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HomeMy WebLinkAboutStaff Report 7025 City of Palo Alto (ID # 7025) City Council Staff Report Report Type: Consent Calendar Meeting Date: 8/15/2016 City of Palo Alto Page 1 Summary Title: Kidz Love Soccer Title: Approval of Amendment Number 1 to Contract Number S1418347 With North American Youth Activities LLC DBA Kidz Love Soccer Extending the Term to December 31, 2016 and Increasing the Contract Amount by $40,000 for a Total Not-to-Exceed Amount of $295,000 From: City Manager Lead Department: Community Services Recommendation Staff recommends that Council approve Amendment No. 1 to Contract S1418347 – North American Youth Activities LLC DBA Kidz Love Soccer extending the term to December 31, 2016 and increasing the contract amount by $40,000 for a maximum contract amount of $295,000 (Attachment A). Background Since 2003, the City of Palo Alto has contracted with Kidz Love Soccer to provide year-round classes and summer camps (Attachment B). Year- round classes are offered to youth ages 2 - 10 years, which includes Parent & Me Soccer for ages 2 - 3.5 years, Pre Soccer for ages 4 - 5 years, Tot Soccer for ages 3.5 - 4 years, Soccer 1: Techniques & Teamwork for ages 5 - 6 years and Soccer 2: Skillz & Scrimmages for ages 7 -10 years. These classes typically run once a week for 8-10 weeks (depending on the season) and are offered during the weekdays and on Saturdays. During the summer season, which runs from early-June to mid-July multiple 1-week sessions of half day camps are offered to children 4.5-6 years, 7-8 years and 9-10 years. Full day 1-week sessions are also available. Discussion The Community Services Department (CSD) would like to amend the current 3-year contract by extending the term from September 30, 2016 to December 31, 2016 and increasing the contract maximum amount from $255,000 to $295,000. Kidz Love Soccer has been a very popular and succesful program resulting in higher than expected registration numbers. Within this current contract, Kidz Love Soccer has served 3,513 registrants, generated $413,780.54 in revenues from fees for classes. Table 1 includes total number of registrations, gross revenue as well as net revenue for the seasons 2013-2016. City of Palo Alto Page 2 The program’s success has resulted in reaching the maximum dollar amount of the contract including spring classes and summer camps. Under the current terms of the contract, there will not be adequate funding for already scheduled summer classes. Additionally, the current contract’s end date of September 30, 2016 is in the middle of the fall season. If the contract is allowed to expire on September 30th and a new service provider is hired after the fall season has already started, customers would likely have an unfavorable experience due to the mid-season change in coaches and coaching methods. Amending the contract to extend the contract term and increase the maximum contract amount will allow the services to continue as planned to cover summer class quarter of 2016 and fall class quarter of 2016. Resource Impact Funds for the proposed contract amendment are included in the adopted Community Services Departmental Fiscal Year 2017 Operation Budget. No additional funds are being requested to add to the budget. If the request to amend the contract is approved, it is projected that the program will serve up to 538 participants and generate $59,000 in revenues. Attachments:  Attachment A: Amendment to Contract S14148347 Kidz Love Soccer (PDF)  Attachment B: Original Contract #S14148347 (PDF)  Attachment C: Kidz Love Soccer_Copies of Classes and Camps From Enjoy Catalog (PDF) 1 Revision July 20, 2016 AMENDMENT NO. 1 TO CONTRACT NO. S14148347 BETWEEN THE CITY OF PALO ALTO AND NORTH AMERICAN YOUTH ACTIVITIES LLC DBA KIDZ LOVE SOCCER This Amendment No. 1 to Contract No: S14148347 (“Contract”) is entered into August 15, 2016, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and NORTH AMERICAN YOUTH ACTIVITIES LLC DBA KIDZ LOVE SOCCER, a California limited liability company, located at 580 E. Wedell Dr. Suite 2, Sunnyvale, CA 94089 (“CONSULTANT”). R E C I T A L S A. The Contract was entered into between the parties for the provision of providing youth soccer training classes and camps. B. The parties wish to amend the Contract. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 2 “Term” is hereby amended to read as follows: “The term of this agreement shall be from its fill execution through December 31, 2016, unless terminated earlier pursuant to Section 19 of this Agreement.” SECTION 2. Section 4 is hereby amended to read as follows: “The compensation to be paid to CONSULTANT for performing of the Services described in Exhibit “A,” including both payment for professional services and reimbursable expenses, shall not exceed the total amount of two hundred ninety- five thousand dollars ($295,000). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed Zero Dollars ($0). The applicable rates and schedule of payment are set out in Exhibit “C-1,” entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. . .” SECTION 4. The following exhibit(s) to the Contract is/are hereby amended to read as set forth in the attachment(s) to this Amendment, which are incorporated in full by this reference: a. Exhibit “A” entitled “SCOPE OF PROJECT AND TIME SCHEDULE”. DocuSign Envelope ID: 398AD313-C9A3-4F8B-9E13-F68862254BA4 2 Revision July 20, 2016 b. Exhibit “B” entitled “RATE SCHEDULE”. SECTION 5. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO City Manager (Contract over $85k) APPROVED AS TO FORM: City Attorney or designee (Contract over $25k) Contracts Administrator (Checklist Approval) NORTH AMERICAN YOUTH ACTIVITIES LLC DBA KIDZ LOVE SOCCER Officer 1 By: Name: Title: Officer 2 (Required for Corp. or LLC) By: Name: Title: Attachments (If applicable): EXHIBIT "A": SCOPE OF PROJECT & TIME SCHEDULE EXHIBIT "B": RATE SCHEDULE EXHIBIT A DocuSign Envelope ID: 398AD313-C9A3-4F8B-9E13-F68862254BA4 Managing Member Malcolm Guthrie Peter Stanley Northern Territory Manager 3 Revision July 20, 2016 SCOPE OF PROJECT AND TIME SCHEDULE The Time Schedule of the contract is being extended by this Amendment from September 30, 2016 to December 31, 2016 EXHIBIT B DocuSign Envelope ID: 398AD313-C9A3-4F8B-9E13-F68862254BA4 4 Revision July 20, 2016 RATE SCHEDULE North American Youth Activities dba Kidz love Soccer Cost of Contract Original Contract Amount $255,000.00 Amendment #1 Increase in contract funding $40,000.00 Final Compensation for Contract $295,000.00 DocuSign Envelope ID: 398AD313-C9A3-4F8B-9E13-F68862254BA4 PURCHASING COPY 4CITY OF PALO ALTO CONTRACT NO. S1148347 AGREEMENT BETWEENTHECITY OF PAL0ALT0AND NORTH AMERICAN YOUTH ACT1VITIES LLC DBA KIDZ LOVE SOCCER FOR PROFESSlONAL SERVICES This Agreement is entered into on this first day of October, 2013,("Agreement") byand between the ClTY OF PALO ALTO, a California chartered municipal corporation C'CITY"),and NORTH AMERlCAN YOUTH ACTIVITIES LLC DBA KIDZ L()VE SOCCER, a California 1imited 1iability company, located at 580 E. Wedell Dr. Suite 2, Sunnyvale, CA 94089("CONSULTANT"). REClTALS The following recitals are a substantive portion of this Agrcement. A. ClTY intends to teach soccer clahes and camps ('Project") and desires to engage aCONSUL7ANT to teach soccer classes and camps in connection with the Ptoject("Services"). B. CONSULTANT has represented that it has the necess&ry professional expertise,qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations dcsires to engage CONSULTANT to provide theServices as niore fully described in Exhibit "A", attached to and made a part ofthis Agreement. NOW, THEREFORE, in consideration ofthe recitaIs, covenants, terms, and conditions, inthis Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described inExhibit "A" in accordance with the terms and conditions contained in this Agreement. Theperformance of all Services shall be to the reasonable satisfaction ofCITY. SECTION 2. TERM. The term of this Agreement shall be from the date ofits full execution through September 30, 2016unless terminated carlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is ofthe essence in the performance ofServices under this Agreement. CONSULTANT shall complete the Services within the term ofthisAgreement and in accordance withthe schedule set forth in Exhibit"B", attached to and made a partofthis Agreement. Any Services for which times for performance are not specified in this Agreementshall be commenced and completed by CONSULTANT in a reasonably prompt and timely mannerbased upon the circumstances and direction communicated to the CONSULTANT. CITY'sagreement to extend the term or the schedule forperformance shall notpreclude recovery 0fdamagesfor delay if the extension is required due to the fault o f CONSULTANT. Professional Services Rev.Nov.1,2011 SECTION 4. NOT TO EXCEED COMPENSATION. The compcnsation to be paid to CONSULTANT for performance of the Services described in Exhibit "A", including both payment for professional services and reimbursable expenses, shall not cxceed Eighty Five Thousand Dollars ($85,000) per year for three years for a 1otal not to exceed arnount ofTwo Hundred Fifty Five Thousand Do]lars ($255,000). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed Zero Dollars ($0). The applicable rates and schedule of payment are set out in Exhibit "C-1", entitled "HOURLY RATE SCHEDULE:" which is attached to and made a part ofthis Agreement. Additional Services, i fany, shall be authorized in accordance with and subject to the provisions of Exhibit "C". CONSULTANT shall not receive any compensation forAdditional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit "A" SECTiON 5. INVOlCES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification 0fpersonnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT's billing rates (set forth in Exhibit"C-1"). Ifapplicable, the· invoice shall also describe the percentage of completion of each task. The information in CONSULTANT's payment requests shall be subjectto verification by CITY. CONSULTANT shall send all invoices to the CITY's project manager at the address specified in Section 13 below. The CITY will generally process and pay invoices within thirty (30) days of reccipt. SECT1ON 6. OUALIFICATIONS/STANDARD OF CARE, Al] of the Services shall be performed by CONSULTANT or under CONSULTANT's supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subCONSULTANTs, if permitted, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform theServices. All of the services to be fumished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skilI engaged in related work throughoutCalifornia under the same or similarcircumstances. SECTION 7. COMPLIANCE W!TH LAWS. CONSULTANT shall keep itself informed ofandin compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure all permits and licenses, pay aIl charges and fees, and give all notices required by law in the performance ofthe Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives Professional Services Rev.Nov.1,2011 notice to CONSULTANT. lf CONSULTANT has prepared plans and speci fications or other design documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. Ifthe total estimated construction cost at anysubmittal exceeds ten percent(10%) ofthe CITY's stated construction budget, CONSULTANT shallmake recommendations to the CITY for aligning the PROJECT design with the budget, incorporate ClTY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY., SECTION 10. INDEPENDENT CONSULTANT. It is understood and agreed that in performing thc Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent CONSULTANT and not an agent or employec ofthe CITY. SECT1ON 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance ofany 0fCONSULTANT's obligations hereunder without the prior written consent ofthe CITY manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval ofthe CITY manager will be void. SECTION 12. SUBCONTRACTING. CONSULTANT shall not subcontract any portion ofthe work to be performed under this Agreement without the prior written authorization of the CITY manager or designee. SECTION 13. PROJECTMANAGEMENT.CONSULLANTwill assign Peter Stan1ey as the1ead to have supervisory responsibility for the performance, progress, and execution ofthe Services and Peter Stan1ey as the project managerto represent CONSULTANT during the day-to-day work on the Project. 1fcircumstances causethe substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment o f any key new or replacement personnel wil]be subjecttothe prior written approval of the CITY's project manager. CONSULTANT, at ClTY's request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely compIetion of the Project or a threat to the safety of persons or property. The CITY's project manager is Sharon Eva, Community Services Department, Recrcation Division, Pa10 Alto, CA 94303, Telephone(650)463-4909. The project inanager will be CONSULTANT's point ofcontact with respect to performance, progress and execution ofthe Services. TheCITY may designate an a[temate project manager from time to time. SECTION 14. 0WNERSHIP OF MATERIALS. Upon delivery, all work product, including Professional Services Rev.Nov.I,201[ without 1imitation, al] writings, drawings, plans, reports, speci fications, calculations, documents, other materials and copyright interests developed under this Agrecment shall be and remain the exclusive property ofCITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation ofthe work pursuantto this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the ClTY. Neither CONSULTANT norits CONSULTANTs, ifany, shall make any of such materials available to any individua] or organization without the prior written approval of the CITY Manager or dcsignee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scopeof work. SECTION15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term ofthis Agreement and for three (3) years thereafter, CONSULTANT's records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such ,records for at 1east thrce (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents '(each an "Indemnified Party") from and against any and all demands, claims, or liability of any nature, including death or inj ury to any person, property damage or any other loss, including all costs andexpenses of whatever nature including allorneys fees, experts fees, court costs and disbursements C'Claims") resulting from, arising out ofor in any mannerrelatedto performance or nonperformance by CONSULTANT, its officers, employees, agents or CONSU 1.TANTs under this Agreement, regardless of whether or not it is caused in part by an 1ndemnified Parly. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT's services and duties by CITY shall not operate as a waiver of the right o f indemnification. The proviSions ofthis Section 1 6 shall survive the expiration or carly termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party ofany brcach or violation ofany covenant, term, condition or provision ofthis Agreement, or o fthe provisions ofany ordinance or law: will not be dcemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision,ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, atits solecostand expense, shall obtain and maintain, in full force and effect during the term ofthis Agreement, the insurance coverage described in Exhibit "D", CONSULTANT and its CONSULTANTs, ifany, shall obtain a policy endorsement naming CITY as Professional Scrvices Rev.Nov.1.2011 an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carrierswith AM Best's Key Rating Guide ratings of A-: VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and al] CONSULTANTs of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term ofthis Agreement, identical insi1rance coverage, naming CiTY as anadditional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrentlywith the cxecution ofthis Agreement. The certificates will be subject to the approval ofCITY's Risk Manager and will contain an endorsement stating thal tlie insurance is primary coverage and will not be canceled, or materially reduced in coverage or 1imits, by the insurer except after filing with the Purctiasing Manager thirty (30) days' prior written noticeofthecancellationormodification. Ifthe insurer cancels or modifies the insurance and provides less than thirty (30) days' notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancelIation or modification within two (2) business days ofthe CONSULTANT's receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing theinsurance are provided to CITY's Purchasing Manager during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not beconstrued to 1imit CONSULTANT's 1iability her¢under nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount ofany damage, inj ury, or loss caused by or directly arising as a resuIt of the Services performed under this Agreement: including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERV1CES. 19.1. TheCITYManagermay suspend the performance ofthe Services,in whole orin part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereofto CONSULTANT.Upon receipt ofsuch notice, CONSULTANT will immediately disconlinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance ofthe Services by giving thirty (30) days prior writtennotice thereofto CITY, but only in the eventofa substantial failure of performance by CITY. 19.3, Upon such suspension or termination, CONSULTANT shall deliver to theCITY Manager immediately any and all copies of studies, sketches, drawings, computations, and otherdata, whether ornot completed, prepared by CONSULTANT orits CONSULTANTs, ifany, or given to CONSULTANT or its CONSULTANTs, ifany, in connection with this Agreement. Suchmaterials will become the property of CITY. 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paidfor the Services rendered or materials delivered to CITY in accordance with the scope of services onor before the effectivedate(i.e., 10days after giving notice) of suspension or termination; provided, Professional Services Rev.Nov.1,201I SECTION 20. NOTICES. however, ifthis Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion o f CONSULTANT's services which are 0fdirect and immediate benefit to ClTY as such determination may be made by the CITY Manager acting in the reasonable exercise of his/her discretion. The fol]owing Sections wi]] survive any expiration or termination of this Agreement: 14, 15, 16, 19.4, 20, and 25. 19.5. No payment, partial payment, acceptance,or partial acceptance by CITY will operate as a waiver on the part of CITY ofany ofils rights under this Agreement. All notices hereunder will be given in writing and mailed, postage prepaid, bycertified mail, addressed as follows: To CITY:Office ofthe CITY Clerk CITY of Palo Alto Post Office Box 10250 Pa]o Alto, CA 94303 With a copy to the Purchasing Manager To CONS ULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICTOF INTEREST. 21.1. In accepting this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any intcrest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that: in theperformance ofthis Agreement, it will not employ subCONS ULTANTs, CONSULTANTs or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee ofCITY; this provision wiLl be interpreted in accordance with the applicable provisions ofthe Pa]o Alto Municipal Code and the Government Code of the State o f Califomia. 21.3. lf the Projeet Manager determines that CONSULTANT is a "CONSULTANT" as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. Professional Services Rev.Nov.1,2011 SECTl()N 22. NONDISCRIMINATION. As set forth in Pa10 Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment ofany person because ofthe race, skin eolor, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height ofsuch person. CON SULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Pa]o Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 23. ENVIRONMENTALLY PREFERRED PtJ1tCHASING AND ZERO WASTE REOUIREMENTS. CONSULTANT shall comply with the CITY's Environmentally Preferred Purchasing policies which are available at the CITY's Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the CITY's Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, CONSULTANT shall comply with the following zero waste requirements: • Al] printed materials provided by CONSULTANT to CITY generated from a personal computer and printer including but not 1imited to, proposals, quotes, invoiees, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the CITY's Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable based inks. • Goods purchased by CONSULTANT on behalf of the CITY shall be purchased in accordance with the CTTY's Environmental Purchasing Policy including but not 1imited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing 0ffice. • Reusablefreturnable pallets shall be taken back by the CONSULTANT, at no additional cost to the CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter ofthe CITY of Pa10 Alto and the Pa10 Alto Municipal Code. This Agrecment will terminate without any penalty (a) at the end of any fiscal yearintheevent that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no 1onger available. This section shall take precedence in the event of a conflict with any other covenant, term. condition, or provision of this Agreement. SECTION25.MISCELLANEOUS PROV1SIONS. 25. 1. This Agreement wil] be governed by the laws ofthe State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action Professiona[ Scrvices Rev.Nov.1,2011 will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attomeys' fees expended in connection with that action. The prevailing party shall be entitled to recoveran amount equal to the fair market value of 1egal services provided by attorneys employed by it as well as any attomeys' fees paid to third parties. 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, tcrms, conditions and provisions ofthis Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignces, and CONSULTANTs of the parties. 25.6. If a court ofcompetent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. All cxhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference inc6rporated in this Agrecment and will be deemed to be a part ofthis Agreement. 25.8 If, pursuant to this contract with CONSULTANT, ClTY shares with CONSULTAN1' personal in formation as defined in Cali fornia Civil Codesection 1798.81.5(d) about a California resident ("Persona] In formation"), CONSULTANT shall maintain reasonable and appropriate security procedures to protect thal Personal 1nformation, and shall inform CITY immediately upon 1earning that there has been a breach in the seeUrity ofthe system or in the security of the Persona] Information. CONSULTANT shall not use Personal Information for direct marketing purposes without CITY's express written consent. 25.9 Al] unchecked boxes do not apply to this agreement. 25.10 The individuals executing this Agreementrepresent and warrant that they have the legal capacity and authority to do so on behalf of their respective 1egal entities. 25.11 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. Professional Scrvices Rev. Nov. 1, 2011 CITY OF PALOALTO GreeP'"m"kiS'.P35.2,:13, Purchasing Manager APPROVED AS TO FORM: Senior Asst. CITY Attorney Attachments: EXHIBIT "A": EXHIBIT "B": EXHIBIT "C": EXH1BIT "D": NORTH AMERICAN YOUTH ACTIVIES, LLC DBA KIDZ LOVE SOCCER r '™ A hr .. ,'eler S·3,11oy(Sep 2,1,21) CH Peter Stan!ey Northern Territory Manager SCOPE OF SERV1CES SCHEDULE OF PERFORMANCE COMPENSATION INSURANCE REQUIREMENTS Professional Serviccs Rev.Nov.1,2011 EXHIBIT „j1„ SCOPE OF SERVICES CONSULTANT agrees to teach Soccer Classes and Camps. CONSULTANT shall not levy any charges on persons enrolled in the CONSULTANT's class or classes without the express written consent ofthe Recreation Program Supervisor assigned to the Class Location. CONSULTANT AGREES TO: COURSE CONTENT: • Be responsible for curriculum and course content. • Unless otherwise expressly provided in this Agreement. CITY shall not be responsible for providing course materials. • Provide a teacher that will teach the whole session, with as little substitution as possible. • Conduct the program in a safe manner. • CITY shall have the right to observe CONSULTANT instruct in order to determine whether CONSULTANT is in compliance with the terms and conditions of this Agrecment. QUALlTY OF PROGRAM: Maintain a quality program which includes, but is not 1imited to: • CONSULTANTs are knowledgeable and experidnced in the subject being taught and with the age group. • CONSULTANTs are reliable and punctual. • CONSULTANTs are organized and prepared to teach at the start o f each class. • CONSULTANTs can establish and maintain working relationshipswith CITY staffand customers. • CONSULTANTs provide good customer service. • CONSULTANTs and their employecs can effectively resolve issues. SET UP & CLEAN UP: • Be responsible for all set up and clean up of the room and equipment. • All set up must be completed prior to the start of class. EMPLOYEES: • Provide employees who are at 1east 18 years old • All employces and/or volunteers shall meettherequirernents • All CONSULTANTs, as well as their employees and volunteers, are strongly recommended to obtain certification in CPR/First Aid. PUBLICITY:. • May not publicize CONSULTANT's business to class participant during class hours without prior authorization from Department Director. • Must obtain prior approval from Recrcation Coordinator or designee for publiCITY containing CITY classes. Professional Services Rev.Nov.1,2011 • Must clarify to customers that any personal informatioIl sought by CONSULTANT (name, phone number, address, etc.) from customers is voluntary, and strictly fortheuse of the CONSULTANT and not requested by the CITY • Submit quarterly class proposals for creation of the Enjoy catalog. Note: Classes included in proposal are not guaranteed to be offered. PUNCTUALITY: • CONSULTANT and their employees shall arrive at 1east 1 5 minutes prior to.the startinglime ofthe class • Insures that a]] classes start and end on time • Notifies center prior to the class ifCONSULTANT is running late or unable to attend • Ifaclassis missed, a make up class is required to be provided by CONS ULTANT. RECORD KEEPiNG: • Must take attendance at each class. All attendance recolds shall be submitted at the end ofeach session. • Must be responsible for distributing and collecting C1TY eustomer service surveys for eachclass conducted. The completed surveys should be turned in to center staff at the end ofthe final class. COMMUNICAT1ON: • Maintain on-going communication • Immediately communicate problems and issues with th¢ dass(es)or customers • Inform CITY staff o f participant injuries and complete necessary accident reports within 24hours. ADHERENCE TO CITY POLICY: • Responsible for knowing the CITY's policies and procedures with regard to special interest classes (i.e. waiting lists, cancellation, refund, satisfaction, etc.) • Responsible for verifying that only registered participants with a signed CITY 1iability form on file with the CITY are permitted to participate in CITY's special interest classes. PRIVACY: • Agrees thal any personal information that CONSULTANT receives regarding customers may not be used for other than CITY business. • Ensures that customer information will be stored in a secure location. CITY AGREES to: • Process all registrations for classes (CONSULTANTs not allowed to register participants) • Provide CONSULTANT with attendance sheets • Provide facility for scheduled classes, which includes reservation ofoutdoor spaces (i.e. sports fields, tennis courts, etc.) • Include CONSULTANT classes in publicity materials EXH1BIT "B" SCHEDULE OF PERFORMANCE The parties agree that the Classes shal] occur over the Fall, Winter, Spring and Summer sessions of ClTY's Recreation Program and Camps shall occur over the Summer sessions as well as school breaks. The dates: times and location o f each class session shall be subject to the mutual agreement 0fRecreation Coordinator and CONSULTANT. All classes are required to have a minimum offive (5) minutes belween classes for passing time Classes will be publicized in the ClTY's special interest markeling tools. C]ass information must be submitted approximately six months prior to the start ofeach class session. Class Schedule Tuesdays PM Wednesdays PM Thursdays Am & PM Saturdays AM & PM Professional Setvices Rev.Nov. 1,2011 . 1 EXHIBIT "C" COMPENSATION A. For the Classes and Camps taught for all sessions during the term of this Agreement, CITY shall pay CONSULTAN'i65%oftheResident feeforClasses and70% of the Resident fee for Camps for the period of 10/01/13 through 09/30/16. CONSULTANTwill not be compensated for classes and camps offered and canceled. CONSULTANT will be compensated for only registered participants listed on the attendance records. CITY and CONSULTANT shall mutually agree upon the date and time and number of courses offered by CONSULTANT pursuant to this Agreement, provided that the total compensation payable to CONSULTANT shall not exceed the amount set forth in ParagraphB. B. The total amount payable by CITY to CONSUL7ANT under this Agreement shall not exceed lEightv-five thousandl (S85,00().00) per year. C. PAYMENT 1. For registration based classes, at the conclusion ofeach session, CONSULTANT will invoice the CITY for payment. The CONSULTANT payment voucher will then be submitted to the fiscal section for payment at which point the CITY has 30 working days from the last date ofthe payment voucher to render payment to the CONSULTANT. Invoices must include class name, class number, number of registered participants, rate of' pay, total amount due for each class and grand total of all classes included on invoice. 2. For drop-in based classes, CONSULTANT will invoice the CITY for payment at 1east monthly. The CONSliTANT payment voucher will then be submitted to the fiscal section for payment at which pointthe ClTY has 30 working days from the last date ofthe payment voucher to render payment to the CONSULTANT. Invoices must include attendance sheets, rate of pay, total amount due foreach class and grand total o f all classes. D. MISSED CLASSES (Excluding weather-related eancellations, if applicable) 1. If CONSULTANT gives 24 hours or less cancellation notice of class(cs) starting lime and subject to the prior approval of CITY, CONSULTANT will be compensated at 50% of compensation rate for day of the make up session provided CONSUI,TANT conducts a make up session at a mutually agreeable time and location. 2. If CONSULTANT misses two consecutive weeks/meetings of the same class(es) and subject to the prior approval of CITY, CONSULTANT will be compensated at 25% of compensation rate for each ofthe make-up days provided CONSULTANT conducts a make up session at a mutually agTeeable time and 1ocation. Nothing herein limits the CITY's right to terminate this Agreement for CONSULTANT's failure to conduct any class at the specified time and place. Professional Services R.Nov. 1,2011 E. LATE CLASSES 1. If CON SULTANT is late at 1east twice to same class in the same session (or same month for drop-in classes) and subject to the prior approval of ClTY, CONSULTANTwill be compensated at 100% of compensation rate for the first time the CONSULTANT was ]ate. For the second time the CONSULTANT is late, CONSULTANT will be compensated at 50% of compensation rate. 2. If CONSULTANT is late at three or more times to same class in the same session (or sarne month for drop-in classes) and subject to the prior approval ofC11'Y, CONSULTANTwill be compensated at 25% of compensation rate. Nothing herein 1imits the CITY's right to terminate this Agreement for CONSULTANT's failure to conduct any class al the specified time and place. F. Ifthe CONSULTANT uses CITY's facility for any purposc other than a mutually agreed upon and scheduled class under this agreement, then the CONSULTANT pays all fees and charges as specified in the current Fees & Charges resolution. Professional Services RevNov.1,2011 REQUIRED YES YES YES YES YES YES EXWBlT "D" 1NSURANCE REQUIREMENTS CONSULTANTS TO THE CITY OF PALOALTO (CITY),AT THEIR sOl.E EXPENSE,SHALLFOR THE TERM OFTHE CONTRACT OBTAIN ANDMAINTAIN INSURANCEINTlIE AMOUNTS FORTHECOVERAGE SPECIFIEl) HELOW, AFFORDED BY COMPAN'lES WITHAM BEST'S KEY RATING OF A-:VII,OR HIGHER, LICENSED ORAIJTHORIZEl) T0'1'RANSACT INSURANCE HUSINESS IN TIIESTATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE W1TH CITY'S INSURANCE REQUIREMENTS, AS SPECIFIED. BELOW: TYPE OF COVERAGE WORKER'S COMPENSATION EMPLOYER'S 1.1ABIL[TY GENERAL UABlUTY,INCLUDNG PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL 1,1ABILITY AUTOMOB[LE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED PROFESSIONAL LIABILITY, INC[.UDING, ERRORS AND 0MISSIONS, MALPRACTICE (WHEN APPLICAHLE), AND NEGLIGEN'r PERFORMANCE STATUl'ORY STATUTORY REQUIREMENT HOI)tLY 1NJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. BODILY INJTJRY -· EACH PlERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPER']'Y 1)AMAGE, COMBINED AU. DAMAGES MINIMUM LIMITS EACH 0CCURRENCE $1,000,000 S1,000,000 $1,000.000 $1,000,000 $1,000,000 $1,000.000 $1,000,000 $1,000,000 S1,000,000 AGGREGATE 2000,000 $i,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 THEC1TY OF PALOALTO IS T0BE NAMED AS AN AD[)['1 IONAL INSURED CONSULTANT, AT ITS SOLE COST AND EXPENSE,SHALLOBTAIN ANDMAINTAIN, IN FULL FORCE AND EFFECI' THROUGHOUTIHE ENTIRE TERM OF ANY RESULTANT AGREEMENT,THE tNSURANCE COVERAGE HEREIN DESCRmED,INSURING NOT ONLY CONSULTANTAND ITS SUBCONS ULTANTS,IFANY,BUTALSO, WITH THE EXCEPTION OF WORKERS' COMPENSATION, EMPLOYER'S LI A BILITY AND PROFESSlONAL INSURANCE, NAMINGAS ADDITIONAL INSUREDS CITY, 1'rS COUNCIL MEMBERS, 0FFICERS, AGENTS, AND EMPLOYEES, I. INSURANCE COVERAGEMUSl' INCI.UDE: A. A PROVISION FOR A WRITrIEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B, A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING ]NSURANCE COVERAGE FOR CONSULTAN1"S AGREEMENT TO INDEMNIFY CITY. DEDUCTIBLE AMOUNTS IN EXCESS OF S5,000 REQUiRE Crry'S PRlOR APPROVAL. II. CONTACTORMUST SUBMIT CERT111CATES(S)OF INSURANCE EVIDENCING REQUIRED COVERAGE. 1II. ENDORSEMENT PROVISIONS. WITH RESPECT TO THE INSURANCE AFFORDED TO ··ADDITIONAL INSUREDS" A. PRIMARY COVERAGE ProfessionalServices Rev Nov. 1, 2011 WITH RESPECT TO CLAIMS ARISING 0U1' OF 'I'llE 0PERATI0NS OF THE NAMED 1NSURED, INSURANCE AS AFFORDED BY THIS POLICY lS PRIMARY AND IS NOTADD]TIONALT0OR CONTRIBUTING WITH ANY OTHERINSURANCE CARRlEDBYORFORTHE BENEF[T OF THE ADDlTIONAL INSUREDS. B. CROSS LIABILITY THENAMING 0FM0RETHAN0NE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALLNOT, FOR THATREASON ALONE, EXTINGUISH ANY RIGHTS OF '1'1IE INSURED AGAlNST ANOTHER, BUT THIS ENDORSEMENT, ANDTHE NAMING OF MUl.TIPL13 INSUREDS, SHALL NOr INCREASE THE TOTAL LIABILITY OFTHE COMPANY UNDERTHlS P01.1CY. NOTICE OF CANCELlATION 1. IF TI lE POlICY [s CANCELED BEFORE [TS EXPIRATION DATE FORANY REASONOTHER THANTHENON-PAYMENT0FPREMIUM,THElSSUlNGCOMPANYS]·1ALLPROVIDEC[TY AT LEASTA THIRTY (30) DAY WR1TTEN NOTICE BEFORE THEEFFECTIVE DATE OFCANCELLATION. 2. LFTHE POLICY IS CANCELED BEFORE ITS EXPl RATIONDATE FORTI·lE NON-PAYMENT OF PREM1UM, THE 1SSU1NG COMPANY SHALLPROVIDE C]TYATLEASTA TEN(10)DAY WRITrEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCEl«LATION. NOTICES SHALL BE MA[LED TO: PURCHASING AND CONTRACT ADMIN[STRATION CITY OF PALO ALTO P.O. BOX 10250 PALOA[-TO,CA 94303 Professional Services RevNov.1,2011 A ® 0ACORDCERTIFIlATE OFLIABILITYINSURANCE 4/22/2013 [}ATE (MMVOD/YYYY) THIS CERTIFICATE lS 1SSUED AS A MATTER OF INFORMATION ONLY AND CONFERS N0 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 1SSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: lf the certifIcate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. lf SUBROGATION lS WAlVED, sUbject tothe terms and conditIons of the polIcy, certain policies may require an endorsement. A staternent on this certificate does not confer rights to the ,certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME:Judy Suarez Commercial Lines - 800-868-8834 PHONE i FAX lA/C.Ne,Ext1:704-556-2580 1 fAIC,No): 866-332-3051Wells Fargo Insurance Ser,ices USA, Inc.E-MAlL i ADDRESS: 1udith.suarez@welIsfargo.com 6100 Fairview Road iNSURER(S) AFFORDING COVERAGE NAIC #Chariotte, NC 28210 INSURER A:Travelers Casualty Ins Co of America 31194 INSURED INSURER B:North American Youth Activities LLC INSURER C :dba Kidz Love Soccer INSURER D: P.0. Box 337 INSURER E: Corte Madera, CA 94976 INSURERF COVERAGES CERTIFICATE NUMBER: 5944652 REVISION NUMBER: See below THtS lS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTE0 BELOW HAVE BEEN 1SSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERlODINDICATED. NOTWITHSTANDING ANY REOUIREMENT, TERM OR CONDITION OF ANY CONTRACT oR 0THER DOCUMENT WITH RESPECT TO WHICH THtSCERTIFICATE MAY BE 1SSUED OR MAY PERTAIN,THE INSURANCE AFFORDE0 8Y THE POLICIES 0ESCRIBED HEREIN lS SU8JECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCEDBY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXPLTRTYPE0FINSURANCEINSR WVD POLICY NUMBER ,MMiDDiYfYY1 (NIM/DOr¢YyYl LIMITS GENERAL UA8WTY EACH OCCURRENCE $ DAWAGE TO RENTEDCOMMERCIAL GENERAL LIABILlTY PREMISES TER 0ccurrence) 5 CLAtMS*lADE OCCUR MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: 7 P0UCY = 7/1f m LOC AUTOMOBILE LIABILITY * ANY AUTO UMBRELLAUAB __ C>CCUREXCESS LIA8 CLAIMS-MADE DED |RETENTIONS WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICERIMEMBER EXCLUDED? (MandatoryinNH) 1 f yes, de$cribe under DESCRIPTION OF OPERATIONS below Y/N NiA BA2126P88012 1 0/30/201 2 10/30/2013 DESCRIPTION OF OPERATiONS 1 LOCATIONS i VEHICLES (Attach ACORD 101, Additional Rem4rks Schedu!e, iT more spaGe 15 required) Children's soccer school CERTIFICATE HOLDER City of Palo Alto 250 Hamilton Ave. Palo Alto, CA 94301 ACORD 25 (2010/05) CANCELLATION The ACORD name and logo arc registered marks of ACORD GENERAL AGGREGATE PRODUCTS - COMPMOP AGG COMBINED SINGLE LIMITfEaaddent) BODlLY !NJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE (P/raccident) EACH 0CGURRENCE AGGREGATE 1 WCSTATU. 1 lOTH-1 TORY LIMITS I lER E.L EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ $ $ $ S $ $ $ 1,000,000 $ $ $ $500 CoN Ded SHOULD ANY OF THEAB0VE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POUCY PROVISIONS. AUTHORIZED REPRESENTAnVE © 1988-2010 ACORD CORPORATION. All rights reserved. 10/31/2012 CERTIFICATEHOLDER YiN C ACORD CERTIFILATE OF LIABILITY INSUR,.,4CE 11/19/2012 DATE (MhV0Drn'n9 THiS CERTIFICATE lS 1SSUED AS A MATTER OF INFORMATION 0NLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THiS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE 1SSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: lf the certificate holder is an ADDITIONAL INSURED, the polIcy(ies) must be endorsed. lf SUBROGATION lS WAlVED, subJect tothe terms and conditions of the policy, certain policies may require an endorsement. A staternent on thIs certificate does not confer rights to thecertIficate holder In lieu of such endorsement(s). CONTAC7PRODUCER · NAME Casey KolbVan Beurden InS. Serv. Inc. - Woodland PHONE 1 FAXpo Box 2053 E·MAlL -M/C,No. Ext):{530} 661-0666 I(kc,Nol:(530) 661-9032 A0DRESS:Woodland CA 95776-2053 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: C010ny Ins Company 39993<408) 252-1894 INSURER B: INSURED North American Youth Activities LLC DBA Kidz Love Soccer P.0 Box 337 Corte Madera CA 94976 INSURER C INSURER D INSURER E INSURERF. COVERAGES CERTIFICATE NUMBER: Cert ID 14249 REVISION NUMBER: THIS [S TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE 8EEN 1SSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERlODINDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR 0THER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE 1SSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN lS SUBJECT TO ALL THE TERMS,EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCEDBY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXPLTRTYPE OF INSURANCE INSR WVD POLICY NUMBER IMMfDOrI'YYYl IMM/DDrri'YY)L1MITS GENERALLIABILITY A X COMMERCIAL GENERAL tIABILITY Mp3991165 - CLAIMS-MADE 11] OCCUR GENt AGGREGATE LIMIT APPlIES PER POLIcY 1--1X m LOC AUTOM0BILE LIABILITY ANY AUTO ALL 0WNED AUTOS AUTOS SCHEDULEDNON·OWNEDHIREDAUTOSAUTOS UMBRELLA LIAB 0CCUR EXCESS LIAB CLANS-MADE DED | | RETENTION $ WORKERS COMPENSATION ANDEMPLOVERS' LIABILITY ANY PROPRIETOR/PARTNER;EXECUTIVE OFFICER/MEMBER EXCLUDED? (MandatoryinNH) H yes,de.cribe under DESCRIPTION OF OPERATIONS below N/A 10/31/201 EACH OCCURRENCE DAMAGETORENTED3 PREM SES (Eaoccumence) MED EXP (Any ¤no per5on) PERSONAL&AOVINJURy GENERAL AGGREGATE PRODUCTS * COMP/OP AGG GOMBINED SINGLE LIMIT(Ea accidenl) BODILY INJURY (Perperson) BOOlLY INJURY (Per accidInt) PROPERlY DAMAGE(PeracMentl EACH OCCURRENCE $ AGGREGATE $ $ I *CSTATU- 1 lOTH1 TORY LIM1TS I 1 ER ELEACHACCIDENT S E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE. POLICY LIMIT $ $ $ DESCRIPTION OF OPERATIONS/LOCAllONS 1 VEHICLES (Atach ACORD 101, Addl:lonal Remarks ScheduTe, ii more 5paCe is r,quIred)Certificate Holder is named Additional Insured a8 reapects General Liability per attached form #U156-0310 0nly when required by written contract. City of Pa10 Alto 1305 Middlefield Road Pal¤ Alto CA 94301 ACORD 25 (2010/05) CANCELLATION $ $ $ $ $ 2,000.000 $ 100,000 3 5,000 $ 2.000.000 $ 3,000,000 $ 3,000,000 $ SHOULD ANY OF THE ABOVE DESCRIBEDPOUCIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVIS[ONS AUTHORIED REPRESENTATIVE CLu gL* © 1988-2010 ACORD CORPORATION. All rights reserved.TheACORDnameand logoare registered marks of ACORD Page 2 of 2 A ACORD CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DDrrf) 10/31/2013 THIS CERTIFICATE lS 1SSUED AS A MATTER OF INFORMATION 0NLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE 1SSUING INSURER(S}, AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: lf the certifIcate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. lf SUBROGATION lS WAlVED, subject tothe terms and conditions of the policy, certain policies may require an endorsement. A staternent on this certificate does not confer rights to thecer'tificate holder in lieu of such endorsement(s) PR00UCER ¤*ACT Casey Kolbvan Beurden Ins. Serv. Inc. - Woodland PHONE |FAXPO Box 2053 _(A/C. No. 5IO,(530) 661-0666 1 1A1C,Nol:(530) 661-9032E·MAILADDRESS:ckolb@vanbeurden.comWoodland CA 95776-2053 INSURED {408) 252-1894 North American Youth Activities LLC DBA Kidz Love Soccer P.0 Box 337 Corte Madera CA 94976 INSURER(Sl AFFoRDING COVERAGE INSURERA: State CompenSation Ins Fund of INSURER 8: Colony Ins Company INSURERC: INSURER D INSURER E NAlC # 35076 39993 INSURER F: COVERAGES CERTIFICATE NUMBER: cert ID 17124 REVISION NUMBER:THIS lS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN 15SUED TOTHE INSURED NAMED ABOVE FOR THE POLICY PERlODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE 1SSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN lS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR ADDl1SuBit POLICY EFF POLICY EXPLTRTYPE Of1NSURANCE INSO I WV[)POUCY NUMBER (MM/[POiYYYYl IMM/DD/YYYY)LIM;TSB X COMMERCIAL GENERAL LIABILITY $ 2.000.0003 CLAtMS-MADE 0CCUR MP3991428 GEN·L AGGREGATE LIMIT APPLIES PER: E POLLCY 0 2& E oc 0THER: AUTOM08fLE LIABILITY ANY AUTO ALL 0WNED SCHEOULEDAUTOSAUTOS NON©WNEDHIRED ALlroS AUTOS UMBRELLA LIA8 0CCUR EXCESS LIAB ClAIMS„MADE DED | | RETENTION S WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTiVEOFFICER/MEMBER EXCLUDED?(MarIdatory in NH) 1fyes.describeunder DISCRIPl!ON OF OPERATIONS below YiN N/A 90354252012 10/31/2013 12/1/2012 10/31/201 12/1/2013 EACH 0CCURRENCE -I5*NI*Grrb- ReNTED 4 PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG COM81NED SINGLE UMIT CEa accident) BODILY INJURY (Per person} 80DILY 1NJURY (PeraccIdenO PROPERTY DAMAGE (Per accidenI) EACHOCCURRENCE AGGREGATE . 1 PER 1OTH-4 I STATUTE | 1 ER EL.EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E L. DISEASE. POLICY LIMIT OESCRIPTION OF OPERATIONS / LOCATIONS i VEH1CLES (ACORD 101, AddItIonal Remarks Schedule, may be attached if morespace ls required)Certificate Holder is named Additional Insured as respects General Liability per attached form #U156A-0313 0nly when required by written contract. CERTIFICATE HOLDER City of Pa10 Alto 1305 Middlefield Road Pa10 Alto CA 94301 ACORD 25 (2013/04) CANCELLATION $ $ S $ $ $ $ $ S 3 100.000 $ 5,000 $ 2,000,000 $ 3,000,000 $ 3.000,000 $ $ 1.000.000 $ 1,000,000 s 1,000,000 5HOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE W[TH THE POLICY PROV]SIONS. AUTHORIZED REPRESENTATIVE CLOgi- © 1988-2013 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Page 36 of 50 Policy#: MP39[1428 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ lT CAREFULLY. ADDITIONAL INSURED - 0WNERS, LESSEES OR CONTRACTORS - BLANKET COVERAGE INCLUDING PRIMARY / NON-CONTRIBUTORY AND WAlVER OF SUBROGATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Add!tIonal Insured Person(s) or OroanIzation(s) (AddItIonal Insured): All persons or organizations as requIred by a written contractor agreement with the named insured. LocatIon(s) of Covered OperatIons: Locations as requIred by a wrItten contract or agreement vAth the named insured. A.SECTION 11-WHOlSANINSURED is amended to include as an additional insured the person(s) or organization(s) shown In the Schedule for whom you are pe,forming operations when you and such person or organ]zation have agreed in writing In a contract or agreement that such person or organIzat]on be added as an add]tional insured on your policy. Such person or organizatIon ls an addItIonal insured only with respect to liabilIty for "bodIly injury", "property damage" or "personal and advertisIng injury" caused, in whole or in part, by: 1, your acts oromIssions; or 2. the acts or omissions of those acting on your behalf; in the performance of your ongoIng operations for the additional insured(s) at the location(s)desIgnated above. A person's or organIzation's status as an additional insured under thls endorsement ends when your operationsforthat additional Insured are completed. B. WIth respect to the insurance afforded to these. additional Insureds, the followIng addItIonalexclusIons apply: This Insurance does not apply to: Additional Insured Contractual Liability "bodIly injury" or "property damage" for whIch lhe additional insured(s) are obIlgated to pay damagesby reason of the assumption of liability In a contract or agreement. FinIshed 0perations at Work "bodIly Injury" or "property damage" occurring after: 1. all work, Including materials, parts or equipment fumIshed in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. that portion of 'your work" out of which the injury or damage arises has been put to its intended use by any person or organization. Negligence of Additional Insured "bodily injury" or "property damage" arising directly or indirectly out of the negligence ofthe additional insured(s), U156A-0313 Includes copyrighted material of 1SO Properties, Inc., with its permission. Page 1 of 2 C. SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, 4. 0ther Insurance' is amended and the following added: The insurance afforded by this Coverage Part for the additional insured required by a written contractor agreement with the named insured is primary insurance and we will not seek contribution from anyother insurance available to that additional insured. D. SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, 8. Transfer Of Rights Of Recovery Against 0thers To Us is amended and the following added: We waive any rights of recovery we may have against any person or ordanization because of payments we rnake for injury or damage resulting from your ongoing operations or "your work" doneunder a contrad with that person or organization and included in the "products-completed operationshazard" if: a. you agreed to such waiver; b. the waiver is included as part of a written contract or lease;and c. such written contract or lease was executed prior to any loss to which this insurance applies, U156A-0313 ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. Includes copyrighted material of 1SO Properties, Inc., with its permission, Page 2 of 2