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HomeMy WebLinkAboutCity of Campbell - 2016 AgreementEQUIPMENT SHARING AGREEMENT BETWEEN THE CITY OF GILROY AND THE CITY OF CAMPBELL THIS AGREEMENT is entered into as of February J 2016, by and between the City of Gilroy ( "Gilroy ") and the City of Campbell ( "Campbell") each a municipal corporation within the State of California (collectively referred to as PARTIES). RECITALS A. The PARTIES are municipal corporations duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California, and their respective Municipal Codes. B. Each PARTY has specialized equipment and Campbell is requesting to utilize Gilroy's transport van from February 3, 2016 - February 7, 2016. C. The PARTIES desire to enter into an Agreement to establish procedures to allow the transport van to be shared and defining legal relationships and responsibilities; NOW, THEREFORE, it is mutually agreed by and between the PARTIES as follows: 1. PURPOSE. a. The purpose of this Agreement is to create a system for the occasional sharing of motor vehicles, equipment, and machinery (collectively referred to in this agreement as "Equipment ") between the Parties for efficiency and effectiveness of operations. b. Gilroy agrees to allow Campbell to utilize Gilroy's transport van from February 3, 2016 - February 7, 2016. The equipment details are: Vehicle Unit # 2304 2003 Ford E -250 Prisoner Transport Van Color - White with Gilroy Police markings License # 1105649 VIN # 1FTNS24L43HA79615 Asset #5009270121 Mileage out- -- 298,881 Equipment Sharing Agreement Between The City of Gilroy and The City of Campbell Page 1 2. TERM. The term of this Agreement shall be for the sharing period of February 3, 2016 - February 7, 2016. 3. SHARING PERIOD. Storage During Sharing Period. During the Sharing Period, Borrower shall be responsible for storing the Equipment in a reasonably safe and secure area. 4. EQUIPMENT USAGE. a. Operator Qualifications. The Parties agree to permit Equipment to be used only by properly trained, properly licensed and supervised operators. All drivers shall be licensed and shall have a satisfactory driving record. All equipment operators shall be properly trained and qualified to operate the Equipment shared under this Agreement. Borrower shall make available to Provider upon request proof of training, licensing, and qualifications of operator prior to release of Equipment. b. Usage Requirements. Equipment shared under this agreement shall be used by Borrower's employees to conduct official business. Borrowers shall use and operate Equipment only for its intended purpose, in a careful manner and in compliance with all requirements for operation and of any governmental authority having jurisdiction, if applicable. Borrower shall not sublease or allow anyone other than Borrower's employees to use Equipment shared under this Agreement. c. Borrower Responsible for Charges and Fees. Borrower shall maintain responsibility for paying all fines and other liens that might be incurred against equipment shared under this Agreement, and shall hold the Provider harmless from and against any and all fines, assessments, fees, charges, expenses, penalties and forfeitures incurred in connection with the use of shared Equipment. d. Fuel. Borrower shall be responsible for supplying all fuel used during the period it borrows the Equipment. Provider shall ensure that the fuel tank(s) are full when Borrower picks up the Equipment, and Borrower shall ensure that the fuel tank(s) are full when it returns the Equipment to Provider. e. Equipment Identification. Each User shall place a magnetic display with the wording: "Equipment provided by Cooperative Agreement with other Public Agencies." Equipment sharing Agreement Between The City of Gilroy and The City of Campbell Page 2 5. EQUIPMENT DELIVERY AND PICKUP a. Delivery /Pickup. Borrower shall be responsible for picking up and returning any Equipment shared under this Agreement, unless Provider and Borrower mutually agree to other arrangements. Equipment may be picked up and returned as mutually agreed upon by both parties, however, the equipment must be returned within one day of the sharing period at a time agreeable to both parties. b. Notification. Borrower shall contact Provider at least two business days in advance of the pick -up and delivery to confirm c. Condition of Equipment. Provider shall ensure that any Equipment being shared is serviced consistent with recognized industry standards prior to Borrower's pick -up. d. Timely Return of Equipment. Borrower shall return Equipment to Provider no later than one business day following conclusion of the share period. e. Inspections. Providers sharing Equipment under this agreement certify that the Equipment is in good repair and ready for the intended use. Equipment shared under this Agreement shall be inspected by representatives of both Provider and Borrower at the time of delivery/pickup and again at the time of turn -in. The inspections shall include an examination of the tires on the Equipment, which the Parties must agree are sound at the time Borrower picks up the Equipment, and which must have adequate tread depth to ensure safe and legal operation during the share period. The results of these inspections shall be documented on an Equipment Inspection Form and on a High Wear Item Inspection Form as identified and provided in each Provider's Equipment Catalog. Digital photographs of the equipment shall also be taken at the time of pickup to ensure that any existing damage is documented appropriately. f. Operations and Safety Manuals. Provider shall provide a copy of all Equipment operation and safety manuals to Borrower at the time Equipment delivery. 6. CONTACT PERSON. Each party agrees to appoint a person or persons to act as a liaison to serve as the contact for the shared use, all inspections, and to otherwise facilitate the orderly and efficient distribution of equipment sharing requests and related information. Contacts by agency are as indicated below: EE uigment SharingAereement Between The City of Gilroy and The City of Campbell Page 3 City of Gilroy: Pedro Espinoza, Police Captain (408) 846 -0367 An Frank Comin, Fleet Superintendent (408) 846 -0287 City of Campbell: Gary Berg, Police Captain (408) 866 -2779 7. MAINTENANCE AND REPAIR OF EQUIPMENT. a. Borrower shall be responsible for performing all required maintenance during the share period, such as fluid level checks, and daily pre -trip inspections. b. Borrower shall be responsible for the following items during the share period: (1) Tire repair and replacement of any damaged tires that cannot be safely repaired; (2) Replacement of any damaged or worn-out tools such as cutting edges and bits; (3) Replacement of any windows or windshields that are cracked or damaged; (4) Minor repairs and adjustments required to keep the Equipment in safe operating condition during the share period, including but not limited to replacement of defective lighting or mirrors, adjustment of hinges or latches, adding fluids to correct levels, and adding air to tires. If it is observed that Equipment requires an excessive amount of minor repairs and adjustments as described above, Borrower is to promptly notify Provider of specific issue prior to utilizing Equipment. c. Any repairs or replacements made by Borrower pursuant to the requirements of this agreement shall be performed by qualified personnel; specifically, persons or contractors employed by Borrower to maintain and repair Borrower's own fleet equipment. d. Notwithstanding anything contained herein to the contrary, Provider shall be responsible for latent defects that may occur during the normal operation of Equipment by borrower. Equipment Sharing Agreement Between The City of Gilroy and The City of Campbell Page 4 e. In all cases, Borrower shall inform Provider prior to commencing any repairs other than those defined as "minor' pursuant to section 8(b)(4) of this Agreement. 8. EQUIPMENT FAILURE NOT RESULTING FROM MISUSE OR FAILURE TO PERFORM REQUIRED MAINTENANCE a. Provider shall be responsible for the repair or replacement of Equipment when: (1) Equipment fails during its normal operation, and; (2) Equipment, is being used as intended by the manufacturer, and; (3) Equipment has received all manufacturer required maintenance during its use by the Borrower. b. Borrower shall be responsible to reimburse Provider for the cost of repair or replacement of Equipment when: (1) Operating Equipment outside of its normal operation, or; (2) Operating Equipment in a manner not intended by the manufacturer, or; (3) Operating Equipment without performing required maintenance. c. Except for minor repairs as defined in section 8(b)(4) of the agreement, the Provider shall determine, in keeping with reasonable judgment, whether failed equipment shall be repaired or replaced. d. Borrower shall not claim damages from the Provider in the form of monetary, lost efficiency or time or consequential damage as a result of equipment failure. 9. EQUIPMENT DAMAGE DUE TO ACCIDENTS. a. Borrower Responsibility for Damage. Borrower shall be responsible for the cost of repairing all damage to equipment incurred during the share period that is not considered to. be normal wear and tear necessitated by misuse or negligent operation and for the maintenance and /or replacement of high wear items identified in each Provider's Equipment Catalog and as noted on each Provider's Equipment Inspection Form. For purposes of this agreement, the following definitions shall apply: (1) "Normal wear and tear" is defined as dents, dings, paint chips, or scratches less than three inches in size, and interior wear such as soiled carpets and seats. (2) "Excess wear and tear" is defined as dents, dings, paint chips or scratches more than three inches in size, cracked or punctured bumpers, chipped or cracked windshields, interior holes, burns, rips, tears or stains requiring heavy cleaning or Equipment Sharing Agreement Between The City of Gilroy and The City of Campbell Page 5 replacement of fabric, interior damage such as gouged steering wheels or dashboards, missing equipment, and any interior or exterior damage attributable to collision, as well as mechanical repairs resulting from damage or negligence. (3) "Total loss" is defined as the estimated cost to repair the Equipment is equal to at least eighty percent of the retail market value of the Equipment prior to the damage, as determined by an independent appraisal. b. Notice to Provider. Borrower shall notify Provider immediately if Provider's Equipment is involved in any accident during the share period. Borrower shall promptly submit to Provider a written report of any accident that occurs in connection with this Agreement, in a form acceptable to Provider, and shall cooperate with any requests by Provider related to the accident. Borrower's report to provider must include, at a minimum, the following information: (1) name and address of any person injured or deceased, or the owner of any property that suffered damage as the result of the accident; (2) name and address of Borrower's employee(s) involved in the accident; (3) name and address of Borrower's liability insurance carrier, unless self - insured; and (4) a detailed description of the accident. Borrower also agrees to take all reasonable steps to preserve all evidence and information that may be relevant to the circumstances surrounding a potential claim, and to allow Provider to review and inspect such evidence and the scene of the accident. c. Accident Damage Repair. Except as otherwise provided below, Borrower shall be responsible for the cost of repairing all Equipment damage due to accidents. In cases where equipment damage is caused by a third party and that party assumes responsibility, Borrower shall arrange to have the equipment repaired and shall seek reimbursement from the third party and /or that party's insurance carrier. Borrower shall notify Provider prior to commencing any repairs, and Provider has the right to accept or reject the repairs upon inspection. d. Damage Due to Equipment Defect. Provider shall be responsible for the cost of repairing all Equipment damage due to accidents caused by equipment defects. e. Damage Resulting in Total Loss. In cases of equipment damage resulting in a total loss, Borrower shall be responsible for covering the loss. Provider shall submit an invoice to Borrower, equal to eighty percent of the current retail market value of the Equipment prior to the damage as determined by an independent appraisal, for any Equipment determined to be a total loss. Equipment Sharing Agreement Between The City of Gilroy and The City of Campbell Page 6 In cases of Equipment damage resulting in a total loss caused by a third party where that party assumes responsibility, Borrower shall seek reimbursement from the other party's insurance carrier. If the reimbursement is greater than eighty percent of the retail market value prior to the damage, Borrower shall give the entire amount of the reimbursement to Provider. Provider shall not be entitled to consequential damage for the loss of use of the equipment due to accidental damage. f. Damage from Excess Wear and Tear. At the time Borrower returns the Equipment to Provider, the Parties shall make an assessment of any excess wear and tear as provided in section 6(e) of this Agreement. If excess wear and tear damage exists, the Provider shall submit an invoice to Borrower for the cost of the damage within thirty (30) days of the Equipment return. The repair amount on the invoice shall be based on actual costs as determined by agency labor rates /contract labor rates and for Equipment parts purchased per each agency's procurement policy. g. Stolen Equipment. Borrower shall assume responsibility if Provider's Equipment is stolen while in Borrower's control, and shall pay Provider eighty percent of the retail market value of the Equipment as determined by an independent appraisal. If stolen equipment is recovered subsequent to the delivery of replacement equipment to Provider, Provider may choose to give the recovered equipment to Borrower or refund a portion of Borrower's payment, at Provider's discretion. 10. WARRANTY. Provider is neither a manufacturer nor supplier of the Equipment and therefore makes no warranties, express or implied, including, without limitation, the condition of the equipment, its design, capacity, performance, construction, workmanship, or fitness for any particular use. All Equipment is shared on an "as -is" basis. Provider shall not be responsible or liable to Borrower for any loss, delay, or damage of any kind resulting from defects in or accidental breakage of Equipment shared under this agreement. 11. INDEPENDENT CONTRACTOR. Borrower is an independent contractor and shall not for any purpose be deemed to be an employee, agent or other representative of Provider. Equipment Sharing Agreement Between The City of Gilroy and The City of Campbell Page 7 12. ASSIGNMENT The Parties shall not assign, sublet, transfer, or otherwise substitute their interests in this Agreement, or any of their rights or obligations under this Agreement, without the prior written consent of all other Parties. 13. INSURANCE. During the term of this agreement, each party will keep in force, at its own expense, insurance requirements as specified in Attachment A. 14. INDEMNIFICATION. Each Party shall be solely responsible for its own acts and those of its employees and officers under this Agreement. No Party shall be responsible or .liable for consequential damages to another Party arising out of providing or using equipment, services or labor under this Agreement. Except as otherwise provided in this section, Borrower shall indemnify, defend, and hold harmless Provider and its agents, officers, attorneys, employees, officials and volunteers, to the fullest extent permitted by law from any and all claims, causes of action, injuries, losses, liabilities, cost. (including reasonable defense costs and attorneys' fees) or damages arising out of or related to, or alleged to arise out of or relate to the use of the Equipment by the Borrower, except for any claims, causes of action, injuries, losses, liabilities or damages proximately caused by the sole negligence, or willful misconduct of Provider, or any latent defect in the Equipment. Except as otherwise provided in this section, Provider shall indemnify, defend, and hold harmless Borrower and its agents, officers, attorneys, employees, officials and volunteers, to the fullest extent permitted by law from any and all claims, causes of action, injuries, losses, liabilities, cost (including reasonable defense costs and attorneys' fees) or damages proximately caused by the sole negligence, or willful misconduct of Provider, or any latent defect in the Equipment. Providers requiring that their personnel operate or assist in the operation of equipment shall, hold harmless, indemnify and defend the Borrower, its officers, agents and employees from all claims arising solely by reason of any negligent act by persons designated by Provider to operate or assist in the operation of equipment. Notwithstanding the above, the Borrower shall bear sole responsibility for ensuring that Equipment Sharing Agreement Between The City of Gilroy and The City of Campbell Page 8 it has the authority to request the work and for any representations made to the Provider regarding site conditions or other aspects of the project. The Providers of the equipment shall adequately insure the equipment or provide self - insurance coverage. The provisions of this section shall survive the termination of this Agreement, and are intended to fully allocate the risk of all liability to third parties arising out of this Agreement. No other rights of indemnity or contribution shall exist between the parties in law or equity. 15. NOTICES. All written notices under this Agreement shall be mailed to the addresses indicated below: To City of Gilroy: Pedro Espinoza, Police Captain Gilroy Police Department City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 To City of Campbell: Gary Berg, Police Captain Campbell Police Department City of Campbell 70 North First Street Campbell, CA 95008 -1436 16. TERMINATION. Any Party may terminate this Agreement for any reason by giving thirty (30) days prior written notice to all other Parties. In the event of such termination, all costs incurred up to the date of termination shall be the responsibility of the User. 17. MISCELLANEOUS a. Compliance with Law. The Parties shall comply with all laws, state or federal and all ordinances, rules and regulations. b. Governing Law. The laws of the state of California shall govern this Agreement. In the event any legal action is commenced regarding this Lease, venue shall be in Santa Clara County. Equipment Sharing�Aereement Between The City of Gilroy and The City of CamAbell Page 9 c. Attorneys' Fees. If legal action is commenced to enforce or to declare the effect of any provision of this Lease, the prevailing party shall be awarded attorneys' fees and costs incurred by such party in the action. d. Entire Agreement. This document comprises the entire and integrated agreement of the parties concerning the lease of the Property and supersedes all prior negotiations, representations, or agreements, either written or oral. Any amendments to this document shall be effective only if in writing and signed by the City and Tenant. e. Severability. If any term, provision, covenant or condition of this Agreement is held by a court to be invalid, void or unenforceable, the rest of this Agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the day and year first above written. City of Gilroy By: J. dward Tewes Title: City Administrator City of By: Name: Title: Approved as to form: �� r1 VMQj City A -torney Q. rney Attest: City er EE Wpment Sharing Aveement Between The City of Gilroy and The City of Campbell Page 10 c. Attorneys' Fees. If legal action is commenced to enforce or to declare the effect of any provision of this Lease, the prevailing party shall be awarded attorneys' fees and costs incurred by such party in the action. d. Entire Agreement. This document comprises the entire and integrated agreement of the parties concerning the lease of the Property and supersedes all prior negotiations, representations, or agreements, either written or oral. Any amendments to this document shall be effective only if in writing and signed by the City and Tenant. e, Severability. If any term, provision, covenant or condition of this Agreement is held by a court to be invalid, void or unenforceable, the rest of this Agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the day and year first above written. City of Gilroy By: J. Edward Tewes Title: City Administrator City of By: Name: Title: Approved as to form: 1, Attest: City Clerk I 1 F � rney Attest: City er Equipmen! $har nP.AgMement Rettyoen The City of Gilroy and The City of Cazipbcll Page 10 Attachment A INSURANCE REQUIREMENTS FOR EQUIPMENT SHARING AGREEMENT Each PARTY shall procure and maintain for the duration of the agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the Equipment Sharing Agreement. Minimum Insurance Required: Commercial General Liability (CGL): Covering General Liability on an "occurrence" basis, including products- completed operations, personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, the general aggregate limit shall be twice the required occurrence limit ($4,000,000). 2. Automobile Liability: Covering all autos (owned, non -owned and hired automobiles), with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability (EL) Coverage with and EL limit of no less than $1,000,000 per accident for bodily injury or disease. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The Entity (PARTY), its officers, officials, employees, and volunteers are to be covered as insureds on the General Liability policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts or equipment furnished in connection with such work or operations and for the Automobile liability policy with respect to liability arising for automobiles owned, leased, hired or borrowed by or on behalf of the contractor. Primary Coverage For any claims related to this contract, the insurance coverage provided shall be primary insurance as respects the Entity (PARTY), its officers, officials, employees, and volunteers. Any insurance or self - insurance maintained by the Entity (PARTY), its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except after thirty (30) days' prior written notice (10 days for non - payment) has been given to the Entity (PARTY). Equipment Sharing Agreement Between The City of Gilroy and The City of Campbell Page 11 Waiver of Subrogation Each Party hereby grants to Entity (PARTY) a waiver of any right to subrogation which any insurer of said Party may acquire against the Entity (PARTY) by virtue of the payment of any loss under such insurance. Each Party agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the Entity has received a waiver of subrogation endorsement from the insurer. Deductibles and Self - Insured Retentions Any deductibles or self- insured retentions must be declared to and approved by the Entity (PARTY). The Entity (PARTY) may require the Party to purchase coverage with a lower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the Entity. Verification of Coverage Party shall furnish the Entity (PARTY) with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the Entity (PARTY) before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the party's obligation to provide them. The Entity (PARTY) reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Special Risks or Circumstances Entity (PARTY) reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Equipment Sharing Agreement Between The City of Gilroy and The City, of Campbell Page 12 OABAG PLAN Corporation ISSUE DATE (MM/DD/YY) CERTIFICATE OF COVERAGE 2/3/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS BROKER• Alliant Insurance Service, Inc. . NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AMEND, 100 Pine Street, 11th Floor EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. San Francisco, CA 94111 415/403 -1400 COMPANIES AFFORDING COVERAGE PROVIDER: ABAG PLAN CORPORATION COMPANY A ABAG PLAN Corporation P. O. BOX 2050 COMPANY OAKLAND, CA 94604 -2050 B Ins. Co. of the State of Pennsylvania 510/464 -7969 COMPANY C National Casualty Company (Civic Risk) C_ overed Party: Campbell 70 North First Street COMPANY D Lexington Insurance Company Campbell, CA 95008 COMPANY THIS IS TO CERTIFY THAT COVERAGE AGREEMENTS LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE PERIOD INDICATED. NOTWITHSTANDING ANY REQUMEMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS'. CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE COVERAGE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH AGREEMENTS. POLICY POLICY LIABILITY LIMIT EACH CO TYPE OF COVERAGE POLICY NUMBER EFFECTIVE EXPIRATION LTR DATE DATE OCCURRENCE AGGREGATE A GENERAL LIABILITY GAL 2015 -16 7/01/2015 7/01/2016 Combined $5,000,000 _ T X' COMPREHENSIVE FORM Single Limit PRODUCT/ X (CSL) COMPLETED OPERATIONS X PREMISES/ OPERATIONS UNDERGROUND EXPLOSION X & COLLAPSE HAZARD CONTRACTUAL BROAD FORM X PROPERTY DAMAGE A AUTOMOBILE LIABILITY GAL 2015 -16 7/01/2015 7/01/2016 Combined $5,000,000 Single X ANY AUTO Limit X ALL OWNED AUTO (CSL) X RENTAL / LEASE AUTO X I NON- OWNED AUTOS GARAGE LIABILITY B Excess General & Auto Liability Public Official's E &O 6907982 7/01/2015 7/01/2016 CSL $10,000,000 $10,000,000 C XC00000464 7/01/2015_ 7/01/2016 CSL $15,000,000 $15,000,000 D PROPERTY INSURANCE 017471589 7/01/2015 7/01/2016 CSL $ 25,000,000 X PROPERTY / SPECIAL FORM PROPERTY (per schedide) BOILER & MACH $25,000,000 X BOILER & MACHINERY DESCRIPTION: General liability includes Personal Injury and Public Officials' Errors and Omissions Liability. This Certificate is issued as proof the above -named Covered Party is an active member and in good standing with coverage as indicated above. CERTIFICATE HOLDER CANCELLATION Attention: LeeAnna McPhillips Human Resources Director / Risk 7351 Rosanna Street Gilroy CA 95020 SHOULD ANY OF THE ABOVE DESCRIBED AGREEMENTS BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE PROVIDER/PROVIDEE WILL ENDEAVOR TO MAIL. 30-DAY WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. HOWEVER, FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. James Hill, PLAN Risk Manager Administered by the OAssociation of Bay Area Governments ASSOCIATION OF BAY AREA GOVERNMENTS OABAG PLAN Corporation P.O. Box 2050 Oakland, California 94604 -2050 (510) 464 -7969 ADDITIONAL COVERED PARTY ENDORSEMENT THIS ENDORSEMENT CHANGES THE CONTRACT Please read it carefully! Endorsement Effective: 2/3/16 to 2/8/16 Entity: Campbell Additional Covered Party: The City of Gilroy, it's officers, officials, employees, agents, and volunteers are named Additionally Insured under the General Liability policy with respect to liability arising out of work or operations performed by or on behalf of the entity including materials, parts or equipment furnished in connection with such work or operations and for the Automobile liability policy with respect to liability arising for automobiles owned, leased, hired or borrowed by the entity. Description of Operations or Facilities: For the City of Campbell borrowing the City of Gilroy's Transport Van for the dates of 2/3/16 through 2/8/16: ASSOCIATION OF BAY AREA GOVERNMENTS OABAG PLAN Corporation P.O. Box 2050 Oakland, California 94604 -2050 (510) 464 -7969 The definition of Covered Party is amended to include any person or organization the Entity is contractually obligated to include as an additional insured, and for which a Certificate of Coverage has been issued and is on file with ABAG PLAN Corp., with respect to Bodily Injury, Personal Injury and Property Damage arising out of the Entity's operations or premises owned by or rented to the Entity or Entity's use of automobiles owned or rented by Entity. The coverage provided to the additional Covered Party does not apply to any liability occurring after those operations or use of premises have ceased. Coverage applies only to the vicarious liability of the additional Covered Party for operations or services described in the contract with the Entity. No coverage applies to liability arising from the sole negligence of the additional Covered Party. The inclusion of more than one Covered Party under this policy shall not operate to impair the rights of one Covered Party against another Covered Party and the coverages afforded by this policy shall apply as though separate policies had been issued to each Covered Party. The inclusion of more than one Covered Party shall not, however, operate to increase the limit of ABAG PLAN Corp.'s liability. A Certificate Holder shall not, by reason of their inclusion under this policy, incur liability for payment of premium for this policy. If required by contract, any insurance carried by an additional Covered Party which may be applicable shall be deemed excess and the Entity's coverage primary notwithstanding any conflicting provisions in the Entity's policy to the contrary. The limit of coverage for the additional Covered Party is the minimum amount required by contract or $5 million, whichever is less. In the event of cancellation of the Entity's coverage, we agree to mail thirty (30) days (ten [10] days for non - payment of premium) advance notice of such cancellation to each Additional Covered Party per certificates on file with ABAG PLAN Corporation. All other terms and conditions in the policy remain unchanged. Authorized Signature: James Hill, PLAN Risk Manager OABAG PLAN Corporation Date: 2/3/2016