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HomeMy WebLinkAboutPROSUM - CONTRACT - AGREEMENT MISC - PROSUMCity of Fort Collins COLLABORATION TECHNOLOGIES Education and Guidance Statement of Work December 5, 2018 6251 Greenwood Plaza Blvd, Suite 100, Greenwood village, CO 80111 DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 2 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS Contents 1. Engagement Overview ....................................................................................... 3 2. Approach and Scope .......................................................................................... 4 3. Deliverables ..................................................................................................... 5 4. Project Management .......................................................................................... 6 5. Prosum Project Team Members ........................................................................... 7 6. Estimated Cost and Timeline............................................................................... 8 7. Other Terms ..................................................................................................... 8 8. Assumptions and Client Responsibilities .............................................................. 10 9. Change Order .................................................................................................. 12 10. Acceptance ...................................................................................................... 12 DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 3 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS 1. Engagement Overview City of Fort Collins (hereafter referred to as “The City” or "Client") currently provides collaboration and document sharing services to their organization with SharePoint 2010 on-premises. The City has recently migrated its email to Exchange Online, part of Microsoft’s Office 365 public cloud platform. The City now seeks to understand what other collaboration options exist in the Office 365 suite, beyond email. In order to be better informed on the available collaboration options, the City has requested that Prosum conduct an engagement to educate and demonstrate the technology options and provide some high level guidance on potential future uses of these technologies. Prosum is therefore proposing a Collaboration Technologies Education and Guidance engagement which will focus on the following: • Educate the City on new capabilities in SharePoint Online and related Microsoft collaboration technologies and tools o OneDrive for Business o Teams o Flow • Discuss appropriateness of technologies based on the City’s current and future requirements • Provide high level guidance regarding steps to further evaluate or eventually implement appropriate technologies The goal of this engagement would be to educate the City on the various collaboration technologies available, and provide guidance on their potential future use. It is anticipated that the “future state” for the City collaboration will leverage some of these technologies in a manner that is in alignment with both industry best practices and the unique requirements of the City. The following Statement of Work outlines the scope, estimated costs and timeline for this Collaboration Technologies Education and Guidance engagement. DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 4 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS 2. Approach and Scope In support of this Collaboration Technologies Education and Guidance project, Prosum will begin by meeting with stakeholders to better understand the current state, discuss key requirements and business drivers for collaboration, and discuss the desired future state. Prosum will understand the current use cases for collaboration and teaming, and evaluate the current permissions, security and governance models in order to make recommendations regarding appropriate collaboration technologies. Prosum will also educate the City on the new features and architectural differences in SharePoint Online (versus the current SharePoint 2010 on premise version), as well as discuss related technologies such as Microsoft Teams, OneDrive, and Flow so that the City can be informed of all the possible options related to new options. The Education will include demonstrations of the collaboration functionality of various tools. Based on the discussions regarding the City’s collaboration needs, Prosum will provide high level guidance regarding which technologies may be appropriate for future implementation and rollout. Due to the limited budget and duration of this project, advice and guidance on the topics above will be at a directional level and specific timelines and effort associated with any possible downstream implementation will not be defined. Additional more detailed discussions and planning will be required before implementing these new technologies, and the City will be made aware of the recommended additional steps. Anticipated Prosum tasks related to this Collaboration Technologies Education and Guidance project include but are not limited to the following: 1. Conduct meeting with IT Staff / Project Sponsors o Conduct an overview session educating the City team on the current set of Microsoft collaboration technologies and the new capabilities that will extend the current City DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 5 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS collaboration technology set. Technologies to be covered include the following:  SharePoint Online  Teams  One Drive for Business o Define shared understanding of overall vision, direction and goals for the City’s collaboration strategy leveraging SharePoint and other collaboration technologies. o Understand current stakeholders, project participants current and desired governance model o Understand future-state roles/responsibilities for collaboration o Discuss desired “extranet” functionality – the ability to expand collaboration to business partners or other non- City stakeholders (if appropriate) o Discuss content strategy as it relates to collaboration  Content classification  Security controls and permissions  Metadata requirements  Versioning requirements  List and library requirements o Discuss desired outcomes for future state collaboration o Provide high level guidance on steps to achieve the potential “future state” collaboration environment, based on joint decisions on which technologies may be appropriate for the City in the future. 2. Create draft documentation/deliverables 3. Meet with project stakeholders to review documentation/deliverables o Discuss and adjust deliverables o Finalize deliverables based on discussions 3. Deliverables Prosum will create the following documents for this project from the aforementioned scope: DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 6 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS • Collaboration Technology Summary This document will summarize the appropriate technologies that may be included in the City’s future state collaboration environment. Document will include a description of the tools, links to further information, and high level steps to pursue implementation 4. Project Management All projects are handled by our dedicated Project Management Office (PMO). Our PMO brings core expertise in Project Management that is leveraged to ensure we manage our projects in a way that maximizes efficiency, value and minimized risk. Prosum will assign a Project Manager to oversee this effort, ensuring the following elements are included in project execution: Project Integration Management The following will be used to execute project integration during the course of this project. • A central repository for Project Site Archives • Project plan • Project Kickoff review for preliminary scope and timeline • Project Progress Monitoring In addition to Project Integration Management, the following will be executed: • Change Management: o The project scope will be reviewed and verified during project kickoff. During the project, either party may request, in writing, additions, deletions, or modifications to the services described in this SOW (“change request”). o For all change requests, Prosum will provide the impact of the change(s) on the project scope, schedule, fees, and expenses. • Time Management o Defining activities, estimating duration, develop and control schedules. • PMO will be responsible for tracking budgeted project cost • Quality Management DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 7 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS • Communication Management • Issue/Risk Management o The following general procedure will be used to manage active project issues and risks during the project:  Identify: Identify and document project issues (current problems) and risks (potential events that impact the project)  Analyze & Prioritize: Assess the impact and determine the highest priority risks and issues that will be managed actively  Plan & Schedule: Decide how high-priority risks are to be managed and assign responsibility for risk management and issue resolution  Track & Report: Monitor and report the status of risks and issues and communicate issue resolutions  Control: Review the effectiveness of the risk and issue management actions o Active issues and risks will be monitored and reassessed on a weekly basis. Mutually agreed upon issue escalation and risk management processes will be defined at the outset of the project. • Project Completion Escalation Process The Prosum Project Manager, will work closely with the Customer Project Manager, Sponsor, and other designees to manage Project issues, risks, and Change Requests. The standard escalation process for review and approval, and/or dispute resolution is as follows: • Project Team member (Prosum or Client) • Project Manager (Prosum or Client) • Project Sponsor (Client) 5. Prosum Project Team Members The following roles will be provided by Prosum and required for this engagement. Multiple roles can be held by a single resource. DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 8 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS Role Responsibility SharePoint Architect(s) Requirements, education, and guidance Account Manager Managing overall client satisfaction, negotiating contract terms, and acts as the escalation point for client concerns Project Manager Managing project resources, schedules and timelines 6. Estimated Cost and Timeline The following table outlines the estimated cost for the scope described in this document. Estimates are based on our current understanding of project scope, objectives, and deliverables and are subject to the assumptions above. All work will be performed on a time and materials basis and the expected project duration is approximately 3 weeks. Phase / Resource Estimated Hours Rate Amount SharePoint Architect 85 $200 $17,000 Project Manager 20 $150 $ 3,000 Travel Expenses $5,000* TOTAL $25,000 *Travel expenses will be pre-approved by the City. See Assumptions section for additional information. 7. Other Terms Client shall pay all Prosum invoices within ten (10) days of the date of such invoice. Prosum is not liable for any damages or losses suffered by Client due to cyber security infiltration. Prosum’s liability is limited to actual, direct damages and may not exceed Prosum’s insurance limits. DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 9 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS 1. Indemnity/Insurance. a. Prosum agrees to indemnify and save harmless the City, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. Prosum shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. c. Without limiting any of Prosum’s obligations hereunder, Prosum shall provide and maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit A, consisting of one (1) page, attached hereto and incorporated herein by this reference. Prosum before commencing services hereunder, shall deliver to the City's Purchasing Director, P. O. Box 580, Fort Collins, Colorado 80522, one copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the City. 2. Law/Severability. The laws of the State of Colorado shall govern the construction interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 3. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit B - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 10 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS 8. Assumptions and Client Responsibilities This Statement of Work was based on the following assumptions. If these assumptions are discovered to be incorrect after the project is accepted, the project schedule and/or estimated costs and resources may vary from that provided to client in the resulting Statement of Work. Operational Assumptions 1. Prosum shall have the required permissions for systems related to the project in order to assess them. This may require administrative level permissions, such as Domain Admins, Exchange Organizational Admin, and Office 365 Global Admins, as applicable. 2. This estimate assumes that Prosum will work directly on the related systems, either while onsite or remote. In cases where Prosum must instruct Client personnel to configure/administer/troubleshoot system, a change order may be required. 3. Prosum shall be given remote access to relevant systems required to support the project prior to the project start date, including VPN and/or remote access methods, software clients, user accounts and configuration instructions. 4. Clients network is configured to allow access to Office 365 IPs and URLs (published at https://support.office.com/en- us/article/Office-365-URLs-and-IP-address-ranges-8548a211- 3fe7-47cb-abb1-355ea5aa88a2?ui=en-US&rs=en-US&ad=US) as necessary to support Office 365 projects, Client access to Prosum project sites, and provide necessary resources to Prosum personnel during the project engagement. 5. Resource reservations, including scheduled status meetings and requests for technical resources to remain on standby status, shall be billed for the full time of the reservation. 6. Prosum work will be performed on contiguous days during and/or after work hours, except for work contingent upon Client-assigned tasks which must be scheduled with the project manager. 7. The majority of professional services will be performed remotely, with 2 onsite visits planned for this project. For onsite visits: DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 11 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS a. Travel expenses will be approved in advance by the City. b. Prosum will invoice client for reasonable and actual travel related expenses incurred during the course of this project. Prosum may coordinate travel through client’s preferred travel services provider, if needed. c. Prosum will bill a minimum of six (6) hours for the onsite visit. Project Assumptions 1. This approach to the project will be “IT-top down” and feedback from IT stakeholders will be sufficient for discussion of appropriate collaboration technologies (no end user or business unit interaction needed). 2. This Statement of Work is for education and directional guidance only. Remediation, configuration, implementation and migration activities are out of scope. Activities are limited to SharePoint Online, and related collaboration technologies within the Microsoft suite; other Office 365 components are out of scope. Client Responsibilities The following client responsibilities are assumed in the creation of this Statement of Work. If client fails to meet any of the following responsibilities, Prosum reserves the right to modify the scope or schedule of services as defined in this Statement of Work. Client is responsible for providing to the Prosum team, in a timely manner, the following resources and information required to complete the tasks in this Statement of Work: 1. Client will provide to Prosum credentials with all necessary permissions and remote access prior to project commencement. 2. Client shall provide relevant resources in status meetings to provide information and feedback required by the project. Furthermore, Client agrees to reserve technical resource time to attend status meetings. 3. Client is responsible for procurement of any hardware, software and/or licenses required by the project, as necessary. 4. Client shall not implement changes to the environment that negatively impact the project without prior scheduling with Prosum. DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 12 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS 9. Change Order Once the Statement of Work has been signed, any modifications to the scope described herein will require a change order. A change order will define new requirements and impact on delivery time and cost. 10. Acceptance In This document will be deemed accepted upon receipt of a signed copy thereof. Contents of this document supersede all other documents related to the services described herein. If this document correctly states our agreement, please sign below and return to Prosum. Agreed and accepted, City of Fort Collins Authorized Officer Prosum Authorized Officer Name: _________________________ Name: _________________________ Signature: _______________________ Signature: _______________________ Title: __________________________ Title: __________________________ Date: ___________________________ Date: ___________________________ DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 James Obukhovsky Director, Consulting 12/12/2018 Purchasing Director Gerry Paul 12/12/2018 13 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS EXHIBIT A INSURANCE REQUIREMENTS 1. Prosum will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, Prosum shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: “The insurance evidenced by this Certificate will not reduce coverage or limits and will not be cancelled, except after thirty (30) days written notice has been received by the City of Fort Collins.” In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of Prosum such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due Prosum under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on Prosum’s general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. Prosum shall maintain during the life of this Agreement for all of Prosum’s employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. Prosum shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $1,000,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, Prosum shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 14 COLLABORATION TECHNOLOGIES | CITY OF FORT COLLINS EXHIBIT B CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) pursuant to this Agreement (the “Agreement”), Prosum hereby acknowledges that it has been informed that the City has established policies and procedures with regard to the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred to as “information”) that are the property of and/or relate to the City or its employees, customers or suppliers, which access is related to the performance of services that Prosum has agreed to perform, Prosum hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City may be confidential and/or proprietary. Prosum agrees to treat as confidential (a) all information that is owned by the City, or that relates to the business of the City, or that is used by the City in carrying on business, and (b) all information that is proprietary to a third party (including but not limited to customers and suppliers of the City). Prosum shall not disclose any such information to any person not having a legitimate need-to-know for purposes authorized by the City. Further, Prosum shall not use such information to obtain any economic or other benefit for itself, or any third party, except as specifically authorized by the City. The foregoing to the contrary notwithstanding, Prosum understands that it shall have no obligation under this Agreement with respect to information and material that (a) becomes generally known to the public by publication or some means other than a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, Prosum shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City in writing of each such disclosure. In the event that Prosum ceases to perform services for the City, or the City so requests for any reason, Prosum shall promptly return to the City any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. Prosum understands and agrees that the City’s remedies at law for a breach of Prosum’s obligations under this Confidentiality Agreement may be inadequate and that the City shall, in the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary and permanent injunctive relief and specific performance) in addition to all other remedies provided hereunder or available at law. DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: PHONE FAX (A/C, No, Ext): (A/C, No): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG $ OTHER: $ COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $ $ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN POLICY NUMBER: 7110082470012 COMMERCIAL GENERAL LIABILITY CG 20 26 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) or Organization(s): Blanket where required by written contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 26 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 Attachment Code: D550644 Certificate ID: 15775925 DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. @VANTAGE FOR AUTOMOBILE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM The following schedule lists the coverage extensions provided by this endorsement. Refer to the individual provisions to determine the extent of your coverage. SCHEDULE OF COVERAGE EXTENSIONS 1. Additional Insured By Contract 12. Employee Hired Autos 2. Airbag Discharge 13. Fellow Employee Exclusion 3. Auto Theft Reward 14. Glass Repair — Waiver of Deductible 4. Blanket Waiver of Subrogation 15. Hired Auto Physical Damage Coverage 5. Bodily Injury Redefined — Mental Anguish 16. Lease Gap Coverage 6. Broad Form Named Insured 17. Liability Coverage — Supplementary Payments 7. Communications Equipment 18. Newly Formed or Acquired Organizations 8. Diminution in Value 19. Physical Damage — Transportation Expenses 9. Drive Other Car — Executive Officers 20. Rental Reimbursement Private Passenger 10. Duties In The Event of Accident, Claim, Suit or Loss Vehicles 11. Employees As Insureds 21. Towing — Any Covered Auto 1. ADDITIONAL INSURED BY CONTRACT The Who Is An Insured provision under SECTION II — LIABILITY COVERAGE is amended to include as an additional "insured" any person or organization with whom you agreed in a written contract, written agreement or permit, to provide insurance such as is afforded under this Coverage Form. Such person or organization is an "insured" only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part by your maintenance, operation or use of your covered "autos". With respect to the insurance afforded to these additional "insureds", this insurance does not apply: a. Unless the written contract or agreement has been executed or the permit has been issued prior to the "bodily injury" or "property damage"; b. To any person or organization included as an "insured" by endorsement or in the Declarations; or c. To any lessor of "autos" when their contract or agreement with you for such leased "auto" ends. 2. AIRBAG DISCHARGE If you purchased physical damage coverage for a covered "auto" under this policy, we will pay to reset or replace an airbag that accidentally discharges without the vehicle being involved in an accident. No deductible applies to this additional coverage. However, this coverage only applies if the airbag is not covered under a manufacturer's warranty and you did not intentionally cause the airbag to discharge. 3. AUTO THEFT REWARD We will pay up to a $2,000 reward in the event of a covered loss, for information leading to the arrest and conviction of anyone stealing a covered "auto". A reward will not be paid to you, a family member, employee or any public official while performing their duty. 4. BLANKET WAIVER OF SUBROGATION The Transfer Of Rights of Recovery Against Others To Us condition under SECTION IV — BUSINESS AUTO CONDITIONS, paragraph A. LOSS CONDITIONS is replaced by the following: We will waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of the operation of a covered "auto" when you have assumed liability for such "bodily injury" or "property damage" under an "insured contract", provided the contract is in writing and executed prior to the "bodily injury" or "property damage". 5. BODILY INJURY REDEFINED — MENTAL ANGUISH The definition of "bodily injury" under SECTION V — DEFINITIONS is replaced by the following: "Bodily injury" means bodily injury, sickness, or disease sustained by a person, including mental anguish or death resulting from any of these at any time. Attachment Code: D548172 Certificate ID: 15775925 DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 6. BROAD FORM NAMED INSURED a. The Who Is An Insured provision under SECTION II — LIABILITY COVERAGE is amended to include the following: Any organization which is a legally incorporated entity in which you own a financial interest of more than 50% of the voting stock on the effective date of this Coverage Form will be a Named Insured until the 1801h day or the end of the policy period whichever comes first, provided there is no other similar insurance available to that organization. b. Paragraph a. of this provision 6. does not apply to "bodily injury" or "property damage" for which an "insured" is also an "insured" under any other automobile policy or would be an "insured" under such a policy, but for its termination or the exhaustion of its Limit of Insurance. 7. COMMUNICATIONS EQUIPMENT a. The exclusion for electronic equipment under Exclusions of SECTION III — PHYSICAL DAMAGE COVERAGE does not apply to loss of any permanently installed, non-removable communications equipment designed for use as a: 1. Citizen's band radio; 2. Two-way mobile radio or telephone; 3. Scanning monitor receiver; or GPS Navigation System, including its antenna and other accessories. b. No Deductible applies to this additional coverage. c. The most we will pay for this coverage is $5,000 per occurrence. 8. DIMINUTION IN VALUE The "diminution in value" exclusion under SECTION III — PHYSICAL DAMAGE COVERAGE, B. Exclusions does not apply if the covered "auto" is a private passenger "auto" and is leased, rented, hired or borrowed without a driver for a period of 30 days or less and is used in the conduct of the insured's business. The most we will pay for "loss" arising out of an "accident" is the lesser of $7,500 or 20% of the actual cash value of the "auto" as determined by Kelley Blue Book or other independent valuation sources. 9. DRIVE OTHER CAR — EXECUTIVE OFFICERS a. The Who Is An Insured provision under SECTION II — LIABILITY COVERAGE is amended to include: If you are designated in the Declarations as: 1. An individual; you and your spouse. 2. A partnership; your partners and their spouses. 3. An organization other than an individual or a partnership; your "executive officers" and their spouses. b. SECTION II — LIABILITY COVERAGE and SECTION III — PHYSICAL DAMAGE COVERAGE are ex- tended to include "autos" you don't own, hire, lease or borrow while in the care, custody or control of an "insured" listed in 9.a. This does not include any "auto": 1. Owned by any "insured" listed in 9.a., or any member of their household, including any such "auto" that is owned but not insured; 2. Used by an "insured" listed in 9.a. while working in the business of selling, servicing, repairing or parking autos; or 3. Insured under another policy of insurance. If Medical Payments, Uninsured/Underinsured Motorist, Personal Injury Protection or other compulsory coverages required by the governing jurisdiction are covered on this policy, then insureds listed in 9.a. above and family members residing in the same households are "insureds" while: 1. Occupying as a passenger; or 2. A pedestrian when struck by, any "auto" you do not own, hire, lease or borrow, except any "auto" owned by that "insured" listed in 9.a, their family members or an "auto" insured under any other policy. c. The limits and deductibles applicable to this provision will be the largest applicable to any owned "auto" for the specific insurance. Attachment Code: D548172 Certificate ID: 15775925 DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 d. The following definition is added to the DEFINITIONS section of the policy: "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any similar governing document. e. The Other Insurance Condition, under Section IV — BUSINESS AUTO CONDITIONS, does not apply to the provisions of this Drive Other Car endorsement. There is no "other insurance" applicable to this endorsement. 10. DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS Under SECTION IV - BUSINESS AUTO CONDITIONS - the Duties In The Event Of Accident, Claim, Suit Or Loss Condition is amended as follows: The requirements that you must: a. Notify us of an "accident", claim, "suit" or "loss"; and b. Send us documents concerning a claim or "suit", apply only when such "accident", claim, "suit" or "loss" is known to: a. You, if you are an individual; b. A partner, if you are a partnership; c. An executive officer of the corporation or insurance manager, if you are a corporation; or d. A manager, if you are a limited liability company. 11. EMPLOYEES AS INSUREDS The Who Is An Insured provision under SECTION II - LIABILITY COVERAGE is changed by adding the fol- lowing: Any "employee" of yours while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. This coverage is excess over any other collectible insurance. 12. EMPLOYEE HIRED AUTOS The following is added to the Who Is An Insured Provision: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contact or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. For purposes of this coverage grant, paragraph 5.b. of the Other Insurance Condition in the Business Auto Coverage Form is replaced by the following: b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: 1. Any covered "auto" you lease, hire, rent or borrow; and 2. Any covered "auto" hired or rented by your "employee" under a contract in that individual "employ- ee's" name, with your permission, while performing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". This coverage is excess over any other collectible insurance. 13. FELLOW EMPLOYEE EXCLUSION The Fellow Employee exclusion under SECTION II — LIABILITY COVERAGE does not apply if the "bodily injury" results from the use of a covered "auto" you own or hire. This coverage is excess over any other insurance. 14. GLASS REPAIR - WAIVER OF DEDUCTIBLE Under paragraph D. - Deductible - of SECTION III - PHYSICAL DAMAGE COVERAGE, the following is added: No deductible applies to glass damage if the glass is repaired rather than replaced. 15. HIRED AUTO - PHYSICAL DAMAGE COVERAGE If hired "autos" are covered "autos" under SECTION II - LIABILITY COVERAGE and if Comprehensive, Specified Causes of Loss, or Collision coverages are provided under this policy for any "auto" you own, then SECTION III — PHYSICAL DAMAGE COVERAGE is extended to "autos" you hire, subject to the following limit: The most we will pay for "loss" to any hired "auto" is the lesser of: a. $75,000 for "autos" of the private passenger type and $50,000 for all other "autos"; Attachment Code: D548172 Certificate ID: 15775925 DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 b. The actual cash value; or c. The cost of repairing or replacing it with other property of like kind or quality. The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage. No deductible applies to "loss" caused by fire or lightning. Subject to the above limit, deductible and excess provisions, we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own. We will also cover loss of use of the hired "auto" if the following conditions are met: a. It results from an accident; b. You are legally liable; and c. The lessor incurs an actual financial loss. The most we will pay for this loss of use coverage is $1,000 per "accident". 16. LEASE GAP COVERAGE Under paragraph C. Limit of Insurance — of SECTION III — PHYSICAL DAMAGE COVERAGE, the following is added: If a covered "auto" is leased, we will also pay the difference between the actual cash value of a covered "auto" at the time of "loss" and the remaining balance on your lease if the following conditions are met: a. The "auto" has a long term lease and is covered on this policy. b. The lessor is added as an Additional Insured in a written lease agreement. c. You are legally obligated for the remaining balance. We will not pay for any amounts representing excess wear and tear charges; additional mileage charges; taxes; overdue payments; penalties, interest or charges resulting from overdue payments; or lease termination fees. 17. LIABILITY COVERAGE EXTENSIONS — SUPPLEMENTARY PAYMENTS Under SECTION II — LIABILITY COVERAGE, the Coverage Extension for Supplementary Payments is re- vised as follows: a. The limit for the cost of bail bonds is amended to $3,500. b. The limit for reasonable expenses incurred by the "insured" is amended to $500 a day. 18. NEWLY FORMED OR ACQUIRED ORGANIZATIONS a. The Who Is An Insured provision under SECTION II — LIABILITY COVERAGE is amended to include as an "insured" any organization that is formed or acquired by you and over which you maintain majority ownership. b. Paragraph a. of this provision 18. does not apply to any organization: 1. That is a joint venture or partnership; 2. That is an "insured" under any other policy; 3. That has exhausted its Limit of Insurance under any other policy; or 4. 180 days or more after its acquisition or formation by you, unless you have given us notice of the acquisition or formation. c. Paragraph a. of this provision 18. does not apply to "bodily injury" or "property damage" that results from an "accident" that occurred before you formed or acquired the organization. 19. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES COVERAGE Under SECTION III — PHYSICAL DAMAGE Coverage Extensions, the limit for Transportation Expenses is amended to $75 per day and the maximum is amended to $2,250. 20. RENTAL REIMBURSEMENT We will pay for rental reimbursement expenses incurred by you for the rental of an "auto" of the private passenger type because of "loss" to a "covered auto" of the private passenger type. Payment applies in addition to the other- wise applicable amount of each coverage you have on a "covered auto". No deductibles apply to this coverage. We will pay those expenses incurred during the policy period beginning 24 hours after the "loss" and ending, regardless of the policy's expiration, six (6) days after the "loss". Attachment Code: D548172 Certificate ID: 15775925 DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 Payment is limited to the lesser of the following amounts: 1. Necessary and actual expenses incurred. 2. The maximum daily payment of $25 for any one day. This coverage does not apply while there are spare or reserve "autos" available to you. If "loss" results from the total theft of the private passenger "auto", we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided for under the PHYSICAL DAMAGE COVERAGE Extension. 21. TOWING — COVERED AUTOS Under SECTION III — PHYSICAL DAMAGE COVERAGE, Coverage for Towing is amended as follows: a. This coverage applies to any covered "auto" for which a premium charge for towing and labor is shown in the Schedule or in the Declarations. b. The limit is $100. VCA 201 01 09 Includes copyrighted material of Insurance Services Office, Inc. Page 5 of 5 Copyright 2004, OneBeacon Insurance Group LLC Attachment Code: D548172 Certificate ID: 15775925 DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454 ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD CERTIFICATE OF LIABILITY INSURANCE Lockton Insurance Brokers, LLC 725 S. Figueroa Street, 35th Fl. CA License #0F15767 Los Angeles CA 90017 (213) 689-0065 Prosum, Inc. 2201 Park Pl., Ste. 102 El Segundo CA 90245 PROSU01 Atlantic Specialty Insurance Company 27154 Federal Insurance Company 20281 Hiscox Insurance Company, Inc. 10200 X X 1,000,000 1,000,000 10,000 1,000,000 2,000,000 2,000,000 X . 1,000,000 XXXXXXX XXXXXXX XXXXXXX Comp/Coll Ded 1,000 X X 5,000,000 5,000,000 XXXXXXX Y X 1,000,000 1,000,000 1,000,000 Cyber Technology Prof Liab 3rd Party Crime $5,000,000 Each Wrongful Act $5,000,000 Lim/$25K Ret. $3,000,000 Lim/$10K Ret. A 7110082470012 6/19/2018 6/19/2019 A 7110082470012 6/19/2018 6/19/2019 B 227318518 6/19/2018 6/19/2019 C 8242-9026 6/19/2018 6/19/2019 A 7110082470012 6/19/2018 6/19/2019 A 4060321310009 12/31/2018 12/31/2019 6/19/2019 1302737 Y N Y N N N N 12/12/2018 N N 15775925 15775925 XXXXXXX City of Fort Collins 215 North Mason Street Fort Collins CO 80524 The City of Fort Collins, its officers, agents and employees are named as additional insureds to the extent provided by the policy language and/or endorsement issued by the insurance carrier. X See Attachments DocuSign Envelope ID: 6E13C9AE-FDA6-4FFC-9A43-9693F6FDE454