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HomeMy WebLinkAbout2014-440 Finance - Freedom House Recovery Center - Outside Agency Performance Agreement $29,000 aiq-q4D Fnan u 2014-15 OUTSIDE AGENCY PERFORMANCE AGREEMENT THIS AGREEMENT,made and entered into the first day of July 2014, ( Effective Date")by and between the County of Orange, a political subdivision of the State of North Carolina, 200 South Cameron Street, Hillsborough, North Carolina, 27278, ("County") and Freedom House Recovery Center, a not-for-profit corporation, located at 104 New Stateside Drive, Chapel Hill,NC 27516 ("Provider"). WITNESSETH: WHEREAS, it is in the interests of the County that said program be assisted by the County and thereby enhance its availability to residents of the County, and said program addresses an important community human services need, as identified by the Board of Commissioners; NOW, THEREFORE, in consideration of the above and the mutual covenants and conditions hereafter set forth,the County and Freedom House Recovery Center agree as follows: 1. Term of the Agreement. The term of this Agreement shall be a program year beginning July 1, 2014 to June 30, 2015. 2. Scope of Services. a. Provider will provide services, as outlined in the attached Outside Agency Funding Application Scope of Services and any amendments or revision thereto which is attached as Exhibit"A" and incorporated by reference, to the residents of Orange County. The Scope of Services may be different from the original application based on County appropriation; however, any revisions or amendments to this Agreement must be approved in writing by the County and attached to this Agreement. b. The Provider shall be solely responsible for the means, methods, techniques, sequence, safety program and procedures necessary to properly and fully complete the work set forth in the Scope of Services. 3. Funding. a. The County agrees to appropriate for the provision of services described in Exhibit A, Scope of Services and more particularly described in the Program Budget, the maximum sum of$29,000. b. All funds appropriated shall be used for purposes described in Exhibit A. Any funds not used for the purposes stated shall be returned to the County. Any changes in the use of funds must be authorized in writing by the County prior to any expenditure of the funds by the Provider. If the funds are expended not in accordance with the Scope of Services,at the discretion of the County the Provider may be required to repay the funds to the County. c. The Provider shall be paid in four equal installments in the amount of$7,250. The first payment is contingent upon receipt of the agency's performance agreement; the remaining payments are contingent upon receipt of the request for reimbursement and related supporting documentation. (Freedom House Recovery Center) Orange County Outside Agency Performance Agreement Page I of 7 d. The County's obligation to make the three quarterly payments is contingent upon receipt of Progress Reports, which show satisfactory progress toward completion of performance measures and an accounting of expenditures as detailed in the attached Scope of Services. e. Once Provider has satisfied its obligations as provided in (d) payment will be made 21 days after receipt of the Progress Report and Request for Reimbursement or 21 days after due date of Progress Report whichever is later. f. The County is not obligated to provide any other support to Provider in this or in succeeding fiscal years. 4. Agency Reporting. a. Provider will provide Orange County a Progress Report that includes a fiscal report and updates on 2014-15 performance measures as outlined in the Scope of Services. Progress Report dates are: July 1 — December 31; January 1 — March 31 and April 1 - June 30. Reports are due on January 9,April 15, and July 10 of the program fiscal year. b. Provider agrees to allow the County to inspect its financial books and records, which document costs of those services,upon reasonable notice during normal working hours. 5. Termination. a. In the event of any of the circumstances set forth below (hereinafter referred to as "default"), the County may immediately terminate this Agreement, in whole or in part, and from time to time. Notice of termination must be in writing, state the reason or reasons for the termination, and specify the effective date of the termination: L In the event that Provider shall cease to exist as an organization or shall enter bankruptcy proceedings, be declared insolvent, or liquidate all or substantially all of its assets, or significantly reduce its services or accessibility to Orange County residents during the term of this Agreement; or ii. In the event that Provider shall fail to render a satisfactory accounting as provided section 4 above, the County may terminate this Agreement and Provider shall return all payments already made to it by the County for services which have not been provided or for which no satisfactory accounting has been rendered; or iii. In the event of any fraudulent representation by the Provider in an invoice or other verification required to obtain payment under this Agreement or other dishonesty on a material matter relating to the performance of services under this Agreement. iv. Nonperformance, incomplete service or performance, or failure to satisfactorily perform any part of the work identified in the Scope of Services or to comply with any provision of this Agreement, as determined by the County in its sole discretion. v. Failure to adhere to the terms of applicable county,state or federal laws, regulations,or stated public policy. b. In the event of default by the Provider,the county may elect to terminate this Agreement, in whole or in part and/or require the Provider to repay the funds within ten(10)business days from written notice of default. The County may (but shall not be required to) grant the (Freedom Douse Recovery Center) Orange County Outside Agency Performance Agreement Page 2 of 7 Provider an opportunity to cure the default without termination of this Agreement. This clause shall not be interpreted to limit the County's remedies in law or in equity. c. Notwithstanding the foregoing, either party may terminate the agreement at any time without penalty; provided that written notice of such termination is furnished to the other party at least 30 days prior to termination. In the event of such termination, any payment due shall be prorated to the date of termination and any unused funds shall be returned to the County within 10 days of termination. d. Any termination of this Agreement for default under this section that is later deemed to be unjustified shall be deemed a termination for convenience. 6. Insurance. a. General Requirements. The Provider shall purchase and maintain,during the period of performance of this Agreement,insurance: i. Worker's Compensation. For protection from claims under workers' or workmen's compensation acts; ii. Comprehensive General Liability Insurance covering claims arising out of or relating to bodily injury, including bodily injury, sickness,disease or death of any of the Consultant's employees or any other person and to real and personal property including loss of use resulting thereof, iii. Comprehensive Automobile Liability Insurance,including hired and non-owned vehicles, if any, covering personal injury or death,and property damage; and iv. Professional Liability Insurance,covering personal injury,bodily injury and property damage and claims arising out of or related to the performance under this Agreement by the Consultant or his agents, consultants and employees. b. Limits of Coverage: Minimum limits of insurance coverage shall be as follows: INSURANCE DESCRIPTION MINIMUM REQUIRED COVERAGE • Worker's Compensation Limits for Coverage A- Statutory State NC&Coverage B -Employers Liability $500,000 each accident, disease policy limit and disease each employee • Commercial General $1,000,000 Each Occurrence Liability $2,000,000 Aggregate • Automobile Liability $500,000 Combined Single Limit • Professional Liability $1,000,000 Each Occurrence $2,000,000 Aggregate (Freedom House Recovery Center) Orange County Outside Agency Performance Agreement Page 3 of 7 c. All insurance policies(with the exception of Worker's Compensation and Professional Liability)required under this Agreement shall name the County as an additional insured party and as a certificate holder. Evidence of such insurance and all correspondence shall be sent to: Orange County Risk Manager Post Office Box 8181 Hillsborough,NC 27278 d. Nothing in this section is intended to affect or abrogate the County's sovereign immunity defenses. 7. Relationship of the Parties. Provider is an independent contractor of the County. Provider represents that they have or will secure, at his own expense, all personnel required in performing the services under this Agreement. Such personnel shall not be employees or have any contractual relationship with the County. All personnel engaged in work under this Agreement shall be fully qualified and shall be authorized and permitted under federal, state and local law to perform such services. 8. Compliance with all Laws. The Provider, at its sole expense, shall comply with all laws, ordinances, orders and regulations of the federal, state or local governments, as well as their respective departments, commissions, boards, and officers, which are in effect at the time of execution of this Agreement or are adopted at any time following execution of this agreement. 9. Subcontract. The County and Provider deem the services provided under this Agreement to be personal in nature and Provider may not subcontract any rights or duties under this Agreement to any other party without prior written consent from the County. 10. Assignment. The Provider shall not assign this Agreement, including the rights to payment, to any other party without the prior written consent of the County. 11. Indemnification. Provider agrees to defend, indemnify, and hold harmless the County, for all loss, liability, claims or expense (including reasonable attorney's fees) arising from bodily injury, including death or property damage, to any person or persons caused in whole or in part by the negligence or willful misconduct of the Provider, except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this section to require Provider to indemnify the County to the extent permitted under North Carolina law. Nothing in this section is intended to affect or abrogate the County's sovereign immunity defenses. 12. Non-Appropriation. This Agreement is subject to the availability of funds to purchase the specified services and may be terminated at any time if such funds become unavailable. 13. Non-Discrimination. Provider agrees as part of consideration of the granting of funds by Orange County the parties hereto for themselves,their agents, officials, employees and servants agree not to discriminate in any manner of these basis of race, color, gender,national origin, age,handicap, religion, sexual orientation, familial status or veterans status with reference to any activities carried out by the grantee, no matter how remote. The parties hereto further agree in all respects to conform to the provision and intent of Orange County Civil Rights Ordinance, as amended. This provision is enforced by action for specific performance, injunctive relief, or other remedy as by law provided; this provision shall be binding on the grantees, the successors and assigns of the parties hereto with reference to the above subject manner. (`Freedom House Recovery Center) Orange County Outside Agency Performance Agreement Page 4 of 7 14. Living Wage. Orange County is committed to providing its employees with a living wage and encourages agencies if funds to pursue the same goal. The County's living wage is $12.76 per hour. To the extent possible, Orange County recommends that Freedom House Recovery Center provide a living wage to its employees. 15. Notice. The Parties hereto agree and understand that written notice, mailed or delivered, to the last known address shall constitute sufficient notice to the County and the Provider. All notices required and/or made pursuant to this Agreement to be given to the County and the Provides shall be in writing and mailed to the party addressed as follows: County: Finance&Administrative Services Provider: Freedom House Recovery Center Orange County 104 New Stateside Drive Post Office Box 8181 Chapel Hill,NC 27516 Hillsborough,NC 27278 16. Entire Agreement. This Agreement, including any referenced attachments, constitutes the entire Agreement between the parties and shall supersede, replace or nullify any and all prior Agreements of understandings; written or oral, relating to the matters set forth herein, and any such prior Agreements or understandings shall have no force or affect whatsoever on this Agreement. The County and Provider have read this Agreement and agree to be bound by all of its terms, and further agree that this Agreement constitutes the complete and exclusive statement of the Agreement between the County and Provider. 17. Severability. All clauses found herein shall act independently of each other. If a clause is found to be illegal or unenforceable, it shall have no effect on the other provisions of this Agreement. It is understood by the parties hereto that if any part, term or provision of this Agreement is by the Courts held to be illegal or in conflict with any laws of the State of North Carolina or the United States, the validity of the remaining portions or provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular part,term or provision held to be invalid. 18. Governing Law. The laws of the State of North Carolina shall govern all aspects of this Agreement. In the event that it is necessary for either party to initiate legal action regarding this Agreement, venue shall lie in Orange County, North Carolina. The parties hereby waive their. right to trial by jury in any action, proceeding or claim, arising out of this Agreement, which may be brought by either of the parties. [SIGNATURES ON FOLLOWING PAGE] (Freedom House Recovery Center) Orange County Outside Agency Performance Agreement Page 5 of 7 IN WITNESS WHEREOF,the Orange County,and the Provider have signed this Agreement,effective on the last date this Agreement is signed by both parties as indicated by the dates set forth under signatures below. / FoA�4 (4� ►1 Si ature Dat Printed Name For and on behalf of Orange County Government B 1--Jqlll`f onnie Hamm rsley,County Mana r Date Appro as t fo and legal sufficiency Offi4of the dounty Attorney 'Datel Approved as to technical content This instrument has been pre-audited in the manner required by the Local Government Budget and Fis 1 ontrol Act Y Clarence Grier,Assistant County Manager/ Date Chief Financial Officer { :^ dom HotW*ecovery Center) Orange County Outside Agency Performance Agreement Page 6 of 7 ATTACHMENT "A" Orange County Certifications—FY 2014-15 Outside Agency Performance Agreement Chief Contact,Administrators,Chief Executive Officer and Chief Financial Officer I certify that I have provided a list of the chief contact, administrators, chief executive officer and chief financial officer for my agency with this Agreement and that I will keep it current to the County of Orange. The list should be in writing with the name,title,residential address;phone and email address and if possible, fax number. Officers and Board of Directors I certify that I have provided a current list of the Officers and Board of Directors with this Agreement and that we will continue to update the list as changes occur. The list should be in writing,with the name, physical address, mailing address and if possible,phone, fax and email address. Budget Submission I certify that I have provided a budget for the period to be covered by funding Orange County,and that any substantive changes made to this budget have been in advance authorized in writing by Orange County. Annual Financial Review I certify that I have provided a copy of the latest annual Financial Review for our agency and the budget adopted by the agency for the fiscal years encompassing this Agreement. If not,please explain on a separate sheet of paper. Alignment with Organization's Mission I certify that the programs and services for which this funding is requested align with the mission of the organization. Intended Purpose I certify that the funds provided to the agency under the terms of this Agreement will be used for a public purpose and shall only be used for the purposes intended and any money not used for those purposes will be promptly returned to Orange County. _ n c) Date:Certifi(,dib;vy- Title: eyPcA (Provider' ignatur (Freedom House Recovery Center) Orange County Outside Agency Performance Agreement Page 7 of 7 f rtfGC� recovery center Our Mission Since 1974, Freedom House Recovery Center has been committed to promote, enhance and support recovery for men, women and children affected by substance abuse and mental illness by utilizing an evidence-based, comprehensive and person-centered approach. Our Values We respect and recognize the individuality of each person in our treatment programs and believe everyone can recover to live rich, full lives. Our expertise and broad array of evidence- based treatment services stabilize, nurture and enhance the personal growth and development of those we serve. 104 New Stateside Drive Chapel Hill, NC 27516 (919) 942-2803 fax: (919) 942-2126 www.freedomhouserecovery.org EXHIBIT"A" Scope of Services—FY 2014- 15 Outside Agency Performance Agreement Agency Name: Freedom House Recovery Center, Inc. Program Name: Chapel Hill Facility-Based Crisis And Detox Services And Alvis Women's And Men's Halfway Houses In Chapel Hill Funding Award: $29,000 Outline how the agency will spend Orange County's funding award. Expense Description Amount Personnel-Salaries $21,000 Personnel-FICA and Fringe $1,606 Travel/Mileage $800 Office Supplies $929 Program Supplies $4,665 Total $29,000 Program Services For assistance with this or the following section, please reference the Exhibit A instructions and example, located within the contract and reporting memorandum. Outline the major activities the agency will employ to attain the Anticipated Outcomes below,by June 30,2015. Freedom House Recovery Center promotes recovery and breaks the cycle of poverty, addiction and illness by providing the first step toward wellness and recovery for people in crisis in our Facility-Based Crisis and Detox Center in Chapel Hill and by providing long-term,residential care and treatment in our 22 bed halfway houses for men and women aged 18 and older in Chapel Hill. • Crisis & Detox Services: provide critical assessment and immediate treatment and planning services in strong response to the crises events in the lives of individuals suffering from mental illness and /or addiction with the goal of ensuring clients move to the appropriate next level of care, and diverting the number of referred clients from local emergency departments. • Chapel Hill Halfway Houses: provide long-term (3-6 months) recovery and community support services to men and women in need of addiction and recovery treatment in order to break the cycle of addicted behavior. We will collaborate with community stakeholders to identify referrals to maintain a high bed utilization rate and work with clients to develop a Personal Treatment Plan with the goal of self-sufficeny, including housing and employment, and sobriety. Anticipated Outcomes The Anticipated Results column must include quantifiable results in the form of number of persons/units served within Orange County, only (all Towns and municipalities). If you use percentages, you must also provide the total number of participants within that measure's description or for an earlier performance measure. Performance Measures Anticipated Results Number of clients served in Crisis and Detox Facility 2,050 Percentage of clients in Crisis and Detox who receive treatment and discharge planning 100 to appropriate next level of care. Percentage of referred clients diverte local hospital emergency rooms 88 Certifie Ere Title: Cy �� jA ate: I I (Provider's Number of clients served in Halfway Houses 98 Utilization rate(%)of Halfway Houses 98 Percentage of clients who successfully graduate from program 79 Percentage of graduates who secure housing upon discharge 60 Percentage of clients who fmd paid employment while in our programs 65 f h Certified(b . Title: CMG l� Date:_&/I 9/)4 (Provider's Signature) Aco CERTIFICATE OF LIABILITY IN F7/31/2014 DATE(MM/DD/YYY1� � INSURANCE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Co N M TACT Ellen Walker NA : Business Insurers of Carolinas PHONE (919)968-4611 AIC No: (919)969-9991 800 Eastowne Drive, Suite 208 E-MAIL DRES ewalker @business-insurers.com AD PO BOX 2536 INSURERS AFFORDING COVERAGE NAIC It Chapel Hill NC 27515-2536 INSURER A.Eas tern Alliance Ins Grp 10724 INSURED INSURER B.-Union Insurance Company Freedom House Recovery Center, Inc INSURER C: 104 New Stateside Drive INSURER D: INSURER E Chapel Hill NC 27516 INSURER F: COVERAGES CERTIFICATE NUMBER:CL1451210563 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INTR TYPE OF INSURANCE ADDL UBR POLICY NUMBER POLICY EFF POLIO EXP LIMITS B GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY CPA4278607 /1/2014 /1/2015 DAMAGE TO REN ED PREMI E Ea occurrence $ 1,000,000 CLAIMS-MADE 7 OCCUR X MED EXP(Any one person) $ 20,000 X Professional Liability PERSONAL BADVINJURY $ 1,000,000 X Sexual or Physical Abuse GENERAL AGGREGATE $ 3,000,000 GE N'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 3,000,000 X I POLICY PRO LOC $ B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 X ANY AUTO PA4278607 /1/2014 7/1/2015 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS X BODILY INJURY(Per accident) $ NON-OWNED PROPERTY DAMAGE X HIRED AUTOS X AUTOS Per accident $ I B X UMBRELLA LIAB X OCCUR CPA4278607 /1/2014 /1/2015 EACH OCCURRENCE $ 1,000,000 EXCESS LIAB CLAIMS-MADE Excess of Liability & WC AGGREGATE $ 1,000,000 DED I I RETENTION$ $ A WORKERS COMPENSATION xcluded: Board Members WCSTATU- OTH- AND EMPLOYERS'LIABILITY - YIN X _LIB I ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 500,000 OFFICER/MEMSER EXCLUDED? N/A (Mandatory in NH) 01000004199904 /16/2014 /16/2015 E.L.DISEASE-EA EMPLOYEE $ 500,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 500,000 B Employee Dishonesty CPA4278607 /l/2014 /1/2015 $25,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space Is required) Orange County is also an additional insured with respect to General Liability and Automobile Liability, required by written contract. Forms attached. CERTIFICATE HOLDER CANCELLATION achambers@ orangecountync.g SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Orange County ACCORDANCE WITH THE POLICY PROVISIONS. PO Box 8181 Hillsborough, NC 27278 AUTHORIZED REPRESENTATIVE / J Ellen Walker/ELLEN ACORD 25(2010/05) ©1988-2010 ACORD CORPORATION. All rights reserved. INS025 igninns m Tho Ar r)Pn nmmn=net Innn Oro rcniatororl mortre of Ar-r)Pn CL CG 00 37 03 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Social Services Enhancement Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies,the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverage provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Limits of Insurance Page Additional Insured—Broadened Named Insured included 3 Additional Insured-Funding Source included 3 Additional Insured-Grantor of Permits included 4 Additional Insured-Home Care Providers included 3 Additional Insured-Lessor of Leased Equipment included 3 Additional Insured-Managers and Supervisors included 3 Additional Insured-Managers Landlords,or Lessors of included 3 Premises Bodily Injury—Includes Mental Anguish included 5 Damage to Premises you Rent $1,000,000 4 Damage to Property You Own, Rent or Occupy $30,000 2 Duties in the Event of Occurrence, Claim or Suit included 4 Employee Indemnification Defense Coverage $25,000 3 Expanded Property Damage included 2 Liberalization included 5 Limited Rental Lease Agreement-Contractual $50,000 2 Newly Formed or Acquired Organizations 180 days 4 Medical Payments $20,000 3 Medical Payment-Extended Reporting included 4 Medical Payment—Athletic Activities Amended 4 Non-owned Watercraft Less than 58 ft. 2 Supplementary Payments-Bail Bonds $2,500 3 Supplementary Payments-Loss of Earnings $500 per day 3 Transfer of Rights of Recovery Against Others Clarification 5 CL CG 00 37 03 09 Includes copyrighted material of Insurance Services Offices, Page 1 of 6 O Inc., with its permission CL CG 00 37 03 09 The COMMERCIAL GENERAL LIABILITY COVERAGE FORM is changed as follows: SECTION I—COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Expanded Property Damage 2. Exclusions,a. is deleted and replaced by the following: a. Expected or Intended Injury "Bodily Injury"or"Property Damage"expected or intended from the standpoint of the insured. This exclusion does not apply to"bodily injury"or"property damage" resulting from the use of reasonable force to protect persons or property. 2. Limited Rental Lease Agreement-Contractual 2. The following is added to Exclusion b.Contractual Liability: b.(3). Based on the named insured's request at the time of claim,we agree to indemnify the named insured for their liability assumed in a contract or agreement, regarding the rental or lease of a premises on behalf of their client,up to$50,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. 3. Non-owned Watercraft 2. Exclusions,g.Aircraft,Auto Or Watercraft sub-paragraph(2)is replaced by the following: (2)A watercraft you do not own that is: (a) Less than 58 feet long;and (b) Not being used to carry persons or property for a charge; 4. Damage to Property You own,Rent or Occupy 2. Exclusions,j.Damage to Property, Item(1)is deleted and replaced with the following: (1) Property you own, rent, or occupy including any costs or expenses incurred by you,or any other person, organization or entity,for repair, replacement,enhancement, restoration or maintenance of such property for any reason,including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a$30,000 limit. A client as defined in this section is a person under your direct care and supervision. 5. Damage To Premises Rented To You 2. Exclusions,the paragraph immediately following 2.p. is replaced by the following: Exclusions c.through n.do not apply to damage by fire,lightning,explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III—Limits of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY 1. Exclusions 2.a and 2.b.are deleted and replaced with the following: a. Arising out of oral,written,televised or videotaped publication of material, if done by or at the direction of the insured with knowledge of its falsity; b. Arising out of oral,written,televised or videotaped publication of material whose first publication took place before the beginning of the policy period. CL CG 00 37 03 09 Includes copyrighted material of Insurance Services Offices, Page 2 of 6 ID Inc., with its permission CL CG 00 37 03 09 COVERAGE C MEDICAL PAYMENTS 1. The one year reporting requirement under 1.a is revised to three years. 2. Exclusion 2.e. is revised to read: e.To a person injured while taking part in athletics. SUPPLEMENTARY PAYMENTS—COVERAGES A AND B 1.1b.and 1.d.are revised as follows: b. The limit of$250 is increased to a limit of$2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. d. The limit of$250 a day is increased to a limit of$500 for all reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit", including actual loss of earnings because of time off from work. The following is added: 3. Employee Indemnification Defense Coverage We will pay on your behalf defense costs incurred by an"employee"in a criminal proceeding. However,you must have a prior written agreement with such"employee"whereby you agree to indemnify the"employee"for such defense costs and the agreement includes a provision for repayment of defense costs in the event of an adverse judgment. The most we will pay for any"employee"who is alleged to be directly involved in a criminal proceeding is$25,000 regardless of the number of employees,claims, or"suits"brought or persons or organizations making claims or bringing"suits'. SECTION 11 -WHO IS INSURED S. Additional Insureds Paragraph 2.is deleted and replaced with the following: 2. Each of the following is also an insured: (a) At the first Named Insured's option,your volunteer workers; and (b) Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. (c) At the first Named Insured's option,any person or organization under your direct supervision and control while providing for you private home respite or foster home care for the developmentally disabled. However,the insurance afforded by b. above is excess over any other insurance covering any person or organization under your direct control or supervision. (d) If you are an organization other than a partnership or joint venture, your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. (e) Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However,for any organization and subsidiary thereof not named in the Declarations as a Named Insured, this section does not apply to injury or damage with respect to which an insured under this coverage part is also an insured under another policy,or would be and insured under such policy but for its termination or the exhaustion of its limits. (f) Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased to you subject to the following additional exclusions: (1) Any"occurrence"which takes place after you cease to be a tenant in that premises. (2) Structural alterations, new construction or demolition operations performed by or on behalf of that person or organization. (g) Any person or organization with respect to their liability arising out: (1) Their financial control of you;or CL CG 00 37 03 09 Includes copyrighted material of Insurance Services Offices, Page 3 of 6 ❑ Inc., with its permission CL CG 00 37 03 09 (2) Premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. (h) Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as an additional insured on your policy. Such person or organization is an insured only with respect to liability for"bodily injury","property damage",or"personal and advertising injury"caused,in whole or in part,by your maintenance,operation or use of equipment leased to you by such person or organization. A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds,this insurance does not apply to any "occurrence"which takes place after the equipment lease expires. (i) Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provisions: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or control and to which this insurance applies: (a) The existence, maintenance, repair,construction, erection, or removal of advertising signs, awnings,canopies,cellar entrances, coal holes,driveways,manholes, marquees, hoist away openings,sidewalk vaults,street banners or decorations and similar exposures;or (b) The construction,erection,or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. Newly Formed or Acquired Organizations Paragraph 3.a.is amended to read as follows: a. Coverage under this provision is afforded only until the 180"day after you acquire or form the organization or until the end of the policy period,whichever is earlier. This provision does not apply if coverage for a newly formed or acquired organization is excluded either by the provisions of the Coverage Part,or by endorsement. SECTION III -LIMITS OF INSURANCE Damage To Premises Rented To You Paragraph 6.is replaced by the following: 6. Subject to 6.above,the Damage to Premises Rented To You Limit is the higher of a. $1,000,000; or b. The amount shown in the declarations as the Damage to Premises Rented to You Limit. Whether a. or b. above applies, it is the most we will pay under Coverage A for damages because of"property damage'to premises, while rented to you or temporarily occupied by you with permission of the owner, arising out of any one event of fire, lightning, explosion, smoke,or leakage from automatic fire protective systems,or any combination thereof. This provision does not apply if Coverage A Damage to Premises Rented To You is excluded either by the provisions of the Coverage Part, or by endorsement. Medical Payments—Increased Limits Paragraph 7.is replaced by the following: 7. Subject to S.above,the Medical Expense Limit is: a. $20,000; or b. The amount shown in the Declarations for Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of"bodily injury"sustained by one person. CL CG 00 37 03 09 Includes copyrighted material of Insurance Services Offices, Page 4 of 6 0 Inc., with its permission CL CG 00 37 03 09 Whether a.or b.above applies, it is the most we will pay under Coverage C for all medical expenses because of"bodily injury"sustained by any one person. This provision does not apply if Coverage C Medical Payments is excluded either by provisions of the coverage part or by endorsement. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Notice of Occurrence,Knowledge of Occurrence,Unintentional Omission The following paragraph is added to 2.Duties In The Event of Occurrence,Offense,Claim,or Suit: e. Notice of an"occurrence"which may result in a claim under this insurance shall be given as soon as practicable after knowledge of the occurrence has been reported to- (1) You, if you are an individual (2) A partner, if you are a partnership;or (3) An executive officer or insurance manager, if you are a corporation. 2. The following paragraph is added to 6.Representations: d. However,the unintentional omission of, or unintentional error in, any information given or provided by you shall not prejudice your rights under this insurance. However,this provision does not affect our right to collect additional premium or to exercise our right of cancellation or non-renewal. 3. The following is added to 8. Transfer of Rights of Recovery Against Others to Us Therefore,the insured can waive the insurer's Right of Recovery prior to the occurrence of a loss, provided the waiver is made in a written contract. 4. The following paragraph is added: 10. Liberalization If we revise this endorsement to provide more coverage without additional premium charge,we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. SECTION V—DEFINITIONS 1 Amended Definitions The following definitions are amended: 1. "Bodily Injury" The definition is deleted and replaced with the following: 2. 'Bodily Injury' a. means bodily injury, sickness,or disease sustained by a person,and includes mental anguish resulting from any of these;and b. except for mental anguish, includes death resulting from the a.above at any time. 9. "Insured contract"a. is replaced by the following: a. A contract for a lease of premises. However,that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning,explosion, smoke or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an"insured contract"; 14. 'Personal and Advertising Injury" The definition is deleted and replaced with the following: "Personal and Advertising Injury"means injury, including consequential"bodily injury",arising out of one or more of the following offenses: a. False arrest,detention or imprisonment; b. Malicious prosecution or abuse of process: c. The wrongful eviction from,wrongful entry into,or invasion of the right of private occupancy of a room, dwelling,or premises that a person occupies,committed by or on behalf of its owner, landlord or lessor; d. Oral,written,televised or videotaped publication of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; CL CG 00 37 03 09 Includes copyrighted material of Insurance Services Offices, Page 5 of 6 0 Inc., with its permission CL CG 00 37 03 09 e. Oral,written, televised or videotaped publication of material that violates a person's right of privacy; f. Misappropriation of advertising ideas or style of doing business;or g. Infringement of copyright,title or slogan. Personal Injury as used in this definition also means discrimination based on race,color, religion, sex, age or national origin except when: (1) Done intentionally by or at the direction of,or with the knowledge or consent of: (2) Directly or indirectly related to the employment,former or prospective employment,termination of employment,or application for employment of any person or persons by an insured;or (3) Directly or indirectly related to the sale, rental, lease or sub-lease or prospective sales, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any insured;or (4) Insurance for such discrimination is prohibited by or held in violation of law,public policy, legislation, court decision or administrative ruling. The insurance afforded by the additional meaning of Personal Injury does not apply to fines or penalties imposed because of such discrimination. CL CG 00 37 03 09 Includes copyrighted material of Insurance Services Offices, Page 6 of 6 ❑ Inc., with its permission THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTO EXPANSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM The following provides a broad range of coverage In addition to that provided by the basic policy. In some Instances,a higher limit or broader coverage Is available.Should the policy Indicate broader coverage or higher limits than provided by this endorsement,the higher limits or broader coverage shall apply. A. BROADENED NAMED INSURED written contract, agreement or permit. The Named Insured shown in the Declarations is amended to include: This insurance does not apply unless the written contract or Any organization, other than a joint venture, agreement has been executed or over which you maintain ownership or permit has been issued prior to the majority interest of more than WA, unless 'Bodily injury"or"property damage'. that organization is an 'insured' under any other automobile policy or would be an C. ADDITIONAL INSURED-EMPLOYEES "insured' under such a policy but for the exhaustion of its Limit of Insurance, Section It — Liability Coverage, Paragraph however, A.1.b.(2) is deleted and replaced by the following: 1. Coverage under this provision is afforded only until the 180th day (2) Your employee if the covered'auto' after you acquire or form the is owned by.that employee or a organization or the end of the policy member of his or her household,but period,whichever is earlier. this exclusion does not apply if the covered'auto' is being used in your 2. Coverage does not apply to "bodily business or your personal affairs. injury" or "property damage" that occurred before you acquired or D. EXTENDED COVERAGE-BAIL BONDS formed the organization. Section II — Liability Coverage, Paragraph B. ADDITIONAL INSURED BY CONTRACT, A.2.a.(2). is deleted and replaced by the PERMIT OR AGREEMENT following: The following is added to Section tl — (2) Up to $3,000 for cost of ball bonds Liability Coverage, Paragraph A.1.: (including bonds for related traffic law violations) required because of d. Any person or organization with an 'accident'we cover. We do not whom you agree, by means of a have to furnish these bonds. written contract, agreement or permit to provide such insurance as is afforded by this policy, but only with respect to liability arising out of a covered'auto'. This insurance applies on a primary basis if that is required by the CL CA 00 0103 02 Includes Material Copyright Insurance Services Office,Inc. 1996 Page 1 of 6 E. EXTENDED COVERAGE - LOSS OF the policy's expiration,when the EARNING covered 'auto' is returned to Section II — Liability Coverage, Paragraph use or we pay for its'loss". A.2.a.(4). is deleted and replaced by the We will also pay reasonable and following: necessary expenses to facilitate the return of the stolen 'auto'to (4) All reasonable expenses incurred by you. the 'insured' at our request, including actual loss of earning up 1. EXTENDED COVERAGE-AIRBAGS to $500 a day because of time off from work. Section 111 — Physical Damage Coverage, Paragraph B.3.a. does not apply to the F. FELLOW EMPLOYEE COVERAGE unintended discharge of an airbag. Coverage is excess over any other Section 11 — Liability Coverage, Paragraph collectible insurance or warranty specifically B.5. does not apply if the 'bodily injury" designed to provide coverage. results from the use of a covered 'auto'. This coverage is excess over any other J. LEASED OR FINANCED ,AUTOS" - collectable insurance. PHYSICAL DAMAGE COVERAGE G. AUTO MEDICAL PAYMENTS COVERAGE The following is added to Section III - -INCREASED LIMIT Physical Damage Coverage, Paragraph C.: If the 'insured' is wearing a seat belt at the 4. In the event of a total 'loss' to a time an 'accident occurs, the LIMIT OF covered 'auto', we will pay any INSURANCE for AUTOMOBILE MEDICAL unpaid amount due on the lease or PAYMENTS COVERAGE shown in the loan for a covered'auto',less: Declarations will be double the limit shown. All other terms and conditions applicable to a. The amount under the Physical MEDICAL PAYMENTS remain unchanged. Damage Coverage section of the policy;and H. COVERAGE EXTENSION AS A b. Any: CONSEQUENCE OF THEFT OF AN (1). Overdue lease/loan "AUTO" payments at the time of the "loss"; 1. Transportation Expense (2) Financial penalties imposed under a lease for excessive Section III — Physical Damage use, abnormal wear and Coverage, Paragraph A.4.a. is tear or high mileage; deleted and replaced by the (3) Security deposits not following: returned by the lessor, (4) Costs for extended a. We will also pay up to $75 per warranties, Credit Life day to a maximum of$2,500 for Insurance, Health, Accident temporary transportation or Disability Insurance expense incurred by you purchased with the loan or because of the total theft of a lease; and covered 'auto' of the 'private (5) Carry-over balances from passenger type'. We will pay previous loans or leases. only for those covered `autos' for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of Page 2 of 6 Includes Material Copyright Insurance Services Office, Inc. 1996 CL CA 00 0103 02 K. GLASS DEDUCTIBLE The following is added to Section III — Section 111 — Physical Damage Coverage, Physical Damage Coverage, Paragraph Paragraph D. is deleted and replaced by the AA.: following: d. Physical Damage Coverage on a D. DEDUCTIBLE covered 'auto' may be extended to 'loss'to your personal property or,if For each covered 'auto' our you are an individual, the personal obligation to pay for,repair, return or property of a family member, that is replace damaged or stolen property in the covered 'auto' at the time of will be reduced by the applicable 'loss'. deductible shown in the Declarations. Any Comprehensive The most we will pay for any one Coverage deductible shown in the 'loss'under this coverage extension Declarations does not apply to: is$500. 1. 'Loss" caused by fire or N. TOWING AND LABOR COVERAGE lightning;or Section III — Physical Damage Coverage, 2. 'Loss' when you elect to Paragraph A.2. is deleted and replaced by patch or repair glass rather the following: than replace. If a private passenger type 'auto' is L. EXTENDED COVERAGE - ELECTRONIC provided both Comprehensive and Collision EQUIPMENT Coverage, we will pay up to $50 for towing and labor costs incurred each time such The following is added to Section III — °auto' is disabled. However, the labor must Physical Damage Coverage, Paragraph be performed at the place of disablement. AA.. O. EXTENDED COVERAGE - CUSTOMIZED C. Physical Damage Coverage on a FURNISHINGS covered'auto'also applies to'loss' to any electronic equipment that The following is added to Section III — receives or transmits audio, visual Physical Damage Coverage, Paragraph or data signals and that is not AA.: designed solely for the reproduction of sound. This coverage applies e. Physical Damage Coverage on a only if the equipment is permanently covered 'auto' may be extended to installed in the covered"auto"at the 'loss' to custom furnishings time of 'loss' or the equipment is including, but not limited to special removable from a housing unit carpeting and insulation, height- which is permanently installed in the extending roofs, and custom murals, covered 'auto' at the time of the paintings or other decals or 'loss', and such equipment is graphics. designed to be solely operated by use of the power from the °auto's' Our limit of liability for loss to electrical system, in or upon the custom furnishings shall be the least covered"auto'. of We will pay with respects to a 1. Actual cash value of the stolen covered'auto'for'loss'to antennas or damaged property; and other accessories necessary for use of the electronic equipment. However, this does not include tapes,records or discs. M. EXTENDED COVERAGE - PERSONAL EFFECTS CL CA 00 0103 02 Includes Material Copyright Insurance Services Office, Inc. 1996 Page 3 of 6 2. Amount necessary to repair or We will pay for rental reimbursement replace the property;or expenses incurred by you for the rental of an 'auto' because of 'loss' to a covered 3. $500. 'auto'. This coverage extension does not 1. Payment applies in addition to the apply to electronic equipment. otherwise applicable amount of P. PHYSICAL DAMAGE COVERAGE - saute.ge you have on the HIRED"AUTOS" 2. No deductible applies to this You may extend the Comprehensive, coverage. Specified Causes of Loss and Collision coverages provided on your owned 'autos' 3. We will pay only for those expenses to any'auto'you lease, rent, hire or borrow inured during the policy period from someone other than your employees or beginning 24 hours after the 'loss' partners or members of their households and ending, regardless of the subject to the following: expiration date of the policy,with the lesser of the following: 1. The most we will pay in any one 'loss' is the least of $50,000, the a. When the covered `auto' has actual cash value of the 'auto' or been repaired or replaced,or the cost to repair or replace the b. When the total amount paid 'auto', except that such amount will under this coverage extension be reduced by a deductible to be reaches$2,500. determined as follows: 4. Our payment is limited to the lesser a. The deductible shall be equal to of the following amounts: the amount of the largest deductible shown for any owned a. Necessary and actual expenses 'auto'for that coverage. incurred. b. No deductible will apply to'loss' b. Not more than$75 per day. caused by fire or lightning. 5. We will pay up to an additional$300 2. Coverage provided under this for the reasonable and necessary extension will: expenses you incur to remove your materials and equipment from the a. Be excess over any other covered 'auto' and replace such collectible insurance; materials and equipment on the b. Pay, in addition to the limit set rental"auto'. forth in P.1. above, up to $500 per day, not to exceed $3,500 6. This coverage does not apply when per'lose for there are spare or reserve 'autos' available to you for your operations. (1) Any costs or fees associated with the'loss"to 7. If 'loss' from the total theft of a a hired'aute;and covered 'auto' of the 'private (2) Loss of use, provided it is passenger type', we will pay under the consequence of an this coverage only that amount of `accidents for which you are your rental reimbursement legally liable,and as a result expenses which is not already of which a monetary loss is provided for under the Physical sustained by the leasing or Damage Coverage Extension. rental concern. 0. RENTAL REIMBURSEMENT COVERAGE Page 4 of 6. includes Material Copyright Insurance Services Office, Inc. 1996 CL CA 00 0103 02 1 - I J R. DRIVE OTHER CAR COVERAGE 4. Our obligation to pay for, repair, return or replace damaged or stolen 1. Your LIABILITY COVERAGE, property under PHYSICAL AUTO MEDICAL PAYMENTS, DAMAGE COVERAGE, will be UNINSURED MOTORISTS reduced by a deductible equal to the COVERAGE, UNDERINSURED amount of the largest deductible MOTORISTS COVERAGE and shown for any owned private PHYSICAL DAMAGE COVERAGE passenger type 'auto' applicable to may be extended to any private that coverage. If there are no passenger type 'auto' you do not owned private passenger type awn, hire or bonrow while Ming 'autos , the deductible shall be $50 used by or in the care, custody or for Comprehensive Coverage and control of the following persons: $100 .for Collision Coverage. No deductible will apply to `loss' a. You, if you are designated In the caused by fire or lightning. Declarations as an individual; b. Your partners or members, if S. KNOWLEDGE OF OCCURRENCE you are designated in the Declarations as a partnership or The following is added to Section IV — joint venture; Business Auto Conditions, Paragraph A.2.: c. Your members or managers, if you are designated in the d. Notice of an "accident" or'loss"will Declarations as a limited liability be considered knowledge of yours company; only if reported to you, If you are an d. Your 'executive officers', if you individual, a partner, an executive are designed in the Declarations officer or an employee designated as an organization other than an by you to give us such notice. individual, partnership, joint e. Notice of an "accident" or "loss" to venture or limited liability your Workers Compensation company;and insurer, for an event which later e. The spouse of any person develops into a claim for which named in R 1.a. through R.1.d. there is coverage under this policy, while a resident of the same shall be considered notice to us,but household. only if we are notified as soon as you know that the claim should be 2. The following "autos' are not addressed by this policy, rather than covered: your Workers Compensation policy. f. Your rights under this policy shall a. Any 'auto' owned by a person not be prejudiced if you fail to give named in RA.a. through R.1.e. us notice of an "accident" or"lose, or by any member of his or her solely due to your reasonable and household. documented belief that the event is b. Any `auto' used by a person not covered by this policy. named in RA.a. through R.1.e. while working in the business of The following is added to Section IV — selling, servicing, repairing or Business Auto Conditions, Paragraph 2.b.: parking"autos". (6) Knowledge of the receipt of 3. The most we will pay for the total of documents concerning a claim or all damages under LIABILITY 'suit" will be considered knowledge COVERAGE, AUTO MEDICAL of yours only if receipt of such PAYMENTS, UNINSURED documents is known to you, if you MOTORISTS COVERAGE and are an individual, a partner, an UNDERINSURED MOTORISTS executive officer or an employee COVERAGE is the LIMIT OF designated by you to forward such INSURANCE shown in the documents to us. Declarations as applicable to owned "autos". T. WAIVER OF SUBROGATION BY CONTRACT CL CA 00 0103 02 Includes Material Copyright insurance Services Office,Inc. 1996 Page 5 of 6 I - I J 4 The following is added to Section IV - Business Auto Conditions, Paragraph A.5.: We waive any right of recovery we may have against any 'insured' provided coverage under this endorsement under B., ADDITIONAL INSURED BY CONTRACT, PERMIT OR AGREEMENT, but only as respects 'loss' arising out of the operation, maintenance, use, loading or unloading of a covered 'auto'pursuant to the provisions or conditions of the written contract,agreement or permit. U. UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Section IV - Business Auto Conditions, Paragraph B.2.: We will not deny coverage under this policy if you fail to disclose all hazards existing as of the inception date of the policy, provided such failure is not Intentional. Page 6 of 6 Includes Material Copyright Insurance Services Office, Inc. 1996 CL CA 00 0103 02