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HomeMy WebLinkAbout2018-128-E Health - SPG Associates Inc. Consult on Family Success Alliance Strategic PlanDocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF [Departmental Use Only] TITLE SPG -FSA Strat Plan FY 2017 -2018 NORTH CAROLINA CONSULTING SERVICES AGREEMENT UNDER $90,000 ORANGE COUNTY This Agreement, made and entered into this 23rd day of April, 2018, ( "Effective Date ") by and between Orange County, North Carolina a body politic and corporate of the State of North Carolina (hereinafter, the "County ") and SPG Associates, Inc., (hereinafter, the "Consultant "). WITNESSETH: That the County and Consultant, for the consideration herein named, do hereby agree as follows: ARTICLE 1 SCOPE OF WORK 1.1 Scope of Work 1.1.1 This Services Agreement ( "Agreement ") is for professional consulting services to be rendered by Consultant to County with respect to (insert type of project) Family Success Aliance Strategic Plan. 1.1.2 By executing this Agreement, the Consultant represents and agrees that Consultant is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely manner. 1.1.3 Time is of the essence with respect to this Agreement. 1.1.4 The services to be performed under this Agreement consist of Basic Services, as described and designated in Article 3 hereof. Compensation to the Consultant for Basic Services under this Agreement shall be as set forth herein. ARTICLE 2 RESPONSIBILITIES OF THE CONSULTANT 2.1 Services to be Provided. The Consultant shall provide the County with all services required in Article 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. 2.2. Standard of Care 2.2.1 The Consultant shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Consultant practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Consultant is solely responsible for the professional quality, accuracy and timely completion and submission Revised 10/17 DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF of all reports, drawings, specifications, plans, documents and services (hereinafter "Deliverables ") related to the Basic Services. 2.2.2 The Consultant shall be responsible for all errors or omissions, in the deliverables prepared by the Consultant. 2.2.3 The Consultant shall correct at no additional cost to the County any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts in any Deliverables prepared by the Consultant. 2.2.4 The Consultant shall assure that all Deliverables prepared by it hereunder are in accordance with applicable laws, statutes, and that any necessary or appropriate applications for approvals are submitted to federal, state and local governments or agencies in a timely manner so as not to delay the Project. 2.2.5 The Consultant shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcontracting shall create, between the County and the subcontractor, any contract or any other relationship. 2.2.6 Any and all employees of the Consultant engaged by the Consultant in the performance of any work or services required of the Consultant under this Agreement, shall be considered employees or agents of the Consultant only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Consultant. 2.2.7 If activities related to the performance of this agreement require specific licenses, certifications, or related credentials Consultant represents that it and /or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. ARTICLE 3 BASIC SERVICES 3.1 Basic Services 3.1.1 The Consultant shall perform as Basic Services the work and services described herein and as described in Exhibit 1 - Scope of Work. ARTICLE 4 DURATION OF SERVICES 4.1 Scheduling of Services 4.1.1 The Consultant shall schedule and perform its activities in a timely manner. 4.1.2 Should the County determine that the Consultant is behind the agreed upon schedule, it may require the Consultant to expedite and accelerate his efforts, including providing Revised 10/17 2 DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF additional resources and working overtime, as necessary, to perform his services in accordance with the approved project schedule at no additional cost to the County. 4.1.3 The Commencement Date for the Consultant's Basic Services shall be April 16, 2018. ARTICLE 5 COMPENSATION 5.1 Compensation for Basic Services 5.1.1 Compensation for Basic Services shall include all compensation due the Consultant from the County for all services under this Agreement except for any authorized Reimbursable Expenses which are defined herein. The maximum amount payable for Basic Services is Forty Thousand Dollars ($40,000). Payment for Basic Services shall become due and payable in direct proportion to satisfactory services performed and work accomplished. ARTICLE 6 RESPONSIBILITIES OF THE COUNTY 6.1 Cooperation and Coordination 6.1.1 The County has designated Coby Jansen Austin to act as the County's representative with respect to the Project and shall have the authority to render decisions within guidelines established by the County Manager and the County Board of Commissioners and shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. 6.1.2 The County shall be solely responsible for determining whether Consultant as satisfactorily completed Tasks. It is agreed that County shall not unreasonably withhold its determination of satisfactory completion of any Task. In the event the amount of an invoice is disputed County may withhold payment until the dispute is resolved by the parties. County may also withhold payment on an invoice until the satisfactory completion of a Task by Consultant. ARTICLE 7 INSURANCE AND INDEMNITY 7.1 General Requirements 7.1.1 Consultant shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, Professional Liability Insurance, and any additional insurance as may be required by Owner's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http: / /www.orangecountync.gov /departments /purchasing division /contracts.php). If Owner's Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here N/A (if no additional insurance required mark N/A as being not applicable). Consultant shall not commence work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. 7.2 Indemnity Revised 10/17 3 DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF 7.2.1 The Consultant agrees, without limitation, to indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from property damage or bodily injury including death to any person or persons caused in whole or in part by the negligence or misconduct of the Consultant except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Consultant to indemnify the County to the fullest extent permitted under North Carolina law. ARTICLE 8 AMENDMENTS TO THE AGREEMENT 8.1 Changes in Basic Services 8.1.1 Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Consultant. The Consultant shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. ARTICLE 9 TERMINATION 9.1 Termination for Convenience of the 9.1.1 This Agreement may be terminated without cause by the County and for its convenience upon seven (7) days prior written notice to the Consultant. 9.2 Other Termination 9.2.1 The Consultant may terminate this Agreement based upon the County's material breach of this Agreement; provided the County has not taken all reasonable actions to remedy the breach. The Consultant shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. 9.3 Compensation After Termination 9.3.1 In the event of termination, the Consultant shall be paid that portion of the fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the County due to errors or omissions of the Consultant. 9.3.2 Should this Agreement be terminated, the Consultant shall deliver to the County within seven (7) days, at no additional cost, all Deliverables including any electronic data or files relating to the Project. 9.4 Waiver 9.4.1 The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Consultant with any provisions of this Agreement or the waiver by the County of any breach of this Agreement shall not constitute a waiver of any claim Revised 10/17 4 DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF for damages by the County for any breach of this Agreement or a waiver of any other required compliance with this Agreement. 9.5 Suspension 9.5.1 County may suspend the work at any time for County's convenience and without penalty to County upon three (3) days' notice to Consultant. Upon any suspension by County, Consultant shall discontinue the work and shall not resume the work until notified to proceed by County. ARTICLE 10 ADDITIONAL PROVISIONS 10.1 Relationship of Parties 10.1.1 Consultant is an independent contractor of the County. Neither Consultant nor any employee of the Consultant shall be deemed an officer, employee or agent of the County. Consultant's personnel shall not be employees of, or have any contractual relationship with, the County. 10.2 Limitation and Assignment 10.2.1 The County and the Consultant each bind themselves, their successors, assigns, and legal representatives to the terms of this Agreement. Neither the County nor the Consultant shall assign or transfer its interest in this Agreement without the written consent of the other. 10.3 Governing Law 10.3.1 This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. Consultant shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti - discrimination laws, policies, rules, and regulations and the Orange County Non - Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http: / /www.orangecountVnc.gov /departments /purchasing division /contracts.php). Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit the definition of breach to discrimination. By executing this Agreement Consultant affirms that Consultant and any subcontractors of Consultant are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. Where applicable, failure to maintain compliance with the requirements of Article 2 of Chapter 64 of the General Statutes constitutes Consultant's breach of this Agreement. By executing this Agreement Consultant affirms Consultant is in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement, Consultant certifies that Consultant has not been identified, and has not utilized the services of any agent or subcontractor, on the Iran divestment list created by the State Treasurer pursuant to G.S. 147- 86.58 and the Israel boycott list created pursuant to G.S. 147 - 86.81. 10.4 Dispute Resolution Revised 10/17 5 DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF 10.4.1 Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non - performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina and it is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. The Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. Under no circumstances shall any dispute be addressed through binding arbitration. 10.5 Extent of Agreement 10.5.1 This Agreement, together with the Request for Proposals together with attachments distributed by the County and the Consultant's submitted Proposal, all of which constitute the Contract Documents, represents the entire and integrated agreement between the County and the Consultant and supersedes all prior negotiations, representations or agreements, either written or oral. In the event of a conflict among the terms of the Contract Documents, the priority of documents shall be This Agreement, the County's Request for Proposals, attachments to the County's Request for Proposals, the Consultant's Proposal. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. 10.6 Severability 10.6.1 If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be valid and binding upon the Parties. 10.7 Ownership of Deliverables 10.7.1 All Deliverables, together with all supporting materials, source documentation, data collected, field notes, and working drafts, developed in the performance of this Agreement shall become the property of the County and may be used on any other project without additional compensation to the Consultant. The use of the Deliverables by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. 10.8 Non - Appropriation 10.8.1 Consultant acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Consultant of the unavailability and non - appropriation of public funds. It is expressly agreed that County shall not activate this non - appropriation provision for its convenience or to circumvent the requirements of this Agreement, but only as an emergency fiscal measure during a substantial fiscal crisis. In the event of a change in the County's statutory authority, mandate and/or mandated functions, by state and /or federal legislative or regulatory action, which adversely affects County's Revised 10/17 6 DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to County upon written notice to Consultant of such limitation or change in County's legal authority. 10.9 Notices and Signatures 10.9.1 This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 1 IA and Article 40 of North Carolina General Statute Chapter 66. 10.9.2 Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Orange County Attention: Kimberlee Quatrone P.O. Box 8181 Hillsborough, NC 27278 [SIGNATURE PAGE TO FOLLOW] Revised 10/17 7 Consultant's Name & Address SPG Associates, Inc. 103 Unwin Place Chapel Hill, NC 27516 DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year first above written. COUNTY: Orange County DocuSigned by: County Manager Revised 10/17 8 CONSULTANT: SPG Associates, Inc. DocuSigned by: SULSOM, GMUAJ. Susan Greene, President Printed Name and Title DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF GEICQ Coverage Summary Print Policy Number: 4004090082 Policy Period: 01/18/2018 to 07/18/2018 Your current 6 $3,089.00 month premium: These coverages apply across all vehicles *For specific details, consult your policy contract. For Others The below coverages pay out to other parties if the accident is your fault. Bodily Injury Liability $512.20 $300,000 per person /$300,000 per occurrence Pays if you are responsible for another person's injury or death in an auto accident. It also pays for your legal defense. Property Damage Liability $480.20 $100,000 per occurrence Pays if you are responsible for damage to another person's property. For You The below coverages pay out to you and your passengers. Medical Payments $97.90 $5,000 per person Pays medical expenses such as surgery, x -rays, ambulance, and physicians, regardless of who was at fault. Uninsured Motorist - Combined Uninsured $90.00 Motorist & Underinsured Motorist $300,000 per person/$300,000 per occurrence Pays for your injuries caused by an uninsured motorist. Uninsured Motorist Property Damage $5.00 $100,000 per occurrence Pays for damages to your vehicle caused by a driver without insurance. Vehicle Coverage Vehicle total 6 month premium: $410.70 2002 TOYOTA LANDCRUISR Other Than Collision $52.00 Deductible: $100 Pays for vehicle and glass damage due to, among other causes, theft, vandalism, explosion and fire. Collision Deductible: $500 $97.00 Pays for damages to your vehicle caused by a collision or when it overturns. DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF Towing and Labor $6.40 Carried Covers towing, labor for flat tires, jump starts, and more. Get help 24/7 on the GEICO Mobile app. Extended Transportation Expenses $15.60 $50 /Day, $1,500Max Pays toward expenses for a rental car while repairs are being completed as a result of a covered loss. Vehicle total 6 month premium: $665.80 2015 M BENZ E350 Other Than Collision $202.00 Deductible: $100 Pays for vehicle and glass damage due to, among other causes, theft, vandalism, explosion and fire. Collision Deductible: $500 $286.00 Pays for damages to your vehicle caused by a collision or when it overturns. Towing and Labor Carried S. Covers towing, labor for flat tires, jump starts, and more. Get help 24/7 on the GEICO Mobile app. Extended Transportation Expenses $15.60 $50 /Day, $1,500Max Pays toward expenses for a rental car while repairs are being completed as a result of a covered loss. Vehicle total 6 month premium: $1,890.30 2016 MAZDA MAZDA3 Other Than Collision Deductible: $100 $110.00 Pays for vehicle and glass damage due to, among other causes, theft, vandalism, explosion and fire. Collision Deductible: $500 $921.00 Pays for damages to your vehicle caused by a collision or when it overturns. Towing and Labor Carried $6.40 Covers towing, labor for flat tires, jump starts, and more. Get help 24/7 on the GEICO Mobile app. Extended Transportation Expenses $15.60 $50 /Day, $1,500Max Pays toward expenses for a rental car while repairs are being completed as a result of a covered loss. Mechanical Breakdown Insurance $47.50 Deductible: $250 Covers auto repairs due to a mechanical failure. DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF Exhibit 1 — Scope of Work SCOPE OF WORK Family Success Alliance is seeking to develop a strategic plan that will provide clarity on how and where to position and focus efforts over the next 3 years. The overall outcome of this engagement will be a Strategic Plan that will be used to communicate with and engage key stakeholders in the future direction of the Family Success Alliance (FSA). The following highlights the process and consulting support that will be provided by SPG Associates. The following highlights the key objectives of the process, along with a high level view of the steps as they are currently envisioned. Process Objectives: • FSA leadership and key stakeholders will better understand the real current state of the internal and external environments in which FSA operates to inform decision - making in the development of a strategic plan. • Understand the organizational gaps (people, process and technology) that will need to be addressed in order to successfully execute the growth plan. • Create relevant and meaningful growth goals as targets and benchmarks along the way to success. • Engage staff and key stakeholders in aligning with, and actively supporting the strategic direction, and the execution of the strategic plan Process Overview: Pre - Planning — Work with the key leaders of the FSA strategic planning effort to: • Detail and refine the process that will be used for developing the strategic plan • Identify who should be on the Strategic Planning Sub - Committee • Determine what additional stakeholders will be included, and how they will be included, throughout the process Foundational Assessment • Work with FSA to identify stakeholders that will be included in the foundational assessment, and provide guidance and reviews in development of the questions for interviews and focus groups • Conduct 1 -on -1 interviews - up to 16 interviews • Facilitate focus groups - 4, 2 hour sessions + capture notes after • Design online survey — using the questions developed in collaboration with FSA, develop the online survey (up to 40 questions, and no more than 15 open ended) • Administer the online survey • Output: SPG Associates Stakeholder Input Report - themes, opportunities, challenges to be addressed + compile supporting data gathered Output: Review and input on additional elements of FSA developed foundational assessment DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF Exhibit 1 — Scope of Work Strategic Plan Development • Meeting #1 - Meet with Strategic Planning Committee to review and discuss foundational assessment, refine SWOT, develop drafts of Vision /Mission, long range goals and overarching strategies - 1 day • Output: Support FSA in development of the first draft of the Strategic Plan • Meeting #2 - Meet with the Strategic Planning Committee to review and refine draft of the strategic plan from the first session and continue to identify and detail out strategies and high level 3 year tactics /objectives /strategic priorities for each strategy - 1 day • Output: Support FSA in development of the updated draft of the Strategic Plan • Loopback sessions /feedback — facilitate loopback sessions, along with FSA leaders, to share the draft of the strategic plan for input and feedback - varied formats based on stakeholders invited (4 — 1.5 hour sessions) • Output: Support FSA in compiling output from sessions and in identifying themes and key areas for final discussion and decisions • Meeting #3 — Meet with the Strategic Planning Committee to review output from Loopback sessions and to finalize the strategic plan to present to the Board for approval —'/2 day • Output: Guidance on developing the finalized Strategic Plan Strategic Plan Execution - Provide consultation and guidance on next steps: • Output: Guidance on how to engage the broader FSA community in the development of and /or support in execution of the strategic plan • Output: Guidance on how to execute the strategic plan — establishing strategic plan execution committees as needed, developing action plans, determining and monitoring performance metrics etc. Project Management • General meeting preparation and planning for facilitation role, phone calls, ad -hoc meetings, document reviews and misc. support • Access to SPG Associates strategic planning templates and methodologies • Note: as part of the agreement, Susan Greene will be participating in a racial equity and inclusion training DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF Exhibit 1 — Scope of Work INVESTMENT Strategic planning can be a very dynamic process, and in order to accommodate opportunities or issues that arise, the elements of the process may need to evolve or change in order to be responsive and effective. The process objectives and outcomes outlined will be delivered on a not to exceed budget of $40,000. We propose that this engagement would be delivered on a time and materials basis, to be billed monthly based on the hours and expenses incurred over the previous month. The following are the rates for SPG Associates consultants: Susan Greene - $2000 per day /$250 per hour Vickie Gibbs - $1,000 per day /$125 per hour ASSUMPTIONS The following assumptions have been made in preparing this proposal: The work effort described in this proposal assumes that Family Success Alliance staff and volunteers are available to assist in the completion of the engagement as defined in the Statement of Work. Family Success Alliance will designate a project manager to act as the primary point of contact with SPG Associates for this project. This project manager will be expected to work closely with SPG Associates, as needed, and will: (a) Approve project priorities and schedules; (b) Notify SPG Associates in writing of any project or performance issues; and (c) Assist in resolving any project issues that may arise. • Any requests for additional work or deliverables (beyond those outlined in the process above) that are made by Family Success Alliance will be considered a change in scope for this engagement and will be handled accordingly. • SPG Associates will work with FSA to guide and provide reviews and input on the development of the strategic plan. The responsibility of the development of the final strategic plan and all associated documents and supporting materials is the responsibility of FSA. • For the deliverables developed by SPG Associates, FSA will be provided the opportunity for input and feedback. Mutually agreed upon changes will be incorporated by SPG Associates into the final deliverable 43 This Spectrum Policy consists of the Declarations, Coverage Forms, Common Policy Conditions and any 43 other Forms and Endorsements issued to be a part of the Policy. This insurance is provided by the stock Bw insurance company of The Hartford Insurance Group shown below. SBA INSURER: HARTFORD CASUALTY INSURANCE COMPANY ONE HARTFORD PLAZA, HARTFORD, CT 06155 COMPANY CODE: 3 THE Policy Number. 42 SEA BW4343 SA HARTFORD SPECTRUM POLICY DECLARATIONS Named Insured and Mailing Address: SPG ASSOCIATES, INC (No., Street, Town, State, Zip Code) 103 UNWIN PLACE CHAPEL HILL NC 27516 Policy Period: From 05/22/17 To 05/22/18 1 YEAR 12:01 a.m., Standard time at your mailing address shown above. Exception: 12 noon in New Hampshire. Name of Agent /Broker: WELCH GRAHAM & OGDEN INS INC Code: 640292 Previous Policy Number: 42 SBA BW4343 Named Insured is: CORPORATION Audit Period: NON - AUDITABLE Type of Property Coverage: SPECIAL Insurance Provided: In return for the payment of the premium and subject to all of the terms of this policy, we agree with you to provide insurance as stated in this policy. TOTAL ANNUAL PREMIUM IS: Countersigned by $575 Authorized Representative 03/21/17 Date Form SS 00 02 12 06 Page 001 (CONTINUED ON NEXT PAGE) Process Date: 03/21/17 Policy Expiration Date: 05 /22/18 SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 42 SBA BW4343 Location(s), Building(s , Business of Named Insured and Schedule of Coverages for Premises as designated by Number below. Location: 001 � Building: ool 103 UNWIN PLACE CHAPEL HILL NC 27516 Description of Business: CONSULTANT - MANiGEMENT Deductible: $ 500 PER OCCURRENCE BUILDING AND BUSINESS PERSONAL PROPERTY LIMITS OF INSURANCE BUILDING BUSINESS PERSOP REPLACEMENT C PERSONAL PROP REPLACEMENT PROPERTY MONEY AND SECURITIES OF OTHERS INSIDE THE PREM SES OUTSIDE THE PRE ISES Form SS 00 0212 Ofi 1 Process Date: 0 3 / 21 17 NO COVERAGE $ 9,900 NO COVERAGE $ 10,000 $ 5,000 Page 002 (CONTINUED ON NEXT PAGE) Policy Expiration Date: 05/22/18 SPECTRUM POLI�Y DECLARATIONS (Continued) POLICY NUMBER: 4 SBA BW4343 Location(s), Building(s), Business of Named Insured and Schedule of Coverages for Premises as designated by Number below. Location: 001 Building: 001 PROPERTY OPTION COVERAGES APPLICABLE LIMITS OF INSURANCE TO THIS LOCATION STRETCH COVERAGE FORM: SS 04 08 THIS FORM INCLUD S MANY ADDITIONAL COVERAGES AND EX ENSIONS OF COVERAGES. A S Y OF THE COVERAGE LIMITS S ATTACHED. LIMITED FUNGI, BACTERIA OR VIRUS COVERAGE: FORM SS 40 93 THIS IS THE MAXIMUM AMOUNT OF INSURANCE FOR TH S COVERAGE, SUBJECT TO ALL P OPERTY LIMITS FOUND ELSEWHERE N THIS DECLARATION. INCLUDING BUSINE S INCOME AND EXTRA EXPENSE COVERAGE FOR: Form SS 00 0212 06 Process Date: 03/21/17 $ 50,000 30 DAYS Page 003 (CONTINUED ON NEXT PAGE) Policy Expiration Date: 05/22/18 SPECTRUM POLI�Y DECLARATIONS (Continued) POLICY NUMBER: 4 SBA BW4343 PROPERTY OPTION TO ALL LOCA' BUSINESS INCOME COVERAGE COVERAGE INCLUD COVERAGE EXTENS ACTION OF CIVIL EXTENDED BUSINE L COVERAGES APPLICABLE LIMITS OF INSURANCE D EXTRA EXPENSE THE FOLLOWING 4: 1numl l Y : INCOME: EQUIPMENT BREAKDOWN COVERAGE COVERAGE FOR DI CT PHYSICAL LOSS DUE TO: MECHANICAL BR DOWN, ARTIFICIALLY G RATED CURRENT AND STEAM EXPL SION THIS ADDITIONAL OVERAGE INCLUDES THE FOLLOWING EXTENSIONS HAZARDOUS SUBS ANCES EXPEDITING EXPENSES MECHANICAL BREAKDOWN COVERAGE ONLY APPLIES WHEN BUI DING OR BUSINESS PERSONAL PROPER IS SELECTED ON THE POLICY IDENTITY RECOVER COVERAGE FORM SS 41 12 Form SS 00 0212 06 Process Date: 0 3 / 21 /1.7 12 MONTHS ACTUAL LOSS SUSTAINED 30 DAYS 30 CONSECUTIVE DAYS $ 50,000 $ 50,000 $ 15,000 Page004 (CONTINUED ON NEXT PAGE) Policy Expiration Date: 05/22/18 SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 42 SBA BW4343 BUSINESS LIABILI LIMITS OF INSURANCE LIABILITY AND MEDICAL EXPENSES $2,000,000 MEDICAL EXPENSES - ANY ONE PERSON PERSONAL AND ADVERTISING INJURY DAMAGES TO PREMISES RENTED TO YOU ANY ONE PREMISES $ 10,000 $2,000,000 $ 300,000 AGGREGATE LIMI S PRODUCTS- OMPLETED OPERATIONS $4,000,000 FORM SS 05 09 GENERAL A GREGATE $4,000,000 EMPLOYMENT COVERAGE: F EACH CLAIM DEDUCTIBLE NOT APPLI AGGREGATE LIMI RETROACTIVE DA '.TICES LIABILITY SS 09 01 - EACH CLAIM LIMIT BLE 05222003 $ 5,000 $ 5,000 This Employment Pr ctices Liability Coverage contains claims made coverage. Except as may be otherwise provided herein, specified coverages of this insurance are limited generally to liability for injuries for which claims are first made against the insured while the insurance is in force. Please read and review the insurance carefully and discuss the coverage Ath your Hartford Agent or Broker. The Limits of Insurance stated in this Declarations will be reduced, and may be completely exhausted, by the payment of "defense expense" and, in such event, The Company will not be obligated to pay any further "defense expense" or sums which the insured is or may become legally obligated to pay as "damages ". BUSINESS LIABILITY OPTIONAL COVERAGES HIRED /NON -OWNED FORM: SS 04 38 Form SS 00 0212 06 Process Date: 03/21/17 LIABILITY $2,000,000 Page 0 0 5 (CONTINUED ON NEXT PAGE) Policy Expiration Date: 05/22/18 SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 4� SBA BW4343 ADDITIONAL INSUREQS: THE FOLLOWING ARE ADDITIONAL INSUREDS FOR BUSINESS � LIABILITY COVERAGE IN THIS POLICY. LOCATION TYPE NAME 0011BUILDING 001 PERE ON ORGANIZATION INFC LYNX, 325 DANBURY ROAD, NEW MILFORD CT 06776 Form SS 00 0212 06 Page 0 0 6 (CONTINUED ON NEXT PAGE) Process Date: 0 3 / 21 17 Policy Expiration Date: 0 5 / 2 2 / 18 DocuSign Envelope ID: 55216ACD- F13114A61- 9954- FED540EC27BF SPECTRUM POLI9Y DECLARATIONS (Continued) POLICY NUMBER: 44 SBA BW4343 Form Numbers of SS 00 01 03 14 SS 00 64 09 16 SS 00 60 09 15 SS 04 22 07 OS SS 04 41 04 09 SS 04 46 09 14 SS 40 18 07 05 SS 41 63 06 11 SS 51 10 03 17 SS 09 67 09 14 IH 99 40 04 09 Form SS 00 02 12 06 Process Date: 03/21, '17 and Endorsements that apply: SS 00 05 12 06 SS 84 01 09 07 SS 00 61 09 15 SS 04 30 07 05 SS 04 42 03 17 SS 04 47 04 09 SS 40 93 07 05 SS 05 09 07 00 SS 51 11 03 17 SS 09 70 12 14 IH 99 41 04 09 SS 00 07 07 05 SS O1 09 02 14 SS 04 08 09 07 SS 04 38 09 09 SS 04 44 07 05 SS 04 80 03 00 SS 41 12 12 07 SS 05 47 09 15 SS 09 01 12 14 SS 09 71 12 14 SS 83 76 01 15 Page 007 SS 00 08 04 05 SS 89 93 07 16 SS 04 19 07 05 SS 04 39 07 05 SS 04 45 07 05 SS 04 86 03 00 SS 41 51 10 09 SS 50 19 01 15 SS 09 14 12 14 SS 12 04 03 92 Policy Expiration Date: 05/22/18 i DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF STRETCH SUMMARY SUMMARY OF COVERAGE LIMITS F1 This is a summary of the Coverages and the Limits of Insurance provided by the Stretch Coverage form SS 04 08 which is included in t iis policy. No coverage is provided by this summary. Refer to coverage form SS 04 08 to determine the scope o your insurance protection. The Limit of Insurance for the following Additional Coverages are in addition to any other limit of insurance provided under this policy: Coverage Accounts Receivable — On /Off- Premises Brands and Labels Claim Expenses Computer Fraud Computers and Media Debris Removal Employee Dishonesty (including ERISA) Fine Arts Forgery Laptop Computers — World -Wide Coverage Off Premises Utili Services — Direct Damage Outdoor Signs Pairs or Sets Personal Property of Others Property at Other Premises Salespersons' Sarpples Sewer and Drain Back Up Sump Overflow or Sump Pump Failure Temperature Chan, ge Tenant Building and Business Personal Property Coverage- Limit $ 25,000 Up to Business Personal Property Limit $10,000 $ 5,000 $10,000 $ 25,000 $ 10,000 $10,000 $10,000 $ 5,000 $10,000 Full Value Up to Business Personal Property Limit $10,000 $10,000 $ 1,000 Included up to Covered Property Limits $15,000 $10,000 $ 20,000 Required by Leas Transit Property iq the Care of Carriers for Hire $ 10,000 Unauthorized Business Card Use $ 2,500 Valuable Papers nd Records — On /Off- Premises $ 25,000 The Limits of Insurance for the following Coverage Extensions are a replacement of the Limit of Insurance provided under the Standard Property Coverage Form or the Special Property Coverage Form, whichever applies to the policy: Coverage Newly Acquired on Constructed Property —180 Days Building Business ersonal Property Business I come and Extra Expense Outdoor Property Personal Effects Property Off- Premises I Limit $1,000,000 $ 500,000 $ 500,000 $ 20,000 aggregate/ $1,000 per item $ 25,000 $ 15,000 Form SS 84 0109 07 Page 1 of 2 © 2007, The Hartford DocuSign Envelope ID: 55216ACD- F131 -4A61- 9954- FED540EC27BF The following changes) Insurance for the folio Insurance provided un4 Coverage Business Income Business Income Business Income apply only if Business Income and Extra Expense are covered under this policy. The Limits of Ning Business Income and Extra Expense Coverages are in addition to any other Limit of er this policy: Limit ision for Off - Premises Utility Services $ 25,000 ision for Web Sites $ 10,00017 days Dependent Properties $ 25,000 The following Limit of Insurance for the following Business Income Coverage is a replacement of the Limit of Insurance provided under the Standard Property Coverage Form or the Special Property Coverage Form, whichever applies to the policy: Coverage Limit Extended Busines Income 60 Days The following changes apply to Loss Payment Conditions: Coverage Limit Valuation Changes Commodity Stock Included "Finished Stock" Included Mercantile Stock - Sold Included Page 2 of 2 1 Form SS 84 0109 07