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Home My WebLink About2007-145 ., " 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO.2007-145 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A SERVICES AGREEMENT BY AND BETWEEN THE CITY OF SAN BERNARDINO AND TELECOM PARTNERS GROUP CORP, DBA ATS COMMUNICATIONS, A CALIFORNIA CORPORATION, ("CONSULTANT") FOR THE DEVELOPMENT AND IMPLEMENTATION OF A WIRELESS MASTER PLAN PURSUANT TO MUNICIPAL CODE SECTION 3.04.QI0B.3. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: Section 1: The City Manager of the City of San Bernardino is hereby authorized to execute on behalf of said City the Services Agreement with A TS Communications, a copy of which is attached hereto, marked as Exhibit "A", and incorporated herein by reference as fully as though set forth at length. Section 2: This purchase is exempt from the formal contract procedures of Section 3.04.010 of the Municipal Code, pursuant to Section 3.04.01O.B.3 of said Code "Purchases approved by the Mayor and Common Council". Section 3: Telecom Partners Group Corp, dba ATS Communications, is a consultant having special skill and knowledge in the field of wireless communication technology; and the City of San Bernardino desires to enter into a Services Agreement with A TS Communications for the development and implementation of a Wireless Master Plan for the City of San Bernardino. Section 4: The authorization to execute the above referenced Services Agreement is rescinded if the parties to the agreement fail to execute it within sixty (60) days of the passage of this resolution. III III III III III III III " 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A SERVICES AGREEMENT BY AND BETWEEN THE CITY OF SAN BERNARDINO AND TELECOM PARTNERS GROUP CORP, DBA ATS COMMUNICATIONS, A CALIFORNIA CORPORATION, ("CONSULTANT") FOR THE DEVELOPMENT AND IMPLEMENTATION OF A WIRELESS MASTER PLAN PURSUANT TO MUNICIPAL CODE SECTION 3.04.010B.3. I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor joint and Common Council of the City of San Bernardino at a re2ular meeting thereof, held on the 7 th day of May , 2007, by the following vote, to wit: Council Members: AYES NAYS ABSTAIN ABSENT ESTRADA x BAXTER x BRINKER x DERRY x KELLEY x JOHNSON x MCCAMMACK x ~ ~. Li.-JJe Rae el Clark, City Clerk The foregoing resolution is hereby approved this p/lr day of May ,2007. Approved as to form: JAMES F. PENMAN, City Attorney By j)~II~ . 2007-145 SERVICES AGREEMENT THIS AGREEMENT, made and entered into this ~ day of May , 2007 ("Effective Date") by and between Telecom Partners Group Corporation, dba A TS Communications, a California corporation (hereinafter "Consultant"), and the City of San Bernardino, a municipal corporation organized under the laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a Consultant having special skill and knowledge in the field of wireless communication technology to assist the City in marketing and facilitating the development of cell towers on property owned by the City to provide a wireless communication network throughout the City of San Bernardino. B. the City. Consultant represents that Consultant is able and willing to provide such services to C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. D. In approving this Agreement, the Mayor and Common Council finds that Consultant has unique qualifications and skills not otherwise available in the marketplace, and is therefore exempt from competitive bidding. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES (a) Consultant shall develop and implement, subject to formal adoption by the Mayor and Common Council, a wireless communications master plan ("Wireless Master Plan") for the City which will identify current wireless facilities located within the City (on public and private land), other City Property available for location of cell towers, and future needs of wireless communications providers in the City including, without limitation, providers of cellular, PCS, radio or television transmissions or services, (collectively, including any successor technologies, frequencies or spectrums "Wireless Services"). Consultant will have the exclusive right to market all City owned sites to potential wireless providers and facilitate the placement of wireless communication cell towers and facilities on City owned property ("City Property") to implement the Wireless Master Plan, as set forth in Exhibit A, attached hereto. Said grant of rights is specifically subject to City's reservation to itself of the absolute discretion to approve or disapprove, for any reaSon, any location and/or provision of any lease agreement recommended by Consultant. City Property subject to this Agreement shall not include those public properties (whether City-owned or otherwise publicly-owned) within or containing a public right-of-way. 2007-145 (b) Pursuant to the Wireless Master Plan process, Consultant shall develop procedures to streamline the process for wireless providers to submit lease proposals for City Properties, including: i. The development of standard application and proposal materials to be used by wireless providers for their proposals for new Wireless Services on City Properties; ii. The development of form lease agreements ("Form Lease Agreements") to be used with wireless providers eligible to lease City Properties. Form Lease Agreements shall be subject to approval by the City's City Attorney. All Form Lease Agreements proposed by Consultant to shall contain, at a minimum, the following provisions: 1. The location, nature and scope of all Wireless Services equipment and facilities within each City Property shall be subject to City approval; 2. Each lessee shall obtain prior City approval for access for operations and maintenance; 3. Lessees shall procure labor and material bonds during construction; the City Property must at all times remain lien-free 4. Lessees shall be responsible for obtaining all utility service, and all land use, uniform construction and other governmental permits and approvals to construct and operate Wireless Services; 5. Lessees shall comply with all laws, ordinances and governmental requirements; 6. Lessees shall be solely responsible for, and pay all costs of, obtaining all required land use entitlements and permits. Lessees shall not acquiesce in any entitlement or permit condition without the prior written consent of the City; 7. Lessees shall comply with City security and safety requirements for City Properties; 8. Lessees shall be responsible for the complete repair of any City Property or facility damaged by any action of the lessee; 9. City Properties are leased as-is, without any warranty by City, and with waiver of any claims by lessee against City for damage to such City Properties or facilities thereon; 10. Lessees shall defend and indemnify City, its officials, employees and agents for any claim, injury or damage arising out of the lease or any lease-related activities, unless such claim, injury or damage arose out of the sole active negligence or willful misconduct of City or any of its officials, agents or employees; 2 2007-145 11. Insurance coverage (including CGL-type liability coverage and all of City's standard requirements) in the minimum amount of$1 million per occurrence and naming City, its officials, employees and agents as additional insureds; builder's all risk or similar construction casualty, and completed facilities casualty insurance covering all City Property leased by the wireless provider; and workers compensation insurance, with no rights of subrogation against City (including all of City's standard provisions); 12. Lessee acknowledgments that they are subject to possessory interest taxation. 111. The identification of priority City Properties where Consultant believes there is the most potential demand/revenue opportunity for new leases with wireless providers (the "Priority Sites"). Priority Sites shall be subject to approval by the City's City Manager or his/her designee. (c) During the duration of this agreement, Consultant shall have the exclusive right and authority to (i) contact wireless providers and market the City Properties as potential sites for New Leases (defined below), (ii) accept submissions of proposals for New Leases and negotiate with wireless providers with respect to the terms and conditions of such New Leases and (iii) represent itself as the City's exclusive Consultant with respect to such New Leases and the services being provided hereunder. The Consultant shall have no authority to bind the City and all proposals for New Leases shall be subject to City approval. The City agrees that it will forward all requests or inquiries regarding potential New Leases to the Consultant, for the Consultant to negotiate and coordinate before the proposal is formally submitted to the City. The City further agrees that it shall use its best efforts to expedite the review of proposed New Leases that conform to the Form Lease Agreements and provide any comments within 60 days of such submission. The City further agrees to use reasonable efforts to expedite and facilitate the approval and execution of New Leases for the Priority Sites. 2. COMPENSATION For the services delineated above, City shall pay to Consultant, and Consultant shall accept from City, compensation for services under this agreement as follows: (a) Twenty five Percent (25%) of the revenue from each New Lease (defined below) over the life of the New Lease. Any renewals or extensions after the first five years shall be paid at a rate of 25% of the revenue received from the lease (all such New Lease revenue payable to Consultant, including fees set forth in Section 5(c) below, is referred to collectively herein as the "Consultant Lease Fees"). Consultant shall only be entitled to the Consultant Lease Fees to the extent actually paid by a wireless provider; if a wireless provider fails to pay the amounts due under the New Lease, City shall have no obligation to compensate Consultant, unless and until such amounts are recovered by the City. For purposes of this Agreement, "New Lease" means any lease approved by the Mayor and Common Council during the term of this Agreement for any portion of a City Property between the City and a third party relating to the construction, lease or maintenance of wireless transmission towers or the provision or transmission of any Wireless Services (and shall include any and all amendments, modifications or extensions of such leases). New Leases shall contain a provision 3 r - 2007-145 requiring notice to Consultant and the City's City Manager of any change or modification in the terms of such New Leases. Consultant shall not be entitled to any revenues from any lease being negotiated by City Staff and/or approved by the Mayor and Common Council prior to the Effective Date (an "Existing Lease"), except as set forth in Section 2(b) below. (b) If any Existing Lease is amended or modified after the Effective Date, where such modification results in the co-location of additional equipment or the inclusion of additional wireless providers at any existing site, Consultant shall receive twenty five percent (25%) of the incremental lease revenue over the life of the lease attributable to such modification. Any such amendment or modification of an Existing Lease shall be subject to the City's reasonable written approval. (c) For purposes of calculating the Consultant Lease Fee, in-kind consideration such as public improvement, plus sales taxes, real estate or personal property tax reimbursement and insurance reimbursement, if applicable, shall be excluded from the New Lease revenues. The Holder shall provide Consultant a monthly report including a statement of account detailing transactions, and showing all amounts collected and uncollected from New Leases. (d) As part of approval of the Wireless Master Plan, the City shall consider imposing a fee to offset the cost of the Consultant reviewing all public and private applications for wireless facilities covered by the Wireless Master Plan and otherwise subject to discretionary approval of the Mayor and Common Council. 3. TERM; SEVERABILITY. The initial term of this Agreement shall be for a period of five years, commencing on June 1,2007, and terminating on May 31, 2012, unless previously modified, amended, or cancelled by the written mutual consent of the parties. This Agreement may be terminated at any time by thirty (30) days written notice by either party. The terms ofthis contract shall remain in force unless mutually amended. The duration of this contract may be extended with the written consent of both parties. 4. BUSINESS CERTIFICATE Consultant shall obtain and maintain during the term of this Agreement, a valid City Business Registration Certificate pursuant to Title 5 of the City of San Bernardino Municipal Code and any and all other licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession, skill or business. 5. RECORDS AND AUDITS Records of Consultant's services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit upon 24-hours notice to Consultant. The records shall be maintained for the term of the this Agreement, any extension or extensions thereof, and for a period of three years following its termination, by whatever means. 4 1- 2007-145 6. I~~~I1rl{. Consultant shall indemnify, defend and hold harmless the City, its officers, employees and agents (including, without limitation, reasonable costs of defense and reasonable attorney's fees) arising out of or related to City's performance of this agreement, except that such duty to indemnify, defend and hold harmless shall not apply where injury to person or property is caused by City's willful misconduct or negligence. City shall indemnify, defend and hold harmless the Consultant, its officers, employees and agents (including, without limitation, reasonable costs of defense and reasonable attorney's fees) arising out of or related to Consultant's performance of this Agreement, except that such duty to indemnify, defend and hold harmless shall not apply where injury to person or property is caused by Consultant's willful misconduct or negligence. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the City shall be considered as "attorneys' fees" for the purposes of this paragraph. 7. INSURANC~. 7.1 Minimum Scope and Limits of Insurance. Consultant shall obtain and maintain during the term of this Agreement all of the following insurance coverages: (a) Comprehensive general liability, including premises-operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. (b) Automobile liability for owned vehicles, hired, and non-owned vehicles, with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. (c) Workers' compensation insurance as required by the State of California. (d) Professional errors and omissions ("E&O") liability insurance with policy limits of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. Consultant shall obtain and maintain, said E&O liability insurance during the life of this Agreement and for three years after completion of the work hereunder. 7.2. Endorsements. The comprehensive general liability insurance policy shall contain or be endorsed to contain the following provisions: (a) Additional insureds: "The City of San Bernardino and its elected and appointed boards, officers, agents, and employees are additional insureds with respect to this subject project and contract with City." (b) Notice: "Said policy shall not terminate, nor shall it be cancelled, nor the coverage reduced, until thirty (30) days after written notice is given to City." 5 2007-145 (c) Other insurance: "Any other insurance maintained by the City of San Bernardino shall be excess and not contributing with the insurance provided by this policy." 7.3. Certificates of Insurance: Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. 7.4. Non-limiting: Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Consultant may be held responsible for payments of damages to persons or property. 8. NON-DISCRIMINATION In the performance of this Agreement and in the hiring and recruitment of employees, Consultant shall not discriminate on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, or sexual orientation. 9. INDEPENDENT CONTRACTOR Consultant shall perform work tasks provided by this Agreement but for all intents and purposes Consultant shall be an independent contractor and not an agent or employee of the City. 10. NOTICES Any notice to be given pursuant to this Agreement shall be deposited with the United Postal Service, postage prepaid and addressed as follows: TO THE CITY: City Manager's Office 300 North "D" Street San Bernardino, CA 92418 Facsimile (909) 384-5138 TO THE CONSULTANT: ATS Communications 22651 Lambert Street, Suite 101A Lake Forest, CA 92630 Facsimile (949) 768-6984 11. ATTORNEYS' FEES In the event that litigation is brought by any party in connection with this agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions or provisions hereof. The costs, salary and expenses of the City Attorney and members of his office in enforcing this 6 2007-145 Agreement on behalf of the City shall be considered as "attorneys' fees" for the purposes of this paragraph. 12. ASSIGNMENT Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of the Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for the termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this agreement. 13. GOVERNING LAW This Agreement shall be governed by and construed and interpreted in accordance with the laws of the State of California without regard to principles of conflicts of law. 14. VENUE The parties hereto agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated either in the State courts located in the County of San Bernardino, State of California or the U.S. District Court for the Central District of California The aforementioned choice of venue is intended by the parties to be mandatory and not permissive in nature. 15. SUCCESSORS AND ASSIGNS. This Agreement shall be binding on and inure to the benefit of the parties to this Agreement and their respective heirs, representatives, successors, and assigns. 16. HEADINGS. The subject headings of the sections of this Agreement are included for the purposes of convenience only and shall not affect the construction or the interpretation of any of its provisions. 17. ENTIRE AGREEMENT; MODIFICATION. This Agreement constitutes the entire agreement and the understanding between the parties, and supercedes any prior agreements and understandings relating to the subject matter of this Agreement. This Agreement may be modified or amended only by a written instrument executed by all parties to this Agreement. /1/ /1/ 7 2007-145 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date first above written. Date: May l.s ,2007 Telecom Partners Group Corporation, dba A TS Communications Date: May 9 , 2007 By: Attest: Q~h.~ Rachcl Clark, City Clerk Approved as to form: James F. Penman, City Attorney By J}~ltYWP 8 ,- 2007-145 Attachment 1 SCOPE OF SERVICES Consultant shall prepare and assist in implementing a City wide wireless communications master plan designed to: Reduce the number of wireless antennas necessary to provide service throughout the City. Reduce the blight of cell antennas through an effective equipment screening process. Create good wireless reception throughout the City. Generate additional revenues for the City. Consultant will perform the following tasks in order to develop and implement the master plan: Analyze existing facilities located within, and adjacent to, the City of San Bernardino, estimating projections of future demand for facilities in San Bernardino. Meet with wireless providers in Southern California to assess and determine anticipated future network requirements. Identify City owned property suitable for development of wireless communications towers to meet anticipated future needs. Act as the City's exclusive agent to lease identified City Property to wireless communications providers and facilitate lease negotiations, including terms relating to the development of additional improvements on City Property in exchange for a portion of the lease value and Oversee design and implementation of wireless facilities. Consultant shall coordinate the design and location of wireless communication facilities and stealth antenna with City staff to minimize impact to the City site and programs. Consultant shall review wireless radio signals to ensure wireless communications services will not impact any emergency services, safety personnel radio service, etc. Consultant shall provide and manage a construction schedule for the City staff, assist in the verification of permits, and verify improvements to the satisfaction of City staff prior to the release of electrical service to the site. City will provide to Consultant, information regarding the location of existing telecommunications facilities within the City, the location of any planned facilities within the next 12-month period and a list of all frequencies presently utilized at all existing sites (transmit and receive). None of the services provided hereunder shall apply to any property within or containing a public right-of-way, road, street or highway. 9 2007-145 Attachment 2 ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of San Bernardino, California 92418; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of San Bernardino, California. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to , this endorsement form as a part of Named Insured Countersigned by Authorized Representative 10 2007-145 Attachment 2 ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABIUTY POLICY Insurance Company S~. pa 4.J 1 T r a va, I 0.1 S Ihis endorsement modifies such insurance as is afforded by the provisions of Policy # I:> 8D - Z oW 2. c'll 2. relating to the following: ]. The City of San Bernardino, California 92418; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insu red. 2 With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is ptimary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds 3. Ihis insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included, 4 With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after tllirty (30) days written notice has been given to the City of San Bernardino, California. (Completion of the following, including countersignatnre, is required to make this endorsement effective.) Effective 0 q . I 5- zoo UJ, this endorsement form as a part of Policy # u>.. 0 - '20 W 2 c-q /2. Issued to TO. I a c. 0 m p" t t n CI r!; G r "u p C 0. r p . Named Insured J. Go. I d UJ" r 0- Countersigned by Authorized Representative 10 il..A.C(jRjj.....W'lijWE;bi?l'a'liSJ~i!tiE1j~E@i;!I\~tii.liilrl"!iii.~Ntl..ii~I\ii!gJiA:fijiSj:din@HW];j?il%'iii@WWg....D~;:;:i;;;;iDD;yyi ....'1 H,:-:.:-~:".:.:.'.:,:~M:~W.~~:c~:~,~,JJ)?~m!~h'-b:!JL~f~~I~w~:~f:~jIL{~;et,i:HA1',~:~Jt~;L~\M~M~IJI~J~~iE%@lM~tdW1~%WWNW@n05 18/2007 H pnOOUCeR Nicholas Goldware THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND. EXTEND DR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANIES AFFORDING COVERAGE COMPANY St Paul Fire and Marine Insurance A Hub International of California 437l Latham Street Suite lOl PO Box 5345 Riverside, CA 95l-788-8500 9250l ... fax95l-788-2~94 INSURED Telecom Partners Group Corp DBA ATB COflllTlWlications 22651 Lambert St nl01A Lake Forest CA 92630 COMPANY Landmark American Insurance Compa B COMPANY C COMPANY D THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE L1STEO 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 seEN REDUCED BY PAID CLAIMS. CO LTll TYPE Of INSURANCE POUCY NUMBER POuCyepFecnVE POUCY EXPIRATION DATE IMMfDDIVYI DATE IMMIDDIVYI ~/l5/2006 09/l5/2007 UMITS A GENERALUM'UTY 1-680-2062C~l2-06 COMMeRCIAL GENeRAL LIABILITY CLAIMS MADE 0 OCCUR OWNER'S & CONTRACTOR-S PROT GENERAL AGGREGATE PRODUCTS. COMPIOP AGG PERSONAL & ADV INJURY EACH OCCURRENCE FIRE DAMAGE IAn 01'10 llfOI MEDEXPlAnyonoPOrson} .2.000 000 . 2 000 000 $, 1,000,000 . l 000,000 .300.000 .5,000 A AUTOMDBILEUABIUTY I-68Q-2062C912-06 9/lS/2006 09/lS/2007 COMBINEO SINGLE LIMIT $1,000,000 ANY AUTO ALL OWNED AUTOS SCHE.DULEO AUTOS HIRED AUTOS NON.OWNED AUTOS 800IL Y INJURY IPClrpGfl~ BDOIL Y INJURY IPeroccldentl PROPERTY DAMAGE GARAGE UA81UTY ANY AUTO AUTO ONLY. EA ACCIDENT OTHER THAN AUTO ONLY: EACH ACCIDENT 5 AGGREGATE $ EACH OCCURRENCE AGGREGATE EXCESS UAlUUTY UMBRELLA fORM OTHER THAN UMBRELLA FORM WORKERS COMPENSATION AND EMPLOYERS' UABIUTY we STATU. OTH. EXCL EL EACH ACCIDENT EL DISEASE. POUCY LIMIT EL DISEASE - EA EMPLOYEE THE PROPRIETOR/ PARTNERSIEXfCUTlI/E OFfiCERS ARE: B ~1-~fe6sional Liability INCl 05172007 05/11 /2007 05/l7/2008 $1. ODD, 000 ea claim $1,000,000 aggregate $2,500 deductible DESCRIPTION OF OPERATlDNSlLOCATlONSNEHlClESISPEClAt.lTEMS Re: Consultant Services Agreement City of San Bernardino and ATS Communications a California Operation are named as additional insureds with respects to genera liability per attached Xtend Endorsement CG D1 86 11 03. i;g@.ftQ.~~~~M:Qtl~;{?JjfW@@WJ@1::W~M@ilW%Wf:;FNWif@mM@j::B~@MKW~N#,~~T:!9~H~itFtmm@@fi:MMrN@M1MW%%]M%~mMfM@@t~mW:M!m, SHOULD ANY OF THE ABOVE DESCRIBED POUCIES BE CANCEllED BEFORE THE EXPIRATION DATE THEaEOf_, THE ISSUING COMPANY Will ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTJACATE HOLDER NAMED TO THE LEFT. ~ys notice for non-payment BUT FAlWRE TO MAll SUCH NOnCe SHAU IMPOSE NO OBUGATION OR UA81U1V OF ANY KIND UPON THE COMPANY. ITS AGENTS OR REPRESENTATJVES. AUTHORIZED IW"RESENTATlVE ~ !AgQjj\tl~~i$iliI9'i5nm:WnjM@m!l@ml@jlm%nNmI.MnilitiiWl!ltmM@i'kjmtk1im:m!mmM!WlmmF@!~hiii1t1l'm;i1l1H1Qljl!1~Q~M'!tijiii City of San Bernardino 300 North "on Street San Bernardino, CA 92418-0001 G)ds~291S02G 97953 polHr-680-2062C912-06 Telecom Partners Group Corp - .- "- - ....... .- - - - - 0- . , - ~== ...... -= o ,- "- - ,"""'" o 0- - - u . 014940 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTENDENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE - This endorsement broadens coverage. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages Read all the PRO- VISIONS of this endorsement carefully to detennine rights, duties, and what Is and is not covered A. Broadened Named Insured B. Damage To Premises Rented To You Extension . Perils of fire, expiosion, lightning, smoke, water . Limit increased to $300,000 C. Blanket Waiver of Subrogation D. Blanket Addnionallnsured - Managers or Lessors of Premises E. Blanket Additional Insured - Lessor of Leased Equipment F. Incidental Medical Malpractice G. Personal Injury - Assumed by Contract H. Extension of Coverage - Bodily Injury PROVISIONS A. BROADENED NAMED INSURED 1. The Named Insured in ilem 1. of the Declara- tions is as follows: The person or organization named In Item 1. of the Declarations and any organization, other than a partnership or joint venture, over which you maintain ownership or majority in- terest on the effective date of the policy. However. coverage for any such organization will cease as of the date during the policy pe- riod that you no longer maintain ownerShip of, or majority interest in. such organization. 2. WHO IS AN INSURED (Section II) Item 4.a. is deleted and replaced by the following: a. Coverage under this provision is afforded only until the 180th day after you acquire or fonn the organization or the end of the policy period, whichever is earlier, unless reported in writing to us within 180 days. 3. This Provision A. does not apply to any per- son or organization for which coverage is ex- cluded by endorsement. CG Dl 86 11 03 I. Injury to Co-Employees and Co-Volunteer Workers J. Aircraft Chartered with Crew K. Non-Owned Watercraft -Increased from 25 feet to 50 feet L. Increased Supplementary Payments . Cost for bail bonds increased to $2,500 . Loss of earnings increased to $500 per day M. Knowiedge and Notice of Occurrence or Offense N. Unintentional Omission O. Reasonable Force - Bodily Injury or Property Damage B. DAMAGE TO PREMISES RENTED TO YOU EXTENSION 1. The last paragraph of COVERAGE A BOD- IL Y INJURY AND PROPERTY DAMAGE L1. ABILITY (Section I - Coverages) is deleted and replaced by the following: Exclusions c. through n. do not apply to dam- age to premises while rented to you, or tem- porarily occupied by you with pennlssion of the owner, caused by: a. Fire; b. Explosion; c. Lightning; d. Smoke resulting from such fire, explosion, or lightning; or e. Water. A separate limn of insurance applies to this coverage as described in LIMITS OF INSUR- ANCE (Section III). 2. This insurance does not apply to damage to premises while rented to you, or temporarily Copyright, The Travelers Indemnity Company, 2003 Page lof5 COMMERCIAL GENERAL LIABILITY occupied by you with permission of the owner, caused by: a, Rupture, bursting, or operation of pres- sure relief devices; b. Rupture or bursting due to expansion or swelling of the contents of any building or structure, caused by or resulting from wa- ter, c. Explosion of steam boilers, steam pipes, steam engines, or steam turbines 3. Part 6. of LIMITS OF INSURANCE (Section III) is deleted and replaced by the following: Subject to 5. above, the Damage To Prem- ises Rented To You Limit is the most we will pay under COVERAGE A for damages be- cause of "property damage" to anyone prem- ises while rented to you, or temporarily occu- pied by you with permission of the owner, caused by fire, explosion, lightning, smoke resulting from such fire, explosion, or light- ning, or water. The Damage To Premises Rented To You Limit will apply to all damage proximately caused by the same "occur- rence", whether such damage results from fire, explosion, lightning, smoke resulting from such fire, explosion, or lightning, or water, or any combination of any of these. The Damage To Premises Renled To You Limit will be the higher of: a. $300,000; or b. The amount shown on the Declarations for Damage To Premises Rented To You Limit. 4. Under DEFINITIONS (Section V), Paragraph a. of the definition of ''insured contract" is amended so that it does not include that por- tion of the contract for a lease of premises that indemnifies any person or organization for damage to premises while rented to you, or temporarily occupied by you with permis- sion of the owner, caused by: a. Fire; b. Explosion; c. Lightning; d. Smoke resulting from such fire, explosion, or lightning; or e. Water. 5. This Provision B. does not apply if coverage for Damage To Premises Rented To You of Page 2 of 5 COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY (Section 1- r Coverages) is excluded by endorsement C. BLANKET WAIVER OF SUBROGATION We waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of premises owned or occupied by or rented or loaned to you; ongoing operations performed by you or on your behalf, done under a contract with that person or organization; "your work"; or "your products". We waive this right where you have agreed to do so as part of a wrilten contract, executed by you prior to loss. D. BLANKET ADDITIONAL INSURED - MANAG- ERS OR LESSORS OF PREMISES WHO IS AN INSURED (Seclion IQ is amended to include as an insured any person or organization (referred to below as "additional insured") with whom you have agreed in a wrilten contract, exe. cuted prior to loss, to name as an additional in- sured, but only with respect to liability arising out of the ownership, maintenance or use of that part of any premises leased to you, subject to the fol- lowing provisions: 1. Limits of Insurance. The limits of insurance afforded to the additional insured shall be the limits which you agreed to provide, or the lim- ils shown on the Declarations, whichever is less. 2. The insurance afforded to the additional in- sured does not apply to: a. Any "occurrence" that takes place after you cease to be a tenant in that premises; b. Any premises for which coverage is ex- cluded by endorsement; or c. Structural alterations, new construction or demolition operations performed by or on behalf of such additional insured. 3. The insurance afforded to the additional in- sured is excess over any valid and collectible insurance available to such additional in- sured, unless you have agreed in a written contract for this insurance to apply on a pri- mary or contributory basis. E. BLANKET ADDITIONAL INSURED - LESSOR OF LEASED EQUIPMENT WHO IS AN INSURED (Section IQ is amended to include as an insured any person or organization (referred to below as "additional insured") with Copyright, The Travelers Indemnity Company, 2003 CG 01 86 11 03 o - - . "= ;;;;;;;; ........ - o=: 0- '- , , """" ^ ~ o=: - ."""'" o=: 0= - = C_ o whom you have agreed in a written contract, exe- cuted prior to loss. to name as an additional in- sured, but only with respect to their liability arising out of the maintenance, operation or use by you of equipment leased to you by such additional in- sured, subject to the following provisions: 1. Limits of Insurance The limits of insurance afforded to the additional insured shall be the limits which you agreed to provide. or the lim- its shown on the Declarations. whichever is less 2. The insurance afforded to the addnional in- sured does not apply to: a. Any "occurrence" that takes place after the equipment lease expires; or b. "Bodily Injury" or "property damage" aris- ing out of the sole negligence of such ad- ditional insured. 3. The insurance afforded to the addilional in- sured is excess over any valid and collectible insurance available to such additional in- sured, unless you have agreed in a written contract for this insurance to apply on a pri- mary or contributory basis. F. INCIDENTAL MEDICAL MALPRACTICE 1. The definilion of "bodily Injury" in DEFINI- TiONS (Section V) is amended to include "In- cidentai Medical Malpractice Injury" 2. The following definition Is added to DEFINI- TIONS (Section V): "Incidental medical malpractice injury" means bodily injury, mental anguish, sickness or dis- ease sustained by a person, including death resutting from any of these at any time, aris- ing out of the rendering of, or failure to ren- der, the following services: a. Medical. surgical, dental, laboratory, x-ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; b. The furnishing or dispensing of drugs or medical, dental. or surgical supplies or appliances; or c. First aid. d. "Good Samaritan services", As used in this Provision F.. "Good Samaritan ser- vices" are those medical services ren- dered or provided in an emergency and COMMERCIAL GENERAL LIABILITY for which no remuneration is demanded or received. 3. Paragraph 2.a.(1 )(d) of WHO IS AN IN- SURED (Section II) does not apply to any registered nurse, licensed practical nurse, emergency medical technician or paramedic employed by you, but only while performing the services described in paragraph 2. above and while acling within the scope of their em- ployment by you. Any "employees" rendering "Good Samaritan services" will be deemed to be acting within the scope of their employ- ment by you. 4. The following exclusion is added to paragraph 2. Exclusions of COVERAGE A, - BODILY INJURY AND PROPERTY DAMAGE LIABIL- ITY (Section 1- Coverages): (This insurance does not apply to:) Liability arising out of the willful violation of a penal statute or ordinance relating to the sale of pharmaceuticals by or with the knowledge or consent of the insured 5. For the purposes of determining the applica- ble limits of insurance, any act or omission. together with all related acts or omissions in the furnishing of the services described in paragraph 2. above to anyone person, will be considered one uoccurrence", 6. This Provision F. does not apply if you are in the business or occupation of providing any of the services described in paragraph 2. above. 7. The insurance provided by this Provision F. shall be excess over any other valid and col- lectible insurance available to the insured, whether primary, excess, contingenl or on any other basis, except for insurance pur- chased specifically by you to be excess of this policy G. PERSONAL INJURY - ASSUMED BY CON- TRACT 1. The Contractual Liability Exclusion in Part 2., Exclusions of COVERAGE B. PER. SONAL AND ADVERTISING INJURY LIABIL- ITY (Section I - Coverages) is deleted and replaced by the following: (This insurance does not apply to:) Contractual Liability "Advertising injury" for which the insured has assumed liabimy in a contract or agreement This exclusion does not apply to Iiabilny for CG D1 86 11 03 Copyright, The Travelers Indemnity Company, 2003 Page 3 of 5 014941 COMMERCIAL GENERAL LIABILITY damages that the insured would have in the absence of the contract of agreement 2. Subparagraph f. of the definnion of "insured contract" (DEFINITIONS - Section V) is de- leted and replaced by the following: f. That part of any other contract or agree- ment pertaining to your business (includ. ing an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury," "property damage" or "per- sonal injury" to a third party or organiza. tion. Tort liabilny means a liability that would be imposed by law in the absence of any contract or agreement. 3. This Provision G. does not apply if COVER- AGE B. PERSONAL AND ADVERTISING IN- JURY LIABILITY is excluded by endorse- ment. H. EXTENSION OF COVERAGE - BODILY IN- JURY The definition of "bodily injury" (DEFINITIONS - Section V) is deleted and replaced by the follow- ing: "Bodily injury" means bodily injury, mental an- guish, mental injury, shock, fright, disabimy, hu- miliation, sickness or disease sustained by a per- son, including death resulting from any of these at any time. I. INJURY TO CO-EMPLOYEES AND CO- VOLUNTEER WORKERS 1. Your "employees" are insureds with respect to "bodily injury" to a co-"employee" in the course of the co-"employee's" employment by you, or to your "volunteer workers" while per. forming duties related to the conduct of your business, provided that this coverage for your "employees" does not apply to acts outside the scope of their employment by you or while performing duties unrelated to the conduct of your business. 2. Your "volunteer workers" are insureds with respect to "bodily injury" to a co-"volunteer worker" while performing duties related to the conduct of your business, or to your "employ- ees" in the course of the "employee's" em. ployment by you, provided that this coverage for your "volunteer workers" does not apply while performing duties unrelated to the con- duct of your business 3, SUbparagraphs 2.a.(1)(a), (b) and (c) and 3.a, of WHO IS AN INSURED (Section II) do I not apply to "bodily injury" for which insurance is provided by paragraph 1. or 2, above. J. AIRCRAFT CHARTERED WITH CREW I, The following is added to the exceptions con- tained in the Aircraft, Auto Or Watercraft Exclusion in Part 2., Exclusions of COVER- AGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY (Section 1- Coverages): (This exclusion does not apply to:) Aircraft chartered with crew to any insured 2. This Provision J, does not apply if the char. tered aircraft Is owned by any insured. 3, The insurance provided by this Provision J. shall be excess over any other valid and col- lectible insurance available to the insured, whether primary, excess, contingent or on any other basis, except for insurance pur- chased specifically by you to be excess of this policy. K. NON-OWNED WATERCRAFT I, The exception contained in Subparagraph (2) of the Aircraft, Auto Or Watercraft exclu- sion in Part 2., Exclusions of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY (Section I - Coverages) is deleted and replaced by the following: (21 A watercraft you do not own that is: (a) Fifty feet long or less; and (b) Not being used to carry persons or property for a charge; 2. This Provision K. applies to any person who, with your expressed or implied consent, either uses or Is responsible for the use of a water- craft. 3. The insurance provided by this Provision K. shali be excess over any other valid and col- lectible insurance available to the insured, whether primary, excess, contingent or on any other basis, except for insurance pur- chased specifically by you to be excess of this policy. L. INCREASED SUPPLEMENTARY PAYMENTS Parts b. and d. of SUPPLEMENTARY PAY- MENTS - COVERAGES A AND B (Section I - Coverages) are amended as follows: 1, In Part b. the amount we wili pay for the cost of bail bonds is increased to $2500. Page 4 of5 Copyright, The Travelers Indemnity Company, 2003 CG 01 86 11 03 - . - , = ~== - - - c- 0= - ~ ~ , 0= ~ .-= 0- - , 0= o . ~ 2. In Part d. the amount we will pay for loss of earnings is increased to $500 a day M KNOWLEDGE AND NOTICE OF OCCUR- RENCE OR OFFENSE 1. The following is added to COMMERCIAL GENERAL LIABILITY CONDITiONS (Section IV), paragraph 2. (Duties In The Event of Oc- currence, Offense, Claim or Suit): Notice of an "occurrence" or of an offense which may result in a claim under this insur- ance shall be given as soon as practicable af- ter knowledge of the "occurrence" or offense has been reported to any insured listed under Paragraph 1. of Section II - Who Is An In- sured or an "empioyee" (such as en insur- ance, loss control or risk manager or adminis- trator) designated by you to give such notice Knowledge by other "employee(s)" of an "oc- currence" or of an offense does not imply that you also have such knowledge. 2. Notice shall be deemed prompt if given In good faith as soon as practicable to your workers' compensation insurer. This applies only if you subsequently give notice to us as soon as practicable after any insured listed under Paragraph 1. of Sec\ion II - Who Is An Insured or an "employee" (such as an Insur- ance, loss control or risk manager or adminis- trator) designated by you to give such notice discovers that the "occurrence", offense or claim may involve this policy. 3. However, this Provision M. does not apply as respects the specific number of days within COMMERCIAL GENERAL LIABILITY which you are required to notify us in writing of the abrupt commencement of a discharge, reiease or escape of "pollutants" which causes "bodily injury" or "property damage" which may otherwise be covered under this policy I~. UNINTENTIONAL OMISSION The following is added to COMMERCIAL GEN- ERAL LIABILITY CONDITIONS (Section IV), paragraph 6. (Representations): The unintentional omission of, or unintentional error in, any information provided by you shall not prejudice your rights under this insurance. How- ever, this Provision N. does not affect our right to collect additional premium or to exercise our right of cancellation or nonrenewal in accordance with applicable state insurance laws, codes or regula- tions O. REASONABLE FORCE - BODILY INJURY OR PROPERTY DAMAGE The Expected Or Intended Injury Exclusion in Part 2., Exclusions of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY (Section I - Coverages) is deleted and replaced by the following: (This insurance dose not apply to:) Expected or Intended Injury or Damage "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" resuiting from the use of rea- sonable force to protect persons or property CG 01 86 11 03 Copyright, The Travelers Indemnity Company, 2003 Page 5 of 5 014942