HomeMy WebLinkAbout2014 CON Office Furniture Finders - Office Furniture Nutrition CenterAGREEMENT
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
OFFICE FURNITURE FINDERS, INC.
THIS AGREEMENT is entered into this 10th day of Febuary, 2014, by and between the
CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and Office Furniture
Finders, Inc (CONTRACTOR).
RECITALS
WHEREAS, the CITY desires to employ a CONTRACTOR to provide office furniture.
WHEREAS, the CITY has determined that the CONTRACTOR is an office furniture
dealer 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 HERETO DO MUTUALLY AGREE AS
FOLLOWS:
1. ENGAGEMENT OF CONTRACTOR. The CITY agrees to engage the
CONTRACTOR, and the CONTRACTOR agrees to perform the services set forth here in
accordance with all terms and conditions contained herein.
The CONTRACTOR represents that all services shall be performed directly by
the CONTRACTOR or under direct supervision of the CONTRACTOR.
2. SCOPE OF SERVICES. Provide office furniture consistent with and as
specified in Exhibit A. The CONTRACTOR will perform services as set forth in the attached
Exhibit A.
The CONTRACTOR shall be responsible for all research and reviews related to
the work and shall not rely on personnel of the CITY for such services, except as authorized in
advance by the CITY. The CONTRACTOR shall appear at meetings specified to keep staff and
City Council advised of the progress on the Project.
The CITY may unilaterally, or upon request from the CONTRACTOR, from
time to time reduce or increase the Scope of Services to be performed by the CONTRACTOR
under this Agreement. Upon doing so, the CITY and the CONTRACTOR 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, not to exceed a factor of 20% from the
base amount.
3. PROJECT COORDINATION AND SUPERVISION.
1 Cily's Standard Agreement —2011 revision
Ingrid Slettengren, Nutrition Manager, hereby is designated as the Project Coordinator for
the CITY and will monitor the progress and execution of this Agreement. The CONTRACTOR
shall assign a single Project Director to provide supervision and have overall responsibility for
the progress and execution of this Agreement for the CONTRACTOR. Jeffrey Cellar thereby is
designated as the Project Director for the CONTRACTOR.
4. COMPENSATION AND PAYMENT. The compensation for the
CONTRACTOR shall be based on the project Invoice for actual work performed. Invoice shall
include labor. The total cost for all work described in the Proposal shall not exceed $13,893.32
without prior written authorization from the City of National City. Monthly invoices will be
processed for payment and remitted within thirty (30) days from receipt of invoice, provided that
work is accomplished consistent with project, as determined by the CITY.
The CONTRACTOR 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.
5. 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 CONTRACTOR and the City cannot agree to the quality or acceptability of the
work, the manner of performance and/or the compensation payable to the CONTRACTOR in
this Agreement, the City or the CONTRACTOR shall give to the other written notice. Within
ten (10) business days, the CONTRACTOR and the City shall each prepare a report which
supports their position and file the same 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 CONTRACTOR.
6. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement
will become effective on February 10, 2014. The duration of this Agreement is for the period of
Febuary 10, 2014 through April 10, 2014 . Completion dates or time durations for specific
portions of the Project are set forth in proposal.
7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda,
Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the
CONSULTANT for this Project, whether paper or electronic, shall become the property of the
CITY for use with respect to this Project, and 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 CONTRACTOR hereby
assigns to the CITY, and CONTRACTOR thereby 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 authorization shall not be unreasonably withheld. The CONTRACTOR
2 City's Standard Agreement —2011 revision
shall, upon request of the CITY, execute any further document(s) necessary to further effectuate
this waiver and disclaimer.
The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce,
modify, assign, transfer, or in any other way, medium, or method utilize the
CONTRACTOR'S written work product for the CITY'S purposes, and the CONTRACTOR
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 CONTRACTOR from liability under Section
14, 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 this project, unless otherwise mutually agreed.
8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of
this Agreement will be acting in an independent capacity and not as agents, employees, partners,
or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'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, unemploy-
ment, or workers' compensation insurance.
This Agreement contemplates the personal services of the CONTRACTOR and
the CONTRACTOR'S employees, and it is recognized by the parties that a substantial
inducement to the CITY for entering into this Agreement was, and is, the professional reputation
and competence of the CONTRACTOR and its employees. Neither this Agreement nor any
interest herein may be assigned by the CONTRACTOR without the prior written consent of the
CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or
hiring as many employees, or SUBCONTRACTOR as the CONTRACTOR may deem
necessary for the proper and efficient performance of this Agreement. All agreements by
CONTRACTOR with its SUBCONTRACTOR (S) shall require the SUBCONTRACTOR (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 CONTRACTOR or any of the CONTRACTOR employees,
except as herein set forth, and the CONTRACTOR or the CONTRACTOR'S agents, servants,
or employees are not in any manner agents, servants, or employees of the CITY, it being
understood that the CONTRACTOR its agents, servants, and employees are as to the CITY
wholly independent CONSULTANT, and that the CONTRACTOR'S obligations to the CITY
are solely such as are prescribed by this Agreement.
10. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, 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 CONTRACTOR and each
3 City's Standard Agreement —2011 revision
of its SUBCONTRACTOR (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.
11. LICENSES, PERMITS, ETC. The CONTRACTOR represents and covenants
that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally
required to practice its profession. The CONTRACTOR represents and covenants that the
CONTRACTOR 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
CONTRACTOR to practice its profession.
12. STANDARD OF CARE.
A. The CONTRACTOR, 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 CONTRACTOR'S trade or profession currently practicing under similar
conditions and in similar locations. The CONTRACTOR shall take all special precautions
necessary to protect the CONTRACTOR'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
CONTRACTOR 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 CONTRACTOR'S professional performance or the
furnishing of materials or services relating thereto.
C. The CONTRACTOR is responsible for identifying any unique products,
treatments, processes or materials whose availability is critical to the success of the project the
CONTRACTOR 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
CONTRACTOR has notified the CITY otherwise, the CONTRACTOR 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 CONTRACTOR to use due
diligence under this sub -paragraph will render the CONTRACTOR 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. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR 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 CONTRACTOR 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 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 CONTRACTOR 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.
4 City's Standard Agreement —2011 revision
14. CONFIDENTIAL INFORMATION. The CITY may from time to time
communicate to the CONTRACTOR certain confidential information to enable the
CONTRACTOR to effectively perform the services to be provided herein. The
CONTRACTOR shall treat all such information as confidential and shall not disclose any part
thereof without the prior written consent of the CITY. The CONTRACTOR 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 13, 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 CONTRACTOR, hereafter disclosed in
publicly available sources of information; (iii) is already in the possession of the
CONTRACTOR without any obligation of confidentiality; or (iv) has been or is hereafter
rightfully disclosed to the CONTRACTOR 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 CONTRACTOR 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
CONTRACTOR 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.
CONTRACTOR shall be liable to CITY for any damages caused by breach of
this condition, pursuant to the provisions of Section 14.
15. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR
agrees to defend, indemnify and hold harmless the City of National City, its officers and
employees, against and from any and all liability, loss, damages to property, injuries to, or death
of any person or persons, and all claims, demands, suites, 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 CONTRACTOR'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, or employees.
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.
16. WORKERS' COMPENSATION. The CONTRACTOR 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 Government 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, and employees 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.
5 City's Standard Agreement —2011 revision
17. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall
purchase and maintain, and shall require its SUBCONTRACTOR (S), when applicable, to
purchase and maintain throughout the term of this Agreement, the following checked 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 ("any auto"). The policy shall name the CITY and its officers, agents and
employees as additional insureds, and a separate additional insured endorsement shall be
provided.
C. Commercial General Liability Insurance, with minimum limits of
$2,000,000 per occurrence and $4,000,000 aggregate, covering all bodily injury and property
damage arising out of its operations under this Agreement. The policy shall name the CITY and
its officers, agents and employees as additional insureds, and a separate additional insured
endorsement shall be provided. The general aggregate limit must apply solely to this "project" or
"location".
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.
If CONTRACTOR has no employees subject to the California Workers'
Compensation and Labor laws, CONTRACTOR shall execute a Declaration to that effect. Said
Declaration shall be provided to CONTRACTOR by CITY.
E. The aforesaid policies shall constitute primary insurance as to the CITY,
its officers, 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 of cancellation or material change.
F. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three 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.
G. Insurance shall be written with only California admitted companies that
hold a current policy holder's alphabetic and financial size category rating of not less than A VIII
according to the current Best's Key Rating Guide, or a company 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 California List of Eligible
Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
H. 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 CONTRACTOR does not keep all of such insurance policies
in full force and effect at all times during the terms of this Agreement, the CITY may elect to
6 City's Standard Agreement —2011 revision
treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate
the Agreement as provided herein.
I. All deductibles and self -insured retentions in excess of $10,000 must be
disclosed to and approved by the CITY.
18. 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.
19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this
Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute
by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of
the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of
mediation shall be borne equally by the parties. Any controversy or claim arising out of, or
relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled
by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of
the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a
judgment thereon may be entered in any court having jurisdiction over the subject matter of the
controversy. The expenses of the arbitration shall be borne equally by the parties to the
arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence
and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof
against a specified party as part of the arbitration award.
20. TERMINATION.
A. This Agreement may be terminated with or without cause by the CITY.
Termination without cause shall be effective only upon 60-day's written notice to the
CONTRACTOR. During said 60-day period the CONTRACTOR 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
CONTRACTOR in connection with the formation of this Agreement or the performance of
services, or the failure to perform services as directed by the CITY.
C. Termination with or without cause shall be effected by delivery of written
Notice of Termination to the CONTRACTOR as provided for herein.
D. In the event of termination, all finished or unfinished Memoranda Reports,
Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT,
7 City's Standard Agreement —2011 revision
whether paper or electronic, shall immediately become the property of and be delivered to the
CITY, and the CONTRACTOR 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 CONTRACTOR'S breach, if any. Thereafter, ownership of
said written material shall vest in the CITY all rights set forth in Section 6.
E. The CITY further reserves the right to immediately terminate this
Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (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 CONTRACTOR.
21. 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: Alfredo Ybarra
Director of Housing
Department of Housing, Grants and Asset Management
City of National City
1243 National City Boulevard
National City, CA 91950-4301
To CONTRACTOR:
Jeffrey Cellar
President
Office Furniture Finders
11922 Calle Trucksess
El Cajon, CA 92019
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.
8 City's Standard Agreement —2011 revision
22. 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 CONTRACTOR also agrees not to specify any product, treatment,
process or material for the project in which the CONTRACTOR has a material financial
interest, either direct or indirect, without first notifying the CITY of that fact. The
CONTRACTOR shall at all times comply with the terms of the Political Reform Act and the
National City Conflict of Interest Code. The CONTRACTOR 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 CONTRACTOR has a financial interest as defined in Government Code Section
87103. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR shall
obtain from the City Clerk.
The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or
expenses the CITY may suffer by virtue of any violation of this Paragraph 22 by the
CONTRACTOR.
23. PREVAILING WAGES. State prevailing wage rates may apply to work
performed under this Agreement. State prevailing wages 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.
24. MISCELLANEOUS 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
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.
9 City's Standard Agreement —2011 revision
E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference for all purposes.
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. 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.
H. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
I. 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.
J. 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.
K. Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the successors and assigns of the parties hereto.
L. 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 first above written.
CITY OF NATIONAL CITY
Leslie Deese, City Manager
ROVED AS TO FORM:
CI
City Att
ilva
OFFICE FURNITURE FINDERS, Inc.
By:
J
ar, President
By: QLJSLI4., ,.
lar, 'resident
10
City's Standard Agreement —2D11 revision
OFFICE FURNITURE FINDERS
11922 calla Trucksess
El Cajon, CA 92019
619-6o2-6o9
PROPOSAL
CUSTOMER:
City of National City
Morgan Towers
1415 D Ave
National City, CA
Attn: Ingrid Slettengren
FAX NUMBER
CUSTOMER P.O.#
Date
Proposal #
07-08-2013
1475
SHIP TO LOCATION:
City of National City
Morgan Towers
1415 D Ave
National City, CA
Chef's Office
SALESPERSON
Jeff Cellar
TERMS
net 10 days
SHIP VIA
best way
# QTY PRODUCT
1 1 Omni Pacific
2 3 Grand Stands
3 3 ECD #2906
4 1 Hon
5
6
7
DESCRIPTION
Manager and staff offices per attached
drawings and specifications
Finish: tbd
Articulating keyboard arm with platform
and mousing surface
Finish: black
Task chair
Fabric: tbd
Four drawer vertical file
Finish: tbd
Delivery & Installation
• Sales Tax
TOTAL
SELL EACH SELL EXTEND
$ 9995.00
$ 185.00 $ 555.00
$ 299.00 $ 897.00
$ 275.00
$ 995.00
$ 1176.32
$ 13893.32
EXHIBIT "A"
Customer
Office Furniture Finders, Inc.
11922 Calle Trucksess
Qty
Item
FINISH SELECTIONS
Worksurface Lamin...
Edge Color
Case Color
Fabric
Under Door/Drawer
Pulls
1 ; SPECIAL (WL)
1 WT2436-GC-CHOICE
1 WBBF23L-CSP-CHOI...
2 WEP21-CHOICE
1 WM53-H-CHOICE
1 ' WCP244
1 SPECIAL(WL)
1 WO054W-CHOICE
1 WTB54W
1 CM
1 SPECIAL (WL)
furniture quotation
Sidemark
Senior Living
Description
Quote #
19835
Quoted By
PB
Manager
workLOGIC Choice Top 24D x 57W with Grommets Left & Right
workLOGIC Choice Top 24D x 36W with Grommet Center
workLOGIC Choice Box/Box/File Pedestal 23D with Lock & Crowned
Smoke Pulls
workLOGIC Choice End Panel 21-1/4"D (with Gusset)
workLOGIC Choice Half Modesty Panel - 53W
workLOGIC Connector Plates & Screws 3" x 3" (Set of 2)
WorkLOGIC Freestanding Lateral File, Three Drawer, 21"D X 36"W
•
with Locks & Crowned Smoke Pulls
workLOGIC Choice Open Overhead, 54W x 15H x 13D, Wall Mount
workLOGIC Tackboard for Wall Mount Overheads 54W x 20H
Set of 4 - 4" sections of J Channel for Cable/wire Management
Upcharge for all woodgrain finish
Subtotal
Staff Offices'
1 , WT2472-GLR-CHOICE I workLOGIC Choice Top 24D x 72W with Grommets Left & Right
1 WT2472-GC-CHOICE ; workLOGIC Choice Top 24D x 72W with Grommet Center
1 WT2472-GR-CHOICE workLOGIC Choice Top 24D x 72W with Grommet Right
1 WT2460-GLR-CHOICE workLOGIC Choice Top 24D x 60W with Grommets Left & Right
5 WEP21-CHOICE ' workLOGIC Choice End Panel 21-1/4"D (with Gusset)
2 WSL12-CHOICE workLOGIC Choice Support Leg 12" Deep
2 i WCP244 workLOGIC Connector Plates & Screws 3" x 3" (Set of 2)
2 WBBF23L-CSP-CH01... workLOGIC Choice Box/Box/File Pedestal 23D with Lock & Crowned
Smoke Pulls
2 W0048W-CHOICE workLOGIC Choice Open Overhead, 48W x 15H x 13D, Wall Mount
2 WTB480 workLOGICTackboard for Desk Mount Overheads 46W x 19H
1 WLFU30-CSP-CHOICE workLOGIC Choice Lateral File Two -Drawer, Underdesk 23D x 30W
with Lock & Crowned Smoke Pulls
1 l ActionWali Wall Starter, 65"H
1 ' ActionWall End (finished one end) 65H x 48W w/Laminate both
sides
2 Mounted Tackboard for Action Walls, 35H x 47W
AW65WALL
AWE6548-L2
MTB3547
OMNI Pacific
505 Raleigh Avenue
El Cajon, CA 92020
(619) 579-6664 tel
(619) 579-2705 fax
www.omnipacific.com
0.00'.
325.00
185.00
618.00
131.00
150.00
12:00i
1,842.50
339.00
183.00
12.00
374.00
318.00
312.00
312.00
275.00
131.00
100.00
12.00 -
618.00
315.00
166.00
834.00
90.20
Date
6/20/13
0.00
0.00
0.00
0.00
0.00
0.00
0.00
325.00
185.00
618.00
262.00
150.00
12.00
1,842.50
339.00
183.00 -
12.00
374.00
4,302.50
318.00
312.00
312.00
275.00
655.00
200.00
24.00
1,236.00
630.00
332.00
834.00
90.20
663.30 663.30
220.00 440.00
Page 1
0 M N
furniture quotation
Customer sidemark
Office Furniture Finders, Inc. ! Senior Living
11922 Cal le Trucksess
Quote # Quoted By
� 19835 ' PB
OMN|Padfc
505Rn|eghAvenue
BCaon,[A92020
(619)679^6664te|
(619)579Z705f:x
www.omoipacfccom
oeonpdon � Uu �
, U} | t«= | ---�------ � 1I0)'
� ^,^ ^" x"", ,� / chanmg hn{�b�/��a mbn�Aen��»� | _- -- �
� 2 [k4
1 �O
'
/
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6/2U/13
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---�----- �J0 241N
|�etof4 4"�ec�onsof][hanne|fnr[�b|e/�irambn�Aem�n1 ` ; �920} `
i ' --. .".'"." ..'�^�^.m=up � 69Z�U| . �
'wmdkUOG|C[hc�n^B�ok�a�e�uvvxounn�,��~v�.~.^ | � .
Shelves Lateral File, � 1�3Z�U 5,197�0
Work Logic / d�um�Pv�a�3m�drawer �o��
v�thLvcks>&Crmwne ' � 42510 425.00
�yVo/kLugicCommon Top for 3-30VVlateral Mna �111�U; �111�U |
Up�a0�fma|\wmu��in�� �771J� '
| � '
Subtotal
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18,073.50 `
�
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|
NOTE: CLEARANCE IS
NOT ADEQUATE FOR
ADA COMPLIANCE
36"
36"
24"
SWLF3D36
J
t7
m
o 4
2436-GC
4
u u
SWT2457-GLR
N
W0054W w/
WTB54W WM53-H ,
MANAGERS OFFICE
LO
6.0
ggas
OMNIO,
505 RALEIGH AVENUE
EL CAJON. CA 92020
619-579-6664 TEL
619-579-2705 FAX
PROJECT:
SENIOR LIVING. NATIONAL CITY
SIDE MARK:
MANAGER'S OFFICE
DEALER:
CONTACT:
OMNI PRODUCT LINE:
WORKLOGIC
OMNI DESIGNER:
NICOLE
SCALE:
3/8* = 1'-0'
DATE:
6/24/13
QUOTE NUMBER:
19835
REVISION
DATE
01
SHEET NUMB ER
0 Copyright 2009 OMNI Pacific. All Mess, designs. layouts and plans depleted by this drawing we the property of OMNI Pacific. These drawings were created. evolved and developed for use in connection with the specified project only and shall not be used or disclosed in any manner to any person. firm or
corporation for any purpose whatsoever wiNout ate express written consent of OMNI Pacific. Written dimensions on Vasa drawings shall have precedence war scaled dimensions. Dealer shall be responsible for the verification of all dimension and conditions on Ile job. and OMNI Pacific must be notified of
any as -bug vanafions horn me dimensions listed on these drawings. ----
—30• 30'
STAFF OFFICE
ir;TiONANIi)
505 RALEIGH AVENUE
EL CAJON, CA 92020
619-579-6664 TEL
619-579-2705 FAX i
PROJECT:
SENIOR LIVING- NATIONAL CITY
SIDE MARK:
STAFF OFFICE
DEALER:
CONTACT:
OMNI PRODUCT LINE:
WORKLOGIC
OMNI DESIGNER:
NICOLE
SCALE:
1!4' = 1' -0'
DATE:
6124/13
QUOTE NUMBER:
19835
REVISION DATE
02
J
i SHEET NUMBER
l %
C Copyright 2009 OMNI Pacific. NI Ideas, designs. layouts and plans depicted by tNs drawing are the property of OMNI Pacific. These drawings were created evolved and developed for use in connection with the specified project only and shall not be used or disclosed in any manner to any person. yarn or
Corporation for any purpose whatsoever without the express written consent of OMNI Pacific. Written dimensions en these drawings shall have precedence over scaled dimensions. Dealer shall be responsible tor the verification of all dimensions and conditions on the job. and OMNI Pacific must be notified of
env as -bull variations from the dimensions listed on these drawings. _
♦
Client#: 438429
SPECIOFF
ACORDr. CERTIFICATE OF LIABILITY INSURANCE
DATE(MM/DD/YYYY)
3/13/2014
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
USI Southern California SmCL
Lic # 0351162
21600 Oxnard Street, 8th Floor
Woodland Hills, CA 91367
CONTACT
Karina88-Se
PHONE
301 FAX
(A/C, No, Ext): 818-251-3013 (A/c, No )
nooRIEss: karina.sefilian@usi.biz
INSURER(S) AFFORDING COVERAGE
NAIL #
INSURERA: Golden Eagle Insurance Corporat
10836
INSURED
Patrick Shaw
DBA: Specialty Office Services
P.O. Box 308
Spring Valley, CA 91976
INSURER B
INSURER C :
INSURER D:
INSURER E
INSURER F :
•
•-'
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVEFOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
IADDL
TYPE OF INSURANCE ''INSR
SUBR
WVD
POLICY NUMBER
POLICY EFF
(MM/DDMIYY)
POLICY EXP
(MM/DD/YYYY)
LIMITS
A
GENERAL
LIABILITY
COMMERCIAL GENERAL
1 X
LIABILITY
OCCUR
CBP8776176
06/22/2013
06/22/2014
EACH OCCURRENCE
s2,000,000
X
DAMAGE TO RENTED
PREMISES (Ea occurrence)
S100,000
JCLAIMS -MADE
MED EXP (Any one person)
$ 5,000
PERSONAL&ADV INJURY
$2,000,000
GENERAL AGGREGATE
$4,000,000
GEN'L
AGGREGATE LIMIT APPLIES
POLICY FPRO-
PER:
PRODUCTS - COMP/OP AGG
$4,000,000
$
A
AUTOMOBILE
LIABILITY
ANY AUTO
ALL OWNED
AUTOS
HIRED AUTOS
x
X
SCHEDULED
AUTOS
NON -OWNED
AUTOS
BA8776276
06/22/2013
06/22/2014
(Ee a cideDneNGLE LIMIT
$1,OOD,000
BODILY INJURY (Per per son)
$
BODILY INJURY (Per accident)
$
X
PROPERTY DAMAGE
(Per accident)
$
UMBRELLA LIAB
EXCESS LIAB
O
OCCUR
CLAIMS -MADE
EACH OCCURRENCE
S
AGGREGATE
S
DED RETENTIONS
$
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY Y/ N
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
(Mandatory In NH)
If yes. describe under
DESCRIPTION OF OPERATIONS below
N / A
1
I WC STATU- OTH-
I TORY LIMITS F$.,..
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYEE
$
EL. DISEASE - POLICY LIMIT
$
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space s required)
The City of National City, its elected Officials, Officers, Agents and Employees are included as Additional
Insured(s) per attached form #GECG602 (01/11). Additional Insured applies to Automobile Liability per
attached form #GECA701 (01/07). Replaces Certficate Dated: 1/29/14.
ATE HOLDER
CANCELLATION
The City of National City
Attn: Finance Dept. Purchasing
2143 National City Blvd
National City, CA 91950
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
ACORD 25 (2010/05) 1 of 1
#S11815094/M11089472
1988-2010 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
SZKJA
This page has been left blank intentionally:
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
COMMERCIAL LIABILITY GOLD ENDORSEMENT
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SECTION I —COVERAGES
COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY
2. Excknions
Item 2.g. 2) Is replaced with the following:
2.g. 2) A watercraft you do not own that is:
a) less than 50 feet tong; and
b) Not being used to carry persons or property for 8 charge.
Item 2.g. 6) Is added:
6) An aircraft in which you have no ownership interest and that you have chartered with crew.
The last paragraph of 2. Exclusions is replaced with the following:
Exclusions a through n. do not apply to damage by fire, explosion, sprinkler leakage, or lightning to premises
while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under
a written agreement with the owner. A separate limit of insurance applies to this coverage as described In
Section NI — Units of Insurance.
SECTION 1— COVERAGES
COVERAGE C. MEDICAL PAYMENTS
If Medical Payments Coverage is provided under this policy, the following Is changed:
3. Limits
The medical expense limit provided by this poky shall be the greater of
a. S10,000; or
b. The amount shown In the declarations.
Coverage C. Medical Payments is primary and not contntuting with any other insurance, even if that other
Insurance is also primary.
The following Is added:
COVERAGE D. PRODUCT RECALL NOTIFICATION EXPENSES
Insuring Agreement
We will pay 'product recall notification expenses' incurred by you for the withdrawal of your products, provided
that:
a. Such withdrawal Is required because of a determination by you during the policy period, that the use or
consumption of your products could resuf In 'bodily injury' or 'properly damage; and
b. The 'product recall notification expenses ere incurred and reported to us during the policy period.
The most we will pay for 'product recall notification expenses' during the policy period is S100,000.
SUPPLEMENTARY PAYMENTS — COVERAGES A AND B
Item b. and d. are replaced with:
b. The cost of tail bonds required because of accidents or traffic law violations arising out of the use of any
vehicle to which the Bodily Injury Uabilty Coverage apples. We do not have to furnish these bonds.
d. All reasonable expenses incurred by the insured at our request to assist us in the Investigation or defense
of the claim or 'sue including actual loss of earnings up to $500 a day because of time off from work.
Includes copyrighted material or Insurance Services Offices Inc., wah Ito penrdtsbn.
GECG 602 {01111) Page 1 of 4
SECTION II —WHO IS AN INSURED
item 4.1s replaced with:
4. Any subsidiaries. companies, corporations. firms, or organizations you acquire or form during the policy
period over which you maintain a controlling Interest of greater than 5016 of the stock or assets, will quagfy as
a Named Insured 11:
a) you have the responsibility of placing insurance for such entity; and
b) coverage for the entity Is not otherwise more specifically provided; and
c) the entity Is incorporated or organized under the laws of the United States of America.
However, coverage under this provision does not apply to *bodily injury or "property damage' that occurred
before you acquired or formed the entity, or personal Injury" or "advertising Injury" arising out of an offense
committed before you acquired or formed the entity.
Coverage under this provision is afforded only until the end 01 the policy period, or the twelve (12) month
anniversary of the policy Inception date whichever Is earlier.
SECTION 111— LIMITS OF INSURANCE
Paragraph 2 is amended to Include:
The General Aggregate Limit of Insurance applies separately to each 'location" owned by you, rented to you, or
occupied by you with the permission of the owner.
Paragraph 8. Is replaced with the following:
6. Subject to 5. above, the Fire Damage Limit is the most we will pay under Coverage A for damages because of
'property damage" to premises while rented to you, temporarily occupied by you with permission of the owner,
or managed by you under a written agreement with the owner, arising out of any one fire, explosion or
sprinkler leakage incident.
The Fire Damage Limit provided by this policy shall be the greater of:
a. $500,000; or
b. The amount shown in the Declarations.
SECTION IV— COMMERCIAL GENERAL UABIUTY CONDITIONS
Item 2. a. is replaced with:
2. Duties In The Event of Occurrence, Offense, Claim or Suit
a. You must promptly notify us. Your duty to promptly notify us Is effective when any of your executrre
officers, partners, members, or legal representatives Is aware of the bcxurrenoe", offense, claim, a 'suIr.
Knowledge of an 'occurrence', offense. claim or 'suit" by other employee(s) does not Imply you also have
such knowledge. To the extent possible, notice to us should Include:
1) How, when and where the 'occurrence or offense took place;
2) The names and addresses of any injured persons and witnesses; and
3) The nature and location of any injury or damage arising out of the 'occurrence', offense, Balm or
'suit.
Item 4. b. 1) b) is replaced with:
b. Excess Insurance
1) b) That Is Fire, Explosion or Sprinkler Leakage Insurance for premises while rented to you,
temporarily occupied by you with permission of the owner, or managed by you under a written
agreement with the owner, or
Item 6. is amended to include:
6. Representations
d. If you unintentionally fall to disclose any hazards existing et the Inception date of your policy, we will not
deny coverage under this Coverage Part because of such failure. However, this provision does not affect
our right to collect additional premium or exercise our right of cancellation or non -renewal.
Includes eopynghred material or lemma) services Onlces Inc., with ib pemrkslon.
GECG 602 (01/11) Page 2 of 4
item 8. is replaced with:
8 Transfer of Rights Of Recovery Against Ot hers To Us
a. If the Insured has rights to recover at or part of any payment we have made under this Coverage Part,
those rights are transferred to us. The insured must do nothing after loss to impair them. At our request,
the Insured wilt bring suit or transfer those rights to us and help us enforce them.
b. if required by a written 'insured contract', we waive any right o< recovery we may have against any
person or organization because of payments we make for Injury or damage arising out of your on
operations or 'your work" done under that written 'insured contrail' for that person or organization and nd
included in the 'products -completed operations hazard'.
Item 10. and Item 11. are added:
10. Cancellation Condition
If we cancel this policy for any reason other than nonpayment of premium we wilt mail or deliver whiten notice
of cancellation to the first Named Insured at least 60 days prior b the effective date of cancellation.
11. Liberalization
if we adopt a change in our forms or rules which would broaden your coverage without an extra charge, the
broader coverage will apply to this policy. This extension is effective upon the approval of Such broader
coverage in your state.
SECTION V — DEFINITIONS
The following definitions are added or changed:
9. "Insured contract'
a. Is changed to:
a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that
indemnifies any person or organization for damage by fire, explosion or sprinkler leakage to premises
while rented to you, or temporarily occupied by you with permission of the owner, or managed by you
under a written agreement with the owner is not an 'Insured oontracr.
23 and 24 are added:
23. "Location" means premises involving the same or connecting lots, or premises whose connection Is
interrupted only by a street, roadway, waterway or right-of-way of a railroad.
24. 'Product recall notification expenses' means the reasonable additional expenses (including, but not limited to,
cost of correspondence, newspaper and magazine advertising, radio or television announcements and
transportation cost), necessarily incurred in arranging for the return of products, but excluding Costs of the
replacement products and the cash value of the damaged products.
The following Provisions are also added to this Coverage Part
A. ADDI11ONAL INSUREDS — BY CONTRACT, AGREEMENT OR PERMIT
1. Paragraph 2. under SECTION II — WHO IS AN INSURED Is amended to include as an Insured any
person or organization when you and such person or organization have agreed In writing in a contract,
agreement or permit that such person or organization be added as an additional Insured on your policy to
provide Insurance such as is afforded under this Coverage Part. Such person or organization is not
entitled to any notices that we are required to send to the Named Insured and Is an additional insured
only with respect to liability arising out of:
a. Your ongoing operations performed for that person or organization; or
b. Premises or facilities owned or used by you.
With respect to provision 1.a. above, a person's or organization's status as an insured under this
endorsement ends when your operations for that person or organization are completed.
With respect to provision 1.b. above, a person's or organization's status as an insured under this
endorsement ends when their contract or agreement with you for such premises or facilities ends.
Includes copyrighled materiel or Insurance Ser Ices ormces Inc.. with Its permission.
GECG 602 (01/11) Page 3 of 4
2. This endorsement provision A. does not apply:
a. Unless the written contract or agreement has been executed, or permit has been Issued. prior to the
'bodily injury', 'property damage' or "personal and advertising injury";
b. To 'bodily injury" or'property damage' occurring after:
(1) AN work, including materials, parts or equipment furnished in connection with such work, in the
project (other than service, maintenance or repairs) to be performed by or on behatt of the
additional insured(s) at the site of the covered operatbns has been completed; or
(2) That portion of 'your wort' out of which the injury or damage arises has been put to Its intended
use by any person or organization other than another contractor or subcontractor engaged in
performing operations for a principal as a part of the same project;
c. To the rendering of or failure to render any professional services including, but not limited to, any
professional architectural, engineering or surveying services such as:
(1) The preparing, approving, or falNng to prepare or approve, maps, shop drawings, opinions,
reports, surveys, field orders, change orders or drawings and specifications; and
(2) Supervisory, inspection, architectural or engineering actMties;
d. To 'bodily injury", 'property damage" or 'personal and advertising Injury' arising out of any act, error
or omission that results from the additional insured's sole negligence or wrongdoing;
e. To any person or organization Included as an insured under provision B. of this endorsement;
I. To any person or organization specifically designated an additional insured for ongoing operations by
a separate ADDITIONAL INSURED — OWNERS, LESSEES OR CONTRACTORS endorsement
Issued by us and made 8 part of this policy.
8. ADDITIONAL INSURED - VENDORS
Paragraph 2. under SECTION tt — WHO IS AN INSURED is amended to include as an Insured any person or
organization (referred to below as 'vendor') with whom you agreed, in a written contract or agreement to
provide Insurance such as is afforded under this policy, but only with respect to "bodily Injury' or "property
damage" arising out of 'your products' which are distributed or sold in the regular course of the vendor's
business, subject to the following additional exclusions:
1. The insurance afforded the vendor does not apply to:
a. "Bodily injury' or 'property damage' for which the vendor is obligated to pay damages by reason of
the assumption of liability in a contract or agreement. This exclusion does not apply to IlabiNty for
damages that the vendor would have in the absence of the contract or agreement;
b. My express warranty unauthorized by you;
c. Any physical or chemical change in the product made Intentionally by the vendor;
d. Repackaging, unless unpacked solely for the purpose of inspection. demonstration, testing, or
substitution of parts under Instructions from the manufacturer, and then repackaged in the original
container;
e. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to
make or normally undertakes to make In the course of business, In oonnecttion with the distribution or
sale of the products;
f, Demonstration, installation, servicing or repair operations, except such operations performed at the
vendor's premises In connection with the sale of the product;
Products which, after distribution or sale by you, have been labeled or relabeled or used as a
container, part or ingredient of any other thing or substance by or for the vendor, or
h. To "bodily injuy or 'property damage" arising out of any act, error or omission that results from the
additional insured's sole negligence or wrongdoing.
2. This insurance does not apply to any insured person or organization, from whom you have acquired such
products, or any ingredient, part or container, entering into, accompanying or containing such products.
Includes copyrighted materiel of insurance Services Offices Inc., with ils permieaion.
DECO 602 (01l11) Page 4 of 4
COMMERCIAL AUTO GOLD ENDORSEMENT
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
SECTION 11- LIABILITY COVERAGE
A. COVERAGE
1. WHO IS AN INSURED
The following is added:
d. Any organization, other than a partnership or joint venture, over which you maintain ownership or
a majority interest on the effective date of this Coverage Form, if there is no similar insurance
available to that organization.
e. Any organization you newly acquire or form other than a partnership or joint venture, and over
which you maintain ownership of a majority interest. However, coverage under this provision
does not apply:
(1) If there is similar insurance or a self -Insured retention plan available to that organization; or
(2) To "bodily injury" or "property damage" that occurred before you acquired or formed the
organization.
f. Any volunteer or employee of yours while using a covered "auto" you do not own, hire or borrow
in your business or your personal affairs. Insurance provided by this endorsement is excess over
any other insurance available to any volunteer or employee.
g. Any person, organization, trustee, estate or govemmental entity with respect to the operation,
maintenance or use of a covered "auto" by an insured, if:
(1) You are obligated to add that person, organization, trustee, estate or govemmental entity as
an additional insured to this policy by:
(a) an expressed provision of an "insured contract", or written agreement; or
(b) an expressed condition of a written permit issued to you by a govemmental or
public authority.
(2) The "bodily Injury" or "property damage" is caused by an "accident' which takes place after:
(a) You executed the "insured contract" or written agreement; or
(b) the permit has been issued to you.
GECA 701 (01/07)
Includes copyrighted material of Insurance Services Offices, Inc. with its permission Page 1 of 4
2. COVERAGE EXTENSIONS
a. Supplementary Payments.
Subparagraphs (2) and (4) are amended as follows:
(2) Up to $2500 for cost of bail bonds (including bonds for related traffic law violations) required
because of an "accident" we cover. We do not have to fumish these bonds.
(4) All reasonable expenses incurred by the "Insured" at our request, including actual loss of eaming
up to $500 a day because of time off from work.
SECTION III - PHYSICAL DAMAGE COVERAGE
A. COVERAGE
The following is added:
5. Hired Auto Physical Damage
a. My "auto" you lease, hire, rent or borrow from someone other than your employees or partners
or members of their household is a covered "auto" for each of your physical damage coverages.
b. The most we will pay for "loss" in any one "accident" is the smallest of:
(1) $50,000
(2) The actual cash value of the damaged or stolen property as of the time of the "loss'; or
(3) The cost of repairing or replacing the damaged or stolen property with other property of like
kind and quality.
If you are liable for the "accident", we will also pay up to $500 per "accident" for the actual loss of
use to the owner of the covered "auto".
c. Our obligation to pay for, repair, retum or replace damaged or stolen property will be reduced by
an amount that is equal to the amount of the largest deductible shown for any owned "auto" for
that coverage. However, any Comprehensive Coverage deductible shown in the Declarations
does not apply to "loss" caused by fire or lightning.
d. For this coverage, the insurance provided is primary for any covered "auto" you hire without a
driver and excess over any other collectible insurance for any covered "auto" that you hire with a
driver.
6. Rental Reimbursement Coverage
We will pay up to $75 per day for up to 30 days, for rental reimbursement expenses incurred by you
for the rental of an "auto" because of "loss" to a covered "auto". Rental Reimbursement will be
based on the rental of a comparable vehicle, which in many cases may be substantially less than $75
per day, and will only be allowed for a period of time it should take to repair or replace the vehicle
with reasonable speed and similar quality, up to a maximum of 30 days. We will also pay up to $500
for reasonable and necessary expenses incurred by you to remove and replace your materials and
equipment from the covered "auto".
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If "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay
under this coverage only that amount of your rental reimbursement expenses which is not
already provided under paragraph 4. Coverage Extension.
7. Lease Gap Coverage
If a Tong -term leased "auto" is a covered "auto" and the lessor is named as an Additional Insured -
Lessor, In the event of a total loss, we will pay your additional legal obligation to the lessor for any
difference between the actual cash value of the "auto" at the time of the loss and the "outstanding
balance" of the lease.
"Outstanding balance" means the amount you owe on the lease at the time of loss less any amounts
representing taxes; overdue payments; penalties, interest or charges resulting from overdue
payments; additional mileage charges; excess wear and tear charges; and lease termination fees.
B. EXCLUSIONS
The following is added to Paragraph 3
The exclusion for "loss" caused by or resulting from mechanical or electrical breakdown does not
apply to the accidental discharge of an airbag.
Paragraph 4 is replaced with the following:
4. We will not pay for "loss" to any of the following:
a. Tapes, records, disks or other similar audio, visual or data electronic devices designed for use with
audio, visual or data electronic equipment.
b. Equipment designed or used for the detection or location of radar.
c. Any electronic equipment that receives or transmits audio, visual or data signals.
Exclusion 4.c does not apply to:
(1) Electronic equipment that receives or transmits audio, visual or data signals, whether or not
designed solely for the reproduction of sound, if the equipment is permanently installed in the
covered "auto" at the time of the "loss" and such equipment is designed to be solely operated by
use of the power from the "auto's" electrical system, in or upon the covered "auto"; or
(2) Any other electronic equipment that is:
(a) Necessary for the normal operation of the covered "auto" or the monitoring of the
covered "auto's"operating system; or
(b) An integral part of the same unit housing any sound reproducing equipment described in (1)
above and permanently installed in the opening of the dash or console of the covered "auto"
normally used by the manufacturer for installation of a radio.
D. DEDUCTIBLE
The following is added: No deductible applies to glass damage if the glass is repaired rather than
replaced.
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SECTION IV. BUSINESS AUTO CONDITIONS
A. LOSS CONDITIONS
Item 2.a. and b. are replaced with:
2. Duties In The Event of Accident, Claim, Suit, or Loss
a. You must promptly notify us. Your duty to promptly notify us is effective when any of your
executive officers, partners, members, or legal representatives is aware of the accident, claim,
"suit", or loss. Knowledge of an accident, claim, "suit', or Toss, by other employee(s) does not
imply you also have such knowledge.
b. To the extent possible, notice to us should include:
(1) How, when and where the accident or loss took place;
(2) The names and addresses of any injured persons and witnesses; and
(3) The nature and location of any injury or damage arising out of the accident or loss.
The following is added to 5.
We waive any right of recovery we may have against any additional insured under Coverage A. 1.
Who Is An Insured g., but only as respects loss arising out of the operation, maintenance or use of
a covered "auto" pursuant to the provisions of the "insured contract", written agreement, or permit.
B. GENERAL CONDITIONS
9. is added
9. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS
Your unintentional failure to disclose any hazards existing at the effective date of your policy will not
prejudice the coverage afforded. However, we have the right to collect additional premium for any
such hazard.
COMMON POLICY CONDITIONS
2.b. is replaced by the following:
b. 60 days before the effective date of cancellation if we cancel for any other reason.
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CITY OF NATIONAL CITY
Office of the City Clerk
1243 National City Blvd., National City, California 91950
619-336-4228 phone / 619-336-4229 fax
Michael R. Dalla, CMC - City Clerk
OFFICE FURNITURE FINDERS, INC.
Office Furniture for Nutrition Center
Administrative Offices
Ingrid Slettengren (Nutrition Center) Forwarded Copy
of Agreement to Office Furniture Finders