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21-188.00 Absco: City Hall Lobby Security Camera Refresh Contract No. 21-188.00 CONSTRUCTION AGREEMENT Absco Solutions THIS CONSTRUCTION AGREEMENT(the "Agreement") is made by and between the City of Spokane Valley, a code City of the State of Washington ("City") and Absco Solutions, ("Contractor") jointly referred to as the"Parties". IN CONSIDERATION of the terms and conditions contained herein the Parties agree as follows: 1.Work to Be Performed. Contractor shall do all work and furnish all labor,supervision,tools,materials, supplies, and equipment and other items necessary for the construction and completion of the City Hall Lobby Security Camera Refresh Project(the"Work") in accordance with documents described in Exhibit Aand in accordance with this Agreement(which are by this reference incorporated herein and made part ,t;p, hereof and referred to as the "Contract Documents"), and shall perform any changes in the work in t" 1-4011 accordance with the Contract Documents. The terms and provisions in this Agreement shall control over fir" any r any inconsistent or incompatible terms in any other Contract Document. Contractor shall,for the amount set forth in paragraph 4,below,assume and be responsible for the cost and expense of all work required for constructing and completing the Work and related activities to the City's satisfaction, provided for in the Contract Documents, within the time limits prescribed in the Contract Documents. The City Manager or designee shall administer and be the primary contact for Contractor. Upon notice from City,Contractor shall promptly commence work,complete the same in a timely manner,and cure any failure in performance under this Agreement. Unless otherwise directed by City, all work shall be performed in conformance with the Contract Documents, and all City, state, and federal standards, codes, ordinances, regulations, and laws as now existing or as may be adopted or amended. 2. Time for Performance. Contractor shall commence the Work within 10 days of receipt of a notice to proceed and shall complete the Work within the times specified in the Contract Documents, as may be extended in accordance with this Agreement and the Contract Documents. 3. Liquidated Damages. Time is of the essence for this Agreement. Delays cause inconvenience to the residents of City and cost taxpayers undue sums of money, adding time needed for administration, engineering, inspection, and supervision. It is impractical for City to calculate the actual cost of delays. Accordingly, Contractor agrees to pay liquidated damages for failure to achieve Substantial Completion(as defined in the Contract Documents)which shall be in the amount of$300per day. These liquidated damages are not a penalty, but are fixed and agreed upon by and between Contractor and City because of the impracticability and difficulty of fixing and ascertaining the actual damages that City would sustain in the event that the Work is not completed in accordance with the Contract Documents. Liquidated damages may be retained by City and deducted from payments otherwise due to the Contractor. 4. Compensation. In consideration of Contractor performing the Work, City agrees to pay Contractor in accordance with the Contract Documents the sum of$9,857.00,plus Washington State Sales Tax of$877.28 Construction Agreement Page 1 of 9 (if applicable),for a total of$10,734.28,based on the bid submitted by Contractor(Exhibit A),and as may be adjusted in accordance with the Contract Documents. 5.Payment. Contractor may elect to be paid in monthly installments,upon presentation of an application for payment in a form satisfactory to City. Applications for payment shall be sent to the City Finance Department at the address stated in paragraph 6. Pursuant to chapter 60.28 RCW,five percent of the compensation due Contractor shall be retained by City. City reserves the right to withhold payment under this Agreement for that portion of the work(if any)which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Contract Documents,City standards,City Code,state standards,or federal standards. 6.Notice. Notice other than applications for payment shall be given in writing as follows: TO THE CITY: TO THE CONTRACTOR: Name: Christine Bainbridge,City Clerk Name: Barbara Derkacht Phone: (509)720-5000 Phone: 425-771-1166 ext 105 Address: 10210 East Sprague Avenue Address: 19023 36th Ave W. Suite E Spokane Valley,WA 99206 Lynnwood, WA 98036 7.Applicable Laws and Standards. The Parties,in the performance of this Agreement,agree to comply with all applicable federal,state,and local laws,codes,and regulations. 8. Certification Regarding Debarment, Suspension, and Other Responsibility Matters — Primary Covered Transactions. A. By executing this Agreement, the Consultant certifies to the best of its knowledge and belief, that it and its principals: 1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; 2. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records,making false statements,or receiving stolen property; 3. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph(A)(2)of this certification;and 4. Have not within a three-year period preceding this application/proposal had one or more public transactions(federal,state,or local)terminated for cause or default. B. Where the prospective primary participant is unable to certify to any of the statements in this certification,such prospective participant shall attach an explanation to this Agreement. 9. Prevailing Wages on Public Works. Contractor,any subcontractor,or other person doing work under Construction Agreement Page 2 of 9 this Agreement, shall comply with the requirements of chapter 39.12 RCW, and shall pay each employee an amount not less than the Prevailing Rate of Wage, as specified by the Industrial Statistician of the Washington State Department of Labor and Industries ("L&I"). If employing labor in a class not shown, Contractor shall request a determination of the correct wage rate for the class and locality from the Industrial Statistician. Contractor shall provide a copy of any such determinations to City. Before commencing, during, and upon completion of the work, Contractor shall file all forms and pay all fees required by L&I and shall indemnify and hold City harmless from any claims related to its failure to comply with chapter 39.12 RCW. The following information is provided pursuant to RCW 39.12.030: A. State of Washington prevailing wage rates applicable to this public works project,published by L&I, are located at the L&I website address: https://fortress.wa.gov/lni/wagelookup/prvWagelookup.aspx B.This Project is located in Spokane County. C.The effective prevailing wage date is the same date as the bid due date as referenced in the original request for bids and as may be revised by addenda. A copy of the applicable prevailing wage rates is also available for viewing at the City Community&Public Works Department located at 10210 East Sprague Avenue, Spokane Valley, WA 99206. Upon request, City will mail a hard copy of the applicable prevailing wages for this project. 10. Relationship of the Parties. It is understood and agreed that Contractor shall be an independent contractor and not the agent or employee of City,that City is interested only in the results to be achieved, and that the right to control the particular manner,method,and means in which the services are performed is solely within the discretion of Contractor. Any and all employees who provide services to City under this Agreement shall be deemed employees solely of Contractor. Contractor shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 11. Ownership of Documents. All drawings,plans,specifications, and other related documents prepared by Contractor under this Agreement are and shall be the property of City,and may be subject to disclosure pursuant to chapter 42.56 RCW,or other applicable public record laws. 12.Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of Contractor's records with respect to all matters covered in this Agreement. Such representatives shall be permitted to audit, examine, make excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, and record of matters covered by this Agreement for a period of three years from the date final payment is made hereunder. 13. Warranty. Unless provided otherwise in the Contract Documents, Contractor warrants that all Work and materials performed or installed under this Agreement are free from defect or failure for a period of one year following final acceptance by City,unless a supplier or manufacturer has a warranty for a greater period, which warranty shall be assigned or transferred to City. In the event a defect or failure occurs in work or materials, Contractor shall, within the warranty period,remedy the same at no cost or expense to City. This warranty provision shall not be construed to establish a period of limitation with respect to Contractor's other obligations under this Agreement. Construction Agreement Page 3 of 9 14.Contractor to Be Licensed and Bonded. Contractor shall be duly licensed,registered,and bonded by the State of Washington at all times this Agreement is in effect. 15. Alternatively, Contractor may elect to have the City retain 10% of the Agreement amount in lieu of providing the City with a payment bond and a performance bond,pursuant to RCW 39.08.010(3). 16. Insurance. Contractor shall procure and maintain insurance, as required in this Section, without interruption from commencement of the Contractor's work through the term of the Contract and for 30 days after the physical completion date,unless otherwise indicated herein. A.Minimum Scope of Insurance. Contractor shall obtain insurance of the types described below: 1. Automobile liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be at least as broad as Insurance Services Office(ISO)form CA 00 01. 2.Commercial general liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop gap liability, independent contractors, products-completed operations for a period of three years following substantial completion of the work for the benefit of the City, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide a per project general aggregate limit, using ISO form CG 25 03 05 09 or an endorsement providing at least as broad coverage. There shall be no exclusion for liability arising from explosion, collapse or underground property damage. The City shall be named as an additional insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured endorsement CG 20 10 10 01 and Additional Insured-Completed Operations endorsement CG 20 37 10 01 or substitute endorsements providing at least as broad coverage. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. B.Minimum Amounts of Insurance. Contractor shall maintain the following insurance limits: 1. Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of no less than$1,000,000 per accident. 2. Commercial general liability insurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate,and no less than a$2,000,000 products-completed operations aggregate limit. C. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions for automobile liability and commercial general liability insurance: 1. Contractor's insurance coverage shall be primary insurance with respect to City. Any insurance, self-insurance, or insurance pool coverage maintained by City shall be excess Construction Agreement Page 4 of 9 of Contractor's insurance and shall not contribute with it. 2.Contractor shall fax or send electronically in.pdf format a copy of insurer's cancellation notice within two business days of receipt by Contractor. 3. If Contractor maintains higher insurance limits than the minimums shown above, City shall be insured for the full available limits of commercial general and excess or umbrella liability maintained by Contractor, irrespective of whether such limits maintained by Contractor are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by Contractor. 4.Failure on the part of Contractor to maintain the insurance as required shall constitute a material breach of this Agreement, upon which the City may, after giving at least five business days' notice to Contractor to correct the breach, immediately terminate the Agreement, or at its sole discretion, procure or renew insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to City on demand, or at the sole discretion of the City,offset against funds due Contractor from the City. D.No Limitation. The Contractor's maintenance of insurance,its scope of coverage,and limits as required herein shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. E.Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.Best rating of not less than A:VII. F. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Contractor shall furnish acceptable insurance certificates to City at the time Contractor returns the signed Agreement,which shall be Exhibit D. The certificate shall specify all of the parties who are additional insureds, and shall include applicable policy endorsements, and the deduction or retention level. Insuring companies or entities are subject to City acceptance. If requested, complete copies of insurance policies shall be provided to City. Contractor shall be financially responsible for all pertinent deductibles,self-insured retentions,and/or self-insurance. G. Failure to Maintain Insurance. Failure on the part of the Contractor to maintain the insurance as required shall constitute a material breach of contract,upon which the City may,after giving as least five business days' notice to Contractor to correct the breach, immediately terminate the Agreement or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith,with any sums so expended to be repaid to the City on demand,or at the sole discretion of the City,offset against funds due Contractor from the City. H. Subcontractor Insurance. Contractor shall cause each and every subcontractor to provide insurance coverage that complies with all applicable requirements of Contractor-provided insurance as set forth herein, except Contractor shall have sole responsibility for determining the limits of coverage required to be obtained by subcontractors. Contractor shall ensure that the City is an additional insured on each subcontractor's Commercial General liability insurance policy using an endorsement as least as broad as ISO CG 20 10 10 01 for ongoing operations and CG 20 37 10 01 for completed operations. Construction Agreement Page 5 of 9 17. Indemnification and Hold Harmless. Contractor shall defend, indemnify and hold the City, its officers,officials,employees and volunteers harmless from any and all claims,injuries,damages, losses or suits including attorney fees,arising out of or in connection with the performance of this Agreement,except for injuries and damages caused by the sole negligence of the City. However, should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115,then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, its officers, officials, employees, and volunteers,the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractor's waiver of immunity under Industrial Insurance,Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 18.Waiver. No officer,employee,agent,or other individual acting on behalf of either party has the power, right,or authority to waive any of the conditions or provisions of this Agreement. No waiver in one instance shall be held to be waiver of any other subsequent breach or nonperformance. All remedies afforded in this Agreement or by law shall be taken and construed as cumulative and in addition to every other remedy provided herein or by law. Failure of either party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other party of any provision hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any part thereof. 19. Assignment and Delegation. Neither party shall assign, transfer, or delegate any or all of the responsibilities of this Agreement or the benefits received hereunder without first obtaining the written consent of the other party. 20. Confidentiality. Contractor may, from time-to-time, receive information which is deemed by City to be confidential. Contractor shall not disclose such information without the prior express written consent of City or upon order of a Court of competent jurisdiction. 21. Disputes. All disputes arising under or related to this Agreement that cannot be resolved through informal discussion and negotiations shall be resolved by litigation filed in the Superior Court of the State of Washington for Spokane County,unless otherwise required by applicable federal or state law. 22. Subcontractor Responsibility. As required by RCW 39.06.020,Contractor shall verify responsibility criteria for each first tier subcontractor and its subcontractors of any tier that hires other subcontractors shall verify responsibility criteria for each of its subcontractors. Verification shall include that each subcontractor, at the time of subcontract execution, meets the responsibility criteria listed in RCW 39.04.350(1) and possesses an electrical contractor license, if required by chapter 19.28 RCW, or an elevator contractor license if required by chapter 70.87 RCW. This verification requirement shall be included in every subcontract of every tier. 23. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Venue shall be in Spokane County, State of Washington. 24.Entire Agreement. This Agreement constitutes the entire and complete agreement between the parties and supercedes any prior oral or written agreements. This Agreement may not be changed, modified, or altered except in writing signed by the Parties. Construction Agreement Page 6 of 9 25.Anti-kickback. No officer or employee of City,having the power or duty to perform an official act or action related to this Agreement, shall have or acquire any interest in this Agreement, or have solicited, accepted,or granted a present or future gift,favor,service,or other thing of value from any person with an interest in this Agreement. 26.Assurance of Compliance with Applicable Federal Law. During the performance of this Agreement, the Contractor,for itself,its assignees,and successors in interest agrees as follows: A. Compliance with Regulations: Contractor shall comply with the federal laws set forth in subsection G of this Section 26 ("Pertinent Non-Discrimination Authorities") relative to non- discrimination in federally-assisted programs of the U.S. Department of Transportation, Washington State Department of Transportation(WSDOT), as they may be amended from time- to-time,which are herein incorporated by reference and made a part of this Agreement. B. Non-discrimination: Contractor, with regard to the work performed by it during this Agreement, shall not discriminate on the grounds of race,color,or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. Contractor shall not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations,including employment practices when the contract covers any activity,project, or program set forth in Appendix B of 49 CFR Part 21. C.Solicitations for Subcontracts,Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by Contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier shall be notified by Contractor of Contractor's obligations under this Agreement and the Acts and the Regulations relative to non-discrimination on the grounds of race,color,or national origin. D. Information and Reports:Contractor shall provide all information and reports required by the Acts,the Regulations, and directives issued pursuant thereto, and shall permit access to its books, records,accounts,other sources of information,and its facilities as may be determined by the City or the WSDOT to be pertinent to ascertain compliance with such Acts,regulations,and instructions. Where any information required of Contractor is in the exclusive possession of another who fails or refuses to furnish the information, Contractor shall so certify to the City or the WSDOT, as appropriate,and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance: In the event of a Contractor's noncompliance with the non-discrimination provisions of this Agreement,the City will impose such contract sanctions as it or the WSDOT may determine to be appropriate,including,but not limited to: 1. withholding payments to Contractor under the Agreement until Contractor complies; and/or 2.cancelling,terminating,or suspending the Agreement,in whole or in part. F.Incorporation of Provisions:Contractor shall include the provisions of paragraphs one through six of this Section 26 in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, regulations and directives issued pursuant thereto. Contractor shall take action with respect to any subcontract or procurement as the City or the WSDOT may direct as a means of enforcing such provisions, including sanctions for Construction Agreement Page 7 of 9 noncompliance. Provided,that if Contractor becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such direction,Contractor may request that the City enter into any litigation to protect the interests of the City. In addition,Contractor may request the United States to enter into the litigation to protect the interests of the United States. G. Pertinent Non-Discrimination Authorities: During the performance of this Agreement, the Contractor agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Title VI of the Civil Rights Act of 1964(42 U.S.C. §2000d et seq.,78 stat.252),(prohibits discrimination on the basis of race,color,national origin);and 49 CFR Part 21; The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. §4601),(prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); Federal-Aid Highway Act of 1973,(23 U.S.C. §324 et seq.), (prohibits discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. §794 et seq.), as amended, (prohibits discrimination on the basis of disability);and 49 CFR Part 27; The Age Discrimination Act of 1975, as amended, (42 U.S.C. §6101 et seq.), (prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982, (49 USC §471, Section 47123), as amended,(prohibits discrimination based on race,creed,color,national origin,or sex); The Civil Rights Restoration Act of 1987,(PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964,The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973,by expanding the definition of the terms"programs or activities"to include all of the programs or activities of the Federal- aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems,places of public accommodation,and certain testing entities(42 U.S.C. §§12131- 12189)as implemented by Department of Transportation regulations at 49 C.F.R.parts 37 and 38; The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. §47123) (prohibits discrimination on the basis of race,color,national origin,and sex); Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures Non-discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; Construction Agreement Page 8 of 9 Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency(LEP). To ensure compliance with Title VI,you must take reasonable steps to ensure that LEP persons have meaningful access to your programs(70 Fed.Reg. at 74087 to 74100);and Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities(20 U.S.C. §1681 et seq.). 27. Business Registration. Prior to commencement of Work under this Agreement, Contractor shall register with the City as a business if it has not already done so. 28. Severability. If any section,sentence,clause,or phrase of this Agreement should be held to be invalid for any reason by a court of competent jurisdiction,such invalidity shall not affect the validity of any other section,sentence,clause, or phrase of this Agreement. 29. Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Work/Cost Statement/Equipment Schedule B. Insurance Endorsements The Parties have executed this Agreement this 2nd day of December ,20 21 CITY OF SPOKANE VALLEY: Contractor: rot- ark Calhoun,City Manager By: Sheila Millman, Director of Administration Its: Authorized Representative APPROVED AS TO FORM: Office o City ey Construction Agreement Page 9 of 9 ekw3 )T A Page 1 of 5 Proposal 23232-1 4 Absco Solutions INTEGRATION THAT EMPOWER.AND PROTECT. Absco Solutions Building#S-6,Suite D Spokane Valley,WA 99216 Phone 509-321-1190 City of Spokane Valley Fax 425-771-4422 Project Proposal for Web:www.abscosolutions.com City of Spokane Valley - City Hall Cameras City Hall Camera Improvements Prepared for Chad Knodel Phone: 509-720-5055 Prepared By: Chad Smith September 24, 2021 September 24, 2021 City of Spokane Valley Page 2 of Proposal 23232-1 This document is intended to describe the Scope of Work proposed to City of Spokane Valley by Absco Solutions. The information set forth below is intended to be a framework for discussion around project work efforts and is subject to change. it is anticipated that project requirements will be mutually defined and/or detailed written specifications finalized if the proposed Scope of Work is approved. Project schedules and cost estimates contained herein are based upon information provided to date and are subject to change. This proposal and supporting information including solution information provided by Absco Solutions is intended only for the named recipient(s) and contains information that is privileged or exempt from disclosure under applicable law. If you are not the intended recipient(s), you are notified that the dissemination, distribution or copying of this information is strictly prohibited;please notify the sender then delete this information, including any attachments. This proposal is based on job walk with customer. This proposal and supporting information, inclusive of any: attached drawings, diagrams and documents or submittals, provided by Absco Solutions is intended only for the named recipient(s) and contains information that is privileged or exempt from disclosure under applicable law. If you are not the intended recipient(s), you are notified that the dissemination, distribution or copying of this information is strictly prohibited;please notify the sender then delete this information, including any attachments. Overview of Issues/Needs Assessment Replace or add cameras per Absco provided scope document. Scope of Work/Desired Outcome Absco Solutions to provide all parts and labor to add or replace cameras per the Absco provided scope document. Please see the full list of inclusions, exclusions, limitations and terms below. Inclusions • Price includes the provision and installation of all of boxes and wire for devices provided by Absco Solutions and listed in this proposal. • Basic camera function and connectivity testing to be performed at time of installation. Absco will adjust the camera field of view once at the time of installation. If additional time or trips are required to perform additional FOV adjustment or changes in configuration, this will be performed on a time and material basis. • Price includes the physical installation of all cameras provided by Absco Solutions listed in this proposal. Before Absco can install the cameras all foundations and backboxes must be installed with the Ethernet cable connector in place with the designated length of cable present. Custom backboxes provided by Absco will be installed per the manufacturer's instructions prior to installation of the camera by Absco. • Low voltage permits applicable to Absco Solutions'scope listed in this proposal are included in the price. • Shipping costs are included in this proposal or pricing listed. Exclusions Absco Solution s 4,M Building#S-6, Suite D, Spokane Valley, WA 99216 s x� mot , Phone 509-321-1190 Fax 425-771-4422 • September 24, 2021 City of Spokane Valley Page 3 o1 Proposal 23232-1 •Absco Solutions does not warrant any customer-provided equipment or cabling. Additional labor required to troubleshoot, repair or correct faulty equipment or wiring will be billed as a separate invoice. • Price is based on all required network switches including any required Power Over Ethernet(POE)switches to be existing or provided by others.All network switch locations are to be existing. • Patching and painting are to be performed by others and are not part of this scope. • Price does not Include the provision or installation of pathway, raceway, conduit,or junction/back boxes of any kind. •Sales Tax excluded -Any applicable state sales tax is not included in the quoted price •Absco Solutions Is not providing the server. The server is to be provided in working order by the customer. Absco Solutions will require administrative permissions to load any associated software. •Shop drawings are to be provided by others and are not included in this proposal. •Customer to provide computers designated for client stations. Client stations will be in working condition,joined to the same domain as the server, include an appropriate and compatible monitor(s),and meet minimum performance criteria as listed by the manufacturer. Limitation •Any additional insurance cost will be billed at cost plus 10%. This includes, but is not Limited to, Waivers of Subrogation, Waiver for Transfer of Right of Recovery, Specific Additional Insured, etc. Failure to disclose any additional Insurance requirements will be deemed acceptance of any future change orders for insurance charges. •Proposal price is based on utilizing the existing NVR, appliance, server,available video storage& retention, bandwidth handling, control panels and/or power supplies in their current configuration. Proposal price further assumes that existing system has capacity In place for the alterations listed in this proposal. •All work to be performed during Absco Solutions normal working hours of 7:00 AM-5:00 PM, Monday through Friday(excluding holidays). Any labor required outside of these hours will be billed as a separate change order. •Awarded projects may be subject to labor rate Increases under State Department of Labor Prevailing Wage regulations if work is performed 180 days past the project bid date of record. • Price is based on reusing existing wiring where applicable. If existing wiring cannot be reused or contains faults, additional labor and material will be billed on a separate invoice on a time and material basis. •Surge and lightning protection to be provided by others. •Troubleshooting of circuit wiring is not included in this proposal. If troubleshooting is requested by the designated onsite foreman for your company, it will be on a time and material basis and will be billed as a separate change order. Price This proposal may be withdrawn by Absco Solutions, Inc. if not accepted within 30 days. We propose to provide the above listed Scope of Work for the sum of: $9,857.00 Tax is extra rr Building#S-6, Suite D, Spokane Valley,WA 99216 Absco�olutrons �, f Phone 509-321-1190 Fax 425-771-4422 September 24, 2021 City of Spokane Valley Page 4 of 5 Proposal 23232-1 Warranty The warranty on the listed equipment and labor shall be void if a person or firm other than Absco Solutions or a contractor authorized by Absco Solutions performs any work identified within the original scope of work of this contract. All equipment provided by Absco Solutions has a warranty of one year from the date of invoice. THIS WARRANTY EXCLUDES ALL COVERAGE FOR CONSEQUENTIAL DAMAGES AND IS GIVEN IN LIEU OF ALL OTHER EXPRESS WARRANTIES OR IMPLIED WARRANTIES OF FITNESS, HABITABILITY, OR MERCHANTABILITY OR OTHERWISE PROVIDED UNDER THE LAWS OF WASHINGTON. Equipment Schedule Equipment Qty Model Number Manufacturer Description 2 V2005D-W313MIR Vicon OUTDOOR VANDAL DOME CAMERA; 5 MP; true WDR; 2.7- 13.5 mm motorized varifocal lens; IR; advanced analytics; NDAA/GSA/TAA compliant 2 V2008D-W310MIR Vicon OUTDOOR VANDAL DOME CAMERA 2 V2000D-PM Vicon PENDANT MOUNT 4 V2000D-ICH Vicon IN-CEILING MOUNTING KIT 2 V2360W-12 Vicon OUTDOOR PANORAMIC CAMERA; 2 VLR-VPRO-LIC Vicon VALERUS PRO LICENSE; 2 VLR-VPRO-UPP-3 Vicon Upgrade protection plan Terms & Conditions Payment is ade as follows: A 1.5% service charge per ill be applied to all past due invoices. • All invoices are Net 30 on approval of cre • are re subject to in st-c arges of 1.5% per month if past due unless prohibited by prime contract conditions. •A signed change order for any chang jn-safe must be received by Ab&fut. ns prior to scheduling that scope of work. • Progress billing will-be submitted monthly for projects to the customer. Absco Solutions Building#S-6, Suite D, Spokane Valley, WA 99216 Phone 509-321-1190 Fax 425-771-4422 September 24,2021 City of Spokane Valley Page 5 of 5 Proposal 23232-1 Acceptance I do eby authorize the Statement of Work specified in this document. I have read and understand the Inclusions, clusions, Limitations, and Warranty listed above. The above prices, specifications,and conditions are satisfactory a ire hereby accepted. Payment will be made as stated above. The undersigned are fully authorized to represent the party they are signing for and do hereby agree on behalf of their respective parties to fully comply-with and abide by the term�.of this agreement. Authorized Signature Printed Name Title Absco Solutions Building#S-6, Suite D, Spokane Valley, WA 99216 Phone 509-321-1190 Fax 425-771-4422 Client#: 119030 ABSCSOLU DATE(MMIDD/YYYY) ACORD . CERTIFICATE OF LIABILITY INSURANCE 12/03/2021 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 any rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Lisa Anderson Propel Insurance PHONE 800 499-0933 FAX 866 577-1326 (NC,No,Ext): _ (A/C,No): Tacoma Commercial Insurance E-MAIL SS: lisa.anderson@propelinsurance.com elinsurance.com ADDRE p 1201 Pacific Ave, Suite 1000 INSURER(S)AFFORDING COVERAGE NAIC# Tacoma,WA 98402 Everest IndemnityInsurance 10851 INSURER A: INSURED INSURER B:Everest National Insurance Company 10120 Absco Alarms, Inc. Everest Denali Insurance Company 16044 INSURER C: P Y _ dba: Absco Solutions INSURER D:Continental Casualty Company 20443 19023 36th Ave W, STE E INSURER E: Lynnwood,WA 98036 - 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 TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP W LIMITS LTRINSR VD POLICY NUMBER _ (MM/DD/YYYY) (MMIDD/YYYY) A X COMMERCIAL GENERAL LIABILITY 51GL014570211 08/12/2021 08/12/2022 EEAACMH�OECCCpUR�RENCE $1,000,000 CLAIMS-MADE X OCCUR PREMISES(EaEocccurrence) $500,000 X WA Stop Gap MED EXP(Any one person) $10,000 X Errors&Omissions PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY X JECOT- LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: _ BI/PD Deduct $1,000 c AUTOMOBILE LIABILITY 1 51 CAD00515211 08/12/2021 08/12/2022(Ee aco deDISINGLE LIMIT $1,000,000 X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ PROPERTY DAMAGE $ X AUTOS ONLY X AUUTOS ONLYY (Per accident) X$1K Comp Dad X $1K Coil Dad $ _ A x UMBRELLA LIAB X OCCUR 51CC005310211 08/12/2021 08/12/2022 EACH OCCURRENCE $5,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000 DED X RETENTION$$10,000 _ II $ B WORKERS COMPENSATION 5300004661211 08/12/2021 08/12/2022 X I STATUTE I OH- AND EMPLOYERS'UABILITY ANY PROPRIETOR/PARTNER/EXECUTIVEY/N Multi-State WC E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N N/A (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 C Auto Physical Dmg 51CAD00515211 08/12/2021 08/12/2022 $1K Comp/$1K Coll Ded D Installation FLTR 6079155783 08/12/2021 08/12/2022 $250K Limit/$500 Ded. D Leased/Rent Equip 6079155783 08/12/2021 08/12/2022 $100K Limit/$1K Ded DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE: Contract No. 21-188.00/City Hall Lobby Security Camera Refresh Project. Additional Insured Status applies per attached form(s). CERTIFICATE HOLDER CANCELLATION City of Spokane Valley SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 10210 East Sprague Avenue ACCORDANCE WITH THE POLICY PROVISIONS. Spokane Valley,WA 99206 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) 1 of 1 The ACORD name and logo are registered marks of ACORD #S4915862/M4801816 KTROO This page has been left blank intentionally. POLICY NUMBER:51GL014570-201 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 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 PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s)Of Covered Operations Blanket where required by written contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for "bodily injury", "property This insurance does not apply to "bodily injury" or damage" or "personal and advertising injury" "property damage"occurring after: caused, in whole or in part, by: 1. All work, including materials, parts or 1. Your acts or omissions; or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance or repairs) to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) location of the covered operations has been designated above. completed; or However: 2. That portion of "your work" out of which the injury or damage arises has been put to its 1. The insurance afforded to such additional intended use by any person or organization insured only applies to the extent permitted by other than another contractor or subcontractor law; and engaged in performing operations for a 2. If coverage provided to the additional insured is principal as a part of the same project. required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 04 13 ©Insurance Services Office, Inc., 2012 Page 1 of 2 C. With respect to the insurance afforded to these 2. Available under the applicable Limits of additional insureds, the following is added to Insurance shown in the Declarations; Section III—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable Limits of Insurance shown in the will pay on behalf of the additional insured is the Declarations. amount of insurance: 1. Required by the contract or agreement; or Page 2 of 2 ©Insurance Services Office, Inc., 2012 CG 20 10 04 13 POLICY NUMBER:51GL014570-201 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Blanket where required by written contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is "property damage"caused, in whole or in part, by required by a contract or agreement, the most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and included in the "products-completed operations 1. Required by the contract or agreement; or hazard". 2. Available under the applicable Limits of However: Insurance shown in the Declarations; 1. The insurance afforded to such additional whichever is less. insured only applies to the extent permitted This endorsement shall not increase the applicable by law; and Limits of Insurance shown in the Declarations. 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 04 13 ©Insurance Services Office, Inc., 2012 Page 1 of 1 COMMERCIAL GENERAL LIABILITY ECG 24 520 08 05 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT - OTHER INSURANCE (PRIMARY NONCONTRIBUTORY) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Condition 4. Other Insurance of SECTION IV (2) Any other primary insurance available to COMMERCIAL GENERAL LIABILITY CONDITIONS you covering liability for damages arising is replaced by the following: out of the premises or operations, or the a. Primary Insurance products and completed operations, for which you have been added as an addition- This insurance is primary except when b. below al insured by attachment of an endorse- applies. If this insurance is primary, our obliga- ment. tions are not affected unless any of the other insurance is also primary. Then, we will share When this insurance is excess, we will have no with all that other insurance by the method de- duty under Coverages A or B to defend the in- scribed in c. below, except that we will not seek sured against any "suit" if any other insurer has contribution from any party with whom you have a duty to defend the insured against that "suit". agreed in a written contract or agreement that If no other insurer defends, we will undertake to this insurance will be primary and noncontribu do so, but we will be entitled to the insured's tory, if the written contract or agreement was rights against all those other insurers. made prior to the subject "occurrence" or of- When this insurance is excess over other in- fense. surance, we will pay only our share of the b. Excess Insurance amount of the loss, if any, that exceeds the sum of: This insurance is excess over: (1) The total amount that all such other insur- (1) Any of the other insurance, whether prima- ance would pay for the loss in the absence ry, excess, contingent or on any other basis: of this insurance; and (a) That is Fire, Extended Coverage, Build- (2) The total of all deductible and self-insured er's Risk, Installation Risk or similar amounts under all that other insurance. coverage for"your work"; We will share the remaining loss, if any, with (b) That is Fire insurance for premises any other insurance that is not described in this rented to you or temporarily occupied by Excess Insurance provision and was not you with permission of the owner; bought specifically to apply in excess of the (c) That is insurance purchased by you to Limits of Insurance shown in the Declarations cover your liability as a tenant for "prop- of this Coverage Part. erty damage" to premises rented to you c. Method Of Sharing or temporarily occupied by you with permission of the owner; or If all of the other insurance permits contribution by equal shares, we will follow this method al- (d) If the loss arises out of the maintenance so. Under this approach each insurer contrib- or use of aircraft, "autos" or watercraft to utes equal amounts until it has paid its applica- the extent not subject to Exclusion g. of ble limit of insurance or none of the loss Section I — Coverage A — Bodily Injury remains, whichever comes first. And Property Damage Liability. ECG 24 520 08 05 Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 2 ❑ with its permission. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this meth- od, each insurers share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. ECG 24 520 08 05 Includes copyrighted material of Insurance Services Office, Inc. Page 2 of 2 ❑ Used with its permission. COMMERCIAL GENERAL LIABILITY ECG 24 522 04 02 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Blanket Where Required by Written Contract (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — COMMERCIAL GENERAL LIABILITY CONDITIONS) is amended by the addition of the following: 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 operations or "your work" done under a written agreement that requires you to waive your rights of recovery. The written agreement must be made prior to the date of the "occurrence". This waiver applies only to the person or organization shown in the Schedule above. ECG 24 522 04 02 Includes copyrighted material of Insurance Services Office, Page 1 of 1 0 Inc., with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT WITH CAP This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Projects: Blanket Where Required by Written Contract Designated Construction Project General Aggregate Limit Cap: $5,000,000 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under SECTION I — Coverage A, and for all medical expenses caused by accidents under SECTION I - Coverage C, which can be attributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. A separate Designated Construction Project General Aggregate Limit applies to each designated construc- tion project, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. However, the separate Designated Construction Project General Aggregate Limit(s) are subject to a Desig- nated Construction Project General Aggregate Limit Cap in the amount shown in the above Schedule of this endorsement. The Designated Construction Project General Aggregate Limit Cap is the most we will pay under the Designated Construction Project General Aggregate Limit for all designated construction projects combined. 2. The Designated Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products-completed operations hazard", and for medical expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or"suits"brought; or c. Persons or organizations making claims or bringing "suits". 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Designated Construction Project General Aggregate Limit for that designated construction pro- ject and the Designated Construction Project General Aggregate Cap. Such payments shall not reduce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Designated Construc- tion Project General Aggregate Limit for any other designated construction project shown in the Schedule above. However, such payments for damages and medical expenses included in the Designated Construc- tion Project General Aggregate Limit for all designated construction projects combined will reduce the Des- ignated Construction Project General Aggregate Limit Cap. 4. The limits shown in the Declarations for Each Occurrence, Fire Damage To Premises Rented To You and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Designated Construction Project General Aggregate Limit. ECG 25 529 01 10 Copyright Everest Reinsurance Company, 2010 Page 1 of 2 Includes copyrighted material of Insurance Services Office, Inc., with its permission. B. For all sums which the insured becomes legally obligated to pay as damages caused by 'occurrences" under SECTION I — Coverage A, and for all medical expenses caused by accidents under SECTION I—Coverage C, which cannot be attributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products-Completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Designated Construction Project General Aggregate Limit. C. When coverage for liability arising out of the "products-completed operations hazard" is provided, any pay- ments for damages because of"bodily injury"or "property damage" included in the "products-completed opera- tions hazard"will reduce the Products-Completed Operations Aggregate Limit, and not reduce the General Ag- gregate Limit nor the Designated Construction Project General Aggregate Limit. D. If the applicable designated construction project has been abandoned, delayed, or abandoned and then re- started, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timeta- bles, the project will still be deemed to be the same construction project. E. The provisions of Section III - Limits Of Insurance not otherwise modified by this endorsement shall continue to apply as stipulated. F. If this policy contains any retained limits, Self Insured Retentions, deductibles or similar provisions, such provi- sions shall also apply to this endorsement. ECG 25 529 01 10 Copyright Everest Reinsurance Company, 2010 Page 2 of 2 Includes copyrighted material of Insurance Services Office, Inc., with its permission. POLICY NUMBER: 51GL014570-201 COMMERCIAL GENERAL LIABILITY CG 20 28 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - LESSOR OF LEASED EQUIPMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Blanket Where Required by Written Contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, this insurance does not apply organization(s) shown in the Schedule, but only to any "occurrence" which takes place after the with respect to liability for "bodily injury", "property equipment lease expires. damage" or "personal and advertising injury" C. With respect to the insurance afforded to these caused, in whole or in part, by your maintenance, additional insureds, the following is added to operation or use of equipment leased to you by Section III—Limits Of Insurance: such person(s) or organization(s). If coverage provided to the additional insured is However: required by a contract or agreement, the most we 1. The insurance afforded to such additional will pay on behalf of the additional insured is the insured only applies to the extent permitted by amount of insurance: law; and 1. Required by the contract or agreement; or 2. If coverage provided to the additional insured is 2. Available under the applicable Limits of required by a contract or agreement, the Insurance shown in the Declarations; insurance afforded to such additional insured will not be broader than that which you are whichever is less. required by the contract or agreement to This endorsement shall not increase the provide for such additional insured. applicable Limits of Insurance shown in the Declarations. CG 20 28 04 13 ©Insurance Services Office, Inc., 2012 Page 1 of 1 COMMERCIAL AUTO ECA 04 506 03 10 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTO ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM The following is a summary of the Limits of Insurance and additional coverage provided by this endorsement. For complete details on specific coverage, please refer to policy language in this endorsement and the underlying Business Auto Coverage Form. Coverage Applicable Enhancement Subsidiaries As Insureds Broadened Newly Acquired Organizations As Insureds Broadened Blanket Additional Insureds Broadened Employees As Insureds (Non-Ownership) Broadened Supplementary Payments—Bail Bonds $3,000 Limit Supplementary Payments—Loss Of Earnings $1,000 per day Fellow Employee Bodily Injury Broadened Towing Coverage—All Covered Autos Broadened Glass Breakage Coverage—Waiver of Deductible Broadened Loss of Use Expenses $50 per day $1,000 Limit Stolen Vehicle Extra Expense Broadened Airbag Discharge Broadened Electronic Equipment(Permanently Installed) Broadened Single Deductible Provision Broadened Notice To Company Broadened Blanket Waiver Of Subrogation Broadened Unintentional Failure To Disclose Hazards Broadened Bodily Injury Includes Mental Anguish Broadened Coverage Territory Extension - Mexico Broadened ECA 04 506 03 10 Copyright, Everest Reinsurance Company, 2010 Page 1 of 4 ❑ Includes copyrighted material of Insurance Services Office, Inc. used with its permission. INSURED COPY A. Who Is An Insured (2) Is executed after the date of loss. The following is added to Paragraph Al. of Sec- Paragraph e.(2) does not apply if: tion II —Liability Coverage: (1) The terms and conditions of the written d. Any: "insured contract" had been agreed upon (1) Subsidiary which is a legally incorporated prior to the"accident"or"loss'; and entity of which you own greater than 50% (2) You can definitively establish that the terms interest in the voting stock on the effective and conditions of the written "insured con- date of this Coverage Form. However, the tract" ultimately executed are the same as insurance afforded by this provision does those which had been agreed upon prior to not apply to any subsidiary that is an "in- the"accident"or"loss". sured" under any other automobile liability f. Any of your "employees"while using a covered policy, or would bean "insured"under such "auto" in your business or your personal af- policy but for the termination of such policy fairs, provided you do not own, hire or borrow or the exhaustion of such policy's limits of that"auto". insurance. B. Coverage Extensions-Supplementary Payments (2) Organization you newly acquire or form, and over which you maintain majority inter- Paragraphs A.2.a.(2) and A.2.a.(4) of Section II — est Liability Coverage are replaced by the following: The coverage afforded by this provision: (2) Up to $3,000 for cost of bail bonds (including Is effective on the acquisition date, and bonds for related traffic law violations) required (a) q because of an "accident" we cover. We do not is afforded only until the 180th day after have to furnish these bonds. you acquire or form the organization or the end of the policy period, whichever (4) All reasonable expenses incurred by the "in- is earlier; sured" at our request, including actual loss of (b) Does not apply to "bodily injury" or earnings up to $1,000 a day because of time off from work. "property damage" resulting from an "ac- cident" that occurred before you ac- C. Fellow Employee quired or formed the organization; and The following exception is added to exclusion 5. (c) Does not include any newly acquired or Fellow Employee under paragraph B. Exclusions formed organization that is: of Section II—Liability Coverage: (i) A joint venture or partnership; or This exclusion does not apply if the "bodily injury" (ii) An "insured" under any other auto- results from the use of a "covered auto" you own or hire. The coverage provided under this excep- mobile liability policy or would be an tion is excess over any other collectible insurance. "insured" under such policy but for the termination of such policy or the D. Towing exhaustion of such policy's limits of Paragraph A.2. of Section III — Physical Damage insurance. Coverage is replaced by the following: e. Any person, organization or governmental 2. We will pay for towing and labor costs each entity with respect to the operation, mainte- time that a covered "auto" is disabled. All labor nance, or use of a covered "auto"if you are re- must be performed at the place of disablement quired to add such person, organization or go- of the covered "auto". If the auto is not a private vernmental entity to this policy as an additional passenger type, a $250 deductible will apply to insured in order to comply with the terms of a this coverage but it will not reduce the available written "insured contract"or written agreement. limit of insurance. For all types of "auto", the This does not apply when such contract or most we will pay under this coverage is$1,000 agreement: per disablement. "Autos"which are disabled do (1) Involves the owner or anyone else from not include stolen vehicles. whom you hire or borrow a covered "auto" unless it is a"trailer"connected to a covered "auto"you own; or Page 2 of 4 Copyright, Everest Reinsurance Company, 2010 ECA 04 506 03 10 ❑ Includes copyrighted material of Insurance Services Office, Inc. used with its permission. INSURED COPY E. Glass Breakage—Hitting A Bird Or Animal— I. Electronic Equipment Coverage Falling Objects or Missiles Section III — Physical Damage Coverage is The following is added to Paragraph A3. of Sec- amended as follows: tion III —Physical Damage Coverage: 1. The sublimit in Paragraph C.2. of the Limit Of Insurance Provision is increased to $3,000. Any deductible shown in the Declarations will not apply to glass breakage if such glass is repaired, 2. No Physical Damage Coverage deductible ap- in a manner acceptable to us, rather than replaced. plies to the first $3,000 of "loss" to electronic If the glass must be replaced and there is no other equipment described in Paragraph C.2. of the damage associated with the "loss", the deductible Limit Of Insurance Provision. will be $100 unless a lower deductible is shown in J. Single Deductible Provision the Declarations applicable to this coverage. The following is added to Paragraph D. of Section F. Loss Of Use Expenses III —Physical Damage Coverage: Paragraph A.4.b. of Section III —Physical Damage If a Comprehensive or Specified Causes of Loss Coverage is replaced by the following: Coverage "loss" from "accident" involves two or b. Loss Of Use Expenses more covered "autos", only the highest deductible applicable to those coverages will be applied to the For Hired Auto Physical Damage, we will pay "accident", if the cause of the loss is covered for expenses for which an "insured" becomes le- those vehicles. gaily responsible to pay for loss of use of a ve- This provision only applies if you carry Compre- hicle rented or hired without a driver, under a hensive or Specified Causes of Loss Coverage for written rental contract or agreement. We will those vehicles, and does not extend coverage to pay for loss of use expenses if caused by: any covered "autos" for which you do not carry (1) Other than collision only if the Declarations such coverage. indicate that Comprehensive Coverage is If a "loss" covered under this Coverage Part also provided for any covered "auto"; involves a "loss" to other property from the same (2) Specified Causes Of Loss only if the Decla "accident", which is covered under a Commercial rations indicate that Specified Causes Of Property or Inland Marine Coverage Part issued by Loss Coverage is provided for any covered us to you, only the highest deductible applicable to "auto'; or those coverages will be applied to the"accident". (3) Collision only if the Declarations indicate K. Notice To Company that Collision Coverage is provided for any Paragraph A.2. of Section IV — Business Auto covered "auto". Conditions is amended as follows: However, the most we will pay for any ex- 1. With respect to notification requirements, your penses for loss of use is $50 per day, to a obligation under Paragraph A2.a. applies only maximum of$1,000. when the"accident"or"loss"is known to: G. Extra Expense—Stolen Vehicle a. You, if you are an individual; The following is added to Paragraph A.4. of Sec- b. A partner, if you are a partnership; tion III —Physical Damage Coverage: c. A member, if you are a joint venture or c. Stolen Vehicle limited liability company; or Wed. An executive officer or insurance manager, will pay for all reasonable and necessary if you are an organization other than a part- expenses to return a stolen covered "auto"to nership , joint venture or limited liability com- you. pany. H. Airbag Coverage 2. With respect to the requirements pertaining to The following exception is added to Paragraph you providing us with document concerning a B.3.a. of Section III —Physical Damage Coverage: claim or "suit", your obligation under Paragraph A.2.b. will not be considered breached unless The accidental discharge of an airbag shall not be the breach occurs after such claim or "suit" is considered mechanical breakdown if it occurs in a known to: covered "auto"for which Comprehensive coverage a. You, if you are an individual; is purchased. This provision does not apply to "au- tos" you hire with a driver and is excess over any b. A partner, if you are a partnership; warranty specifically designed to provide this cov- c. A member, if you are a joint venture or erage. limited liability company; or ECA 04 506 03 10 Copyright, Everest Reinsurance Company, 2010 Page 3 of 4 0 Includes copyrighted material of Insurance Services Office, Inc. used with its permission. INSURED COPY d. An executive officer or insurance manager, N.Bodily Injury—Including Mental Anguish if you are an organization other than a part- Paragraph C. of Section V—Definitions is replaced nership, joint venture or limited liability com- by the following: pany. C. "Bodily injury" means bodily injury, sickness or L. Blanket Waiver Of Subrogation disease sustained by a person, including "men- The following is added to Paragraph A5. of Sec- tal anguish" or death resulting from any of tion IV—Business Auto Conditions: these at any time. a. However, we waive any right of recovery we For the purpose of this provision, the term may have against a person, organization or "mental anguish" shall mean any type of mental government entity when you have waived such or emotional illness or distress. right of recovery under a written "insured con- O. Mexico Coverage tract"that is: 1 Currentlyin effect or becomingeffective The coverage provided by this policy for covered ( ) "autos" you own or lease on a long term basis during the term of this policy; and without drivers are extended to "accidents" or (2) Executed prior to the "accident"or "loss", or "losses"occurring in Mexico if: executed after the"accident"or"loss"if: 1. The covered "auto"is in Mexico for a period not (a) The terms and conditions of the written exceeding 10 days; and "insured contract" had been agreed 2. The covered "auto" is principally garaged and upon prior to the "accident" or "loss"; used in the United States; and and 3. The driver of the covered "auto" does not re- (b) You can definitively establish that the side in Mexico; terms and conditions of the written "in- sured contract" ultimately executed are For Liability Coverage to apply to "accidents" oc- the same as those which had been curring in Mexico, the following must also apply: agreed upon prior to the "accident" or 1. Valid and collectible auto liability insurance for "loss". the covered "auto" has been purchased from a b. We hereby waive any right of subrogation licensed Mexican Insurance Company and is in against any of your officers, directors or em- force at the time of the"accident"; and ployees which might arise by reason of any 2. The original "suit"for damages is brought with- payment under the insurance afforded by the in the United States. policy for the operation, maintenance, use, For "losses" payable under Physical Damage Cov- loading or unloading of a non-owned "auto". erage this additional restriction applies: This waiver extends only to payments in excess of other valid and collectible insurance available We will pay "losses"under Physical Damage Cov- to the officer, director or employee. erage in the United States, not in Mexico. If the M. Unintentional Failure To Disclose Hazards covered "auto"must be repaired in Mexico in order to be driven, then the most we will pay for"loss" is The following is added to Paragraph B.2. of Sec- the lesser of the following: tion IV—Business Auto Conditions: 1. The cost of repairing the"auto" or replacing its If you unintentionally fail to disclose any hazards parts in Mexico; or existing on the effective date of this Coverage Form, we will not deny coverage under this Cover- 2. The cost of repair or replacement at the nearest age Form because of such failure. However, this point in the United States where the repairs or provision does not affect our right to collect addi- could be made. tional premium due to us as a result of these un- Other Insurance: disclosed hazards in accordance with our filed rat- The insurance provided by this section will be ex- ing plans. cess over any other collectible insurance. Page 4 of 4 Copyright, Everest Reinsurance Company, 2010 ECA 04 506 03 10 0 Includes copyrighted material of Insurance Services Office, Inc. used with its permission. INSURED COPY This page has been left blank intentionally.