LQ Chamber of Commerce 11PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT FOR CONTRACT SERVICES (the "Agreement") is made
and entered into by and between the CITY OF LA QUINTA, ("City"), a California
municipal corporation, and LA QUINTA CHAMBER OF COMMERCE ("Consultant").
The parties hereto agree as follows:
1.0 SERVICES OF CONSULTANT
1.1 Scope of Services. In compliance with all terms and conditions of this
Agreement, Consultant shall provide those services related to the promotion,
encouragement, representation and retention of businesses and business activities
in the City of La Quinta, as specified in the "Scope of Services" attached hereto as
Exhibit "A" and incorporated herein by this reference (the "services" or "work").
Consultant warrants that all services will be performed in a competent, professional
and satisfactory manner in accordance with the standards prevalent in the industry
for such services.
1.2 Compliance with Law. All services rendered hereunder shall be provided
in accordance with all ordinances, resolutions, statutes, rules, regulations and laws
of the City of La Quinta and any Federal, State or local governmental agency of
competent jurisdiction.
1.3 Licenses, Permits, Fees and Assessments. Except as otherwise specified
herein, Consultant shall obtain at its sole cost and expense such licenses, permits
and approvals as may be required by law for the performance of the services
required by this Agreement. Consultant shall have the sole obligation to pay for
any fees, assessments and taxes, plus applicable penalties and interest, which may
be imposed by law and arise from or are necessary for the performance of the
services required by this Agreement.
1.4 Familiarity with Work. By executing this Agreement, Consultant
warrants that (a) it has thoroughly investigated andconsidered the work to be
performed, (b) it has investigated the site of the work and fully acquainted itself
with the conditions there existing, (c) it has carefully considered how the work
should be performed, and (d) it fully understands the facilities, difficulties and
restrictions attending performance of the work under this Agreement. Should
Consultant discover any latent or unknown conditions materially differing from
those inherent in the work or as represented by City, Consultant shall immediately
inform City of such fact and shall not proceed except at Consultant's risk until
written instructions are received from the Contract Officer (as defined in Section
4.2 hereof).
1.5 Care of Work and Standard of Work.
a. Care of Work. Consultant shall adopt reasonable methods during the life
of the Agreement to furnish continuous protection to the work performed by
Consultant, and the equipment, materials, papers and other components thereof to
prevent losses or damages, and shall be responsible for all such damages, to
persons or property, until acceptance of the work by City, except such losses or
damages as may be caused by City's own negligence. The performance of
services by Consultant shall not relieve Consultant from any obligation to correct
any incomplete, inaccurate or defective work at no further cost to City, when such
inaccuracies are due to the negligence of Consultant.
b. Standard of Work. Consultant acknowledges and understands that the
services and work contracted for under this Agreement require specialized skills
and abilities and that, consistent with this understanding, Consultant's services and
work will be held to a heightened standard of quality and workmanship. Consistent
with Section 1.4 hereinabove, Consultant represents to City that it holds the
necessary skills and abilities to satisfy the heightened standard of work as set forth
in this Agreement.
1.6 Additional Services. In accordance with the terms and conditions of this
Agreement, Consultant shall perform services in addition to those specified in the
Scope of Services ("Additional Services") when directed to do so by the Contract
Officer. Consultant shall not perform any Additional Services until receiving prior
written authorization from the Contract Officer. It is specifically understood and
agreed that oral requests and/or approvals of Additional Services shall be barred
and are unenforeceable. Failure of Consultant to secure the Contract Manager's
written authorization for Additional Services shall constitute a waiver of any and all
right to adjustment of the Contract Sum or time due, whether by way of
compensation, restitution, quantum meruit, etc. for Additional Services provided
without the appropriate authorization from the Contract Manager. Compensation
for properly authorized Additional Services shall be made in accordance with
Section 2.2 of this Agreement.
1.7 Special Requirements. Additional terms and conditions of this
Agreement, if any, which are made a part hereof are set forth in Exhibit "D" (the
"Special Requirements"). In the event of a conflict between the provisions of the
Special Requirements and any other provisions of this Agreement, the provisions of
the Special Requirements shall govern.
2.0 COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement,
Consultant shall be compensated in accordance with Exhibit "B" (the "Schedule of
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Compensation") in a total amount not to exceed One Hundred Fifty Thousand
Dollars ($150,000) (the "Contract Sum"), except as provided in Section 1.6. The
method of compensation set forth in the Schedule of Compensation may include a
lump sum payment upon completion, payment in accordance with the percentage
of completion of the services, payment for time and materials based upon
Consultant's rate schedule, but not exceeding the Contract Sum, or such other
methods as may be specified in the Schedule of Compensation. Compensation
may include reimbursement for actual and necessary expenditures for reproduction
costs, transportation expense, telephone expense, and similar costs and expenses
when and if specified in the Schedule of Compensation. Regardless of the method
of compensation set forth in the Schedule of Compensation, Consultant's overall
compensation shall not exceed the Contract Sum, except as provided in Section
1.6 of this Agreement, "Additional Services."
2.2 Compensation for Additional Services. Additional services approved
in advance by the Contract Manager pursuant to Section 1.6 of this Agreement,
"Additional Services," shall be paid for in an amount agreed to in writing by both
City and Consultant in advance of the Additional Services being rendered by
Consultant. Any compensation for Additional Services amounting to five percent
(5%) or less of the Contract Sum may be approved by the Contract Officer. Any
greater amount of compensation for additional services must be approved by the La
Quinta City Council. Under no circumstances shall Consultant, receive
compensation for any Additional Services unless prior written approval for the
Additional Services is obtained from the Contract Officer pursuant to Section 1.6 of
this Agreement.
2.3 Method of Billing. Any month in which Consultant wishes to
receive payment, Consultant shall submit to City no later than the tenth (10th)
working day of such month, in the form approved by City's Finance Director, an
invoice for services rendered prior to the date of the invoice. Such invoice shall (1)
describe in detail the services provided, including time and materials, and (2)
specify each staff member who has provided services and the number of hours
assigned to each such staff member. Such invoice shall contain a certification by a
principal member of Consultant specifying that the payment requested is for work
performed in accordance with the terms of this Agreement. City will pay
Consultant for all expenses stated thereon which are approved by City pursuant to
this Agreement no later than thirty (30) days after invoices are received by the
City's Finance Department.
3.0 PERFORMANCE SCHEDULE
3.1 Time of Essence. Time is of the essence in the performance of this
Agreement.
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3.2 Schedule of Performance. All services rendered pursuant to this
Agreement shall be performed diligently and within the time period established in
Exhibit "C" (the "Schedule of Performance"). Extensions to the time period
specified in the Schedule of Performance may be approved in writing by the
Contract Officer.
3.3 Force Majeure. The time period specified in the Schedule of Performance
for performance of the services rendered pursuant to this Agreement shall be
extended because of any delays due to unforeseeable causes beyond the control
and without the fault or negligence of Consultant, including, but not restricted to,
acts of God or of the public enemy, fires, earthquakes, floods, epidemic, quarantine
restrictions, riots, strikes, freight embargoes, acts of any governmental agency
other than City, and unusually severe weather, if Consultant shall within ten (10)
days of the commencement of such delay notify the Contract Officer in writing of
the causes of the delay. The Contract Officer shall ascertain the facts and the
extent of delay, and extend the time for performing the services for the period of
the forced delay when and if in his or her judgment such delay is justified, and the
Contract Officer's determination shall be final and conclusive upon the parties to
this Agreement. Extensions to the Schedule of Performance which are determined
by the Contract Officer to be justified pursuant to this Section shall not entitle the
Consultant to additional compensation in excess of the Contract Sum.
3.4 Term. The term of this agreement shall commence on July 1, 2011 and
terminate on June 30, 2012 (initial term). Unless earlier terminated in accordance
with Sections 8.7 or 8.8 of this Agreement, this Agreement shall continue in full
force and effect until completion of the services, except as otherwise provided in
the Schedule of Performance.
4.0 COORDINATION OF WORK
4.1 Representative of Consultant. The following principals of Consultant are
hereby designated as being the principals and representatives of Consultant
authorized to act in its behalf with respect to the work specified herein and make
all decisions in connection therewith:
a. David Howard, Chairman of the Board
b. Lee Osborne, Past Chair
C. Lee Osborne, Treasurer
d. Kathleen McEntee, Secretary
e. David Archer, President/CEO
It is expressly understood that the experience, knowledge, capability, and
reputation of the foregoing principals were a substantial inducement for City to
enter into this Agreement. Therefore, the foregoing principals shall be responsible
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during the term of this Agreement for directing all activities of Consultant and
devoting sufficient time to personally supervise the services hereunder.
The foregoing principals may not be changed by Consultant and no other
personnel may be assigned to perform the service required hereunder without the
express written approval of City.
4.2 Contract Officer. The Contract Officer shall be the City Manager or such
other person as may be designated by the City Manager of City. It shall be
Consultant's responsibility to assure that the Contract Officer is kept informed of
the progress of the performance of the services and Consultant shall refer any
decisions, which must be made by City to the Contract Officer. Unless otherwise
specified herein, any approval of City required hereunder shall mean the approval of
the Contract Officer.
4.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge, capability and reputation of Consultant, its principals and employees
were a substantial inducement for City to enter into this Agreement. Except as set
forth in this Agreement, Consultant shall not contract with any other entity to
perform in whole or in part the services required hereunder without the express
written approval of City. In addition, neither this Agreement nor any interest herein
may be assigned or transferred, voluntarily or by operation of law, without the prior
written approval of City.
4.4 Independent Contractor. Neither City nor any of its employees shall have
any control over the manner, mode or means by which Consultant, its agents or
employees, perform the services required herein, except as otherwise set forth.
Consultant shall perform all services required herein as an independent contractor
of City and shall remain at all times as to City a wholly independent contractor with
only such obligations as are consistent with that role. Consultant shall not at any
time or in any manner represent that it or any of its agents or employees are agents
or employees of City.
4.5 City Cooperation. City shall provide Consultant with any plans,
publications, reports, statistics, records or other data or information pertinent to
services to be performed hereunder which are reasonably available to Consultant
only from or through action by City.
5.0 INSURANCE
5.1 Insurance. Prior to the beginning of and throughout the duration of the
Work performed under this Agreement, Consultant shall procure and maintain, at
its cost, and submit concurrently with its execution of this Agreement, personal
and public liability and property damage insurance against all claims for injuries
against persons or damages to property resulting from Consultant's acts or
omissions rising out of or related to Consultant's performance under this
Agreement. The insurance policy shall contain a severability of interest clause
providing that the coverage shall be primary for losses arising out of Consultant's
performance hereunder and neither City nor its insurers shall be required to
contribute to any such loss. A certificate evidencing the foregoing and naming City
and its officers and employees as additional insured (on the general liability policy
only) shall be delivered to and approved by City prior to commencement of the
services hereunder.
The following policies shall be maintained and kept in full force and effect
providing insurance with minimum limits as indicated below and issued by insurers
with A.M. Best ratings of no less than A -:VI:
Commercial General Liability (at least as broad as ISO CG 0001)
$1,000,000 (per occurrence)
$2,000,000 (general aggregate)
Commercial Auto Liability (at least as broad as ISO CA 0001)
$1,000,000 (per accident)
Workers' Compensation
(per statutory requirements)
Consultant shall carry automobile liability insurance of $1,000,000 per
accident against all claims for injuries against persons or damages to property
arising out of the use of any automobile by Consultant, its officers, any person
directly or indirectly employed by Consultant, any subcontractor or agent, or
anyone for whose acts any of them may be liable, arising directly or indirectly out
of or related to Consultant's performance under this Agreement. If Consultant or
Consultant's employees will use personal autos in any way on this project,
Consultant shall provide evidence of personal auto liability coverage for each such
person. The term "automobile" includes, but is not limited to, a land motor vehicle,
trailer or semi -trailer designed for travel on public roads. The automobile insurance
policy shall contain a severability of interest clause providing that coverage shall be
primary for losses arising out of Consultant's performance hereunder and neither
City nor its insurers shall be required to contribute to such loss.
Consultant shall carry Workers' Compensation Insurance in accordance with
State Worker's Compensation laws with employer's liability limits no less than
$1,000,000 per accident or disease.
All insurance required by this Section shall be kept in effect during the term of
this Agreement and shall not be cancelable without written notice to City of
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proposed cancellation. The procuring of such insurance or the delivery of policies
or certificates evidencing the same shall not be construed as a limitation of
Consultant's obligation to indemnify City, its officers, employees, contractors,
subcontractors, or agents.
5.2 Remedies. In addition to any other remedies City may have if Consultant
fails to provide or maintain any insurance policies or policy endorsements to the
extent and within the time herein required, City may, at its sole option:
a. Obtain such insurance and deduct and retain the amount of the
premiums for such insurance from any sums due under this Agreement.
b. Order Consultant to stop work under this Agreement and/or
withhold any payment(s) which become due to Consultant hereunder until
Consultant demonstrates compliance with the requirements hereof.
C. Terminate this Agreement.
Exercise of any of the above remedies, however, is an alternative to any other
remedies City may have. The above remedies are not the exclusive remedies for
Consultant's failure to maintain or secure appropriate policies or endorsements.
Nothing herein contained shall be construed as limiting in any way the extent to
which Consultant may be held responsible for payments of damages to persons or
property resulting from Consultant's or its subcontractors' performance of work
under this Agreement.
5.3 General Conditions pertaining to provisions of insurance coverage by
Consultant. Consultant and City agree to the following with respect to insurance
provided by Consultant:
1. Consultant agrees to have its insurer endorse the third party general
liability coverage required herein to include as additional insureds City, its officials,
employees and agents, using standard ISO endorsement No. CG 2010 with an
edition prior to 1992. Consultant also agrees to require all contractors, and
subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this
Agreement shall prohibit Consultant, or Consultant's employees, or agents, from
waiving the right of subrogation prior to a loss. Consultant agrees to waive
subrogation rights against City regardless of the applicability of any insurance
proceeds, and to require all contractors and subcontractors to do likewise.
3. All insurance coverage and limits provided by Contractor and
available or applicable to this agreement are intended to apply to the full extent of
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the policies. Nothing contained in this Agreement or any other agreement relating
to the City or its operations limits the application of such insurance coverage.
4. None of the coverages required herein will be in compliance with
these requirements if they include any limiting endorsement of any kind that has
not been first submitted to City and approved of in writing.
5. No liability policy shall contain any provision or definition that would
serve to eliminate so-called "third party action over" claims, including any exclusion
for bodily injury to an employee of the insured or of any contractor or
subcontractor.
6. All coverage types and limits required are subject to approval,
modification and additional requirements by the City, as the need arises.
Consultant shall not make any reductions in scope of coverage (e.g. elimination of
contractual liability or reduction of discovery period) that may affect City's
protection without City's prior written consent.
7. Proof of compliance with these insurance requirements, consisting
of certificates of insurance evidencing all of the coverages required and an
additional insured endorsement to Consultant's general liability policy, shall be
delivered to City at or prior to the execution of this Agreement. In the event such
proof of any insurance is not delivered as required, or in the event such insurance is
canceled at any time and no replacement coverage is provided, City has the right,
but not the duty, to obtain any insurance it deems necessary to protect its interests
under this or any other agreement and to pay the premium. Any premium so paid
by City shall be charged to and promptly paid by Consultant or deducted from
sums due Consultant, at City option.
8. It is acknowledged by the parties of this agreement that all
insurance coverage required to be provided by Consultant or any subcontractor, is
intended to apply first and on a primary, non-contributing basis in relation to any
other insurance or self insurance available to City.
9. Consultant agrees to ensure that subcontractors, and any other
party involved with the project that is brought onto or involved in the project by
Consultant, provide the same minimum insurance coverage required of Consultant.
Consultant agrees to monitor and review all such coverage and assumes all
responsibility for ensuring that such coverage is provided in conformity with the
requirements of this section. Consultant agrees that upon request, all agreements
with subcontractors and others engaged in the project will be submitted to City for
review.
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10. Consultant agrees not to self -insure or to use any self -insured
retentions or deductibles on any portion of the insurance required herein (with the
exception of professional liability coverage, if required) and further agrees that it
will not allow any contractor, subcontractor, Architect, Engineer or other entity or
person in any way involved in the performance of work on the project
contemplated by this agreement to self -insure its obligations to City. If
Consultant's existing coverage includes a deductible or self -insured retention, the
deductible or self -insured retention must be declared to the City. At that time the
City shall review options with the Consultant, which may include reduction or
elimination of the deductible or self -insured retention, substitution of other
coverage, or other solutions.
11. The City reserves the right at any time .during the term of the
contract to change the amounts and types of insurance required by giving the
Consultant ninety (90) days advance written notice of such change. If such
change results in substantial additional cost to the Consultant, the City will
negotiate additional compensation proportional to the increased benefit to City.
12. For purposes of applying insurance coverage only, this Agreement
will be deemed to have been executed immediately upon.any party hereto taking
any steps that can be deemed to be in furtherance of or towards performance of
this Agreement.
13. Consultant acknowledges and agrees that any actual or alleged
failure on the part of City to inform Consultant of non-compliance with any
insurance requirement in no way imposes any additional obligations on City nor
does it waive any rights hereunder in this or any other regard.
14. Consultant will renew the required coverage annually as long as
City, or its employees or agents face an exposure from operations of any type
pursuant to this agreement. This obligation applies whether or not the agreement
is canceled or terminated for any reason. Termination of this obligation is not
effective until City executes a written statement to that effect.
15. Consultant shall provide proof that policies of insurance required
herein expiring during the term of this Agreement have been renewed or replaced
with other policies providing at least the same coverage. Proof that such coverage
has been ordered shall be submitted prior to expiration. A coverage binder or letter
from Consultant's insurance agent to this effect is acceptable. A certificate of
insurance and/or additional insured endorsement as required in these specifications
applicable to the renewing or new coverage must be provided to City within five (5)
days of the expiration of coverages.
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16. The provisions of any workers' compensation or similar act will not
limit the obligations of Consultant under this agreement. Consultant expressly
agrees not to use any statutory immunity defenses under such laws with respect to
City, its employees, officials and agents.
17. Requirements of specific coverage features or limits contained in
this section are not intended as limitations on coverage, limits or other
requirements nor as a waiver of any coverage normally provided by any given
policy. Specific reference to a given coverage feature is for purposes of
clarification only as it pertains to a given issue, and is not intended by any party or
insured to be limiting or all-inclusive.
18. These insurance requirements are intended to be separate and
distinct from any other provision in this agreement and are intended by the parties
here to be interpreted as such.
19. The requirements in this Section supersede all other sections and
provisions of this Agreement to the extent that any other section or provision
conflicts with or impairs the provisions of this Section.
20. Consultant agrees to be responsible for ensuring that no contract
used by any party involved in any way with the project reserves the right to charge
City or Consultant for the cost of additional insurance coverage required by this
agreement. Any such provisions are to be deleted with reference to City. It is not
the intent of City to reimburse any third party for the cost of complying with these
requirements. There shall be no recourse against City for payment of premiums or
other amounts with respect thereto.
21. Consultant agrees to provide immediate notice to City of any claim
or loss against Consultant arising out of the work performed under this agreement.
City assumes no obligation or liability by such notice, but has the right (but not the
duty) to monitor the handling of any such claim or claims if they are likely to
involve City.
6.0 INDEMNIFICATION.
6.1 General Indemnification Provision.
a. Indemnification for Professional Liability. When the law establishes
a professional standard of care for Consultant's Services, to the fullest extent
permitted by law, Consultant shall indemnify, protect, defend and hold harmless
City and any and all of its officials, employees and agents ("Indemnified Parties")
from and against any and all claims, losses, liabilities of every kind, nature and
description, damages, injury (including, without limitation, injury to or death of an
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employee of Consultant or subconsultants), costs and expenses of any kind,
whether actual, alleged or threatened, including, without limitation, incidental and
consequential damages, court costs, attorneys' fees, litigation expenses, and fees
of expert consultants or expert witnesses incurred in connection therewith and
costs of investigation, to the extent same are cause in whole or in part by any
negligent or wrongful act, error or omission of Consultant, its officers, agents,
employees or subconsultants (or any entity or individual that Consultant shall bear
the legal liability thereof) in the performance of professional services under this
agreement. With respect to the design of public improvements, the Consultant
shall not be liable for any injuries or property damage resulting from the reuse of
the design at a location other than that specified in Exhibit C without the written
consent of the Consultant.
b. Indemnification for Other Than Professional Liability. Other than in
the performance of professional services and to the full extent permitted by law,
Consultant shall indemnify, defend and hold harmless City, and any and all of its
employees, officials and agents from and against any liability (including liability for
claims, suits, actions, arbitration proceedings, administrative proceedings,
regulatory proceedings, losses, expenses or costs of any kind, whether actual,
alleged or threatened, including, without limitation, incidental and consequential
damages, court costs, attorneys' fees, litigation expenses, and fees of expert
consultants or expert witnesses) incurred in connection therewith and costs of
investigation, where the same arise out of, are a consequence of, or are in any way
attributable to, in whole or in part, the performance of this Agreement by
Consultant or by any individual or entity for which Consultant is legally liable,
including but not limited to officers, agents, employees or subconsultants of
Consultant.
6.2 Standard Indemnification Provisions. Consultant agrees to obtain
executed indemnity agreements with provisions identical to those set forth herein
this section from each and every subconsultant or any other person or entity
involved by, for, with or on behalf of Consultant in the performance of this
agreement. In the event Consultant fails to obtain such indemnity obligations from
others as required herein, Consultant agrees to be fully responsible according to the
terms of this section. Failure of City to monitor compliance with these
requirements imposes no additional obligations on City and will in no way act as a
waiver of any rights hereunder. This obligation to indemnify and defend City as set
forth herein is binding on the successors, assigns or heirs of Consultant and shall
survive the termination of this agreement or this section.
a. Indemnity Provisions for Contracts Related to Construction.
Without affecting the rights of City under any provision of this agreement,
Consultant shall not be required to indemnify and hold harmless City for liability
attributable to the active negligence of City, provided such active negligence is
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determined by agreement between the parties or by the findings of a court of
competent jurisdiction. In instances where City is shown to have been actively
negligent and where City's active negligence accounts for only a percentage of the
liability involved, the obligation of Consultant will be for that entire portion or
percentage of liability not attributable to the active negligence of City.
7.0 RECORDS AND REPORTS.
7.1 Reports. Consultant shall periodically prepare and submit to the Contract
Officer such reports concerning Consultant's performance of the services required
by this Agreement as the Contract Officer shall require. At a minimum, three
written progress reports, including an accounting of expenditures, shall be provided
in November 2011, February 2012, and May 2012.
7.2 Records. Consultant shall keep such books and records as shall be
necessary to perform the services required by this Agreement and enable the
Contract Officer to evaluate the cost and the performance of such services. Books
and records pertaining to costs shall be kept and prepared in accordance with
generally accepted accounting principals. The Contract Officer shall have full and
free access to such books and records at all reasonable times, including the right to
inspect, copy, audit, and make records and transcripts from such records.
7.3 Ownership of Documents. Originals of all drawings, specifications,
reports, records, documents and other materials, whether in hard copy or electronic
form, which are prepared by Consultant, its employees, subcontractors and agents
in the performance of this Agreement, shall be the property of City and shall be
delivered to City upon termination of this Agreement or upon the earlier request of
the Contract Officer, and Consultant shall have no claim for further employment or
additional compensation as a result of the exercise by City of its full rights of
ownership of the documents and materials hereunder. Consultant shall cause all
subcontractors to assign to City any documents or materials prepared by them, and
in the event Consultant fails to secure such assignment, Consultant shall indemnify
City for all damages suffered thereby.
In the event City or any person, firm or corporation authorized by City reuses
said documents and materials without written verification or adaptation by
Consultant for the specific purpose intended and causes to be made or makes any
changes or alterations in said documents and materials, City hereby releases,
discharges, and exonerates Consultant from liability resulting from said change.
The provisions of this clause shall survive the completion of this Contract and shall
thereafter remain in full force and effect.
7.4 Release of Documents. The drawings, specifications, reports, records,
documents and other materials prepared by Consultant in the performance of
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services under this Agreement shall not be released publicly without the prior
written approval of the Contract Officer or as required by law. Consultant shall not
disclose to any other entity or person any information regarding the activities of
City, except as required by law or as authorized by City.
8.0 ENFORCEMENT OF AGREEMENT.
8.1 California Law. This Agreement shall be construed and interpreted both
as to validity and to performance of the parties in accordance with the laws of the
State of California. Legal actions concerning any dispute, claim or matter arising
out of or in relation to this Agreement shall be instituted in the Superior Court of
the County of Riverside, State of California, or any other appropriate court in such
county, and Consultant covenants and agrees to submit to the personal jurisdiction
of such court in the event of such action.
8.2 Disputes. In the event of any dispute arising under this Agreement, the
injured party shall notify the injuring party in writing of its contentions by
submitting a claim therefore. The injured party shall continue performing its
obligations hereunder so long as the injuring party commences to cure such default
within ten (10) days of service of such notice and completes the cure of such
default within forty-five (45) days after service of the notice, or such longer period
as may be permitted by the Contract Officer; provided that if the default is an
immediate danger to the health, safety and general welfare, City may take such
immediate action as City deems warranted. Compliance with the provisions of this
section shall be a condition precedent to termination of this Agreement for cause
and to any legal action, and such compliance shall not be a waiver of any party's
right to take legal action in the event that the dispute is not cured, provided that
nothing herein shall limit City's right to terminate this Agreement without cause
pursuant to Section 8.7.
8.3 Retention of Funds. City may withhold from any monies payable to
Consultant sufficient funds to compensate City for any losses, costs, liabilities, or
damages it reasonably believes were suffered by City due to the default of
Consultant in the performance of the services required by this Agreement.
8.4 Waiver. No delay or omission in the exercise of any right or remedy of a
non defaulting party on any default shall impair such right or remedy or be
construed as a waiver. City's consent or approval of any act by Consultant
requiring City's consent or approval shall not be deemed to waive or render
unnecessary City's consent to or approval of any subsequent act of Consultant.
Any waiver by either party of any default must be in writing and shall not be a
waiver of any other default concerning the same or any other provision of this
Agreement.
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8.5 Rights and Remedies are Cumulative. Except with respect to rights and
remedies expressly declared to be exclusive in this Agreement, the rights and
remedies of the parties are cumulative and the exercise by either party of one or
more of such rights or remedies shall not preclude the exercise by it, at the same or
different times, of any other rights or remedies for the same default or any other
default by the other party.
8.6 Legal Action. In addition to any other rights or remedies, either party
may take legal action, at law or at equity, to cure, correct or remedy any default,
to recover damages for any default, to compel specific performance of this
Agreement, to obtain injunctive relief, or to obtain any other remedy consistent
with the purposes of this Agreement.
8.7 Termination Prior To Expiration Of Term. This section shall govern any
termination of this Agreement, except as specifically provided in the following
Section 8.8 for termination for cause. City reserves the right to terminate this
Agreement at any time, with or without cause, upon thirty (30) days' written
notice to Consultant. Upon receipt of any notice of termination, Consultant shall
immediately cease all services hereunder except such as may be specifically
approved by the Contract Officer. Consultant shall be entitled to compensation for
all services rendered prior to receipt of the notice of termination and for any
services authorized by the Contract Officer thereafter in accordance with the
Schedule of Compensation or such as may be approved by the Contract Officer,
except as provided in Section 8.3.
8.8 Termination for Default of Consultant. If termination is due to the failure
of Consultant to fulfill its obligations under this Agreement, City may, after
compliance with the provisions of Section 8.2, take over work and prosecute the
same to completion by contract or otherwise, and Consultant shall be liable to the
extent that the total cost for completion of the services required hereunder exceeds
the compensation herein stipulated (provided that City shall use reasonable efforts
to mitigate such damages), and City may withhold any payments to Consultant for
the purpose of setoff or partial payment of the amounts owed City as previously
stated in Section 8.3.
8.9 Attorneys' Fees. If either party commences an action against the other
party arising out of or in connection with this Agreement, the prevailing party shall
be entitled to recover reasonable attorneys' fees and costs of suit from the losing
party.
14
9.0 CITY OFFICERS AND EMPLOYEES; NONDISCRIMINATION.
9.1 Non -liability of City Officers and Employees. No officer or employee of
City shall be personally liable to Consultant, or any successor in interest, in the
event or any default or breach by City or for any amount which may become due to
Consultant or to its successor, or for breach of any obligation of the terms of this
Agreement.
9.2 Conflict of Interest. No officer or employee of City shall have any
personal interest, direct or indirect, in this Agreement nor shall any such officer or
employee participate in any decision relating to the Agreement which affects his or
her personal interest or the interest of any corporation, partnership or association in
which she or he is, directly or indirectly, interested, in violation of any State statute
or regulation. Consultant warrants that it has not paid or given and will not pay or
give any third party any money or general consideration for obtaining this
Agreement.
9.3 Covenant against Discrimination. Consultant covenants that, by and for
itself, its heirs, executors, assigns, and all persons claiming under or through them,
that there shall be no discrimination against or segregation of, any person or group
of persons on account of race, color, creed, religion, sex, marital status, national
origin or ancestry in the performance of this Agreement. Consultant shall take
affirmative action to insure that applicants are employed and that employees are
treated during employment without regard to their race, color, creed, religion, sex,
marital status, national origin or ancestry.
10.0 MISCELLANEOUS PROVISIONS
10.1 Notice. Any notice, demand, request, consent, approval, communication
either party desires or is required to give the other party or any other person shall
be in writing and either served personally or sent by prepaid, first-class mail to the
address set forth below. Either party may change its address by notifying the other
party of the change of address in writing. Notice shall be deemed communicated
forty-eight (48) hours from the time of mailing if mailed as provided in this section.
To City:
CITY OF LA QUINTA
Attention: Thomas P. Genovese
City Manager
78-495 Calle Tampico
P.O. Box 1504
La Quinta, California 92247-1504
To Consultant:
LA QUINTA CHAMBER OF COMMERCE
Attention: David Archer
President/CEO
78-275 Calle Tampico
La Quinta, CA 92253
15
10.2 Integrated Agreement. This Agreement contains all of the agreements of
the parties and all previous understanding, negotiations and agreements are
integrated into and superseded by this Agreement.
10.3 Amendment. This Agreement may be amended at any time by the
mutual consent of the parties by an instrument in writing signed by both parties.
10.4 Severability. In the event that any one or more of the phrases,
sentences, clauses, paragraphs, or sections contained in this Agreement shall be
declared invalid or unenforceable by a valid judgment or decree of a court of
competent jurisdiction, such invalidity or unenforceability shall not affect any of the
remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement
which are hereby declared as severable and shall be interpreted to carry out the
intent of the parties hereunder.
10.5 Authority. The persons executing this Agreement on behalf of the
parties hereto warrant that they are duly authorized to execute this Agreement on
behalf of said parties and that by so executing this Agreement the parties hereto
are formally bound to the provisions of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
dates stated below.
CITY OF LA QUINTA a California municipal corporation
Thomas P. Genovese, City Manager Date
ATTEST:
W.
APPROVED AS TO FORM:
A .1 /J6 I ^�
M. Kathen a Jenson, 66
Attorney
CONSULTANT: LA QUINTA CHAMBER OF COMMERCE
By: C
Name:
Title:
Date: //z
17
Exhibit A
Scope of Services
SCOPE OF SERVICES AND SCHEDULE OF PERFORMANCE
FOR FISCAL YEAR 2011-2012
The La Quinta Chamber of Commerce shall provide the following services per
the attached Contract for Services Proposal:
A. Business Retention/Promotion Economic Development
1. Village Business Contact & Event Coordination
2. Member Retention
3. New Member Recruitment
4. Member Communications
5. Events
B. The GEM Community Newsletter
C. The Visitor's Center
D. Annual Financial Review/Audit
The La Quinta Chamber of Commerce shall provide a full audit every three years
and an annual financial review report in non -audit years. A full audit is required for
Fiscal Year 2011 —2012.
78-275 Calla Tampico #B, La Quinta CA 92253
Ph: (760) 564-3199 Fax, (760) 564-3111
April 15, 2011
To: Tom Genovese, City Manager, City of La Quinta
From: David S. Archer, President/CEO, La Quinta Chamber of Commerce
Lee Osborne, Chairman of the Board of Directors, La Quinta Chamber of Commerce
Re: 2011-2012 City -Chamber
Contract for Services Proposal
Thank you for the opportunity to submit this proposal for the La Quinta Chamber of Commerce to
continue to partner with the City of La Quinta for the following services:
Contract for Services (reviewed below):
1. Business Retention and Promotion
2. The GEM Community Newspaper
3. The Visitor's Center
4. Annual Financial Review
Total Requested Amount: $150,000.00
Payment schedule as follows:
July 29, 2011
$17,500.00
October 29, 2011
$37,500.00
January 29, 2012
$37,500.00
April 29, 2012
$37,500.00
Note: The Chamber will continue to provide quarterly reports (prior to the above dates) as has been
the practice previous terms.
We appreciate the opportunity to submit this proposal and look forward to continuing to
provide these valuable services for the benefit of current and prospective residents and
businesses that reside and conduct business in the City of La Quinta
The Voice of -Business
receotiofIcich2mber.com • +wm Igchamber.com 19
The areas of service to be provided under the proposed Contract for Services are
defined as follows:
1. Business Retention/Promotion and Economic Development S 25,000
The following are the key areas on which The Chamber will focus and are included in
Business Retention/Promotion and Economic Development: Village Businesses,
Member Retention, New Members, Member Communications and Events;
Village Businesses — The Chamber will continue to call upon 100% of the businesses
located in the "Village" area and discuss: their business climate, challenges, and
support needed from the Chamber and/or the City of La Quinta to persist in these
tough economic times.
Most recently the Chamber has hosted two very successful events: the Annual Car
Show and the "Taste of La Quinta" - the Car Show attendance was estimated at
approximately 5,000 and the "Taste"2,000 visitors to the Village. The Chamber will
continue to seek/develop opportunities to host events that drive traffic to the Village
and its businesses, and drive momentum when coordinating complimentary events in
the Village. The Chamber is exploring similar programs to the once held "Village
Fest" and other community attractions.
❑ Metric/Reporting - The Chamber will continue to report in writing its
findings regarding total number of businesses in the Village Area, number
contacted, noted concerns/challenges, action taken for improvement, and
additional event opportunities in its quarterly report to the City.
Member Retention — While the Chamber employs various means for member
retention, there has been and will continue to be a focus to gather information
regarding member needs and feedback. This will be done through an outbound call
campaign, general surveys ( mail and/or online) as appropriate, and event -specific
surveys. Survey questions will be developed based upon existing information
requirements and customized as appropriate. In addition, information derived from
the normal sales process and follow up will be included in information to be
analyzed and reported.
❑ Metric/Reporting - The Chamber will continue to compile all information
gathered from each source and report on the comments, suggestions, and
actions taken for improvement.
New Members — For the first time in several years the Chamber has added and
retained more members than it dropped. The Chamber will continue to allocate the
resources necessary to make contact with the over 1,200 businesses within the City
limits, as discussed above in the "Village Businesses" section. While there is a slight
overlap, the tactic is the same: discuss the business climate (how they are doing),
challenges, and support needed from the Chamber and/or the City of La Quinta to
sustain in these tough economic times. Additionally, the Chamber has a goal of
attaining over 500 Members by December 201 L.
20
In addition, the Chamber will continue to analyze current events, responding with
programs and events that engage the "New Member" and help stimulate business.
❑ Metric/Reporting -The Chamber will report in writing its findings regarding
total number of businesses contacted, noted concerns/challenges, actions taken
for improvement, and additional event opportunities in its quarterly report to
the City.
Member Communications — One of the most important areas continues to be
communication. Specifically our focus on the Chamber internet communications our
primary communication tool.
The Chamber has targeted updating its technology and website presence as a priority
in the coming fiscal year. Updated Member and Event information will be available
on the website. We offer links to the City and its websites, members who participate,
and other points of interest in La Quinta.
We will continue to utilize social networking tools, such as: YouTube, FaceBook,
Twitter, LinkedIn, and others, as appropriate.
The La Quinta Chamber of Commerce continues with its radio campaign that is aired
on the six Desert Radio Group radio stations covering the Coachella Valley. Spots
promote upcoming events, highlight the Chamber, and many directly promote the
City. Our promotional spots run over 30 times each month across the six local
stations and additional advertising is being purchased as appropriate in various media
outlets.
❑ Methods of Communication — Communication to our Members and
Community continue through numerous avenues including; Inbound and
Outbound calls, Email Blasts, The GEM Newspaper, The Chamber Website
(www.lgchamber.com), City Map which has been developed and 10,000
copies are being distributed according to the distribution plan, and Radio and
Cable spots as appropriate.
❑ Metric/Reporting - The Chamber will continue to report on in writing its
website traffic and will include in the other means of communications from a
statistical perspective, i.e. number of"followers" on the sites, traffic, etc.
Events — The Chamber sponsors regularly scheduled member events including the
Mayor's and Power Lunches, Monthly Mixers, and Ribbon Cuttings. We will
continue to monitor these events and seek refinements to enhance the overall member
experience. A number of special events include The Bob Hope Classic Breakfast and
the Taste of La Quinta have been added and received positive feedback and good
attendance. These will be continually evaluated to ensure that they provide return to
the vendors, businesses and participants.
21
As discussed with City Staff in previous months, programs to enhance "Business to
Businesses" among members are being developed and implemented within our
Business Retention and Economic Development plan. While the Chamber's greatest
strength is its "consumer" base, additional avenues are being considered to aid local
businesses with a "business" customer base. Events such as the "Spending Time on
Your Business" Business Symposium, featuring local businesses and speakers with
expertise in accounting, legal, banking, insurance, and marketing, was developed to
provide perspective and highlighting the value of other La Quinta businesses.
List of Events/Committees — The Chamber is known for its wonderful events and
Committees that include; The Bob Hope Classic "Kickoff Breakfast," The Power
Lunch, Where's Gamby?, Member Pot -Luck, Annual Rod & Custom Car Show, Toys
for Tots, The Annual Mayor's Cup Golf Challenge, The Taste of La Quinta, The
Mayor's Luncheon, City Picnic and Birthday Party, Mixers, Marketing Committee,
Legislative Committee, and Events Committee. From a business -to -business
perspective, the Chamber organized and held the "Legislative Summit" in September
of 2010 that included cooperation from the Palm Desert and Indio Chambers, as well
as a Candidates Forum for the City election held prior to the local elections.
In additional, the Chamber will continue to support our community partners at their
local events, such as: the La Quinta Arts Festival, Concourse de Elegance, and the
Bob Hope Classic, while encouraging member businesses to participate.
❑ Metric/Reporting - The Chamber will continue to report in writing on the
number of attendees and the viability of continuing/adding events. In
addition, the Chamber will survey businesses regarding the return from
(financial impact) these events.
2. The GEM Newsletter 5110,000
The GEM is the only Chamber/City newsletter in the Valley distributed to each
resident, Chamber member, and non -Chamber business in La Quinta every month.
Current circulation is approximately 23,000. Feedback continues to indicate high
readership and informative content. From a financial perspective the cost to produce
the GEM has increase by approximately 13% on a nine month run rate basis over
Fiscal Year 2009-2010, not including personnel expense which has not increased.
The Publications Committee continues to oversee, enhance, and review the GEM's
content and format. The format has been updated/upgraded, along with new feature
articles and content to broaden the GEM's appeal. Articles like "How to Play Hole
#1 at SilverRock" (featuring a hole each month) provides a regular column that
generates interest and excitement, while featuring a City resource Our intention is to
keep the GEM fresh and visually appealing with new content coming from
suggestions from our readers/members. New member benefits include a feature in
the GEM announcing their membership and promoting their business.
22
❑ Metric/Reporting - The Chamber understands the City Council's perspective
regarding the number of publications of the GEM and will produce at least ten
issues. When economically viable, additional issues will be produced in
support of the Chamber members, many of whom view this production as its
main advertising vehicle. The Chamber will report on the number produced
and track production expenses. Additional reports may be included, as
appropriate.
3. The Visitor's Center $ 10,000
The Visitor Center, located within the Chamber office, continues to draw people
down Washington Street from Highway 111. Community members are encouraged
to visit with the Chamber Team and have a cup of coffee or, on occasion, enjoy home
baked cookies on Friday. We strive to make the center as user-friendly and
informative as possible, making brochure and business cards available within
attractive racks. We continue to receive 5,000+ phone calls and 800+ visitors each
year.
❑ Metric/Reporting — While the current phone system has limited reporting
capabilities, we continue to monitor visits and report as appropriate and
if/when data is available. The Chamber will continue to report on the number
of visitors to the Chamber office, number of phone calls received, and provide
samples of questions received and information requested. Additional
reporting will be added, as appropriate.
4. Annual Financial Review $ 5,000
The Chamber understands the importance of its fiscal responsibility and has a system
with checks and balances to ensure accurate and appropriate bookkeeping. The
Chamber is currently being "audited" in accordance with the agreement and will
provide the results upon delivery from the Auditors. Additionally, we proactively
evaluate our processes and procedures to ensure the Chamber receives revenues
(accounts receivable) on a timely basis and that outstanding payables are paid within
appropriate timelines. Currently the Chamber is operating at a Fiscal Year to Date
Net Profit for the first time in several years.
Additional Items for Consideration
As an ongoing process and in the spirit of information sharing with the City, the
Chamber has several regularly scheduled meetings outlined below. There is a bi-
monthly meeting with the appointed member of the City Council whereby City Staff,
Chamber Team Members and Chamber Board Members discuss key issues affecting
the City and the Chamber. Commercial and residential development, capital
improvement projects, Chamber operations/activities, and Member issues are a few of
the topics.
On a Fiscal Year to Date Basis (10 months) the Chamber has provided approximately
$14,000 in direct donations, fund raising, and free advertising, for numerous Valley
Charities and continues to "tie" local Charities to each "Major" Event.
23
In addition to the two Legislative events noted above in the "Event" section, the
Chamber supported a number of key initiatives that would benefit the Community
and included the Redevelopment Agency, and Proposition 22 to name a few.
On a quarterly basis the Chamber meets with the "Marketing" Committee comprised
of City Staff, City Marketing Agency and other local entities (i.e. the La Quinta Arts
Foundation, "Old Town" Properties, and Landmark Development) to discuss events
and marketing strategies that mutually impact the group.
Over the past year the Chamber continues to have presence at the majority of City
Council meetings and has been an active participant, as appropriate. All of the
activities described have helped the Chamber better understand the inner -workings
and needs of the City and have given the City a better perspective of the services
provided by the Chamber.
Conclusion
On behalf of the La Quinta Chamber of Commerce Board of Directors, we thank you
for the opportunity to quote the City of La Quinta on a Contract for Services in the
amount of $150,000.00 for the 2011-2012 year.
Reporting will be provided in accordance with the appropriate timing of City Council
meeting and the month following the Quarter end, October, January, and April.
We look forward to the continuing to collaborate on making La Quinta the
"Destination" City in the Coachella Valley and nurturing the relationship between the
Chamber and the City. We sincerely appreciate your support.
Respectfully,
Davi S. Arc er
President/CEO
La Quinta Chamber of Commerce
ee Osborne
'00,00Chairman of the Board of Directors
La Quinta Chamber of Commerce
Cc: Doug Evans, Assistant City Manager, the City of La Quinta
`U
Exhibit B
Schedule of Compensation
Payment shall be on a "Fixed Fee" basis in accordance with the Consultants
Schedule of Compensation as indicated below for the work tasks performed in
conformance with Section 2.2 of the Agreement. Total compensation for all work
under this contract shall not exceed One Hundred Fifty Thousand Dollars
($150,000.00) except as specified in Section 1.6 - Additional Services of the
Agreement.
Payment Schedule is as follows:
July 29, 2011 $37,500.00
October 29, 2011 $37,500.00
January 29, 2012 $37,500.00
April 29, 2012 $37,500.00
`k
Exhibit C
Schedule of Performance
Consultant shall complete all services identified in the Scope of Services,
Exhibit "A" of this Agreement in accordance with the attached Project Schedule,
attached hereto and incorporated herein by this reference.
The La Quinta Chamber of Commerce shall provide the City with three (3)
written reports on its activities as required by this Agreement.
1. First Report - November 2011
2. Second Report - February 2012
3. Third Report - May 2012
26
None.
Exhibit D
Special Requirements
27
PROFESSIONAL LIABILITY COVERAGE PART DECLARATIONS
PLEASE READ YOUR POLICY CAREFULLY.
THIS IS A CLAIMS MADE POLICY COVERAGE FORM AND UNLESS OTHERWISE PROVIDED HEREIN, THE
COVERAGE OF THIS FORM IS LIMITED TO LIABILITY FOR CLAIMS FIRST MADE DURING THE POLICY
PERIOD, OR THE EXTENSION PERIOD, IF APPLICABLE, DEFENSE COSTS SHALL BE APPLIED AGAINST
THE RETENTION.
No. NBP1650164A Effective Date: 09/03/2010
1201 AM STANDARD TIME
ITEM 1. PARENT ORGANIZATION AND PRINCIPAL ADDRESS
LA QUINTA CHAMBER OF COMMERCE
78275 CALLE TAMPICO, SUITE B
LA QUINTA, CA 92253
ITEM ll. POLICY PERIOD: (MO. DAY YR.) From: 09/03/2010 To: 09/03n011
Coverage Part A: Non Profit Directors and Officers Liability
ITEM III. LIMITS OF LIABILITY $1,000,000 EACH CLAIM
$1,000,000 IN THE AGGREGATE
ITEM IV. RETENTION. $1,000 EACH CLAIM
ITEM V. PREMIUM: $1,238
Coverage Part B: Employment Practices Liability
ITEM III. LIMITS OF LIABILITY $1,000,000 EACH CLAIM
$1,000,000 IN THE AGGREGATE
ITEM IV. RETENTION: $5,000 EACH CLAIM
ITEM V. PREMIUM: $450
ITEM VI. Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue:
See Endorsement EOD (01195)
THESE DECLARATIONS. ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD,
Page 1 Or 1
NDO-150 (12100)
POLICY NUMBER: NEPISSM64A BUSINESSOWNERS
BP 04 02 07 02
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - MANAGERS OR LESSORS
OF PREMISES
This endorsement modfies Insurance provided under the fdlaaing:
BUSINESSOWNERS COVERAGE FORM
SCHEDULE'
Name of Person or Organization:
Effective Date: 09/032010
The City of La Ouinta
P.O. Box 1504
La Ouinta, CA 92247
Designation of Premises
78275 Calle Tampico
Suite B
La Ouinta, CA 92253
'Information required to complete this Schedule, if not shown on this endorsement, will be shown in the Declarations
A. The following is added to Paragraph C. WHO IS
AN INSURED in Section II - Liability:
4. The person or organization Shown in the Schedule
is also an insured, but only with respect to liability
arising out of the ownership, maintenance or use
of that part of the premises leased to you and
shown in the Schedule.
B. The following exclusions are added to Section II -
Liability:
This insurance does not apply to:
1. Any'bccurrence" that takes place after you cease to
be a tenant in the premises described in the
Schedule.
2. Structural alterations, new construction or demolition
operations perfored by or for the person or
organization designated in the Schedule.
SP 04 02 07 02 ISO Properties, Inc., 2001
POLICY NUMBER: NBP1560164A
BUSINESSOWNERS
SIP 04090702
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED
MORTGAGEE, ASSIGNEE, OR RECEIVER
This endorsement modifies insurance provided under the following:
BUSINESSOWNERS COVERAGE FORM
SCHEDULE*
Name of Person or Organization:
Effective Date: 09/0312010
Pacific Western Bank -
74-750 Highway 111
Indian Wells, CA 92210
Designation of Premises
78275 Calls Tampico
Suite B
La Quinta, CA 92253
'Information required to complete this Schedule, if not shown on this endorsement, will be shown in the Declarations
The following is added to Paragraph C. WHO IS AN This insurance does not apply to structural alterations,
INSURED in Section 11- Liability: new construction and demolition operations performed by
4. The person or organization shown in the or for that person or organization.
Schedule is also an insured, but only with respect to
liability as mortgagee, assignee, or receiver and
arising out of the ownership, maintenance, or use of
the premises by you and as shown in the Schedule.
BP 04 09 07 02 ISO Properties, Inc., 2001
7 ji I I
ok^i
INSURANCE BINDER
THE TERMS AND CONDITIONS OF THIS CONFIRMATION OF INSURANCE MAY NOT COMPLY WITH THE SPECIFICATIONS
SUBMITTED FOR CONSIDERATION. PLEASE READ THIS CONFIRMATION CAREFULLY AND COMPARE IT WITH ANY QUOTE AND
SUBMISSION DOCUMENTS AND REVIEW THE POLICY FORMS FOR THE ACTUAL COVERAGES PROVIDED.IN ACCORDANCE WITH
YOUR INSTRUCTIONS, AND IN RELIANCE UPON THE STATEMENTS MADE BY THE RETAIL BROKER IN THE INSURED'S
APPLICATIONISUBMISSION, WE HAVE OBTAINED INSURANCE AT YOUR REQUESTAS FOLLOWS:
DATE ISSUED: November 10, 2010
PRODUCER_ Douglas W Motz Insurance Agency
INSURED: La Quinta Chamber of Commerce
INSURER: Tower Select Insurance Company
POLICY NO.: WCC 000895301
COVERAGE: Workers' Compensation
POLICY PERIOD: 10/2712010 TO 10/27/2011
12:01 A.M. STANDARD TIME AT THE LOCATION ADDRESS OF THE NAMED INSURED. THIS INSURANCE BINDER WILL BE TERMINATED
AND SUPERSEDED UPON DELIVERY OF THE FORMAL POLICY(IES) ISSUED TO REPLACE IT.
LIMITS OF LIABILITY: Workers Compensation Insurance: Coverage applies to Workers Compensation
Laws of the State of California
Employers Liability Insurance:
Bodily Injury by Accident $1,000,000 Per Accident
Bodily Injury by Disease $1,000,000 Per Policy
Bodily Injury by Disease $1,000,000 Per Employee
DEDUCTIBLE:
PREMIUM $1,653.00
TAXES
FEES
TOTAL $1, 653.00
COMMISSION: 7.5%
TERMS I CONDITIONS:
(a) MINIMUM EARNED PREMIUM AT INCEPTION.
(c) ATTACHMENTS I SUBJECT TO:
PREMIUM PAYMENT IS DUE WITHIN THIRTY (30) DAYS FROM EFFECTIVE DATE UNLESS OTHERWISE STIPULATED.
BUSINESSOWNERS GENERAL LIABILITY COVERAGE PART DECLARATIONS
Policy No. NBP1550164A Effective Date: 09/03/2010
12:01 AM STANDARD TIME
Liability and Medical Expenses $1,000,000
Medical Expense (per person) $5,000
Damages To Premises Rented To You (Any One Premises) $100,000
Hired and Non -owned Auto Each Occurrence Included
Hired and Non -owned Auto Aggregate Included
An Aggregate Limit of Uability applies to this Coverage as defined in SECTION It - LIABILITY, paragraph DA. of the
Businessowners Coverage Form.
DEt7tIQTIBttL°
T101 QE: k:. III :. r1OWN Wf QRUMUPY
Location Address Territory
1 78275 Calle Tampico, Suite B, La Ouinta, CA 92253 012
7R .$1'...Ol ....T.A,.. Pt.
Rate Advance Premium
oc Ciassirrcetion Cade No. Premium Basts Pr/CO A// Other PrrCo AR Other
1 Nan -Owned 8 Hired Automobile Liability - Non Profit 90099 Flat 0.000 225.000 $0 $225
Organization _
1 Additional Insured -Designated Person 49950 1 Per Additional 0.000 50.000 $o $50
Insured
1 Additional Insured - Managers or Lessors of 49950 1 Per Additional 0.000 50.000 $0 $50
Premises Insured
1 Additional Insured - Mortgagee, Assignee or Receiver 49950 1 Flat 0.000 0.000 Included InclWed
1 Chamber of Commerce- Not -For -Profit only 41668 2.000 Per 1,000 Total 0.000 280.498 $0 - $561
Area
MINIMUM PREMIUM FOR GENERAL LIABILITY COVERAGE PART: $450
TOTAL PREMIUM FOR GENERAL LIABILITY COVERAGE PART: $866
(This Premium maybe subject to adjustment) MP -minimum premium
overage Form(s)/Part(s) and Endorsement(s) made apart of this policy at time of issue
See Form EOD (01195)
THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD.
S I with Its ermissior
n escopyng ed material of ISO Commercial Rlsk ernces, no., p Pape t Or 1
BPL150 f021091 Coivnaht. ISO Commercial Risk Services Inc.. 1983. 1984. 1988
BUSINESSOWNERS PROPERTY COVERAGE PART DECLARATIONS
Policy No. NBP1660164A Effective Date: 09/03/2010
12.01 AM STANDARD TIME
Pram Bldg . Location, Constriction, Occupancy and Otherinlormation Territory fire Code
1 1 78275 Calls Tampico, Suite B, La Quints, CA 92253 012 0702
Description: Chamber of Commerce
Covered Causes of Loss: Special Protection Class: 4
Construction: Frame Square Footage: 2000
Special Deductible: None Special Deductible Type:
3ESP@01fIDBD WSUW!NC¢:qT'r3iBbESCRISEDAPEMI?F�aRPPtlEBClltYl-0nt�NEAAQEBFORYUFyp}RYYAiI'DFi0.WRAt1C@�SkfQNltl
Limits of Coinsurance % or
Prem Bldg Coverage Insurance Deductible Monthly Indemnity +Valuation Premium
1 1 Business Income and Extra Expense $50,000 $0 - Included
1 1 Business Personal Property $5,000 $1,000 RC Included
MINIMUM PREMIUM FOR PROPERTY COVERAGE PART: $50
TOTAL PREMIUM FOR PROPERTY COVERAGE PART: $50 MP
MP -minimum prom lum
• Valuation: ACV -Actual Cash Value; RC -Replacement Cost; FBV -Functional Building Value
oRTGAG�(si: '
erage Form(e)/Part(S) and Frldorsement(s) made a part of this policy at time of issue:
See Endorsement EOD (01195
THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INJURED wvu me rOuGr rc MOD.
Includes copyrighted materiel of ISO Commerclel Risk Services, Inc.. with its permission.
BPP15OrMNLgI f,mvrinht IRn r,"me .IRIRIsk Awvlraa Inr 7RA4 1gR4 IQRR Page 1 Of 1
Policy No. NBP15501"A
BUSINESSOWNERS OPTIONAL COVERAGE PART
DECLARATIONS
Effective Date: 09/03/2010
1201 AM STANDARD TIME
QOI/6iiA0EiINUTStIFiNS�lRA19CE9ittTGtAFA�7f> ." .
Loc 1 78275 Calle Tampico, Suite R La Quinta, Riverside, CA, 92253 012
Coverage Limit of Insurance Deductible Premium
Employee Dishonesty $50,000 $500 $200
Money Security Inside $500 $250 $22
TOTAL PREMIUM FOR THIS COVERAGE PART: $222
Coverage Forms)/Part(s) and Endorsements) made apart of this policy at time of issue: See Endorsement EDO (01195)
THFRF nECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD.
Includes copyrighted material of ISO Commercial Risk Services. Inc., wilh its permission.
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PROFESSIONAL LIABILITY COVERAGE PART DECLARATIONS
PLEASE READ YOUR POLICY CAREFULLY.
THIS IS A CLAIMS MADE POLICY COVERAGE FORM AND UNLESS OTHERWISE PROVIDED HEREIN, THE
COVERAGE OF THIS FORM IS LIMITED TO LIABILITY FOR CLAIMS FIRST MADE DURING THE POLICY
PERIOD, OR THE EXTENSION PERIOD, IF APPLICABLE. DEFENSE COSTS SHALL BE APPLIED AGAINST
THE RETENTION.
No. NBP1560164B
ITEM I. PARENT ORGANIZATION AND PRINCIPAL ADDRESS
LA QUINTA CHAMBER OF COMMERCE
78276 CALLE TAMPICO, SUITE B
LA QUINTA, CA 92263
Effective Date: 09/03/2011
12:01 AM STANDARD TIME
ITEM II. POLICY PERIOD: (MO. DAY YR.) From: 09/03/2011 To: 09103/2012
Coverage Part A: Non Profit Directors and Officers Liability
ITEM III. LIMITS OF LIABILITY
a. Non Profit Directors & Officers $1,000,000 EACH CLAIM
b. Non Profit Directors & Officers $1,000,000 IN THE AGGREGATE
ITEM IV. RETENTION:
ITEM V. PREMIUM:
$1,000
$1,238
Coverage Part B: Employment Practices Liability
ITEM III. LIMITS OF LIABILITY
a. Employment Practices $1,000,000
b. Employmerd Practices $1,000,000
ITEM IV. RETENTION: $5,000
ITEM V. PREMIUM: $450
EACH CLAIM
EACH CLAIM
IN THE AGGREGATE
EACH CLAIM
ITEM VI. Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue.
See Endorsement EOD (01195)
Page 1 Of i
POLICY NUMBER: NBPISSO164B
BUSINESSOWNERS
BP 04 02 07 02
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - MANAGERS OR LESSORS
OF PREMISES
This endorsement modifies insurance provided under the follaving:
BUSINESSOWNERS COVERAGE FORM
SCHEDULE*
Name of Person or Organization:
Effective Date: 09103/2011
The City of La Quinta
P.O. Box 1504
La Quinta, CA 92247
Designation of Premises
*Information required to complete this Schedule, if not shown on this endorsement, will be shown in the Declarations
A. The following is added to Paragraph C. WHO IS
AN INSURED in Section 11- Liability:
4. The person or organization shown in the Schedule
is also an insured, but only with respect to liability
arising out of the ownership, maintenance or use
of that part of the premises leased to you and
shown in the Schedule.
S. The following exclusions are added to Section 11-
Liability:
This insurance does not apply to:
1. Any "occurrence" that takes place after you cease to
be a tenant in the premises described in the
Schedule.
2. Structural alterations, new construction or demolition
operations perfored by or for the person or
organization designated in the Schedule.
SP 04 02 07 02 ISO Properties, Inc., 2001
BUSINESSOWNERS GENERAL LIABILITY COVERAGE PART DECLARATIONS
Policy No. NBP1550164B Effective Date: 09/03/2011
12:01 AM STANDARD TIME
Lt ITS OEURA♦CE' '_ E
Liability and Medical Expenses $1,000,OW
Medical Expense (per person) $5,000
Damages To Premises Rented To You (Any One Premises) $100,000
Hired and Non -owned Auto Each Occurrence Included
Hired and Non -owned Auto Aggregate Included
An Aggregate Limit of Liability applies to this Coverage as defined in SECTION II - LIABILITY, paragraph DA. of the
Businessowners Coverage Form.
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Location Address Terntory
1 78275 Calle Tampico, Suite B, La Quinta, CA 92253 012
PREMIUM COMPUTATION ,
Rate Advance Premium
oc Classification Code No. Premium Basis Pr/Co All Other PrlCo All Other
1 Non -Owned 8 Hired Automobile Liability- Non Profit 90099 Flat 0.000 225.000 $0 $225
Organization
1 Additional Insured- Designated Person 49950 1Per Additional 0,000 50.000 $0 $50
Insured
1 Additional Insured - Managers or Lessors of 49950 6 Per Additional 0.000 50.000 $0 $300
Premises Insured
1 Additional Insured - Mortgagee, Assignee or Receiver 49950 1 Flat 0.000 0.000 Included Included
1 Chamber of Commerce - Not -For -Profit only 41668 2,000 Per 1,000 Total 0.000 280.498 $0 $561
Area
MINIMUM PREMIUM FOR GENERAL LIABILITY COVERAGE PART: $460
TOTAL PREMIUM FOR GENERAL LIABILITY COVERAGE PART: $1,136
(This Premium maybe subject to adjustment.) MP -minimum premium
Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue:
See Form EOD (01195)
THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD.
Includes copyrighted material of 150 Commercial RISK Services, Inc., with its permission.
BPL150 (02/09) Copyright, ISO Commercial Risk Services, Inc., 1983, 1984, 1988 Page 1 Of 1