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13-027.00 Argus Janitorial
JANITORIAL SERVICES AGREEMENT Argus Integrated Services, LLC dba Argus Janitorial THIS SERVICE AGREEMENT (the "Agreement ") is made by and between the City of Spokane Valley, a code City of the State of Washington ( "City ") and Argus Integrated Services, LLC dba Argus Janitorial, ( "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 (except as noted) and equipment and other items necessary for the provision of the Spokane Valley Police Precinct Janitorial Services Contract (the "Work ") in accordance with documents described in Exhibit 1 and in accordance with this Agreement (which are by this reference incorporated herein and made part hereof (the "Contract Documents ")), and shall perform any changes in the work in accordance with the Contract Documents. The terms and provisions in this Agreement shall control over 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 provided for in the Contract Documents to City's satisfaction, 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. Term of Contract. This Agreement shall be in full force and effect beginning January 1, 2013 and shall remain in effect through December 31, 2013. The City has the option to renew this Agreement for two additional one -year terms based upon satisfactory performance, for a possible total of three years. The Agreement will automatically renew unless the City provides notice of termination. The City may terminate this Agreement by 10 days' written notice to the other party. In the event of termination, the City shall pay the Contractor for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation. In consideration of Contractor performing the Work, City agrees to pay Contractor in accordance with the Contract Documents the sum of $28,642.44, including any applicable taxes. This is based on the bid submitted by Contractor, and as may be adjusted in accordance with the Contract Documents. Changes in the amount in future years, if any, must be justified and mutually agreed to by the City and the Contractor. 4. 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 below stated address. Construction Agreement Page 1 of 6 City reserves the right to withhold payment under this Agreement which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Contract Documents, City standards, City Code, and federal or state standards. 5. Notice. Notice other than applications for payment shall be given in writing as follows: TO THE CITY: Name: Christine Bainbridge, City Clerk Phone: (509) 921 -1000 Address: 11707 East Sprague Ave, Suite 106 Spokane Valley, WA 99206 TO THE CONTRACTOR: Name: Argus Integrated Services LLC, dba Argus Janitorial Phone: (509) 536 -8854 Address: PO Box 13202 Spokane Valley, WA 99213 6. Applicable Laws and Standards. The Parties, in the performance ofthis Agreement, agree to comply with all applicable federal, state, and local laws, codes and regulations. 7. Prevailing Wages on Public Works. Contractor, any subcontractor, or other person doing work under this Agreement, shall comply with the requirements of RCW 39.12, 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 RCW 39.12. 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 the L &I website address: https: / /fortress.wa.gov /lni /wa elg ookup /prvWa elg ookup.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 as may be revised by addenda. A copy of the applicable prevailing wage rates is also available for viewing at the offices of City located at 11707 East Sprague, Suite 106, Spokane Valley, WA 99206. Upon request, City will mail a hard copy of the applicable prevailing wages for this project. 8. Relationship of the Parties. It is understood, agreed and declared that Contractor shall be an independent contractor, and not the agent or employee of City, that City is interested in only 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 Construction Agreement Page 2 of 6 actions of all its employees under this Agreement and any liability that may attach thereto. 9. 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 RCW 42.56 or other applicable public record laws. 10. 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 and make excerpts or transcripts from such records and to make audits of all contracts, invoices, materials, payrolls and record of matters covered by this contract for a period of three years from the date final payment is made hereunder. 11. 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. 12. 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. 13. Insurance. Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by Contractor, its agents, representatives, or employees. 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 written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial general liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products - completed operations, stop gap liability, personal injury and advertising injury, and liability assumed under an insured contract. The commercial general liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the commercial general liability insurance for liability arising from explosion, collapse or underground property damage. City shall be named as an insured under Contractor's commercial general liability insurance policy with respect to the work performed for 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 equivalent coverage. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. Construction Agreement Page 3 of 6 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 $1,000,000 per accident. 2. Commercial general liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate, and 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, professional 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 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. D. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANIL E. 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. The certificate shall specify all of the parties who are additional insureds, and will 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. 14. Indemnification and Hold Harmless. Contractor shall, at its sole expense, defend, indemnify and hold harmless City and its officers, agents, and employees, from any and all claims, actions, suits, liability, loss, costs, attorney's fees and costs of litigation, expenses, injuries, and damages of any nature whatsoever relating to or arising out of the wrongful or negligent acts, errors or omissions in the services provided by Contractor, Contractor's agents, subcontractors, subconsultants and employees to the fullest extent permitted by law, subject only to the limitations provided below. Contractor's duty to defend, indemnify and hold harmless City shall not apply to liability for damages arising out of such services caused by or resulting from the sole negligence of City or City's agents or employees. Contractor's duty to defend, indemnify and hold harmless City against liability for damages arising out of such services caused by the concurrent negligence of (a) City or City's agents or employees, and (b) Contractor, Contractor's agents, subcontractors, subconsultants and employees, shall apply only to the extent of the negligence of Contractor, Contractor's agents, subcontractors, subconsultants and employees. Contractor's duty to defend, indemnify and hold City harmless shall include, as to all claims, demands, losses and liability to which it applies, City's personnel- related costs, reasonable attorneys' fees, and the reasonable Construction Agreement Page 4 of 6 value of any services rendered by the office of the City Attorney, outside consultant costs, court costs, fees for collection, and all other claim - related expenses. Contractor specifically and expressly waives any immunity that may be granted it under the Washington State Industrial Insurance Act, Title 51 RCW. These indemnification obligations shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable to or for any third party under workers' compensation acts, disability benefit acts, or other employee benefits acts. Provided, that Contractor's waiver of immunity by the provisions of this paragraph extends only to claims against Contractor by City, and does not include, or extend to, any claims by Contractor's employees directly against Contractor. Contractor hereby certifies that this indemnification provision was mutually negotiated. 15. 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 ofthis Agreement or any part thereof. 16. 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. 17. 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. 18. 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 for Spokane County, unless otherwise required by applicable federal or state law. 19. 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 must be included in every subcontract of every tier. 20. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Venue shall be in Spokane County, State of Washington. 21. 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. 22. 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 Construction Agreement Page 5 of 6 interest in this Agreement. 23. Business Registration. Prior to commencement of Work under this Agreement, Contractor shall register with the City as a business. 24. 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. 25. Exhibits. Exhibits attached and incorporated into this Agreement are: 1. Scope of Work 2. Insurance Endorsements The Parties have executed this Agreement this ` ' day of 2 92013. JTY G OF SPOKANE VALLEY: Mike Jackso ity Manager Contractor: f1tr tti5 (vii 2 �� Vr� z�l��►CeS t-i Ira /3r t't 5 J. N, o ri a- -Owner i M Tax ID o. REDACTED APPROVED AS TO FORM: c Office of e City Att4e This document contains confidential tax information and has been redacted pursuant to RCW 82.32.330. You may petition for a review of our findings pertaining to any redacted or withheld documents pursuant to Spokane Valley Municipal Code (SVMC) 2.75.080; and obtain judicial review pursuant to RCW 42.56.550. Construction Agreement Page 6 of 6 EXHIBIT 1 Scope of Work for Janitorial Services Provided for Spokane Valley Precinct Building Located at 12710 E. Sprague Ave. FACILITY DESCRIPTION: The Spokane Valley Precinct, located at 12710 E. Sprague Ave, Spokane Valley, WA 99216, is a 21,780 square -foot facility that houses law enforcement and District Court services provided by Spokane County for the City of Spokane Valley and for the unincorporated County. The facility is operational twenty -four hours a day, seven days a week, and is a secure facility. There is approximately 17,410 square feet of area to be cleaned. All areas to be cleaned are identified in Exhibit 2. Areas not to be cleaned are identified by diagonal lines in Exhibit 2. SAFETY: The Contractor shall comply with all applicable laws, ordinances, rules and regulations of any public authority for the safety or persons and property, including requirements of the Washington Industrial Safety and Health Administration ( WISHA) per the Washington Administrative Code (WAC) 296 -24. A. The Contractor shall certify that all employees and representatives are trained to recognize and understand the Universal Safety Symbols. The Contractor's supervisor shall be fluent in the English language, and the language of the janitors. B. Employees and representatives of the Contract shall be fluent in English. If fluency is in a language other than English, then the Contractor shall: 1. Provide all MSDS sheets in both languages. 2. All containers shall be labeled in both languages. 3. Custodial instructions and schedules shall be posted in both languages. OSHA AND WISHA GUIDELINE COMPLIANCE: A. Hazardous Chemicals. The Contractor shall comply with the required communications relating to the use of chemicals classified as hazardous that pertain to the training, safety, and equipment needed for all employees engaged in the provision of the custodial services. The Contractor shall be responsible for compliance on the date of Contract acceptance. B. Material Safety Data Sheets. The Contractor shall maintain copies of Material Safety Data Sheets for all products used prior to beginning service in any facility. The Material Safety Data Sheets shall be organized and include an index. These Material Safety Data Sheets shall be in compliance to the OSHA Guidelines. Exhibit 1 EXHIBIT 1 C. Labeling Of Hazardous Materials. The Contractor shall comply with guidelines concerning the labeling of all chemical containers. D. Caution Signs. The Contractor shall use "caution signs" as required. The Contractor shall furnish these signs at no additional cost to the City. Caution signs shall be on site on Contract start date. E. Blood Pathogen Guidelines. The Contractor shall comply with the Blood -borne Pathogens guidelines as they pertain to the training, safety, and equipment needed for all employees engaged in custodial service. The Contractor shall be responsible for compliance on date of Contract acceptance. F. Bodily Fluid Spills. The Contractor is responsible for cleaning bodily fluid spills of a two - foot square area, or less. Immediately notify the Contract Administrator for any bodily fluid spills larger than two feet square. PROPERTY DAMAGE: The Contractor shall be responsible for repair of any damage to City or County property and restoration of any facility damage beyond normal wear and tear, caused by the Contractor's janitorial activities. Repair and restoration shall be to the satisfaction of the City. Any repair or restoration of these damages shall be performed at no cost to the City. IN PROGRESS QUARTERLY REVIEWS: A management representative of the Contractor shall attend a quarterly compliance review with the City maintenance representative. The Contract Administrator will notify those to attend of the time and place of the meetings. QUALITY AND ACCEPTABILITY OF WORK: The Contract Administrator or City maintenance representative shall decide all questions which may arise as to the quality and acceptability of work performed under the contract. If, in the opinion of the Contract Administrator or authorized representative, performance becomes unsatisfactory, the City shall notify the Contractor, its authorized representatives, or agents. UNSATISFACTORY CLEANING PERFORMANCE: A. The Contractor will provide, free of charge for City use, a telephone number where immediate reporting of unsatisfactory cleaning performance can be made. The Contractor will respond, by telephone, to such reports within 60 minutes of the original notification call. B. Upon reporting of unsatisfactory cleaning performance, by the City representative, the Contractor will have two hours from such report to initiate corrective action. Note: This is not dependent on the receipt of a return call by the Contractor of the original report. C. In the event the Contractor cannot be contacted using the specified phone number, or has not responded within the allotted 60 minutes to a telephone report, or the Contractor has not initiated corrective action for the unsatisfactory cleaning performance within the two hour time limit after a report has been made as described above, the City has the right to immediately Exhibit 1 2 EXHIBIT 1 complete the work to its satisfaction, through use of City employees at a rate equal to the employee's hourly rate plus 20% for City administrative costs, or through use of outside contractor(s) at the rate charged to the City plus 20% for City administrative costs. Such costs shall be deducted from any balances due or which may become due to the Contractor. D. If the City should determine, at its discretion, that it is not feasible for the City to immediately correct unsatisfactory cleaning work to the City's satisfaction (as described in this section), the City may apply liquidated damages as elsewhere described and deduct that amount from any balances due or that may become due to the Contractor. E. Shortage of Cleaning Supplies: Should the Contractor not furnish the proper supplies, the City may make a purchase of the needed supplies and charge them against the Contractor's invoice at the City's cost plus 20% for City administrative costs. If the Contractor does not provide proper supplies after this action, then the Contractor will be at risk of default. EXCUSES FOR NON - PERFORMANCE: Either party shall be excused from its obligation to perform if delayed or prevented by circumstances beyond such parry's control, such as acts of God, fire, explosions, riots or strikes. SECURITY CLEARANCE AND KEY CONTROL REQUIREMENTS: Background checks are required for work performed after normal business hours and work performed in high security work areas. Contractors shall submit a list of employees' names, birth dates and Social Security numbers to the Contract Administrator in order that background checks may be made and identification cards issued. A. Work Performed After Normal Business Hours. This applies to contractors that will be performing work on in the building after normal business hours. B. Work Performed In High Security Work Areas: The Spokane Valley Precinct Building is considered a high security area with limited access. 1. This facility will remain in full operation during the periods when work is being performed within. The City shall make all reasonable effort to accommodate and facilitate the contractor's work. The contractor shall be responsible for coordination of work with the City. 2. The contractor shall be responsible for the security and clearance of its materials, equipment, tools, incidentals and personnel in and out of the high security areas. 3. The contractor is advised that employees on probation, with outstanding warrants filed against them or who have been released from Spokane County custody within the last 24 months shall not be used on work performed in high security areas. C. Access Cards /Key Control. Contractor is responsible for the control of access cards and /or keys issued to them in conjunction with the work to be performed and shall return such access cards and/or keys at the conclusion and acceptance of the work. In the event of the loss of access Exhibit 1 3 EXHIBIT 1 cards and/or key(s) the contractor shall be liable for all costs associated with their replacement to include the replacement of all associated locks if applicable. 1. Lost Key Charge. The Contractor shall be required to sign for each key issued to the Contractor. If a Contractor loses a key, the Contractor shall be required to pay $3.50 each for the cost of having duplicates made. These charges shall be deducted from monthly payments made to the Contractor. 2. Lock Replacement Charge. If a breach of security results from the loss of keys, requiring that locks be changed or re- keyed, a charge of $13.00 for each lock shall be made. These charges shall be deducted from monthly payments made to the Contractor. EMPLOYEE SECURITY SCREENING AND CLEARANCE: A. It is the policy of the City to be aware of and concerned with the security of all City buildings and to establish reasonable measures to provide for the security of City employees and their property within the facilities. Authorized City personnel shall have and exercise full and complete control over granting, denying, withholding or terminating clearance for contractor employees or the contractor's subcontractors and their employees. B. It is the Contractor's responsibility to ensure that all employees of the Contractor and Contractor's Subcontractor's that are to perform work under the contract and that will be on City premises must receive a security screening and clearance from the Spokane County Sheriff s office. A security clearance shall be issued in the form of a picture identification badge, which shall be worn in a visible manner while performing work on City premises. EMPLOYEE IDENTIFICATION AND BUILDING ACCESS: A. Employee Identification: 1. All Contractor employees shall be in uniforms that bear the company name or logo affixed thereon in a permanent manner in sufficient size to be read at a distance of approximately 10 feet. Uniforms shall be approved by the Contract Administrator and are not to be dirty, stained, or torn. 2. Any Contractor or Subcontractor employee performing work on City premises that is not in possession of a valid and proper picture identification badge may be removed from the building at the discretion of the City or Sheriffs Office. The Contractor will be notified of the incident. 3. Any Contractor or Subcontractor employee performing work on City premises without their picture identification badge displayed in plain view will be advised to attach the badge in a visible spot. The incident will be noted. 4. Picture identification badges of Contractor or Subcontractor personnel that have been Exhibit 1 4 EXHIBIT 1 terminated or assigned to another account shall be collected by the Contractor and be turned in to the Contract Administrator within 72 hours of termination or assignment to another account. B. Building Access: 1. Only authorized Contractor employees are allowed on the premises of City buildings. Contractor employees are not to be accompanied in the work area by acquaintances, family members, assistants or any other person unless said person is an authorized Contractor employee. 2. The Contractor shall identify and report all unauthorized personnel to County Sheriff /Security personnel during unofficial hours. 3. Access to designated restricted areas is forbidden by Contractor's employees. Restricted areas shall be designated by the Contract Administrator. All doors shall be locked on completion of cleaning and any alarm system reset. 4. Access to each building shall be as directed by the Contract Administrator. Contractor's employees may not leave the premises during working hours except in cases of emergency and on approval of the Contract Administrator. SUPPLIES: The City shall furnish all toilet tissue, hand towels, paper toilet seat covers, hand soaps, sanitary napkins and trash can bags. The Contractor shall furnish all personnel, equipment including replacement batteries for soap and paper towel dispensers, large trash bags, and cleaning supplies necessary to perform the scope of work. All supplies and materials shall be of a quality to conform with applicable City specifications as prescribed. The Contractor shall not use any material which the City determines would be unsuitable for the purpose or harmful to the surfaces to which applied or to any other part of the buildings, its contents or equipment. Care to protect all staff and occupants from dangerous or obnoxious odors or products is required. All materials and supplies as approved for execution of this Contract shall be in original containers with labels securely affixed until consumed. Approval by the City does not relieve the Contractor of full responsibility and liability for using the correct equipment supplies and material. The City reserves the right to require Contractor to substitute, modify or alter such materials, provided however, such requirements shall be reasonably exercised. STORAGE SPACE: The City will provide limited storage space for use by the Contractor. Exhibit 1 5 EXHIBIT 1 WORK PERIOD AND SCHEDULES: Tasks and frequency will not be changed unless done so through the execution of a change order. A. Work period. Unless otherwise stipulated, work will not start before 5:30 P.M. (except in designated areas such as day clean-only areas) and be completed (ended) not later than 2:30 A.M. the following morning with the exception of windows, floor waxing, carpet cleaning, and the correction of any discrepancies requiring immediate corrective action. B. Schedules. The Contractor shall prepare and provide the Contract Administrator with a schedule(s), which shall be maintained by the Contractor, to show the status of work in progress and dates various periodic projects are scheduled and completed (such as monthly, yearly and as requested tasks). An up -to -date copy of this schedule shall be furnished to the Contract Administrator whenever there is a change to a schedule. These schedules will include, but not be limited to the tasks listed below. Tasks and frequency shall not be changed unless done so through the execution of a change order. 1. Carpet cleaning schedules. 2. Floor stripping and waxing or sealing schedule. 3. Schedule for tasks to be performed on a day clean-only basis. 4. Schedule for tasks to be performed on a monthly or yearly basis. 5. Schedule for as needed tasks as determined by the Contract Administrator. STANDARD OF CLEANING SERVICES: The standard of cleaning shall be classed as "Adequate" which means that the work product elicits neither compliments nor serious criticism. Some occupants may complain from time -to -time. TASK STANDARDS: Services performed under this Contract shall be subject to inspection and approval by the Contract Administrator. This section outlines the minimum acceptable cleaning standards for the Tasks shown in the "Cleaning Tasks and Frequency Schedule ". A. Task Number: 1. Dust Mop All Uncarpeted Areas. Standard - Floors and foyer entrances are clean and free of dirt streaks, dust balls, cob- webs, dirt, trash and there is no foreign matter in corners, behind radiators, under furniture or equipment, behind doors or on stair landings and treads. No dirt is left where sweepings were picked up. There is no dirt, trash or foreign matter under desks, tables, Exhibit 1 EXHIBIT 1 chairs or equipment. 2. Vacuum All Carpeted Areas Standard - Floors and foyer entrances are clean and free of dirt streaks, dust balls, cob- webs, dirt, trash and there is no foreign matter in corners, behind radiators, under furniture or equipment, behind doors or on stair landings and treads. There is no dirt, trash or foreign matter under desks, tables, chairs or equipment. The carpet nap lies in one direction. 3. Damp Mop All Tiled Floors Standard - Floors shall have a clean and polished appearance. 4. Empty All Waste Receptacles Standard - Spot cleaned as required with replacement liners installed. Includes recycling containers. All trash and refuse removed to designated areas. 5. Spot Clean: a. Glass Doors, Partitions and Trim Standard - Glass surfaces are without streaks, film, deposits and stains, and have a uniformly bright appearance and adjacent surfaces have been wiped clean. b. Light Switches Standard - No fingerprints or smudges on switches or adjacent wall. c. Walls Up To a Height of 96" (8') Standard - Wall surfaces and exposed pipes and equipment have a uniformly clean appearance and are substantially free from dirt, stains, streaks, lint, cobwebs and cleaning marks. Painted surfaces have not been unduly damaged and hard finish wainscot or glazed ceramic tile surfaces are bright, free of film streaks and deposits. d. Doors, Doorframes, Woodwork, File Cabinets and Desks Standard - Smudges, marks or spots have been removed without causing discoloration. e. Fire Extinguishers, Hose Cabinets, Etc. Standard - Smudges, marks or spots have been removed without causing Exhibit 1 7 EXHIBIT 1 discoloration. f. Sashes, Ledges, and Tops of Partitions Standard - Smudges, marks or spots have been removed without causing discoloration. 6. Dust and Clean Fan Vents and Baseboards Standard - Air vents (wall and floor) are clean. There are no heel marks or soil on baseboards. There are no oils, spots or smudges on dusted surfaces caused by dusting tools. Cleaning has been done without causing discoloration. 7. Restroom Cleaning: a. Clean and Disinfect All Toilets and Urinals Standard - Porcelain fixtures are clean, bright, disinfected and deodorized; there is /are no dust, dirt, spots, stains, rust, green mold, incrustation or excess moisture. Walls and floor adjacent to fixtures is free of spots, drippings and watermarks. b. Clean and Sanitize Sinks and Fixtures Standard - Porcelain fixtures are clean, bright, disinfected and deodorized; there is /are no dust, dirt, spots, stains, rust, green mold, incrustation or excess moisture. Walls and floor adjacent to fixtures are free of spots, drippings and watermarks. Bright metal has a polished appearance. Over -spray or chemicals are not on surrounding walls, floors or fixtures. c. Clean All Mirrors Standard - Mirrors are clean and free of dirt, grime, streaks, excessive moisture and are not cloudy. d. Sweep, Damp Mop and Disinfect All Floors Standard - Floors are clean, disinfected and free of dirt streaks; no dirt has been left in corners, behind radiators, under furniture, behind doors or on stair landings and treads. e. Fill All Paper and Soap Product Dispensers Standard - Dispensers are full but not overfilled or packed so as to adversely affect their operation or cause unintended waste of their contents when used. Exhibit 1 EXHIBIT 1 f. Clear Blockage of All Toilets and Urinals Standard - Toilets and urinals function normally. "Normal" type blockages, not requiring the services of a plumber, have been cleared. g. Flush All Floor Drains With a Disinfectant Standard - Floor drains have been flushed with a disinfectant h. Wash and Disinfect Restroom Walls Standard - No dirt, spots, streaks and smudges are present. Walls have been disinfected and deodorized and have a polished appearance. Standard - General Overall Appearance. Floors around urinals and commodes are free of odors and stains and the facility has a uniformly clean appearance throughout. Bright metal has a polished appearance. The rest of the floor area is void of visible dirt and debris including wads of gum, tar and similar substances and is clean and free of water streaks, mop marks, string etc. and present an overall appearance of cleanliness. 8. Lunchroom Cleaning: a. Clean Mirrors and Dispensers Standard - Mirrors are clean and free of dirt, grime, streaks, excessive moisture and are not cloudy. b. Polish All Metal Dispensers Standard - Bright metal has a polished appearance. Over -spray or chemicals are not on surrounding walls, floors or fixtures. c. Clean and Sanitize Sinks and Fixtures Standard - Porcelain fixtures are clean, bright, disinfected and deodorized; there is /are no dust, dirt, spots, stains, rust, green mold, incrustation or excess moisture. Walls and floor adjacent to fixtures is free of spots, drippings and watermarks. d. Fill all Dispensers (careful not to over -pack paper dispensers) Standard - Dispensers are full but not overfilled or packed so as to adversely effect their operation or cause unintended waste of their contents when used. e. Sweep Floors, Wipe Down Tables and Chairs Exhibit 1 9 EXHIBIT 1 Standard - All tables, counters, and shelves, chairs and chair legs, are clean of dirt and debris and free of dirt streaks. Tables have been aligned and squared to the room and the chairs have been left in proper position under the table(s). The floor is clean and free of dirt streaks; no dirt has been left in corners, behind radiators, under furniture, behind doors or on stair landings and treads. 9. Clean Drinking Fountains Standard - Drinking fountains are clean, polished and disinfected. Water residue has been removed from top, mouthpiece, sides, adjacent walls and floor. There is no evidence that harsh abrasive cleaners have been used. The fixtures are free of trash, ink, coffee grounds, etc. and nozzles are free of incrustations and are free flowing. Chemical cleaners or polishes have not been allowed to touch or damage wall surfaces. 10. Rearrange Magazines and Other Literature Standard - Magazines and other reading material have been straightened into an organized and presentable manner. 11. Return Furniture to Proper Arrangement Standard - Furniture returned to proper arrangement. 12. Vacuum and Clean Door Entrance Mats Standard - Mats are clean and free of dirt streaks, dust balls, dirt, trash and there is no foreign matter in corners, stair landings or treads. 13. Empty Paper Recycling Containers Standard - Office containers marked and designated for recyclable paper are emptied when full and the material is deposited in the containers indicated for "white paper only ", as directed. 14. Clean All Light Fixtures and Ceiling Vents Standard - Light fixtures and lenses and ceiling vents are free from dirt, stains, streaks, lint, cobwebs and cleaning marks. Cleaning has been done without causing discoloration. 15. Strip, Seal and Wax All Tiled Floors Standard - The floor has a uniform appearance when dry with no streaking, bubbling, or yellowing and is free of all dirt, stains, deposits, debris, cleaning solution and standing water. There is an acceptable shine. Exhibit 1 10 EXHIBIT 1 16. Spot Wax and Polish Tiled Floors Standard — There is an acceptable shine with no streaking, bubbling, or yellowing. 17. Clean All Carpets Standard - Carpeting shall be clean, free from dust balls, dirt and other debris. 18. Turn Off Lights when, where and as instructed. 19. Check and Secure All Locking Interior and Exterior Doors MISCELLANEOUS DUTIES: In addition to the work specified, the following additional duties shall be performed in conjunction with the cleaning operation as part of the Contract: A. Reporting of security violations, hazardous conditions, items in need of repair such as burned out lights, leaky faucets, toilet stoppages, etc. B. Closing windows, turning off lights and fans and securing external doors when night cleaning is finished. C. Reporting to the Contract Administrator irregularities or damage in any of the areas serviced, regarding heating and ventilating equipment, lighting, furniture, vandalism, broken doors or windows, dispensing equipment in restrooms, or any other condition to be considered unsafe, that may require attention for repairs, adjustment, replacement or correction. D. Ensuring that rooms which are locked after hours are locked after cleaning and the keys are returned to their designated office or location. E. Ensuring that no interior space, room or suite of rooms that is normally secured after hours is left accessible and /or unattended during cleaning operations. This is a major item of interest. F. Turning in all lost and found articles to the Contract Administrator or other specified office or location. G. Notification to the Contract Administrator or designee of emergency conditions such as fires, floods, excessively hot or cold room temperatures, etc. H. Securing building exterior doors as directed and keeping them secure during cleaning operations. I. All problems and /or complaints of a minor nature, or similar isolated incidences, may be handled directly between the Contractor's foreman and the Contract Administrator. A summary of the incident and resolution shall be contained in the daily report log. Exhibit 1 11 EXHIBIT 1 J. Bodily Fluid Spills. The Contractor is responsible for cleaning bodily fluid spills of a two - foot square area, or less. Immediately notify the Contract Administrator for any bodily fluid spills larger than two feet square. K. Trash Removal: 1. Trash. The Contractor shall gather all trash from containers furnished by the City or County from both inside the facility and outside and remove to areas designated by the Contract Administrator. Overflow shall be taken to a location as directed. 2. Recycling of Paper. Office containers marked and designated for recyclable paper shall be emptied when full. This material shall be deposited in the containers indicated for "white paper only ", as directed. DEFINITIONS - CLEANING TASKS AND FREQUENCY SCHEDULE: 1. Annual - The 12 month period beginning the first day of the contract term and ending at midnight the day before one year later. 2. As needed (A/N)- determined by the Contract Administrator 3. Monthly - 1 /12th of a term 4. Once per month (monthly) - work to be performed once per month, a minimum of three weeks apart. 5. Once per year (yearly) - work to be performed once per Contract term, within the first 60 days of the first day of the Contract term. 6. Task - That work item to be performed on the day of or with the frequency specified. 7. Term - See annual. 8. Three times per Contract term - work to be performed at approximately the 30th day, 150th day and 270th day from the first day of the Contract term. 9. Twice per Contract term - work to be performed at approximately the 60 day and 240th day from the first day of the Contract term. 10. Work Week - Unless otherwise specified, the normal workweek shall be Monday through Friday. 11. Year - See term. Exhibit 1 12 EXHIBIT 1 12. Yearly - See year. FLOOR SPACE: All floor space at service location is applicable unless specifically exempted. Areas exempt from this contract are the main garage, the sally -port, the property lock -up, and the holding cell areas, indicated in Exhibit 3. CLEANING TASKS AND FREQUENCY SCHEDULE: (Listed items correspond to items in Bid Item 1 Basic Bid in Section 5, Part 5). See site sketch for areas to be cleaned. Item No. Performance Requirements Mon Tue Wed Thu Fri °Sat Sun Monthly: Yearly LOBBIES � 1 Dust mop and damp mop uncarpeted areas X X X X X 2 Vacuum carpeted areas X X X X X 3 Sot clean soiled areas on carpets X X X X X 4 Remove trash from waste receptacles X X X X X 5 Replace liners in waste receptacles X X X X X 6 Clean interior and exterior of waste receptacles as required X X X X X 7 Vacuum and clean door mats X X X X X 8 Dust and clean furniture X X X X X 9 Return furniture to proper arrangement X X X X X 10 Sot clean woodwork and walls up to 8' high X X X X X 11 Clean lobby door glass and partition (inside and out X X X X X 12 Dust and clean doors and door hardware inside and out X X X X X 13 Vacuum fabric-upholstered furniture X 14 Clean vinyl-upholstered furniture X 15 Dust woodwork and walls up to 8' high Xz 16 Dust and clean sashes, ledges, baseboards, and top of partitions X 17 Clean lobby windows X 18 Clean carpets 2 19 Scrub and seal tile floors 2 20 Dust and clean ceiling exhaust fan registers 2 21 Strip and seal tile floors 1 22 Turn off lights as instructed X X X X X 23 Check and secure exterior doors X X X X X 24 Report all complaints, mechanical defects, and unsafe conditions to management X X X X X Exhibit 1 13 EXHIBIT 1 Item No.;. Performance Requirements . Man Tue Wed Thu Fri Sat 'Sun - Monthly Yearly No. HALLWAYS 1 Dust mop and damp mop uncarpeted areas X X X X X 2 Vacuum carpeted areas X X X X X 3 Sot clean soiled areas on carpets X X X X X 4 Remove trash from waste receptacles X X X X X 5 Replace liners in waste receptacles as required X X X X X 6 Clean interior and exterior of waste receptacles as required X X X X X 7 Sot clean woodwork and walls up to 8' high X X X X X 8 Clean and polish drinking fountains X X X X X 9 Dust benches X X X X X 10 Dust and clean furniture X X X X X 11 Return furniture to proper arrangement X X X X X 12 Vacuum fabric-upholstered furniture X 13 Clean vinyl-upholstered furniture X 14 Dust and clean woodwork and walls up to 8' high X 15 Clean sashes, ledges, baseboards, and top of partitions X 16 Sot clean fire extinguishers and hose cabinets X 17 Dust and clean doors and door hardware inside and out X 18 Clean carpets 2 19 Scrub and wax tile floors 2 20 Dust and clean ceiling exhaust fan registers 2 21 Strip, seal, and wax tile floors 1 22 Turn off lights as instructed X X X X X 23 Check and secure exterior doors X X X X X 24 Report all complaints, mechanical defects, and unsafe conditions to management X X X X X Item Performance Requirements a Mon Tue Wed Thu Fri Sat Sun ' Monthly Yearly No. RESTROOMS (including Jury and Judges) 1 Clean and sanitize sinks, urinals, and X X X X X commodes 2 Clean and polish metal dispensers and fixtures X X X X X 3 Clean mirrors X X X X X 4 Dust mop, damp mop, and disinfect floors X X X X X 5 Fill paper and soap dispensers X X X X X Clear blockages of urinals, commodes, and 6 X X X X X sinks Exhibit 1 14 Sun 3` Monthly= Yearly Tue wed Thu y Fri Sat Sun Monthly Yearly PROBATION OFFICE X Dust mop, damp mop uncarpeted areas X 1 2 2 Vacuum carpeted areas X Sun 3` Monthly= Yearly Tue wed Thu y Fri Sat Sun Monthly Yearly PROBATION OFFICE Item No. r Performance Requirements - _ _ Mon Tue wed Thu y Fri Sat Sun Monthly Yearly PROBATION OFFICE 1 Dust mop, damp mop uncarpeted areas X 2 Vacuum carpeted areas X 3 Sot clean soiled areas on carpets X 4 Dust and clean furniture X 5 Clean fronts of cabinets and drawers X 6 Return furniture to proper arrangement X 7 Sot clean woodwork and walls up to 8' high X 8 Remove trash from waste receptacles X 9 Replace liners in waste receptacles as required X 10 Clean interior and exterior of waste receptacles as required X Exhibit 1 15 EXHIBIT 1 11 Dust and clean doors and door hardware inside and out) Mon X Wed Thu Fri Sat Sun Monthiy Yearly 12 Dust and clean interior windowsills X 13 Clean door glass X 14 Vacuum fabric-upholstered furniture X X 15 Clean vinyl-upholstered furniture X X 16 Dust and clean woodwork and walls up to 8' high X X 17 Clean sashes, ledges, baseboards, and top of partitions X X 18 Clean sashes, ledges, baseboards, and top of partitions X X 19 Sot clean fire extinguishers and hose cabinets X X 20 Clean chalk board and white board trays X 21 Dust and clean blinds X 22 Scrub and wax tile floors 2 23 Clean carpets X 2 24 Dust and clean ceiling exhaust fan registers 1 25 Wash windows inside and outside 1 26 Strip, seal, and wax tile floors X 1 27 Turn off lights as instructed X X 28 Check and secure exterior doors X 1 29 Report all complaints, mechanical defects, and unsafe conditions to management X Item Performance Requirements Mon Tue Wed Thu Fri Sat Sun Monthiy Yearly No. WEAPONS ROOM 1 Dust mop, damp mop uncarpeted areas X 2 Dust and clean furniture X 3 Sot clean woodwork and walls up to 8' high X 4 Remove trash from waste receptacles X 5 Replace liners in waste receptacles as required X Clean interior and exterior of waste X 6 receptacles as required Dust and clean doors and door hardware X 7 inside and out) Dust and clean woodwork and walls up to 8' X 8 high 9 1 Scrub and clean floors X 10 Dust and clean ceiling exhaust fan registers X 11 Strip, seal, and wax tile floors 1 12 Turn off lights as instructed X 13 Check and secure exterior doors X Exhibit 1 16 EXHIBIT 1 14 Report all complaints, mechanical defects, and X unsafe conditions to management Item No. Performance Requirements 4 Mon Tie Wed Thu Fri Sat Sun Monthly , Yearly No. OLD JAIL AREA 1 Dust mop, damp mop uncarpeted areas X 2 Dust and clean furniture X 3 Clean fronts of cabinets and drawers X X X X X X 4 Return furniture to proper arrangement X 5 Sot clean woodwork and walls up to 8' high X X X X X X 6 Remove trash from waste receptacles X X X X X X 7 Replace liners in waste receptacles as required X X X X X X 8 Clean interior and exterior of waste receptacles as required X X X X X X 9 Dust and clean doors and door hardware inside and out) X 10 Dust and clean interior window sills X X X X X X 11 Dust and clean woodwork and walls up to 8' high X 12 Clean sashes, ledges, baseboards, and top of partitions X X X X X X 13 Sot clean fire extinguishers and hose cabinets X 14 Scrub and clean floors X 15 Dust and clean ceiling exhaust fan registers X 16 Wash windows inside and outside X 17 Turn off lights as instructed X 18 Check and secure exterior doors X 19 Report all complaints, mechanical defects, and unsafe conditions to management X Item performance Requirements Mon. Tue Wed Thu `-'ri Sat Sun , 'Monthly «=Yearly No. - LOCKER ROOMS" Clean and sanitize sinks, urinals, and 1 X X X X X commodes 2 Clean and polish metal dispensers and fixtures X X X X X 3 Clean mirrors X X X X X 4 Dust mop, damp mop, and disinfect floors X X X X X 5 Fill paper and soap dispensers X X X X X Clear blockages of urinals, commodes, and 6 X X X X X sinks 7 Remove trash from waste receptacles X X X X X Exhibit 1 17 EXHIBIT 1 Item No. Clean interior and exterior of waste Mon Tue Wed Thu Fri Sat sun Monthly Yearly 8 OFFICES / CONFERENCE ROOMS CLASSROOMS` X X X X X 1 receptacles X 9 Replace liners in waste receptacles X X X X X 10 Spot clean walls, partitions, and tiles to 8' X X X X X 4 high X 11 Wash and disinfect doors inside and out X X X X X 12 Dust walls, partitions, and tiles to 8' high X 7 Clean sashes, ledges, baseboards, and top of X 13 partitions X 9 Wash and disinfect walls, partitions, and tiles X X 14 to 8' high X 15 Flush floor drains with disinfectant X X 16 Strip and seal tile floors X 1 1 17 Dust and clean ceiling exhaust fan registers X 2 18 Turn off lights as instructed X X X X X 15 Report all complaints, mechanical defects, and X X X X X 19 unsafe conditions to management Spray shower walls with disinfectant up to X 20 ceiling level 21. Wash and disinfect shower walls up to 4' high X X X X X 22. Wet wipe front of lockers X Item No. Performance Requirements' _ Mon Tue Wed Thu Fri Sat sun Monthly Yearly OFFICES / CONFERENCE ROOMS CLASSROOMS` 1 Dust mop and damp mop uncarpeted areas X 2 Vacuum carpeted areas X 3 Sot clean soiled areas on carpets X 4 Dust and clean furniture X 5 Clean fronts of cabinets and drawers x 6 Return furniture to proper arrangement X 7 Sot clean woodwork and walls up to 8' high X 8 Remove trash from waste receptacles X 9 Replace liners in waste receptacles as required X 10 Clean interior and exterior of waste receptacles as required X 11 Dust and clean doors and door hardware inside and out) X 12 Dust and clean interior window sills X 13 Clean door glass X 14 Clean office glass X 15 1 Vacuum fabric-upholstered furniture X Exhibit 1 18 EXHIBIT I 16 Clean vinyl-upholstered furniture ;,Mon X Wed Thu Fri Sat Sun . - Monthly Yearly 17 Dust and clean woodwork and walls up to 8' high X 18 Clean sashes, ledges, baseboards, and top of partitions X X X X X 19 Sot clean fire extinguishers and hose cabinets X X X X X 20 Clean chalk board and white board trays X X X X X 21 Dust and clean blinds X X X X X X 22 Scrub and wax tile floors X X X X X 2 23 Clean carpets X X X X X 2 24 Dust and clean ceiling exhaust fan registers X X X X X 2 25 Wash windows inside and outside X X X X X 1 26 Strip, seal, and wax tile floors X X X X X 1 27 Turn off lights as instructed X X X X X 28 Check and secure exterior doors X X X X X 29 Report all complaints, mechanical defects, and unsafe conditions to management X X X X X Item No. Performance Requirements ;,Mon Tue Wed Thu Fri Sat Sun . - Monthly Yearly JURY DELIBERATION ROOMS COURTROOMS 1 Remove trash from waste receptacles X X X X X 2 Replace liners in waste receptacles as required X X X X X 3 Clean interior and exterior of waste receptacles as required X X X X X 4 Dust mop and damp mop uncarpeted areas X X X X X 5 Vacuum carpeted areas X X X X X 6 Sot clean soiled areas on carpets X X X X X 7 Dust and clean furniture X X X X X 8 Return furniture to proper arrangement X X X X X 9 Dust and clean doors and door hardware inside and out X X X X X 10 Dust ands of clean interior windows and sills X X X X X 11 Dust and clean sashes, ledges, and top of partitions X X X X X 12 Sot clean woodwork and walls up to 8' high X X X X X 13 Clean door glass X X X X X 14 Vacuum fabric-upholstered furniture X 15 Clean vinyl-upholstered furniture X 16 Dust and clean woodwork and walls up to 8' high X 17 Dust and clean vents and baseboards X 18 Dust and clean blinds X Exhibit 1 19 Item No.,. performance Requirementsf X Tue ,Wed Thu Fri 2 Sun Monthly Yearly 2 LUNCHROOMS / KITCHENETTES 2 2 1 1 X X X X X 2 Vacuum carpeted areas X Item No.,. performance Requirementsf Mon' Tue ,Wed Thu Fri Sat Sun Monthly Yearly LUNCHROOMS / KITCHENETTES 1 Dust mop and damp mop uncarpeted floors X X X X X 2 Vacuum carpeted areas X X X X X 3 Sot clean soiled areas on carpets X X X X X 4 Remove trash from waste receptacles X X X X X 5 Replace liners in waste receptacles X X X X X 6 Clean interior and exterior of waste receptacles X X X X X 7 Clean and polish fixtures and dispensers X X X X X 8 Dust and clean counters X X X X X 9 Clean and sanitize sinks and fixtures X X X X X 10 Restock dispensers X X X X X 11 Sot clean woodwork and walls up to 8' high X X X X X 12 Clean sashes, ledges, baseboards, and top of partitions X 13 Dust and clean doors and door hardware inside and out) X 14 Dust and clean woodwork and walls up to 8' high X 15 Dust and clean picture frames X 16 Scrub and wax tile floors 2 17 Clean carpets 2 18 Dust and clean ceiling exhaust fan registers 2 19 Strip, seal, and wax tile floors 1 20 Turn off lights as instructed X X X X X 21 Check and secure exterior doors X X X X X 22 Report all complaints, mechanical defects, and unsafe conditions to management X X X X X Exhibit 1 20 EXHIBIT 1 Item_; ° No. ,.Performance Req>�irements''o Mon Tue Wed °Thit . kri Sat Sun Monthly' Yearly Exhibit 1 21 JANITORIAL CLOSETS 1 Arrange supplies and equipment X X X X X 2 Clean and sanitize sink X X X X X 3 Keep clean and orderly X X X X X 4 Keep yellow-marked floor area clear X X X X X 5 Keep all items clear of areas in front of electrical centers X X X X X 6 Dust and clean walls as required X X X X X 7 Dust mop and damp mop floors X 8 Turn off lights as instructed X X X X X 9 Close and lock door when not in use X X X X X Exhibit 1 21 i ® ACORN CERTIFICATE OF LIABILITY INSURANCE DATE (MMA)D/YYYY) 12/19/2012 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 terns 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 Parker, Smith & Feek, Inc. 2233 112th Avenue NE Bellevue, WA 98004 CONTACT NAME: HONE ).425- 709 -3600 FAX No ; 425- 709 -7460 E -MAIL ADDRESS: PHPK927057 10/1/2012 10/1/2013 INSURERS AFFORDING COVERAGE NAIC # INSURERA: Philadelphia Indemnity Insurance CO. $ 250,000 MED EXP (Any one person) INSURED Argus Integrated Services, LLC INSURER B; Philadelphia Insurance Company $ 1,000,000 dba Argus Janitorial INSURER C: GEN'L AGGREGATE LIMIT APPLIES PER: JECT POLICY PRO X LOC INSURER D: $ 3,000,000 521 N. Ella Road INSURER E: B Spokane, WA 99212 INSURER F: PHPK927057 COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE INSR SUER POLICY NUMBER MM/DCDYYYYY MM /D YD/YYYY LIMITS A GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE FK OCCUR X PHPK927057 10/1/2012 10/1/2013 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED PREMISES Ea occu ence $ 250,000 MED EXP (Any one person) $ 25,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: JECT POLICY PRO X LOC PRODUCTS - COMP /OP AGG $ 3,000,000 $ B AUTOMOBILE LIABILITY X ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS N ED • HIRED AUTOS X AUUTOS TOS • Hired Auto PI PHPK927057 10/1/2012 10/1/2013 COMBINED SINGLE LIMIT Ea accident 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PERTY DAMAGE PRO accid ent Per $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED T7 RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS'LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER /MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A PHPK927057 WA Stop Gap 10/1/2012 10/1/2013 WC STATU- X OTH- RYLI E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1 000 000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Renarks Schedule, if more space is required) The City of Spokane Valley is included as an Additional Insured per endorsement PI- GLD -HS -10/11 pg. 9/12 attached. City of Spokane Valley 11707 East Sprague Ave, #108 Spokane, WA 99206 -0000 t.:ANUrLLA 1 IUN 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 ©1988 -2010 ACORD CORPORATION. All rights reserveu. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD PI- GILD -HS (10111) (g) Products which; after distribution or sale by`you; have been labeled or relabeled or used as a container;, part or`fngredient of any other thing or substance by or for the vendor; or (h) "1130dily" injury" or "property damaged' arising out of the sole negligence.of the vendor for its own acts or omissions or those of its employees or anyone else acting on Rs, behalf.` However, this exclusion does not apply to: (I) The exceptions contained in Sub- paragraphs (d) or (f); or (ii) Such inspections.; adjustments, tests or servicing.as the vendor has agreed to make;or normally undertakes to make in the usual course of business, in connection with 'the distribution or sale of the products. {2} This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient; part or container, entering into, accompanying or containing. J. Franchisor — Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract —.Any person or organization where .required by a written contract executed prior to the occurrence of a loss. Such person or organization 'is an additional insured for "bodily injury," "property damage" or "personal and advertising injury"" but only for liability arising out of the negligence of the narned.insured. The limits of insurance applicable to these additional insureds are the lesser of the policy limits orthose limits specified .in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown' in the Declarations t. Owners, Lessees or Contractors— Any person or organization, but only with respect to liability for "bodily injury," " property, damage" or "personal and advertising injury" caused, in Whole or impart, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf; in the performance ofyour ongoing operations for the additional insured when required by a contract. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: (a) All work, including materfals, parts or equipment furnished in connection with such work, onthe project (other than service, maintenance or, repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed;. or (bj That portion of "your work" out.of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 9 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. © 2011 Philadelphia Indemnity Insurance Company Verify Workers' Comp Premium Status - Employer Liability Certificate Washington State Department of Labor and Industries Department of Labor and Industries Employer Liability Certificate Date: 02/05/2013 UBI #: 602 704 033 Page 1 of 1 Employer Liability Certificate Legal Business Name: ARGUS INTEGRATED SERVICES LLC Account #: 259,941 -05 'Doing Business As' Name: ARGUS JANITORIAL Estimated Workers Reported: Quarter 4 of Year 2012 "76 to 100 Workers" (See Description Below) Workers' Comp Premium Status: Account is current. Firm has voluntarily reported and paid their premiums. Licensed Contractor? No Account Representative: T3 / TIMOTHY LUNDIN (360)902 -5240 - Email: LUNL235 @lni.wa.gov What does "Estimated Workers Reported" mean? Estimated workers reported represents the number of full time position requiring at least 480 hours of work per calendar quarter. A single 480 hour position may be filled by one person, or several part time workers. Industrial Insurance Information Employers report and pay premiums each quarter based on hours of employee work already performed, and are liable for premiums found later to be due. Industrial insurance accounts have no policy periods, cancellation dates, limitations of coverage or waiver of subrogation (See RCW 51.12.050 and 51.16.190). https:Hfortress.wa. gov /lni /crpsi /AcctInfoPrint. aspx ?AccountId= 25994105 &AccountManaae... 2/5/2013 ACo® CERTIFICATE OF LIABILITY INSURANCE DATE(NSM/DD/YYY`n 411. 10)4/2013 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 NAME: Jo-Ann Pabalate Brown&Brown of Washington, Inc. (A/CO.N o.Ext:206-956-1628 FAX No):206-956-9628 1501 4th Avenue, Suite 2400 E-MAIL SS:certre uest bbseattle.com Seattle WA 98101 4 @ INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:PHILADELPHIA INDEMNITY INS CO. INSURED NORTH00 INSURER B:PHILADELPHIA INSURANCE COMPANY Argus Integrated Services, LLC INSURER C: dba Argus Janitorial INSURER D: 521 N. Ella Road Spokane WA 99212 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:640874624 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS A GENERAL LIABILITY Y PHPK1081767 10/1/2013 10/1/2014 EACH OCCURRENCE $1,000,000 X DAMAGE TO RENTED COMMERCIAL GENERAL LIABILITY PREMISES(Ea occurrence) $1,000,000 CLAIMS-MADE X OCCUR MED EXP(Any one person) $20,000 X Inc.Prof Liab PERSONAL 8 ADV INJURY $1,000,000 GENERAL AGGREGATE $3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $3,000,000 7 POLICY j X LOC $ B AUTOMOBILE LIABILITY PHPK1081767 10/1/2013 10/1/2014 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS X AUTOS NON-OWNED (Peer acc id DAMAGE $ X Hired AutoPI $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE LAGGREGATE $ DED RETENTION$ $ A WORKERS COMPENSATION PHPK1081767 10/1/2013 10/1/2014 WC STATU- X OTH- WA Stop Gap AND EMPLOYERS'LIABILITY TORY LIMITS ER Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE E .EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E .DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Spokane Valley ACCORDANCE WITH THE POLICY PROVISIONS. 11707 East Sprague Ave.,#108 Spokane WA 99206-0000 AUTHORIZED REPRESENTATIVE ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD C01/3 2-7 PI-GLD-HS (10/11) ' THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY DELUXE ENDORSEMENT: HUMAN SERVICES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies,the terms,conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page# Extended Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $50,000 limit 2 Non-Owned Watercraft Less than 58 feet 2 Damage to Property You Own, Rent, or Occupy $30,000 limit 2 Damage to Premises Rented to You $1,000,000 3 HIPAA Clarification 4 Medical Payments $20,000 5 Medical Payments—Extended Reporting Period 3 years 5 Athletic Activities Amended 5 Supplementary Payments—Bail Bonds $5,000 5 Supplementary Payment-Loss of Earnings $1,000 per day 5 Employee Indemnification Defense Coverage $25,000 5 Key and Lock Replacement—Janitorial Services Client Coverage $10,000 limit 6 Additional Insured—Newly Acquired Time Period Amended 6 Additional Insured—Medical Directors and Administrators Included 7 Additional Insured—Managers and Supervisors(with Fellow Included 7 Employee Coverage) Additional Insured—Broadened Named Insured Included 7 Additional Insured—Funding Source Included 7 Additional Insured—Home Care Providers Included 7 Additional Insured—Managers, Landlords,or Lessors of Premises Included 7 Additional Insured—Lessor of Leased Equipment Included 7 Additional Insured—Grantor of Permits Included 8 Additional Insured—Vendor Included 8 Additional Insured—Franchisor Included 9 Additional Insured—When Required by Contract Included 9 Additional Insured—Owners, Lessees,or Contractors Included 9 Additional Insured—State or Political Subdivisions Included 10 Page 1 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10111) Duties in the Event of Occurrence, Claim or Suit Included 10 Unintentional Failure to Disclose Hazards Included 10 Transfer of Rights of Recovery Against Others To Us Clarification 10 Liberalization Included 11 Bodily Injury—includes Mental Anguish Included 11 Personal and Advertising Injury—includes Abuse of Process, Included 11 Discrimination A. Extended Property Damage SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph a. is deleted in its entirety and replaced by the following: a. Expected or Intended Injury "Bodily injury" or property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to"bodily injury" or"property damage" resulting from the use of reasonable force to protect persons or property. B. Limited Rental Lease Agreement Contractual Liability SECTION I—COVERAGES, COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph b. Contractual Liability is amended to include the following: (3) Based on the named insured's request at the time of claim, we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to$50,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. C. Non-Owned Watercraft SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph g. (2) is deleted in its entirety and replaced by the following: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person, who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent. D. Damage to Property You Own, Rent or Occupy SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE Page 2 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10111) ' LIABILITY, Subsection 2. Exclusions, Paragraph j. Damage to Property, Item (1) is deleted in its entirety and replaced with the following: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a$30,000 limit. A client is defined as a person under your direct care and supervision. E. Damage to Premises Rented to You 1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part, the word "fire" is changed to"fire, lightning, explosion, smoke, or leakage from automatic fire protective systems"where it appears in: a. The last paragraph of SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions; is deleted in its entirety and replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in SECTION III—LIMITS OF INSURANCE. b. SECTION III—LIMITS OF INSURANCE, Paragraph 6. is deleted in its entirety and replaced by the following: Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of"property damage"to any one premises, while rented to you, or in the case of damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. c. SECTION V—DEFINITIONS, Paragraph 9.a., is deleted in its entirety and replaced by the following: A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; 2. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4. Other Insurance, Paragraph b. Excess Insurance, (1) (a) (ii) is deleted in its entirety and replaced by the following: That is insurance for fire, lightning, explosion, smoke, or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner; 3. The Damage To Premises Rented To You Limit section of the Declarations is amended to the greater of: Page 3 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) • a. $1,000,000; or b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke, or leaks from automatic fire protective systems or any combination thereof. F. HIPAA SECTION I—COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY, is amended as follows: 1. Paragraph 1. Insuring Agreement is amended to include the following: We will pay those sums that the insured becomes legally obligated to pay as damages because of a"violation(s)" of the Health Insurance Portability and Accountability Act(HIPAA). We have the right and the duty to defend the insured against any"suit," "investigation,"or"civil proceeding" seeking these damages. However, we will have no duty to defend the insured against any"suit" seeking damages, "investigation," or"civil proceeding" to which this insurance does not apply. 2. Paragraph 2. Exclusions is amended to include the following additional exclusions: This insurance does not apply to: a. Intentional,Willful, or Deliberate Violations Any willful, intentional, or deliberate"violation(s)" by any insured. b. Criminal Acts Any"violation"which results in any criminal penalties under the HIPAA. c. Other Remedies Any remedy other than monetary damages for penalties assessed. d. Compliance Reviews or Audits Any compliance reviews by the Department of Health and Human Services. 3. SECTION V—DEFINITIONS is amended to include the following additional definitions: a. "Civil proceeding" means an action by the Department of Health and Human Services (HHS) arising out of"violations." b. "Investigation" means an examination of an actual or alleged "violation(s)" by HHS. However, "investigation" does not include a Compliance Review. c. "Violation" means the actual or alleged failure to comply with the regulations included in the HIPAA. Page 4 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10111) • G. Medical Payments—Limit Increased to$20,000, Extended Reporting Period If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit is changed subject to all of the terms of SECTION III - LIMITS OF INSURANCE to the greater of: a. $20,000; or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. 2. SECTION I—COVERAGE, COVERAGE C MEDICAL PAYMENTS, Subsection 1. Insuring Agreement, a. (3)(b) is deleted in its entirety and replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident. H. Athletic Activities SECTION I—COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 2. Exclusions, Paragraph e.Athletic Activities is deleted in its entirety and replaced with the following: e. Athletic Activities To a person injured while taking part in athletics. I. Supplementary Payments SECTION I—COVERAGES, SUPPLEMENTARY PAYMENTS -COVERAGE A AND B are amended as follows: 1. b. is deleted in its entirety and replaced by the following: 1. b. Up to$5000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these. 1.d. is deleted in its entirety and replaced by the following: 1. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit", including actual loss of earnings up to$1,000 a day because of time off from work. J. Employee Indemnification Defense Coverage SECTION I—COVERAGES, SUPPLEMENTARY PAYMENTS—COVERAGES A AND B the following is added: We will pay, on your behalf, defense costs incurred by an "employee" in a criminal proceeding occurring in the course of employment. The most we will pay for any"employee"who is alleged to be directly involved in a criminal proceeding is$25,000 regardless of the numbers of"employees," claims or"suits" brought or persons or organizations making claims or bringing"suits. Page 5 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) ' K. Key and Lock Replacement—Janitorial Services Client Coverage SECTION I—COVERAGES, SUPPLEMENTARY PAYMENTS—COVERAGES A AND B is amended to include the following: We will pay for the cost to replace keys and locks at the"clients" premises due to theft or other loss to keys entrusted to you by your"client," up to a$10,000 limit per occurrence and $10,000 policy aggregate. We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners, members, officers, "employees", "managers", directors, trustees, authorized representatives or any one to whom you entrust the keys of a "client"for any purpose commit, whether acting alone or in collusion with other persons. The following, when used on this coverage, are defined as follows: a. "Client" means an individual, company or organization with whom you have a written contract or work order for your services for a described premises and have billed for your services. b. "Employee" means: (1) Any natural person: (a) While in your service or for 30 days after termination of service; (b) Who you compensate directly by salary, wages or commissions; and (c) Who you have the right to direct and control while performing services for you; or (2) Any natural person who is furnished temporarily to you: (a) To substitute for a permanent"employee"as defined in Paragraph (1) above, who is on leave; or (b) To meet seasonal or short-term workload conditions; while that person is subject to your direction and control and performing services for you. (3) "Employee" does not mean: (a) Any agent, broker, person leased to you by a labor leasing firm, factor, commission merchant, consignee, independent contractor or representative of the same general character; or (b) Any"manager,"director or trustee except while performing acts coming within the scope of the usual duties of an "employee." c. "Manager" means a person serving in a directorial capacity for a limited liability company. L. Additional Insureds SECTION II—WHO IS AN INSURED is amended as follows: 1. If coverage for newly acquired or formed organizations is not otherwise excluded from this Page 6 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) Coverage Part, Paragraph 3.a. is deleted in its entirely and replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 2. Each of the following is also an insured: a. Medical Directors and Administrators—Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. b. Managers and Supervisors—Your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. Managers and supervisors who are your"employees"are also insureds for"bodily injury"to a co- "employee"while in the course of his or her employment by you or performing duties related to the conduct of your business. This provision does not change Item 2.a.(1)(a)as it applies to managers of a limited liability company. c. Broadened Named Insured—Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However, coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. d. Funding Source—Any person or organization with respect to their liability arising out of: (1) Their financial control of you; or (2) Premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Home Care Providers—At the first Named Insured's option, any person or organization under your direct supervision and control while providing for you private home respite or foster home care for the developmentally disabled. f. Managers, Landlords, or Lessors of Premises—Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: This insurance does not apply to: (1) Any"occurrence"which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of that person or organization. g. Lessor of Leased Equipment—Automatic Status When Required in Lease Agreement With You—Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as an additional insured on your policy. Such person or Page 7 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10111) organization is an insured only with respect to liability for"bodily injury," "property damage" or "personal and advertising injury"caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds, this insurance does not apply to any"occurrence"which takes place after the equipment lease expires. h. Grantors of Permits—Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or control and to which this insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners or decorations and similar exposures; (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. i. Vendors—Only with respect to"bodily injury"or"property damage" arising out of"your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: (1) The insurance afforded the vendor does not apply to: (a) "Bodily injury"or"property damage"for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Page 8 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) ' (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury"or"property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Sub-paragraphs (d)or(f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing. j. Franchisor—Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract—Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for"bodily injury," "property damage"or"personal and advertising injury" but only for liability arising out of the negligence of the named insured. The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations I. Owners, Lessees or Contractors—Any person or organization, but only with respect to liability for"bodily injury," "property damage"or"personal and advertising injury"caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured when required by a contract. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to"bodily injury"or"property damage"occurring after: (a) All work, including materials, parts or equipment furnished in connection with such work, on the project(other than service, maintenance or repairs)to be performed by or on behalf of the additional insured(s)at the location of the covered operations has been completed; or (b) That portion of"your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 9 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10111) m. State or Political Subdivisions—Any state or political subdivision as required, subject to the following provisions: (1) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit, and is required by contract. (2) This insurance does not apply to: (a) "Bodily injury," "property damage"or"personal and advertising injury" arising out of operations performed for the state or municipality; or (b) "Bodily injury"or"property damage" included within the"products-completed operations hazard." M. Duties in the Event of Occurrence, Claim or Suit SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. is amended as follows: a. is amended to include: This condition applies only when the"occurrence"or offense is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. b. is amended to include: This condition will not be considered breached unless the breach occurs after such claim or"suit" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. N. Unintentional Failure To Disclose Hazards SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, 6. Representations is amended to include the following: It is agreed that, based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. O. Transfer of Rights of Recovery Against Others To Us SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, 8. Transfer of Rights of Page 10 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) ' Recovery Against Others To Us is deleted in its entirety and replaced by the following: If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring"suit"or transfer those rights to us and help us enforce them. Therefore, the insured can waive the insurer's rights of recovery prior to the occurrence of a loss, provided the waiver is made in a written contract. P. Liberalization SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, is amended to include the following: If we revise this endorsement to provide more coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. Q. Bodily Injury—Mental Anguish SECTION V—DEFINITIONS, Paragraph 3. Is deleted in its entirety and replaced by the following: "Bodily injury" means: a. Bodily injury, sickness or disease sustained by a person, and includes mental anguish resulting from any of these; and b. Except for mental anguish, includes death resulting from the foregoing (Item a. above)at any time. R. Personal and Advertising Injury—Abuse of Process, Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part, the definition of"personal and advertising injury" is amended as follows: 1. SECTION V—DEFINITIONS, Paragraph 14.b. is deleted in its entirety and replaced by the following: b. Malicious prosecution or abuse of process; 2. SECTION V—DEFINITIONS, Paragraph 14. is amended by adding the following: Discrimination based on race, color, religion, sex, age or national origin, except when: a. Done intentionally by or at the direction of, or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer, director, stockholder, partner or member of the insured; b. Directly or indirectly related to the employment, former or prospective employment, termination of employment, or application for employment of any person or persons by an insured; Page 11 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10%11) c. Directly or indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any insured; or d. Insurance for such discrimination is prohibited by or held in violation of law, public policy, legislation, court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. Page 12 of 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. ©2011 Philadelphia Indemnity Insurance Company