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The Lew Edwards Group - Business License Tax Reform Project Services - 2026
AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE LEW EDWARDS GROUP THIS AGREEMENT is entered into by and between the CITY OF NATIONAL CITY, a municipal corporation ("CITY"), and The Lew Edwards Group, a California corportation. ("CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide professional services,including strategic communications,planning and steakholder engagement for a potential business license tax reform measure. WHEREAS, the CITY has determined that the CONSULTANT possesses the necessary expertise in providing strategic communications, planning and stakeholder engagement services to support local governments throughout California with revenue initiatives, and is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW,THEREFORE,THE PARTIES AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide strategic communications, planning and steakholder engagement services for a potential business license tax reform measure and carry out such other responsibilities as are outlined in the attached Exhibit "A", and the CONSULTANT agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services shall be performed directly by the CONSULTANT or under direct supervision of the CONSULTANT. 2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement shall not become effective and binding until fully executed by both the CITY and CONSULTANT.The duration of this Agreement is from May 1, 2026 through October 31, 2026. Completion dates or time durations for specific portions of the project are set forth in Exhibit"A". 3. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit"A". The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on CITY personnel for such services, except as authorized in advance by the CITY in writing. The CONSULTANT shall appear at meetings specified in Exhibit "A" to keep staff and City Council advised of the progress on the project. Standard Agreement Page 1 of 13 City of National City and Revised January 2024 The Lew Edwards Group The CITY may unilaterally, or on request from the CONSULTANT, from time to time,reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. Pedro Garcia hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director—Catherine Lew to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed.Billings shall include labor classifications, respective rates, hours worked and, also materials, if any. The total cost for all work described in Exhibit"A" shall not exceed$50,000.00. The compensation for the CONSULTANT's work shall not exceed the rates set forth in Exhibit"A". Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit"A",as determined by the CITY. The CONSULTANT shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY, and for furnishing of copies to the CITY, if requested. 6. ACCEPTABILITY OF WORK. The CITY shall decide any and all questions which may arise as to the quality or acceptability of the services performed and the manner of performance,the acceptable completion of this Agreement, and the amount of compensation due. In the event the CONSULTANT and the CITY cannot agree to the quality or acceptability of the work,the manner of performance,and/or the compensation payable to the CONSULTANT in this Agreement,the CITY or the CONSULTANT shall give to the other written notice.Within ten(10) business days, the CONSULTANT and the CITY shall each prepare a report supporting their position and file it with the other party. The CITY shall, with reasonable diligence, determine the quality or acceptability of the work,the manner of performance,and/or the compensation payable to the CONSULTANT. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. All documents prepared by the CONSULTANT for this project, whether paper or electronic, shall: (1) be free from defects;(2)become the property of the CITY for use with respect to this project;and(3)shall be turned over to the CITY upon completion of the project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONSULTANT hereby assigns to the CITY, and CONSULTANT expressly waives and disclaims any copyright in, and the right to reproduce,all written material,drawings,plans, specifications,or other work prepared under this Agreement, except upon the CITY's prior authorization regarding reproduction,which Standard Agreement Page 2 of 13 City of National City and Revised January 2024 The Lew Edwards Group authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CITY,execute any further document(s)necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CITY may use,reuse,alter,reproduce,modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT's written work product for the CITY's purposes, and the CONSULTANT expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings, or specifications prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section 15, but only with respect to the effect of the modification or reuse by the CITY,or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR CONSULTANT will act in an independent capacity.Neither the CONSULTANT nor the CONSULTANT's employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemployment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT's employees. CONSULTANT acknowledges that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement, nor any interest herein, may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONSULTANT with its SUBCONSULTANT(S) shall require the SUBCONSULTANT(S) to adhere to the applicable terms of this Agreement. 9. CONTROL. Neither the CITY, nor its officers, agents, or employees shall have any control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT, or the CONSULTANT's agents, servants, or employees are not in any manner agents, servants, or employees of the CITY. The CONSULTANT and its agents, servants, and employees are wholly independent from the CITY and CONSULTANT's obligations to the CITY are solely prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein,shall comply with all applicable state and federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City of National City,whether now in force or subsequently enacted.The CONSULTANT and each of its SUBCONSULTANT(S),shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. Standard Agreement Page 3 of 13 City of National City and Revised January 2024 The Lew Edwards Group 11. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. CONSULTANT must promptly produce a copy of any such license,permit,or approval to CITY upon request. The CONSULTANT represents and covenants that the CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONSULTANT's trade or profession currently practicing under similar conditions and in similar locations.The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this Agreement, the CONSULTANT warrants to the CITY that it is not now,nor has it for the five(5)years preceding, been debarred by a governmental agency or involved in debarment, arbitration, or litigation proceedings concerning the CONSULTANT's professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes, or materials whose availability is critical to the success of the project the CONSULTANT has been retained to perform,within the time requirements of the CITY,or,when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONSULTANT has notified the CITY otherwise,the CONSULTANT warrants that all products, materials, processes, or treatments identified in the project documents prepared for the CITY are reasonably commercially available.Any failure by the CONSULTANT to use due diligence under this sub-section will render the CONSULTANT liable to the CITY for any increased costs that result from the CITY's later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified,then within a commercially reasonable time. 13. DRUG FREE WORKPLACE. The CONSULTANT agrees to comply with the CITY's Drug-Free Workplace requirements.Every person awarded a contract by the CITY for the provision of services shall certify to the CITY that it will provide a drug-free workplace. Any subcontract entered into by the CONSULTANT pursuant to this Agreement shall contain this provision. 14. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age,race,color,ancestry,religion,sex,sexual orientation,marital status,national origin,physical handicap,or medical condition. Such action shall include, but not Standard Agreement Page 4 of 13 City of National City and Revised January 2024 The Lew Edwards Group be limited to, the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training,including apprenticeship.The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 15. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information,even within its own organization,to the extent necessary to perform the services to be provided herein.The foregoing obligation of this Section 15,however, shall not apply to any part of the information that(i)has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions, or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm, or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition,pursuant to the provisions of Section 16. 16. INDEMNIFICATION AND HOLD HARMLESS. To the maximum extent provided by law, the CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability,loss,damages to property,injuries to,or death of any person or persons,and all claims, demands, suits,actions,proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT's performance or other obligations under this Agreement; provided, however, that this indemnification and hold harmless shall not include any claims or liability arising from the established sole negligence or willful misconduct of the CITY, its agents, officers, employees, or volunteers. CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ competent counsel,reasonably acceptable to the City Attorney. The indemnity, defense, and hold harmless obligations contained herein shall survive the termination of this Agreement for any alleged or actual omission, act, or negligence under this Agreement that occurred during the term of this Agreement. Standard Agreement Page 5 of 13 City of National City and Revised January 2024 The Lew Edwards Group 17. EMPLOYEE PAYMENTS AND INDEMNIFICATION. 17.1 PERS Eligibility Indemnification. If CONSULTANT's employee(s) providing services under this Agreement claims, or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS")to be eligible for enrollment in PERS of the CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY. CONSULTANT'S employees providing service under this Agreement shall not: (1) qualify for any compensation and benefit under PERS; (2) be entitled to any benefits under PERS; (3) enroll in PERS as an employee of CITY; (4) receive any employer contributions paid by CITY for PERS benefits; or(5)be entitled to any other PERS-related benefit that would accrue to a CITY employee. CONSULTANT's employees hereby waive any claims to benefits or compensation described in this Section 17. This Section 17 applies to CONSULTANT notwithstanding any other agency, state, or federal policy, rule, regulation, law, or ordinance to the contrary. 17.2 Limitation of CITY Liability. The payment made to CONSULTANT under this Agreement shall be the full and complete compensation to which CONSULTANT and CONSULTANT's officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither CONSULTANT nor CONSULTANT's officers, employees, agents, and subcontractors are entitled to any salary or wages, or retirement, health, leave,or other fringe benefits applicable to CITY employees.The CITY will not make any federal or state tax withholdings on behalf of CONSULTANT. The CITY shall not be required to pay any workers' compensation insurance on behalf of CONSULTANT. 17.3 Indemnification for Employee Payments. CONSULTANT agrees to defend and indemnify the CITY for any obligation, claim, suit, or demand for tax, retirement contribution including any contribution to PERS, social security, salary or wages, overtime payment, or workers' compensation payment which the CITY may be required to make on behalf of (1) CONSULTANT, (2) any employee of CONSULTANT, or(3) any employee of CONSULTANT construed to be an employee of the CITY, for work performed under this Agreement. This is a continuing obligation that survives the termination of this Agreement. 18. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Labor Code, and all amendments thereto; and all similar state or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, employees, and volunteers from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorney's fees and defense costs presented,brought,or recovered against the CITY or its officers,employees,or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. Standard Agreement Page 6 of 13 City of National City and Revised January 2024 The Lew Edwards Group 19. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and maintain throughout the term of this Agreement,the following insurance policies: A. ® If checked, Professional Liability Insurance (errors and omissions)with minimum limits of$1,000,000 per occurrence. B. Automobile Insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non-owned, and hired vehicles. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds,and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations,work,or performance under this Agreement.The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this"project"or"location". The"project"or"location"should be noted with specificity on an endorsement that shall be incorporated into the policy. D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT's employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition,the policy shall be endorsed with a waiver of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement of work under this Agreement. E. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. F. The aforesaid policies shall constitute primary insurance as to the CITY, its officers,officials,employees,and volunteers,so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. G. If required insurance coverage is provided on a"claims made" rather than "occurrence"form,the CONSULTANT shall maintain such insurance coverage for three(3)years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. H. The Certificate Holder for all policies of insurance required by this Section shall be: Standard Agreement Page 7 of 13 City of National City and Revised January 2024 The Lew Edwards Group City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 I. Insurance shall be written with only insurers authorized to conduct business in California that hold a current policy holder's alphabetic and financial size category rating of not less than A:VII according to the current Best's Key Rating Guide,or a company of equal financial stability that is approved by the CITY's Risk Manager. In the event coverage is provided by non- admitted "surplus lines" carriers, they must be included on the most recent List of Approved Surplus Line Insurers ("LASLI") and otherwise meet rating requirements. J. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with,are filed with and approved by the CITY's Risk Manager. If the CONSULTANT does not keep all insurance policies required by this Section 19 in full force and effect at all times during the term of this Agreement, the CITY may treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. K. All deductibles and self-insured retentions in excess of ten-thousand dollars ($10,000)must be disclosed to and approved by the CITY. CITY reserves the right to modify the insurance requirements of this Section 19, including limits, based on the nature of the risk, prior experience, insurer, coverage,or other special circumstances. L. If the CONSULTANT maintains broader coverage or higher limits(or both) than the minimum limits shown above,the CITY shall be entitled to the broader coverage or higher limits(or both)maintained by the CONSULTANT.Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 20. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement,then in that event,the prevailing party in such action or dispute,whether by final judgment or out-of-court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition,be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 21. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon sixty (60) day's written notice to the Standard Agreement Page 8 of 13 City of National City and Revised January 2024 The Lew Edwards Group CONSULTANT. During said sixty(60)day period the CONSULTANT shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONSULTANT in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. B. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONSULTANT as provided for herein. C. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONSULTANT, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, and the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination,not to exceed the amounts payable hereunder,and less any damages caused the CITY by the CONSULTANT's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 7. D. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors;or(3)a business reorganization, change in business name, or change in business status of the CONSULTANT. 22. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile, or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail,the business day following its deposit in such overnight mail facility,(iii)if mailed by registered, certified, or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service,(iv)if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or(v) if given by telex, telecopy, facsimile, or fax, when sent. Any notice, request, demand, direction, or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Stephen Manganiello Acting City Manager City of National City 1243 National City Boulevard National City, CA 91950-4397 Standard Agreement Page 9 of 13 City of National City and Revised January 2024 The Lew Edwards Group To CONSULTANT: Catherine Lew, Esq. President and CEO The Lew Edwards Group 5454 Broadway,2nd Floor Oakland, CA 94618 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request, or communication sent. Any notice, request, demand, direction, or other communication sent by cable,telex,telecopy,facsimile,or fax must be confirmed within forty-eight(48)hours by letter mailed or delivered as specified in this Section. 23. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONSULTANT also agrees not to specify any product, treatment, process, or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect,without first notifying the CITY of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code.The CONSULTANT shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CITY in which the CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. ❑ If checked, the CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically,the CONSULTANT shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CITY for all damages, costs, or expenses the CITY may suffer by virtue of any violation of this Section 23 by the CONSULTANT. 24. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wage rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720, 1720.2, 1720.3, 1720.4,and 1771.Consultant is solely responsible to determine if state prevailing wage rates apply and, if applicable,pay such rates in accordance with all laws,ordinances, rules, and regulations. 25. ADMINISTRATIVE PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday,or federal, state,or legal holiday,then such date Standard Agreement Page 10 of 13 City of National City and Revised January 2024 The Lew Edwards Group shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday, or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein,the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto,to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes.To the extent any exhibits,schedules, or provisions thereof conflict or are inconsistent with the terms and conditions contained in this Agreement,the terms and conditions of this Agreement shall control. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Assignment&Assumption of Rights. CONSULTANT shall not assign this Agreement, in whole or in part, to any other party without first obtaining the written consent of CITY. H. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. I. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action arising under this Agreement shall be in either state or federal court in the County of San Diego, State of California. J. Audit. If this Agreement exceeds ten-thousand dollars($10,000),the parties shall be subject to the examination and audit of the State Auditor for a period of three (3) years after final payment under the Agreement,per Government Code Section 8546.7. K. Entire Agreement. This Agreement supersedes any prior agreements, negotiations, and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof.No subsequent agreement,representation,or promise made by either party hereto,or by or to an employee,officer,agent,or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. Standard Agreement Page 11 of 13 City of National City and Revised January 2024 The Lew Edwards Group L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work,unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY,both the insurance provisions in Section 19 and the indemnification and hold harmless provision of Section 16 of this Agreement. N. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii)each party has actively participated in the drafting,preparation, and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and(vi)any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the date and year written below. CITY OF NATIONAL CITY THE LEW EDWARDS GROUP (Corporation—signatures of two corporate officers required) (Partnership or Sole proprietorship—one signature) By: 2 By: St en Manganiell Catherine Lew, Esq. Acting City Manager President and CEO Date: Date: S/z o/21‘ By: APPROVED AS TO FORM: By: NjDate: Heidi Skinner Interim City Attorney Date: S. b standard Agreement Page 12 of 13 City of National City and Revised January 2024 The Lew Edwards Group Docusign Envelope ID:8137484C-7D5C-8345-8385-3D987C5CAF54 L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY,both the insurance provisions in Section 19 and the indemnification and hold harmless provision of Section 16 of this Agreement. N. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting,preparation, and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and(vi)any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the date and year written below. CITY OF NATIONAL CITY THE LEW EDWARDS GROUP (Corporation—signatures of two corporate officers required) (Partnership or Sole proprietorship—one signature) p -DDoocc�uSig/ned by: By: By: ft.--55CD60F9A8344A6... Stephen Manganiello Catherine Lew, Esq. Acting City Manager President and CEO 5/27/2026 Date: Date: By: APPROVED AS TO FORM: Date: By: Heidi Skinner Interim City Attorney Date: Standard Agreement Page 12 of 13 City of National City and Revised January 2024 The Lew Edwards Group Docusign Envelope ID:8137484C-7D5C-8345-8385-3D987C5CAF54 CONTACT INFORMATION CITY OF NATIONAL CITY THE LEW EDWARDS GROUP 1243 National City Boulevard 5454 Broadway, 2nd Floor National City, CA 91950-4397 Oakland, CA 94618 Phone: (619) 336-4216 Contact: Pedro Garcia Phone: 510-594-0224 Title: Community Development Specilaist Contact: Catherine Lew, Esq. III Title: President and CEO Dept.: City Manager's Office Email: Email: pgarcia@nationalcityca.gov Taxpayer I.D. No.: 943,332,201.00 Standard Agreement Page 13 of 13 City of National City and Revised January 2024 The Lew Edwards Group T H E • CALIFORNIA LEW �L( � �� I '1f O N Cflry Nl G R O U P c �/ ''" (7r1VC110 RPORATEv -J Proposal to Provide Professional Services for the City of National City's Business License Reform Project May 1, 2026 Page 1 I II I FW (, R O l P Acting City Manager Stephen Manganiello, T.E. City of National City 1243 National City Boulevard National City, CA 91950 Dear City Manager Manganiello: It was great to reconnect with you on Friday! Thank you for reaching out to The Lew Edwards Group (LEG) to partner with the City on a potential Business License Reform project. A collaboration with LEG will continue to provide the City of National City with the following: ✓ A nationally recognized, award-winning communications firm; ✓ A California leader in revenue ballot measures, having enacted nearly $50 Billion with a 95% success rate for local governments and other public entities; ✓ A firm with demonstrated success for the City of National City and your County. In addition to working with the City to enact Proposition D and providing advisory communications and budget planning services over the years, LEG has enacted revenue measures for other San Diego County clients such as the cities of Escondido, Imperial Beach, La Mesa, and Solana Beach; Rancho Santa Fe Homeowners Association; Palomar Pomerado Hospital District; La Mesa—Spring Valley School District and Southwestern College, among others; and ✓ A team that reflects the diversity of California with a consensus-building management style and focused, enthusiastic, and committed dedication to your needs. We are so excited and ready to jump in feet first to do this important work with you! Warmly, Co-Founder& Principal Consultant 510-594-0224 x 261 catherine@lewedwardsgroup.com Page 2 REFRESHER ON THE LEW EDWARDS GROUP While Lew Edwards Group (LEG) has supported the City of National City as recently as 2021, the following is a refresher on our firm. As you know, LEG is a California leader in providing strategic communications, long-term planning, and revenue generation services to local governments throughout California. Our firm is now celebrating its 29th year as a company. Local government or public agency representation constitutes more than two-thirds of our practice. As we did for the City in Proposition D, LEG functions as a Lead Consultant to our clients. Experts from LEG are frequently sought after trainers and speakers for the League of California Cities, California Municipal Treasurers Association, California Society of Municipal Finance Officers, Local Government Commission, Institute for Local Governments, Municipal Management Association of Northern California, California Police Chiefs Association, and others. LEG's direct mail products have been recognized on multiple occasions in the prestigious national Pollie Awards. Business License Reform Track Record In today's environment, BL measures are often opposed by corporate or large business interests. LEG has significant expertise with successful BLs, which we frame as Business License Reform or Business Equity Measures that achieve tax fairness for our smallest local businesses. BLR/BL clients represented by LEG include: ✓ City of Artesia ENACTED ✓ City of Belmont ENACTED ✓ City of Daly City ENACTED ✓ City of East Palo Alto ENACTED ✓ City of Emeryville 2026 Client ✓ City of Marina ENACTED ✓ City of Merced ENACTED ✓ City of Milpitas 2026 Client ✓ City of Moreno Valley ENACTED ✓ City of Palo Alto ENACTED ✓ City of Redwood City ENACTED ✓ City of Rolling Hills Estates ENACTED ✓ City of San Bruno ENACTED ✓ City of Santa Clara ENACTED ✓ City of Sausalito ENACTED ✓ City of Tracy ENACTED/2026 Client ✓ City of Union City ENACTED ✓ City of Upland 2026 Client Page 3 ✓ Humboldt County ENACTED ✓ Nevada County ENACTED For a comprehensive list of clients,visit www.lewedwardsgroup.com. Assigned Project Specialists If chosen as your consulting partner, the City would be assured of service from highly experienced specialists from our team. Catherine Lew, Esq., Co-Founder&Principal—Senior Strategist Co-Founder and Principal Consultant Catherine Lew is a premier consultant in California providing communications services and revenue generation services to local governments and other public entities. Catherine has more than 30 years of experience in the communications and • • political arena. Known as "The Closer," she is a veteran of over 900 • communications campaigns or ballot measure preparation projects, specializing in difficult to pass bond and tax measures. Catherine was the Lead Consultant in quarterbacking efforts for LEG's San Diego practice. A graduate of the University of California, Berkeley and the University of San Francisco School of Law, Catherine is a member of the California State Bar, ensuring effective collaborations with LEG client city attorneys. In 2018, Catherine was named a California Influencer by the McClatchy News Service and provided ongoing commentary on innovative policy and political issues for the Sacramento Bee from 2018 and 2019. Jennifer Rindahl,Account/Project Manager Jennifer Rindahl has led strategic planning, communications programs, and successful political campaigns over the past 23 years for a number of Lew Edwards Group's clients that include Palomar Pomerado Hospital District, among many others. In recent cycles, she also supported the City of Tracy's successful ft 2022 Business License Reform measure planning and is quarterbacking their current 2026 BLR efforts as well. 4111* Known as a top specialist in coalition-building and community organizing, Jennifer also has special expertise in innovative online- based communications strategy and e-based organizing, 1 fundraising, and outreach efforts derived from her years as Director of a Southern-California based internet company. Jennifer attended the Medill School of Journalism and graduated from Northwestern University. She is a native of Los Page 4 Angeles County and as a youth, would march in National City's annual marching band competition and parade. Proposition D Experience and Current Best Practices The following are the elements that worked effectively towards our successful enactment in 2014: ✓ A strong and effective collaboration with your City Attorney's office ✓ A legally permissive Community Outreach effort that included stakeholder/influential updates and community presentations ✓ Poll-tested informational message saturation, including direct mail With an All Mail Ballot format since COVID, Best Practices in preparing local governments for revenue measures has evolved. Most notably, a higher level of informational outreach is now required, including additional disciplines such as paid digital media. Furthermore, in this highly polarized environment, front-end stakeholder engagement is necessary so this isn't a "top down" "government" approach and your small business stakeholders can feel supported as part of your effort. RECOMMENDED PROJECT APPROACH Lead Project Services In this severely truncated timetable, LEG's other city managers appreciate our team's ability to parachute in quickly to provide robust support to our CMs/executive teams. LEG continues to pride itself on a supportive, team building approach. We can assist you with developing meeting agendas and facilitating staff planning sessions as desired, to support the timely deployment of key project activities in this quarter horse sprint. LEG approaches its partnership with personal dedication, enthusiasm, and a commitment to excellent service, recognizing that our ultimate consumer is not only the City of National City, but most importantly, the constituents the City represents. Adding Value to the City's Public Opinion Research If appropriate, LEG would either like to join the Wednesday morning call, or the one following so our specialists can provide input to the survey draft. Continuing to utilize FM3 with LEG as the lead consultant will enable our team to compare/contrast updated 2026 findings with the City's previous baseline studies. As we discussed, LEG works with FM3 on over 70% of our projects. Page 5 Following completion of the City's research LEG will independently evaluate survey results, provide strategic analysis, and develop a recommended Stakeholder Engagement Plan and timetable based on our firm's review and interpretation of the data. Stakeholder Engagement Following our assessment of the City's opinion research, LEG will develop initial Strategic Recommendations. LEG will assist the City in developing copy for appropriate engagement and communications materials to deliver and saturate your informational message in the time remaining. LEG will provide first drafts of selected materials for review and approval by the City. Development of Informational Messages Our project collaboration will have the goal of informing the public and raising awareness of the City's quality of life vision and fiscal sustainability needs. "Message discipline" and a clear, concise focus are critical to our informational effort. LEG will draft and refine talking points for City staff use. It is essential that stakeholders be engaged, creating two-way and collaborative dialogue. Otherwise, "government" is simply imposing its decisions on the community which is not effective. Examples of LEG's award-winning communications approaches, including for Prop. D, Imperial Beach, and BLR approaches, are included in the Appendix to this proposal. Direct Mail/Social Media/Digital Media LEG recommends a Municipal Election communications plan that will allow the City to raise awareness of city needs beyond already-active stakeholders and key influentials, to a broader public. LEG will draft text copy and provide samples for the City's staff and vendors to design/print/mail for any materials specifically related to this project. Doing so is often less expensive for our clients and supports any existing local vendor relationships our clients have. In consultation with City staff, LEG will also draft and/or refine informational handouts, press releases and website copy, with appropriate materials (charts, graphs, visual aids, etc.) to communicate messages and information. In addition, LEG will draft, review and/or refine supporting fact sheets, flyers, and other communications. Other communications vehicles include your City website, social media (such as Facebook, Twitter, Instagram, and other platforms) and a Speakers' Bureau program. LEG assists in drafting information or adding value for social media as part of our multi-disciplinary public outreach effort and advises our municipal clients on how to navigate independent or third party sites such as blogs or Nextdoor. LEG clients augment or expand their digital media reach and communications considering today's multi-faceted communications, which can be discussed further once we launch our collaboration. Page 6 As noted, more recent samples of informational mailings LEG has conceived are contained in the Appendix to this proposal. As you recall, LEG's legally permissible informational approaches are typically retained by our cities through a given election period, including the period following the placement of a measure on the ballot and you should presume the City will be providing legally permissible information all the way through your selected election. Press Coverage LEG will review earned (non-paid) media press opportunities with City staff. Balanced press coverage will build additional constituent engagement throughout the process, which is critical to engaging community stakeholders and informing your public about your needs. While LEG does not function as a spokesperson, we can support the City's communications efforts by developing additional collaterals such as project-related press releases, media backgrounders, talking and rapid response needs, as necessary. Ballot Measure Development Should a potential BLR measure be viable, LEG will collaborate with your current City Attorney and City staff on ballot measure structure and wording to address the public's interests and priorities. As we did in Proposition D, LEG will collaborate closely with your team to refine the ballot question and develop other ballot measure components so that they are understandable to the average person. This addresses specific documents such as the measure ordinance, ballot question, city resolution, and staff report to ensure that all voter handbook and related materials are understandable to the average person,not just lawyers. PROFESSIONAL FEE Consistent with all of our past work for National City and without exception, LEG does not bill on an hourly or time and materials basis. Professional fees are the City's costs to retain LEG's strategic services and do not include hard project costs such as polling, graphics, or other project expenses such as legal and election costs. For example, mailing and digital media costs will need to be budgeted for separately as they are in addition to LEG's fee. Obviously, the level of activities will be recommended following analysis of the baseline survey when the ease or difficulty of the task is better known. While LEG's entry at this point in the calendar would typically be far higher, as a returning client, we are happy to discount our professional municipal rate to $6,750/month for the full month of May, through November 3n, Of course, should the City need to terminate or suspend its planning because its project is of viable or for reasons external to the project, we would simply end the agreement with fees • rred through the earlier ending date of the project. Dc Page 7 Appendix -MAIL SAMPLES F---., a I I III ,�� �' . >9 Moving Imperial Beach Forward n o n o o 0 0 t r i}s 1IItIi !! A E 7 . M l. .... 1404\___ ...—... _. - g IL 3 8 '° n '- 3 ; 30 i,l, 0 2 i o a < oA • if�- , ' o 0 3 n''n 9 0 $Hdi a 3 Q o 4= • aF�MPERiq4 9F . _ T '< . o� •^ 1 tip, ,0 a _9.3 l IS /fl 'eo,u, i3— ea oc 'M Al 3 ;z 3 GalA� BF,r.. \ £3 +RV I 3: ' . €' Join the Conversation on the Future of Imperial Beach Si . COMMUNITY UPDATE A li; ,, From the Imperial Beach City Manager's Office •10 .4 W.°: Dear Neighbor: Thank you for continuing to do your part to keep our community sate and healthy.Al hough City Hall itself may be closed,your City service • providers and first responders are still working 24/7 to ensure our residents.. b $ famiies and businesses are supported. �_ *,�w L� t� ,,i 1,3: the City of Imperial Beach has been at the forefront of preparing •t g 2 our community for what's ahead.At all costs,we must continue to * - u tS ensure our communities continue to be prepared for any medical or w s catastrophic emergency with effective.adequate 91 I emergency itli �'r response and healthcare capacity. - , Ic ....r11► . a _E s Communication with you o critical component of moving our _ .. community forward.Please take a moment to Join tie Conversation - ry€ a'-the future at''moerial Beach today and complete a short survey at: ' +. 3 ImperlalBeachca.gov/JTC. I — u we lock torwrnd to having this communitywide conversation and #1 B Strong keeping you up to date on our local needs as we work shoulder to shoulder with our businesses and residents on the tough road ahead. Please complete and return the attached Sincerely, survey today or take the survey t online at: ANDY All ImperialBeachca.gov/JTC Ott onoger/Dvector of Emergency Services Page 8 (1° ) Presort Standard 11/4 U.S.Postage ;: PAID City of Imperlal(leach AdMail 825 Imperial Beach Blvd Imperial Beach,California 91932 REPORTING BACK TO THE COMMUNITY #IBSTRONG Dear Neighbor, 1 y u ry ' doing ur Thank neighboryos safefor and evething to suppoyourtre our localto businesseskeepyo during families these P.. challenging times.To remain in touch with the residents we e serve,the City has launched Join the Conversation,a discussion if ` i on the future of Imperial Beach as we work together towards t recovery. I_ Thank you to those who have taken the time to respond with your feedback already-we are listening! Priorities identified by I some of you so far include: ✓Maintaining 911 emergency response and paramedic s; services dll, _ i 4/Coordinating with county and regional first responders to better prepare for medical emergencies like coronavirus j 9 V Continuing to maintain rapid response to burglaries ✓Restoring emergency funding currently being used by the r" City to help those affected by the outbreak • l ` i ✓Keeping neighborhoods safe, healthy and clean ! x_. ,.4'4.:- Imperial Beach is resilient-we will continue to update you on 1 _','` for our own local recoveryand relief. 4- -,,,4 the path forward Sincerely, --_Oinom— ___ Q`olit. BE4,,,, ANDY ALL 4ti4` _; , City M Hager/Director of Emergency Services If you haven't done so already, Join the Conversation on the future of Imperial Beach today at: www.imperialbeachca.gov/jtc Page 9 Frequently Asked Questions O: What's the issue? A:Due to the State of California taking millions of dollars from National City and local economic challenges,the City made significant cuts to _ "' �, its budget and city services and implemented pension changes.To address this,National City voters enacted a local one cent sales tax in 2006 to maintain these services. Q: What is Proposition D? A:The City Council unanimously placed L Proposition D on the November 2014 ballot. If enacted,Prop.D would extend the local, previously approved one cent sales tax with no increase in the tax rates you currently pay.The `"! proceeds from locally-enacted funding cannot he taken by the State. • Q. is Proposition D a property tax? A: No,Proposition D is not a property tax. Thousands of people visiting National City every day will continue to pay their share of t.; Proposition D for police,fire,street repair. "tit Prop.D is not applied to food purchased as AlPO or) r; ant groceries or prescription medication. For more Information,visit www.natlonalcltyca.gov rosT/oNAI CITYa Ili/ Dear Neighbor: tproamposition writing to rot repnn on the action that our City Council recently took to place D your�twember 2014 ballot. In 2013 and 2014,the City surveyed huiidretl of resid tenn,10nlyn�ed the e publics service priorities. the National City' following as priority service needs. •preventing cuts to lire protection services.firefighters and the number of ponce officers •Preventing the closure of Euclid Avenue Fire Station x31 •Repairing streets and removing graffiti •Maintaining other community programs such as senior,youth and library services •Maintaining the City's financial stability e a yh these are the h eo le d i Ire to l ve.a do a setheir families.proposition D was ry N l C alp, place where Pe^V e I will continue to placed on the ballot to mahnain service levels and achieve rascal viability wit no increase in the sales tax rate you currently pay t informed. i6191336-3y2. Proposition Et,visitrwwoationalctyca R contact at Sincerely, tESLIE orESF ty*Moog, thhre of City Man 9•r 1234f+1a1Wnai Cay aouler•r6YatM ICayCA 9'95tM70t stw33 a caxof631 a737 navoW rycaquv Fm I<tnuswiwrutdtyca.g�+' n.+.n.w faiati +x*w.tw....itoist ofYne,n..+..s+...w+n. Patle I Selected Social Media/Paid Digital Banners KEEP MOORPARK'S STREETS AND PARKS MAINTAINED .• C _ „r ,r qA k OIFIrF�eCA '".... :p 4f8 ;{iw *ill '. �`I ` M ® of e v w Vw been tied vge fnq�gRorWk report oft F✓ova m hVei, a d a -.ue 7':+M9::fo%sNMe City Coca A SowsbdKM" s;ttiOft w ".�, •..'F +tl‘"!_' • CITY COUNCILII: 1 Fla�hVoN _t I #' ialenciny 0 4101119 ' irti., 1 i -, Comwswron .: • rn , . �. JOIN THE CONVERSATION ia11rl #TellMeMoor "Of A 'Af"Ad Paid for by the moorparkca.yovlloinTheConversation City of Moorpark 14- MAINTAIN OUR 911 CAPACITY � s ' I SAVE LIVES .�" . tee ii ... t KEEPING OUR FAMILIES SAFE � , t Paid for by the City of South Lake Tahoe ,�t,� www.cityofslt.us/JoinTheConversation ROOTN IAA! 1ANOt SAFER I BETTER I HEALTHIER JOIN THE CONVERSATION " SUPPORTING SOUTH LAKE TAHOE LEARN MOR al' 'I.' e "• a e ° oe —atv or— www.ciryofslt.usi)oinTheConversaaon SOUTH LAKE TANOE Page 1 1 BLR BEST PRACTICES Best Practices Business License Reform Measures r H Proprietary LEW EDWARDSill CROUP I External Environment N WILDCARDS: Polarized em7ronment;anti-goy ernment views gm Voter concerns about the economy;Jarvis H I OPPORTUNITIES: L E X/ Small Business Owners are strongly credible f DWARDS t, R O U P Voters want Government Reform&Local Control Page 12 Best Practices for Successful BLR Measures Since COVID,42 cities placed BLRs on the ballot and over 90%of them were adopted.Successful BLR1111 measures have: I I I 1 ✓ Secured Chamber and organizational endorsements such as Historic Downtown L E W Upland EDWARDS ✓ Strongly engaged,and were championed by local I (; It 0 t' P small business owners ✓ Were placed on the ballot through a unanimousCity Council action r`" ✓ Been characterized as Reform Measures s 2024 Upland Tested BQ Upland Public Safety,Streets, City Services Measure. Shall the measure maintaining 911 emergency response, neighborhood 1111 police patrols; repairing streets, potholes; cleaning/maintaining public areas, addressing homelessness; retaining local businesses; for general government use,by updating Upland's business license tax to establish rates set forth in the measure, exempting local small businesses, with no tax increase on residents, generating approximately $3,000,000 annually until ended by voters; requiring public spending disclosure, audits, local funding control, be adopted? 70%Viability 4 Page 13 ' I. City of Tracy Measure B To ensure large businesses pay a proportionate share and provide funding for City services such as: repairing potholes/streets; keeping public areas healthy/safe/clean; maintaining neighborhood police patrols/9-1-1 emergency 11!" response/tire protection; supporting our economy/ general government use, shall the measure to update the City of Tracy business taxes be adopted with typical rates between 0.1% and 0.3% of gross receipts, as described in the measure, providing an additional $3,200,000 annually, until ended by voters? 71.85%YES s City of Belmont Measure DD Shall the ordinance simplifying the existing City of Belmont business license structure, funding general city services, such as: fixing potholes, streets and sidewalks maintaining 9-1-1 emergency response, maintaining parks, open space, and sports fields, maintaining neighborhood police patrols, crime prevention, keeping public areas healthy,safe, clean; lowering most businesses' rates with typical rates between 0.04% and 0.1% of gross receipts, described in the ordinance, until ended by voters, maintaining $1,300,000 annually, requiring independent audits,be adopted? 84.68% YES 6 Page 14 • § . City of Marina Measure U : To provide general city services such as: street and facility maintenance and fire, police, youth and senior services; shall the City of Marina update its 38-year-old business license tax rates to 0.2% of gross receipts, so small businesses pay lower amounts than larger businesses; generating approximately $900,000 annually; ' continuing until ended by voters or reduced by City Council; and all funds controlled locally? 82.91% YES Rolling Hills Estates Measure A Shall an ordinance to simplify the City of Rolling Hills Estates' existing business license ordinance be adopted, eliminating outdated classifications and updating business license tax rates to either flat rate, or 0.05% - 0.4% of gross receipts (depending on business type) tt generating approximately $200,000 annually, dedicated to local, unrestricted general revenue purposes, including sheriff's patrols; 911 response; park/street maintenance; requiring local control of all funds and annual independent audits, until ended by voters? Page 15 Proper BLR LAW EDWARDS • CROUP Preparation 9 V 1.Update Opinion Research to test reform components,rates and viability. atieb 2.Implement Stakeholder Engagement. Establish Small Business Roundtable. Action a3.Secure consensus from small businesses. quo Steps 4.Finalize measure reelecting community priorities and interests. T H f. - i LEW EDWARDS 5.Disseminate Municipal Election G ROUP Information following Labor Day. Page 16 Engagement Components 1..v...... ✓ Outreach to Small Business stakeholders,including a Small II Business Roundtable ✓ Updating and engaging Opinion III gin Leaders T H F ✓ Full use of City's social networking __ sites and communications vehicles L E W _,:_ ✓ Interactive direct mail and paid EDWARDS digital to the public at large C. R () U t' ✓ Local media and blogs Dos/Don'ts DO engage your DON'T discuss a small business "tax"in favor of community robustly. "reform." III 11111 DO keep the BQ Don't agendize simple and define placement until we're technicalities in the ready to demonstrate ordinance consensus. Page 17 Is this year still a good option? YES. Many of our cities and public entities are proceeding this year, while factoring in: 1111 • Voter concerns about gas prices and food • Cost of living concerns, addressing issues 4* ** * * 1111 such as homelessness, and anti-government *** views • Voter desires to maintain local control and . quality of life • Qualification of Jarvis measure • • Voters like Business License Reform measures Communications/ n,,.: t, '; Mail Samples i 1 14 Page 18 li G,ti UF. clr' cF BELMONT (4111114.1 BUSINESS BELMONT LICENSE TAX MODERNIZATION 3 BUSINESS FORUMS Join us to learn more about this effort ;. . as we consider alternatives to our tax structure to make it more equitable to small businesses.Virtual and in-person feedback opportunities available. Learn more and RSVP at: WWW.BELMONT.GOV/BLT r COMMUNITY UPDATE ON LOCAL SERVICES Maintaining Redwood City's Services & Quality of Life MESSAGE FROM CITY MANAGER MELISSA STEVENSON DIAZ Dear Neighbor strong fiscal accountability practices and work to •Fix potholes,and repair streets and sidewalks p-eserve local control over taxpayer dollars.By •Reduce flooding,water pollution,and provide The City has launched Redwood City Community doing so,we have been able to maintain serv-ices green maintenance of existing storm drain Responds to expand the convena:no on local so far and can ensure your taxpayer dollars are nfrastructure. service needs and priont.es as part of this years spent locally,Oct Redwood City community •Maintain the number of on-duty firefighters. budget process dentifed priories. paramedics,and police offcers. •Maintain 911 emergency response times. A recently conducted community survey shows With YOUR response,the City can better serve •Cont nue after-school and recreation well over two.thirds of residents are satisfied with you and make Informed decisions about our programs for ch,Idren. the C:ty's job to provide local services.We are local badger-and si" re delivery.Meese swr working hard to maintain these services for the join the conversation and provide We value your input and look forward community. your community input today' 4. to keep ng you updated.Thank you for Simply complete and return the city-wide responding' Like many cities n California and the Peninsula, survey using the enclosed postcard.or • - Redwood City continues to face fiscal take online at i untenability challenges.W thout action,local www.RedwoodCity.org/Respond. Melissa Stevenson Dim services may be at stake. There s a QR code on the back cover.- City Mancu. The C.ty's exploring several ways to maintain Some of the priorities ne-ghbors have the services you expect and deserve.We exert se already!dentfied include: .d Y'UiatYYkf1W - ateeaa..na.rtssueacaainn Page 19 Information About Dear Rolling Hills Fstutes Neighbor, Measure A 1 an,„run n,;k informal..g n, informal..About Reno.? the bu,n..,I n,•ne lranp .Andar,a, lAx Fynn%Ic.,,nr Meant*A n the onh lo,4 µ,plonk l hlh F,ru:,nM„urr a••e� on du.June Bdhx ftarprmcJ IA,.¢a,.Measure A..lit urJAm the I it,'. r . siiieta'dJ hunk„`teem,tA x.boo r ,Char u n inn 101.14"r whl•„x nor Nit to hu w,.�t Allut,.It an,nneJ'a.n.mit Ofg.ra.cu, ttt he c<nnpt rmn hu u,a,lure a 4tr. onpn�rit.ugae„aaruu,. M•wun A u t9 help ensure rh.t M,,,, }4.1:_ targng ow hnuc„In en<tax 'e"e`M.9 we ry,then btr.hero,u hJr Lee•„u,u rat,generally I.,,tet than wttoinahng Go,uh cored ,uuw,udl.•r link n,ru,incrra, n Ns'ate,end wane udh,ec(1,1 V,i K Fy:r. ' the Addition,'u-mn..genaateJ fund slut hxA1 nwn„, h`M•awn A,t ill hr used to,tx�enw n, rw 4,,,, n,n Al ✓Pre.,Mg shcret pAtnd, ✓Fixing roth+Jrt And,er'arusg umcn ✓Reryirng the I-t,',.yrorp e.+tn khan„uern Mas nA, 9 t '� •c, h.. 'a4e 1.1:pa,,,, ,i,�xerIA,u h ryun u,g Clot n" ta. • N '"' t P r be 4u'M•aauts A 4, h,anruuAl uukprnkcnt auJ ,J ' s 1 ++.a1 h h.nwrc,thrr w,q ne put,.,u,r n tr,n•tit lt.p;ir4c 1i0,F"Ma,hr.run•. as 1•x nu,re tMormmnn.uw lu.nn lt •+ ,ut the,M ekrtuw pall or the t.n Amin],,.ntpArnAl uoh.i s ^``• - i .ww.RHE-MeasureA.nmr `.pkA.r ,ely. d .a 4• r t}1faruyet ft'• 4 .-:.,itii •-.T`—`- k/Line alb 1-.c,w, VP CITY Of ROLLING HILLS ESTATES 4045 Palos Verner Drive Norh Rolling Hill,Estates,CA 90274 Frequent) lA ked Questions About Measure A AMUSE MUSIC CENTER Why was Measure A placed on —ion ' Q•the ballot? II_�+1�s �`��_ 'Ihe City's business license tax �`_` •ordinance is aver three decades • �� '' told,outdated,cumbersome and difficult °t� tool o administer.The City Council placed c4 14 Olt LOOP s n;lr Measure A on the ballot following extensive Y..,i ' .` consultation and input from the local t.'OEM— business community.Measure A seeks to What services does • ' make the City's business license tax ordinance Q•Measure A support? equitable for businesses of all sizes. If approved,Measure A would Q es Who does Measure A affect? A• •provide nearly$200,000 in additional AMeasure A updates the City's also ::- local revenue each year,which must be •30-year-old business license tax r/r spent in Rolling Hills Estates. These ordinance,which applies only to those t additional revenues would be used to doing business in the City. It is not a tax fund vital municipal services including on residents,consumers or users who are preserving Sheriff's patrols,fixing potholes, not business owners or operators. Von- repaving streets,maintaining parks and m repairing storm drains. Measure A funds paying business license taxes. cannot be taken by the State. profits will continue to remain exempt fro For More Information visit www.RHE-MeasureA.com �.., LEWEDWA-01 GHODGES ACORO CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 5/20/2026 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Gail Hodges Acrisure West Insurance Services,LLC PHO(A/C,NNo,Ext):(707)992-3743 FAX No):(909)484-2491 1950 W Corporate Way#1 E-MAIL Anaheim,CA 92801-5373 E-MAILADDRESS:9hodges@acrisure.com INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Atain Specialty Insurance Company 17159 INSURED INSURER B:California Automobile Insurance Company 38342 Lew Edwards Group INSURER C:Republic Indemnity Company of California 43753 2301 Mastlands Drive INSURER D:Hiscox Insurance Company Inc. 10200 Oakland,CA 94611 INSURER E: 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 ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD LAND POLICY NUMBER (MM/DD/YYYY) IMM/DD/YYYY1 LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR X x C1P448878003 2/6/2026 2/6/2027 PREMISES(Ea occu ence) $ 100,000 MED EXP(Any one person) $ 5,000 PERSONAL 8 ADV INJURY $ Excluded GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY PRO- JECT LOC PRODUCTS-COMP/OPAGG $ Excluded OTHER: $ B AUTOMOBILE LIABILITY (Ea acccliiden SINGLE LIMIT $ 1,000,000 X ANY AUTO X X BA040000069701 9/1/2025 9/1/2026 BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS��� ONLY AUTOS BODILY INJURYp (Per accident) $ X AUTOS ONLY X AUTOS ONLYY (Perr accident)AMAGE $ $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ C WORKERS COMPENSATION y PER X STATUTE ERH AND EMPLOYERS'LIABILITY YIN 16644922 9/21/2025 9/21/2026 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE Y N/A X E.L.EACH ACCIDENT $ FFICER/MEMBER EXCLUDED? 1,000,000 Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ i If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ D • E&O MLP5174394-25 9/30/2025 9/30/2026 Per Claim 1,000,000 D Claims Made MLP5174394-25 9/30/2025 9/30/2026 Aggregate 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) the CITY of National City and its officers,agents,employees,and volunteers as additional insureds,with respects to liability arising from the named insured's operations per AFOO 859 07 12,Coverage is Primary and Non-Contributo4ry per AFOO 1397 09 16,Waiver of Subrogation per CG 24 04 0509. Business Auto, Additional Insured Per MCA 2048 07 11,Primary and Non Contributory Per MCA CABE 08 23 and Waiver of Subrogation per MCA 0444 09 13. Worker's Compensation Waiver of Subrogation per WC 00 03 13 04 84. 30 day NOC with the exception of a 10 day notice for non-payment of premiu. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of National City ACCORDANCE WITH THE POLICY PROVISIONS. C/O Risk Manager 1243 National City Boulevard National City,CA 91950-4397 AUTHORIZED REPRESENTATIVE j ) ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Name of Additional Insured Person(s) Or Organization(s): Location(s) of Covered Operations ANY PERSON OR ORGANIZATION AS pREQUIRED BY WRITTEN CONTRACT WITH THE NSURED A. SECTION II -WHO IS AN INSURED is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule for whom you are performing operations when you and such person or organization have agreed in writing in a contract or agreement that such a person or organization be added as an additional insured on your policy. Such person or organization is an additional insured only with respect to liability for "bodily injury","property damage" or"personal and advertising injury" caused,in whole or in part,by: 1.Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. A persons or organizations status as an additional insured under this endorsement ends when your operations for that additional insured are completed. B. With respect to the insurance afforded to these additional insureds,the following additional exclusions apply: This insurance does not apply to: Additional Insured Contractual Liability "Bodily injury" or"property damage" for which the"additional insured(s)" are obligated to pay damages by reason of the assumption of liability in a contractor agreement. Finished Operations or Work "Bodily injury" or"property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work,on the project(other than service,maintenance or repairs)to be performed by or on behalf of the additional insured(s)at the location of the covered operations has been completed; or (2) That portion of"your work" out of which the injury or damage arises has been put to its intended use by any person or organization. Negligence of Additional Insured "Bodily injury" or"property damage" directly caused by or resulting from the negligence of the"additional insured(s)". ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED This endorsement is effective on the inception date of the policy unless otherwise stated below. (The information below is required only when this endorsement is issued subsequent to preparation of the policy). Policy Number' CIP448878003 Named Insured: LEW EDWARDS GROUP Endorsement Effective date: AF 000 859 Included copyrighted material of ISO Properties, INC. Page 1 of 1 07/2012 with its permission ENDORSEMENT This Endorsement Changes the Policy-Please Read it Carefully PRIMARY AND NON-CONTRIBUTING INSURANCE (Sole Negligence) This endorsement modifies coverage provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART PRODUCTS COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to Section IV-Commercial General Liability Conditions, Paragraph 4: Section IV. Commercial General Liability Conditions 4. Other Insurance: d Specifically and solely for the Third-Party shown below, notwithstanding the provisions of sub-paragraphs a, b,and c of this paragraph, it is hereby agreed that in the event of any tuit'Where the damagesare caused by the insureds sole negligence,this insurance shall be primary and any other insurance maintained by the additional insured named as the Third Party below shall be excess and non-contributory. The Third-Party to whom this endorsement applies is: ANY PARTY FOR WHOM THE INSURED IS PERFORMING SERVICES, AT A SPECIFIED PROJECT SET FORTH IN A WRITTEN CONTRACT, THAT: (1) HAS BEEN SIGNED BY ALL PARTIES, INCLUDING THE NAMED INSURED AND THE PARTY SEEKING COVERAGE UNDER THIS ENDORSEMENT; AND (2) HAS BEEN ENTERED INTO BEFORE ANY LOSS HAS OCCURRED. Any coverage provided pursuant to this endorsement shall be subject to all other terms,conditions,exclusions and endorsements of the policy to which this form is attached. The endorsement is effective on the inception date of the policy unless otherwise stated below. Policy Number: CIP448878003 Named Insured: LEW EDWARDS GROUP Endorsement Effective Date: AF001397(09/16) Page 1 of 1 POLICY NUMBER: CIP448878003 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS!COM PLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: ANY PERSON OR ORGANIZATION WITH WHOM THE INSURED HAS AGREED TO WAIVE RIGHTS OF RECOVERY, PROVIDED SUCH AGREEMENT IS MADE IN WRITING AND PRIOR TO THE LOSS Information reouired to complete this Schedule,if not shown above.will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV- Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 06 09 Insurance Services Office,Inc.,2008 Page 1 of 1 LEW EDWARDS GROUP BA040000069701 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. The following is added to the Section II -Liability Coverage, Paragraph A.1.Who Is An Insured Provision: Any person or organization that you are required to include as additional insured on the Coverage Form in a written contract or agreement that is signed and executed by you before the "bodily injury"or"property damage" occurs and that is in effect during the policy period is an "insured"for Liability Coverage, but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. MCA20480711 LEW EDWARDS GROUP BA040000069701 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Mercury Business Auto Broadening Endorsement This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. NEWLY ACQUIRED OR FORMED ENTITY (BROAD FORM NAMED INSURED) II. EMPLOYEES AS INSUREDS III. SUPPLEMENTARY PAYMENTS IV. ADDITIONAL TRANSPORTATION EXPENSE V. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE VI. GLASS REPAIR—DEDUCTIBLE WAIVER VII. TWO OR MORE DEDUCTIBLES VIII. AMENDED DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS IX. UNINTENTIONAL ERROR, OMISSION, OR FAILURE TO DISCLOSE HAZARDS X. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT XI. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH XII. PERSONAL EFFECTS COVERAGE XIII. LOSS OF USE EXPENSES XIV. DEVICES DESIGNED FOR USE WITH AUDIO, VISUAL OR DATA ELECTRONIC EQUIPMENT XV. PHYSICAL DAMAGE DEDUCTIBLE —VEHICLE TRACKING SYSTEM XVI. CHAINS, TARPS, AND BINDERS COVERAGE Copyright 2023 Mercury Insurance Services,LLC. All rights reserved. MCA CABE 08 23 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 1 of 4 BUSINESS AUTO COVERAGE FORM NEWLY ACQUIRED OR FORMED ENTITY(Broad Form Named Insured) SECTION II—COVERED AUTOS LIABILITY COVERAGE,A. Coverage,1.Who Is An Insured, the following is added: 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 acquisition or formation of the business entity. Coverage under this provision is afforded only until the end of the policy period. Coverage does not apply to an "accident" which occurred before you acquired or formed the organization. II. EMPLOYEES AS INSUREDS SECTION II—COVERED AUTOS LIABILITY COVERAGE,A. COVERAGE, 1.Who Is An Insured,the following is added: Any"employee"of yours is an "insured"while using a "covered auto"you do not"own", lease, hire, rent,or borrow,which is used in connection with your business. III. SUPPLEMENTARY PAYMENTS SECTION II—COVERED AUTOS LIABILITY COVERAGE,A. Coverage,3. Coverage Extensions,a. Supplementary Payments,Subparagraphs(2)and (4)are replaced by the following: (2) Up to$3,000 for cost of bail bonds(including bonds for related traffic law violations) required because of an "accident" we cover. We are not obligated to furnish these bonds. (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. IV. ADDITIONAL TRANSPORTATION EXPENSE SECTION III -PHYSICAL DAMAGE COVERAGE,A.Coverage,2.Coverage Extensions,a. Transportation Expenses, is amended by: Replacing$20 per day with$50 per day, and the$600 maximum with$1,000 maximum. If your business shown in the "Declarations" is other than an auto dealership,we will also pay up to$1,000 for reasonable and necessary costs incurred by you to return a stolen "covered auto" from the place where it is recovered to its usual garaging location. V. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE SECTION III-PHYSICAL DAMAGE COVERAGE, B. Exclusions,3.a., is amended to add the following: This exclusion does not apply to the accidental discharge of an airbag. VI. GLASS REPAIR—DEDUCTIBLE WAIVER SECTION III -PHYSICAL DAMAGE COVERAGE, D. Deductible,the following is added: No deductible applies to glass damage if the glass is repaired rather than replaced. Copyright 2023 Mercury Insurance Services,LLC. All rights reserved. MCA CABE 08 23 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 2 of 4 VII. TWO OR MORE DEDUCTIBLES SECTION III -PHYSICAL DAMAGE COVERAGE,D. Deductible,the following is added: If two or more "company" policies or coverage forms apply to the same accident: 1. If the applicable Business Auto deductible is the smallest, it will be waived; or 2. If the applicable Business Auto deductible is not the smallest, it will be reduced by the amount of the smallest deductible; or 3. If the loss involves two or more Business Auto coverage forms or policies the smallest deductible will be waived. For the purpose of this endorsement"company" means the company providing this insurance and any of the affiliated members of the Mercury Insurance Group of companies. VIII. AMENDED DUTIES IN EVENT OF ACCIDENT,CLAIM,SUIT OR LOSS The requirement in SECTION IV, BUSINESS AUTO CONDITIONS,A. Loss Conditions, 2. Duties In The Event Of Accident, Claim,Suit,Or Loss,a., In the event of"accident", you must notify us of an "accident" applies only when the "accident" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) A member, if you are a limited liability company;or (4) An executive officer or insurance manager, if you are a corporation. IX. UNINTENTIONAL ERROR,OMISSION,OR FAILURE TO DISCLOSE HAZARDS SECTION IV-BUSINESS AUTO CONDITIONS,B.General Conditions,2. Concealment, Misrepresentation,or Fraud, the following is added: Any unintentional omission of or error in information given by you, or unintentional failure to disclose all exposures or hazards existing as of the effective date or at any time during the policy period shall not invalidate or adversely affect the coverage for such exposure or hazard or prejudice your rights under this insurance. However,you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery. This provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal. X. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT SECTION IV—BUSINESS AUTO CONDITIONS, B.General Conditions,5.Other Insurance,the following is added and supersedes any provision to the contrary: This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. Xl. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH SECTION V—DEFINITIONS, D. "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. Copyright 2023 Mercury Insurance Services,LLC. All rights reserved. MCA CABE 08 23 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 3 of 4 XII. PERSONAL EFFECTS COVERAGE SECTION III—PHYSICAL DAMAGE COVERAGE,A. Coverage,2.Coverage Extensions,the following is added: Personal Effects We will pay up to$500 for"loss"to personal effects which: (1) Are owned by you or a driver listed in the "Declarations"; and (2) Are in or on a "covered auto" at the time of"loss". This coverage applies only in the event of a total theft of a "covered auto". No additional deductible applies to the coverage.Tapes, records, discs or other similar devices used with audio,visual or data electronic equipment are not considered personal effects. XIII. LOSS OF USE EXPENSES If you pay the premium for Hired Auto Physical Damage, we will pay expenses for which you become legally responsible to pay for loss of use of an "auto" due to"loss"or"accident"covered by Hired Auto Physical Damage. However, the most we will pay for any expenses for loss of use is $20 per day,to a maximum of$600.The insurance provided by this provision is excess over any other collectible insurance. XIV. DEVICES DESIGNED FOR USE WITH AUDIO,VISUAL OR DATA ELECTRONIC EQUIPMENT SECTION III—PHYSICAL DAMAGE COVERAGE, B. Exclusions,4.a., is replaced by the following: a. Under Comprehensive Coverage we will pay up to$200 for"loss"to tapes, records, discs or other similar audio,visual, data electronic devices designed for use with audio,visual or data electronic equipment. We will pay only if the tapes, records, discs or other similar audio,visual or data electronic devices designed for use with audio,visual or data electronic equipment: (1) Are your property or that of a driver listed in the "Declarations"; and (2) Are in a "covererd auto" at the time of"loss". This coverage applies only in the event of a total theft of a "covered auto". No additional deductible applies to this coverage. XV. PHYSICAL DAMAGE DEDUCTIBLE—VEHICLE TRACKING SYSTEM SECTION III—PHYSICAL DAMAGE COVERAGE,D.Deductible, is amended by adding the following: Any Comprehensive Deductible shown in the "Declarations"will be reduced by 50%for any "loss" caused by theft if the "covered auto" is equipped with a vehicle tracking device such as a radio tracking device or a global position device and that device was the method of recovery of that"covered auto" by the "insured" or law enforcement. XVI. CHAINS,TARPS,AND BINDERS COVERAGE SECTION III—PHYSICAL DAMAGE COVERAGE,C. Limits Of Insurance,the following is added: The most we will pay for the "loss" to chains,tarpaulins, binders, and cargo securing devices will be$500. The chains,tarpaulins, binders, or cargo securing devices must be in or on the "covered auto" at the time of"loss". Copyright 2023 Mercury Insurance Services,LLC. All rights reserved. MCA CABE 08 23 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 4 of 4 LEW EDWARDS GROUP BA040000069701 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. SECTION IV— BUSINESSS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer of Rights Of Recovery Against Others To Us, the following is added: We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract executed prior to any "accident" or "loss", provided that the "accident" or"loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. M C A04440913 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule State Person or Organization Job Description California All persons or organizations All jobs whom the Named whom the Named Insured has Insured has agreed by written agreed by written contract to contract to furnish this waiver. furnish this waiver. The charge for this endorsement shall be 3% of total manual premium, subject to a minimum premium of$100. This charge will be billed on your next invoice based on current manual premium, and the final charge will be calculated and billed at the final audit. WC 00 03 13 1 of 2 (Ed. 04-84) 1983 National Council on Compensation Insurance. Secretary of State SI-550 Statement of Information ..1. (California Stock, Agricultural +: ► Cooperative and Foreign Corporations) This form is due within 90 days of initial registration and every year thereafter. Fees (Filing plus Disclosure) - $25.00 Certification Fee (Optional) - $5.00 1. Corporation Name (Enter the exact name of the corporation as it This Space For Office Use Only is recorded with the California Secretary of State. Note: If you 2. Secretary of State Entity Number registered in California using an assumed name.) The Lew Edwards Group C2165332 3.Business Addresses a. Street Address of Principal Executive Office-Do not list a P.O. Box City (no abbreviations) State Zip Code 5454 Broadway Oakland CA 94618 b. Mailing Address of Corporation, if different than item 3a City (no abbreviations) State Zip Code PO Box 21215 Oakland CA 94620 c. Street Address of Principal California Office, if any and if different City (no abbreviations) State Zip Code than Item 3a-Do not list a P.O. Box CA The Corporation is required to list all three of the officers set forth below. An additional title 4. Officers for the Chief Executive Officer and Chief Financial Officer may be added; however, the preprinted titles on this form must not be altered. a. Chief Executive Officer First Name Middle Name Last Name Suffix Catherine V. Lew Address City(no abbreviations) State Zip Code 5454 Broadway Oakland CA 94618 b. Secretary First Name Middle Name Last Name Suffix Catherine V. Lew Address City (no abbreviations) State Zip Code 5454 Broadway Oakland CA 94618 c. Chief Financial Officer First Name Middle Name Last Name Suffix Catherine V. Lew Address City (no abbreviations) 1 State Zip Code 5454 Broadway Oakland CA 94618j SI-550(REV 03/2022) (Page 1 of 2) 2022 California Secretary of State bizfileOnline.sos.ca.gov California Stock and Agricultural Cooperative Corporations ONLY: Item 5a: At least one 5. Director(s) name and address must be listed. If the Corporation has additional directors, enter the name(s) and addresses on Form SI-550A. a. First Name Middle Name Last Name Suffix Catherine V. Lew Address City(no abbreviations) State Zip Code 5454 Broadway Oakland CA 94618 b. Number of Vacancies on the Board of Directors, if any 6. Service of Process (Must provide either Individual OR Corporation.) INDIVIDUAL-Complete Items 6a and 6b only. Must include agent's full name and California street address. a. Califomia Agent's First Name(if agent is not a corporation) Middle Name Last Name Suffix Catherine V. Lew b. Street Address (if agent is not a corporation)-Do not City(no abbreviations) State Zip Code enter a P.O. Box 5454 Broadway Oakland CA 94618 CORPORATION-.Complete Item 6c only. Only include the name of the registered agent Corporation. c. California Registered Corporate Agent's Name(if agent is a corporation)—Do not complete Item 6a or 6b 7. Type of Business Describe the type of business or services of the Corporation Consulting 8. Labor Judgment Does an Officer or Director have an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law, for which no appeal therefrom is Ei Yes El No pending, for the violation of any wage order or provision of the Labor Code? 9. Email Notifications Provide an email address to opt-in to receive entity related notifications, including Statement of Information reminders, by email rather than USPS mail. Note: If no email address is provided, you will continue to receive notices and reminders by USPS mail. Yes, I opt-in to receive entity notifications via email. Email Address: slee@donahue.com To change your option after filing, you must submit a new complete Statement of Information. The Information contained herein, including in any attachments, is true and cor Catherine V. Lew President Date Type or Print Name Title Signature SI-550(REV 03/2022) (Page 2 of 2) 2022 C b l a Se of State oov