and replaced with the following: Page 2 of 7 © 2015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI -CA -001 (09/15) (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. D. Fellow Employee Coverage SECTION II — LIABILITY COVERAGE, B. Exclusions, 5. Fellow Employee is deleted in its entirety and replaced by the following: "Bodily injury" to any fellow "employee" of the "insured" arising out of and in the course of the fellow "employee's" employment or while performing duties related to the conduct of your business. However, this exclusion does not apply to any manager or officer of your company. II. PHYSICAL DAMAGE COVERAGE EXTENSIONS A. Towing SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 2. Towing is deleted in its entirety and replaced with the following: 2. Towing We will pay up to $100 for towing and labor costs incurred each time a covered "auto" is disabled. However, the labor must be performed at the place of disablement. No deductible applies to this enhancement. B. Glass Breakage SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 3. Glass Breakage — Hitting A Bird Or Animal — Falling Objects Or Missiles is amended by adding the following: No deductible applies to "loss" to glass used in the windshield or windows. C. Transportation Expenses SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, a. Transportation Expenses is deleted in its entirety and replaced with the following: a. Transportation Expenses We will pay up to $100 per day to a maximum of $3,000 for temporary transportation expenses incurred by you because of a "loss" to a covered "auto." We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the "loss" and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss." D. Hired Auto Physical Damage — Loss of Use The last sentence of SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, b. Loss of Use Expenses is deleted in its entirety and replaced with the following: However, the most we will pay for any expenses for loss of use is $100 per day, to a maximum of $1,000. Page 3 of 7 ® 2015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI -CA -001 (09/15) E. Hired Auto Physical Damage SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions is amended by adding the following extension: Hired Auto Physical Damage Any "auto" you lease, hire, rent or borrow from someone other than your "employees" or partners, or members of their household is a covered "auto" for each of your physical damage coverages. The most we will pay for any "loss" in any one "accident" is the ACV or the cost for repair or replacement of the vehicle, whichever is less. For each covered "auto" our obligation to pay will be reduced by a deductible of $500 for Comprehensive Coverage and $1000 for Collision Coverage. F. Personal Effects Coverage SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions is amended by adding the following extension: Personal Effects Coverage We will pay up to $500 for "loss" to personal effects, which are: 1. Owned by an "insured"; and 2. In or on your covered "auto." This coverage applies only in the event of the total theft of your covered "auto." No deductible applies to this coverage. G. Rental Reimbursement SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions is amended by adding the following extension: Rental Reimbursement Coverage We will pay up to $100 per day, for up to 30 days, for rental reimbursement expenses incurred by you for the rental of an "auto" because of "loss" to a covered "auto." We will also pay up to $300 for reasonable and necessary expenses incurred by you to remove and replace your materials and equipment from the covered "auto." If "loss" results from the total theft of a covered "auto," we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided under Item III. C. Transportation Expenses of this endorsement. H. Accidental Discharge — Airbag Coverage SECTION Ill — PHYSICAL DAMAGE COVERAGE, B. Exclusions, Paragraph 3. is amended by adding the following exception: Page 4 of 7 ® 2015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI -CA -001 (09/15) This exclusion does not apply to the accidental discharge of an airbag. This coverage is excess of any other collectible insurance or warranty. No deductible applies to this coverage. I. Electronic Equipment Coverage The following supersedes anything to the contrary in SECTION III — PHYSICAL DAMAGE COVERAGE, B. Exclusions, Paragraph 4. Exclusions 4.c. and 4.d. do not apply to: Any risk management or monitoring equipment and electronic equipment that receives or transmits audio, visual or data signals and that is not designed solely for the reproduction of sound. This coverage applies only if the equipment is permanently installed in the covered "auto" at the time of the "loss" or the equipment is removable from a housing unit which is permanently installed in the covered "auto" at the time of the "loss," and such equipment is designed to be solely operated by use of the power from the "auto's" electrical system, in or upon the covered "auto." The most we will pay for all "loss" to risk management or monitoring equipment, audio, visual or data electronic equipment that is not designed solely for the reproduction of sound and any accessories used with this equipment as a result of any one "accident" is the least of: a. The actual cash value of the damaged or stolen property at the time of the "loss"; b. The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality; or c. $1,000. This coverage will not apply if there is other insurance provided by this policy for the above- described electronic equipment. We will, however, pay any deductible, up to $500, that is applicable under the provisions of the other insurance. J. Original Equipment Manufacturer (OEM) Parts Replacement SECTION III — PHYSICAL DAMAGE COVERAGE, C. Limit of Insurance, Paragraph 1. is amended to include: However, if the covered "auto" has less than 20,000 miles on its odometer, then the following condition will apply: We will pay the cost to replace the damaged parts (excluding glass and mechanical parts) with new Original Equipment Manufacturer replacement parts if the damaged parts cannot be repaired. K. Auto Loan / Lease Gap Protection SECTION III — PHYSICAL DAMAGE COVERAGE, C. Limit of Insurance is amended to include the following: 4. In the event of "loss" to a covered "auto" that is loaned or leased to an "insured": a. The most we will pay for "loss" in anyone "accident" is the lesser of: Page 5 of 7 ® 2015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI -CA -001 (09/15) (1) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (2) The cost of repairing or replacing the damaged or stolen property with other property of like, kind and quality. b. Our Limit of Insurance for "total loss" will be the greater of: (1) The balance due under the terms of the lease or loan, to which your "auto" is subject but not including: (a) Past due payments; (b) Financial penalties imposed under the lease; (c) Security deposits not refunded; (d) Costs for extended warranties or insurance; or (e) Final payment due under a "balloon loan"; or (2) Actual cash value of the stolen or damaged property. An adjustment for depreciation and physical condition will be made in determining actual cash value at the time of "loss." c. Additional Definitions (1) "Total loss" for the purpose of this coverage, means a loss in which the estimated cost of repairs, plus the salvage value, exceeds the actual cash value. (2) "Balloon loan" is one with periodic payments that are insufficient to repay the balance over the term of the loan, thereby requiring a large final payment. d. Additional Conditions This coverage will apply only to the original lease or loan written on your covered "auto." In order for this coverage to apply, leased "autos" must be leased or rented to you under a leasing or rental agreement, for a period of not less than six months, which requires you to provide direct primary insurance for the benefit of the lessor. L. One Comprehensive Coverage Deductible SECTION III — PHYSICAL DAMAGE COVERAGE, D. Deductible is amended by adding the following: Only one Comprehensive Coverage Deductible per occurrence will apply to any "loss" resulting from a covered peril. For the purpose of this extension, occurrence means a single incident, including continuous or repeated exposure to substantially the same general harmful conditions within a 24-hour period. Page 6 of 7 02015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. PI -CA -001 (09/15) III. BUSINESS AUTO CONDITIONS A. Notice and Knowledge of Occurrence SECTION IV — BUSINESS AUTO CONDITIONS, A. Loss Conditions, 2. Duties In The Event Of Accident, Claim, Suit Or Loss, Paragraph a. is deleted in its entirety and replaced with the following: a. In the event of "accident," claim, "suit" or "loss," you must give us, or our authorized representative, prompt notice of the "accident" or "loss." Include: (1) How, when and where the "accident" or "loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. Your duty to give us or our authorized representative prompt notice of the "accident" or "loss" applies only when the "accident" or "loss" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. B. Blanket Waiver Of Subrogation SECTION IV — BUSINESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer Of Rights Of Recovery Against Others To Us, is amended by adding the following exception: However, we waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury" or "property damage" arising out of the operation of a covered "auto" when you have assumed liability for such "bodily injury" or "property damage" under an "insured contract." C. Unintentional Errors or Omissions SECTION IV — BUSINESS AUTO CONDITIONS, B. General Conditions, 2. Concealment, Misrepresentation, Or Fraud is amended by adding the following: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. IV. DEFINITIONS A. Mental Anguish SECTION V — DEFINITIONS, C. "Bodily injury" is amended by adding the following: "Bodily injury" also includes mental anguish but only when the mental anguish arises from other bodily injury, sickness, or disease. Page 7 of 7 ® 2015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. POLICY CHANGE DOCUMENT POLICY NO.: PHPK1766391 Philadelphia Indemnity Insurance Company 5310 Brown & Brown of Washington, Inc. dba E NAMED INSURED Kitsap Community Resources MAILING ADDRESS 845 8th St Bremerton, WA 98337-1517 POLICY PERIOD: FROM 01/27/2018 TO 01/27/2019 at 12:01 A.M. Standard Time at your mailing address shown above. CHANGE EFFECTIVE 02/08/2018 CHANGE # 3 REVISION # 3 DESCRIPTION In consideration of the premium reflected, the policy is amended as indicated below: Added: PI -GL -005 -Additional Insured Primary and Non -Contributory Insurance / Per attached form Path ID 11543262 Total Annual Total Prorate Additional/Return Premium $ 0.00 Additional/Return Premium $ 0.00 NO CHANGE NO CHANGE COUNTERSIGNED BY (Date) (Authorized Representative) 03/28/2018 Issue Date Insurance Policy Page 1 of 1 PI -GL -005 (07/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY INSURANCE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Effective Date: 02/08/2018 Name of Person or Organization (Additional Insured): City of Bremerton 345 6th Street Bremerton, WA 98337 SECTION II — WHO IS AN INSURED is amended to include as an additional insured the person(s) or organization(s) shown in the endorsement Schedule, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of or relating to your negligence in the performance of "your work" for such person(s) or organization(s) that occurs on or after the effective date shown in the endorsement Schedule. This insurance is primary to and non-contributory with any other insurance maintained by the person or organization (Additional Insured), except for loss resulting from the sole negligence of that person or organization. This condition applies even if other valid and collectible insurance is available to the Additional Insured for a loss or "occurrence" we cover for this Additional Insured. The Additional Insured's limits of insurance do not increase our limits of insurance, as described in SECTION III — LIMITS OF INSURANCE. All other terms, conditions, and exclusions under the policy are applicable to this endorsement and remain unchanged. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission.