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HomeMy WebLinkAbout571949STILWELL CONSULTING LLC - CONTRACT - RFP - 8389 AMERICAN ALLIANCE OF MUSEUMS ACCREDITATION PRServices Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 1 of 11 SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and STILWELL CONSULTING LLC, a Colorado Limited Liability Company, hereinafter referred to as "Service Provider". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Service Provider agrees to provide services in accordance with, and within the timeframe of, the Scope of Services attached hereto as Exhibit "A", consisting of two (2) pages and incorporated herein by this reference. 2. Contract Period. This Agreement shall commence upon contract signing, and shall continue in full force and effect until October 31, 2018, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be extended for additional one year periods not to exceed three (3) additional one year periods. Written notice of renewal shall be provided to the Service Provider and mailed no later than thirty (30) days prior to contract end. 3. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 4. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Service Provider: City: Copy to: Stilwell Consulting, LLC Attn: Jill Stilwell 2250 Bellwether Lane Fort Collins, CO 80521 City of Fort Collins Attn: Cheryl Donaldson PO Box 580 Fort Collins, CO 80522 City of Fort Collins Attn: Purchasing Dept. PO Box 580 Fort Collins, CO 80522 In the event of early termination by the City, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 2 of 11 5. Contract Sum. The City shall pay the Service Provider for the performance of this Contract, subject to additions and deletions provided herein, nineteen thousand seven hundred ten dollars ($19,710) as per the attached Exhibit "B"- Cost and Work Hours, consisting of one page, and incorporated herein by this reference. Monthly partial payments based upon the Service Providers billings and itemized statements are permissible. The amounts of all such partial payments shall be based upon the Service Provider's City-verified progress in completing the services at the rates stated in Exhibit B. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Service Provider shall become the sole property of the City. 6. City Representative. The City will designate, prior to commencement of the work, its representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the services provided under this agreement. All requests concerning this agreement shall be directed to the City Representative. 7. Independent Service provider. The services to be performed by Service Provider are those of an independent service provider and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Service Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose. 8. Subcontractors. Service Provider may not subcontract any of the Work set forth in the Exhibit A without the prior written consent of the City, which shall not be unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of the City), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified firm with an established record of successful performance in its respective trade performing identical or substantially similar work, (b) the subcontractor will be required to comply with all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City, nor will it obligate the City to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor will be subject to inspection by the City to the same extent as the work of the Service Provider. 9. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Service Provider shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City. 10. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement or cause of action arising out of performance of this Agreement. DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 3 of 11 11. Warranty. a. Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work of a similar nature. b. Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City. c. Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City-furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twelve (12) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City. 12. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 13. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non-defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non-defaulting party for the non-defaulting party's reasonable attorney fees and costs incurred because of the default. 14. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 15. Indemnity/Insurance. a. The Service Provider 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. The Service Provider shall take all necessary precautions in performing the work DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 4 of 11 hereunder to prevent injury to persons and property. c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider 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 “C”, consisting of one (1) page, attached hereto and incorporated herein by this reference. The Service Provider 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. 16. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 17. 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. 18. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., Service Provider represents and agrees that: a. As of the date of this Agreement: 1. Service Provider does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. Service Provider will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security (the “e-Verify Program”) or the Department Program (the “Department Program”), an employment verification program established pursuant to Section 8-17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly hired employees to perform work under this Agreement. b. Service Provider shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts with an illegal alien to perform work under this Agreement. c. Service Provider is prohibited from using the e-Verify Program or Department Program procedures to undertake pre-employment screening of job applicants while this Agreement is being performed. d. If Service Provider obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Service Provider shall: DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 5 of 11 1. Notify such subcontractor and the City within three days that Service Provider has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Service Provider shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. e. Service Provider shall comply with any reasonable request by the Colorado Department of Labor and Employment (the “Department”) made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. f. If Service Provider violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this Agreement is so terminated, Service Provider shall be liable for actual and consequential damages to the City arising out of Service Provider’s violation of Subsection 8-17.5-102, C.R.S. g. The City will notify the Office of the Secretary of State if Service Provider violates this provision of this Agreement and the City terminates the Agreement for such breach. 19. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "D" - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 6 of 11 THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul Purchasing Director DATE: ATTEST: APPROVED AS TO FORM: STILWELL CONSULTING, LLC By: Printed: Title: Date: DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED 10/21/2016 Jill Stilwell Principle Assistant City Attorney 10/31/2016 City Clerk Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 7 of 11 EXHIBIT A SCOPE OF SERVICES I. INTRODUCTION The City of Fort Collins (City) on behalf of the Fort Collins Museum of Discovery (FCMoD) is partnering with the Service Provider to facilitate a successful preparation, application and award of the American Alliance of Museums (AAM) Accreditation Process. This is an eight (8) month to 2 ½ year process which includes the pre-application preparedness including gathering and evaluating the core documents, the application, the self-study, the site visit and the Accreditation Commission Review & Decision. The Core Standards of Accreditation are embodied by the 38 Characteristics of Excellence broken down into these seven categories:  Public Trust and Accountability  Mission and Planning  Leadership and Organizational Structure  Collections Stewardship  Education and Interpretation  Financial Stability  Facilities and Risk Management II. PROJECT TASKS The Service Provider will assist FCMoD in the following tasks/steps in preparing for the AAM Accreditation Process: A. Initiate Project & Management Initiate the project with a kick-off meeting with FCMoD leadership to confirm priorities, goals, and refine project scope. Meet regularly with FCMoD leadership and key staff to provide project updates, receive feedback, and complete project. B. Pre-Application Preparedness Begin the process by evaluating FCMoD’s preparedness to pursue accreditation starting with Core Document review. Assess each document against AAM’s standards and required elements. Make necessary revisions and review with appropriate staff. Collect and review all Self‐Study required attachments for readiness. Ensure FCMoD governing bodies and staff are fully supportive of pursuing Accreditation and the mission of the Museum is in alignment. Submit required Core Documents and respond to reviewer questions and comments. C. Self-Study Completing the Self‐Study and supplying the required attachments is the primary focus of Accreditation. Going through this process highlights where FCMoD is exceeding in meeting best practices in its operations and public service and where it can improve. The nine sections of the Self‐Study will be completed and potential gaps identified. Working collaboratively with FCMoD leadership and key staff will close those gaps. Once fully completed, the Self‐Study will be submitted to AAM. D. Review Period After the Self-Study is submitted to AAM, the Review Period begins. Any questions, suggestions, or feedback from Peer Reviewers will be responded to promptly. DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 8 of 11 E. Site Visit The Visiting Committee will schedule a 1 to 3 day visit to FCMoD to experience first‐hand what they have read and reviewed in the Self‐Study. Preparations will be made to receive the Visiting Committee and ensure they are able to fully experience the FCMoD and all it has to offer. F. Accreditation Decision The AAM Accreditation Commission (Commission) will grant or deny accreditation, or it may table its decision for up to 1 year to allow the FCMoD to address any specific deficiencies. If the Commission tables their decision, assistance will be provided to identify next steps to address specific areas of concern or improvements as outlined by the Commission. III. PROJECT TIMELINE Task Date Project Initiation Oct 2016 Pre‐application/Core Documents Oct 2016 – Apr 2017 Self- Study May 2017– Jan 2018 Review Period Feb 2018 – Aug 2018 Visiting Committee July 2018 – Aug 2018 Accreditation Decision Oct 2018 IV. DELIVERABLES The Service Provider will be responsible for the facilitation and execution of all aspects of the Accreditation process including but not limited to:  Facilitate the efforts to garner support and commitment from key stake holders to seek AAM Accreditation.  Design a process for formal and informal assessment for feedback on operations by staff and stakeholders.  Review and assess Core Documents as outlined by the AAM Accreditation process. Provide recommendations as needed to complete or improve Core Documents in preparation to submit to AAM as a requirement of the pre-application process.  Collect and review Self-Study Attachments for submittal readiness.  Submit Core Documents for review and respond to reviewer feedback.  Submit application to seek accreditation.  Facilitate and submit the Self-Study to AAM.  Assist Museum Leadership in the selection of Peer Reviewers.  Provide guidance and preparation for Peer Review Site Visit.  Coordinate the activities and logistics of the Site Visit including travel arrangements and itinerary.  Assist with Site Visit as needed.  Review the Commission recommendations for accreditation or provide assistance with identifying next steps as outlined by the Commission to address specific areas of concerns and improvements. DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 9 of 11 EXHIBIT B COST AND WORK HOURS DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 10 of 11 EXHIBIT C INSURANCE REQUIREMENTS 1. The Service Provider will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider 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 the Service Provider, 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 the Service Provider under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider’s general liability insurance policy for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider'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 Liability. The Service Provider shall maintain during the life of this Agreement such commercial general 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 Commercial General 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, the Service Provider 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: 2B55E422-9627-4472-9E76-885662BAB2ED New insurance Services Agreement 8389 American Alliance of Museums- Accreditation Process Consulting Page 11 of 11 EXHIBIT D CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) pursuant to this Agreement (the “Agreement”), the Service Provider 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 the Service Provider has agreed to perform, the Service Provider 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. The Service Provider 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). The Service Provider shall not disclose any such information to any person not having a legitimate need-to-know for purposes authorized by the City. Further, the Service Provider 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, the Service Provider 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, the Service Provider 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 the Service Provider ceases to perform services for the City, or the City so requests for any reason, the Service Provider 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. The Service Provider understands and agrees that the City’s remedies at law for a breach of the Service Provider’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: 2B55E422-9627-4472-9E76-885662BAB2ED Dear Valued Policyholder, Slips, trips and falls are among the most frequent causes of loss. What might surprise you is that, many times, they result in claims and judgments in the hundreds of thousands of dollars, which ultimately impact your insurance premium. In most instances, these claims can be lessened or prevented entirely simply by addressing the most common causes of such losses listed below. Most Common Causes • Spills, wet or icy walking surfaces • Uneven or worn floors/carpets/steps/sidewalks • Inadequate or poorly maintained lighting • Obstructed views • Poor housekeeping - Excess clutter/trash in walkways or near open flames or hot surfaces We encourage you to please take the time to periodically inspect your premises to see if any of these conditions exist and work to eliminate them where possible. Your efforts may save you money on future insurance premiums and, quite possibly, save your business. Thank you for choosing and trusting us to help protect your business! “An ounce of prevention is worth a pound of cure.” Benjamin Franklin Regards, Thomas P. Nerney Chairman, President, & CEO Note About Loss Control LC 7/09 USLI.COM 888-523-5545 DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Authorized Representative NEW No. CX 1553069 Stilwell Consulting LLC 2250 Bellwether Lane Fort Collins, CO 80521 POLICY PERIOD: (MO. DAY YR.) From: To: BUSINESS DESCRIPTION: 12:01 A.M. STANDARD TIME AT YOUR MAILING ADDRESS SHOWN ABOVE IN RETURN FOR THE PAYMENT OF THE PREMIUM, AND SUBJECT TO ALL THE TERMS OF THIS POLICY, WE AGREE THIS POLICY CONSISTS OF THE FOLLOWING COVERAGE PARTS FOR WHICH A PREMIUM IS INDICATED. NAMED INSURED AND ADDRESS: Renewal of Number POLICY DECLARATIONS 10/19/2016 10/19/2017 Public Relations Consultant United States Liability Insurance Company 1190 Devon Park Drive, Wayne, Pennsylvania 19087 A Member Company of United States Liability Insurance Group Coverage Form(s) and Endorsement(s) made a part of this policy at time of issue See Endorsement EOD (1/95) Agent: AFFORDABLE AMERICAN INSURANCE (2560) 2090 E. 104th Ave. Suite #300 Thornton, CO 80233 Issued: 10/20/2016 2:06 PM By: UPD (08-07) THESE DECLARATIONS TOGETHER WITH THE COMMON POLICY CONDITIONS, COVERAGE PART DECLARATIONS, COVERAGE PART COVERAGE FORM(S) AND FORMS AND ENDORSEMENTS, IF ANY, ISSUED TO FORM A PART THEREOF, COMPLETE THE ABOVE NUMBERED POLICY. WITH YOU TO PROVIDE THE INSURANCE AS STATED IN THIS POLICY. Direct Bill Policy PREMIUM Businessowners Liability Coverage Part $220.00 Businessowners Property Coverage Part $100.00 Specified Professions Professional Liability Coverage Part $650.00 TOTAL: $970.00 DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Endt# Revised Description of Endorsements The following forms apply to multiple coverage parts BP 15 05 Exclusion - Access Or Disclosure Of Confidential Or Personal Information And Data -Related Liability - Limited Bodily Injury Exception Not Included 05/14 BP0003 01/10 Businessowners Coverage Form BP0181 07/02 Colorado Changes BP0417 01/10 Employment-Related Practices Exclusion BP0437 07/02 Exclusion - Personal And Advertising Injury BP0448 01/06 Additional Insured - Designated Person Or Organization BP-102 01/15 Exclusion Of War, Military Action And Terrorism BP-11 01/13 Exclusion-Fiduciary liability and financial Services BP1460 06/10 Colorado Changes - Amendment Of Insured Contract Definition BP-15 07/04 Business Income And Extra Expense Limit BP-152 01/13 Separation of Insureds Clarification Endorsement BP-179 10/12 Amendment of Liquor Liability Exclusion BP-48 Exclusion - Asbestos, Lead Contamination, Absolute Pollution, Mold, Fungus, Bacteria, Virus And Organic Pathogen 01/13 BP-49 Absolute Exclusion For Pollution, Organic Pathogen, Silica, Asbestos And Lead 01/13 BP-7 Extension Of Coverage - "Bodily Injury" Arising Out Of Professional Services 05/04 BP-8 02/09 Limits Of Insurance Under Multiple Coverage Parts BP-88 04/06 Expanded Definition Of Bodily Injury BP-90 11/10 Amended Definition CO Notice 03/16 Important Notice to Policyholder CONSA (01/08) Specified Professions Professional Liability Application MSP 09/13 Micro Pro Liability Coverage Form MSP 210 09/13 Retroactive Date Endorsement MSP 283 09/13 Pro Security Plus Endorsement MSP CO 08/14 Colorado State Amendatory Endorsement MSP Jacket 07/14 Micro Pro Professional Liability Policy TRIADN 02/15 Policyholder Disclosure Notice of Terrorism Insurance Coverage FORMS AND ENDORSEMENTS EXTENSION OF DECLARATIONS Policy No. CX 1553069 Effective Date: 10/19/2016 12:01 AM STANDARD TIME EOD (01/95) All other terms and conditions remain unchanged. Page 1 of 1 DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED DESCRIPTION OF PREMISES Prem Bldg Location, Construction, Occupancy and Other Information Territory Fire Code 1 2250 Bellwether Lane, Fort Collins, CO 80521 Covered Causes of Loss: Special Construction: Frame 1 Protection Class: 1 002 0702 Description: Business Personal Property Square Footage: Special Deductible: None Special Deductible Type: Coinsurance % or Monthly Indemnity Limits of Insurance COVERAGES PROVIDED - INSURANCE AT THE DESCRIBED PREMISES APPLIES ONLY FOR COVERAGES FOR WHICH A LIMIT OF INSURANCE IS SHOWN Prem Bldg Coverage Deductible + Valuation Premium 1 1 Business Income and Extra Expense $50,000 $0 Included 1 1 Business Personal Property $25,000 $500 RC $100 MINIMUM PREMIUM FOR PROPERTY COVERAGE PART: $0 TOTAL PREMIUM FOR PROPERTY COVERAGE PART: MP - minimum premium + Valuation: ACV - Actual Cash Value; RC - Replacement Cost; RC/ACV - Replacement Cost/ACV Roof FBV - Functional Building Value; AA - Agreed Amount $100 12:01 AM STANDARD TIME CX 1553069 Effective Date: 10/19/2016 BUSINESSOWNERS PROPERTY COVERAGE PART DECLARATIONS Policy No. Copyright, ISO Commercial Risk Services, Inc., 1983, 1984, 1988 Includes copyrighted material of ISO Commercial Risk Services, Inc., with its permission. THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD. BPP150 (02/09) Page 1 Of 1 LOSS PAYABLE(S): NONE See Endorsement EOD (01/95) Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue: DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue: See Form EOD (01/95) LIMITS OF INSURANCE Liability and Medical Expenses $1,000,000 Medical Expense (per person) $5,000 Damages To Premises Rented To You (Any One Premises) $50,000 LIABILITY DEDUCTIBLE $0 An Aggregate Limit of Liability applies to this Coverage as defined in SECTION II - LIABILITY, paragraph D.4. of the Businessowners Coverage Form. LOCATIONS OF ALL PREMISES YOU OWN, RENT OR OCCUPY Location Address Territory 1 2250 Bellwether Lane, Fort Collins, CO 80521 002 PREMIUM COMPUTATION Rate Advance Premium Loc Classification Code No. Premium Basis Pr/Co All Other Pr/Co All Other 1 Public Relations Consultant - For Specified Professions 41677 1 Per Principals/Partners/E 0.000 220.500 $0 $220 1 Additional Insured - Designated Person 49950 1 Flat 0.000 0.000 Included Included TOTAL PREMIUM FOR GENERAL LIABILITY COVERAGE PART: $220 MP - minimum premium CX 1553069 BUSINESSOWNERS GENERAL LIABILITY COVERAGE PART DECLARATIONS Effective Date: 10/19/2016 12:01 AM STANDARD TIME Policy No. Copyright, ISO Commercial Risk Services, Inc., 1983, 1984, 1988 Includes copyrighted material of ISO Commercial Risk Services, Inc., with its permission. THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD. BPL150 (02/09) Page 1 Of 1 DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED ITEM I. NAMED INSURED AND PRINCIPAL ADDRESS Stilwell Consulting LLC 2250 Bellwether Lane Fort Collins, CO 80521 ITEM II. POLICY PERIOD: (MM/DD/YYYY) From: 10/19/2016 To: 10/19/2017 ITEM III. LIMITS OF LIABILITY ITEM IV. DEDUCTIBLE: ITEM V. PREMIUM: $1,000,000 $1,000,000 $0 $650 EACH CLAIM ANNUAL AGGREGATE EACH CLAIM Professional Liability ITEM VI. RETROACTIVE DATE: 10/19/2016 ITEM VII. Coverage Form(s)/Part(s) and Endorsement(s) made a part of this policy at time of issue: See Endorsement EOD (01/95) ITEM VIII. Solely in the performance of Professional Services as a(n) Public Relations Consultant for others for a fee. MICROPRO PROFESSIONAL LIABILITY COVERAGE PART DECLARATIONS 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. Effective Date: 10/19/2016 12:01 AM STANDARD TIME No. CX 1553069 Effective Date: PLEASE READ YOUR POLICY CAREFULLY. MSP 150 (04/14) Page 1 Of 1 THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE NAME OF THE INSURED AND THE POLICY PERIOD. DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED MSP Jacket (07-14) Page 1 of 2 UNITED STATES LIABILITY INSURANCE GROUP A BERKSHIRE HATHAWAY COMPANY 1190 Devon Park Drive Wayne, PA 19087-2191 888-523-5545 – USLI.COM MICRO PRO PROFESSIONAL LIABILITY POLICY This policy jacket together with the policy declarations, coverage forms and endorsements, if any, complete this policy. The enclosed declarations designates the issuing company. DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED MSP Jacket (07-14) Page 2 of 2 MICRO PRO PROFESSIONAL LIABILITY POLICY Read your policy carefully! In Witness Whereof, the company has caused this Policy to be executed and attested. Where required by law, this Policy shall not be valid unless countersigned by a duly authorized representative of the company. Secretary President DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED I decline to purchase Terrorism Coverage. I understand that I will have no coverage for losses arising from acts of Terrorism. TRIADN (02-15) On File with the Company I elect to purchase coverage for certified acts of Terrorism for a premium of $ POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE You are hereby notified that under the Terrorism Risk Insurance Act ("the Act"), as amended you have a right to purchase insurance coverage for losses arising out of acts of terrorism. As defined in Section 102(1) of the Act : The term “act of terrorism” means any act or acts that are certified by the Secretary of the Treasury, in consultation with the Secretary of Homeland Security, and the Attorney General of the United States, to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of a United States mission; and to have been committed by an individual or individuals, as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. You should know that any coverage for losses caused by certified acts of terrorism is partially reimbursed by the United States under a formula established by federal law. Under this formula, the United States reimburses 85% through 2015; 84% beginning on January 1, 2016; 83% beginning on January 1, 2017; 82% beginning on January 1, 2018; 81% beginning on January 1, 2019 and 80% beginning on January 1, 2020, of covered terrorism losses exceeding the statutorily established deductible paid by the insurance company providing the coverage. The premium charged for this coverage is provided below and does not include any charges for the portion of loss covered by the federal government under the Act. Coverage for "insured losses”, as defined in the Act, is subject to the coverage terms, conditions, amounts and limits in this policy applicable to losses arising from events other than acts of terrorism. You should know that the Act, as amended, contains a $100 billion cap that limits U.S. Government reimbursement, as well as insurers' liability, for losses resulting from certified acts of terrorism, when the amount of such losses in any one calendar year exceeds $100 billion. If the aggregate insured losses for all insurers exceed $100 billion, your coverage may be reduced. You should also know that, under federal law, you are not required to purchase coverage for losses caused by certified acts of terrorism. REJECTION OR SELECTION OF TERRORISM INSURANCE COVERAGE Please “X” one of the boxes below and return this notice to the Company. Note: if you do not respond to our offer and do not return this notice to the Company, you will have no Terrorism Coverage under this policy. Date Named Insured Authorized Signature Applicant Name (Print) X Signature on File with the Company On File with the Company Stilwell Consulting LLC DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME: CONTACT (A/C, No): FAX E-MAIL ADDRESS: PRODUCER (A/C, No, Ext): PHONE INSURED COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ PROPERTY DAMAGE $ BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOS ONLY AUTOS NON-OWNED OWNED SCHEDULED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT ER OTH- STATUTE PER (MM/DD/YYYY) LIMITS POLICY EXP (MM/DD/YYYY) POLICY EFF LTR TYPE OF INSURANCE POLICY NUMBER INSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB EACH OCCURRENCE $ AGGREGATE $ $ OCCUR CLAIMS-MADE DED RETENTION $ PRODUCTS - COMP/OP AGG $ GENERAL AGGREGATE $ PERSONAL & ADV INJURY $ MED EXP (Any one person) $ EACH OCCURRENCE $ DAMAGE TO RENTED PREMISES (Ea occurrence) $ COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO- JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY Fort Collins, Co 80522 P.O. Box 580 Purchasing Department The City of Fort Collins Certificate holder named as additional insured per written contract Occurence 1000000 Claims Made CX 1553069 10/19/2016 10/19/2017 E&O A 2000000 2000000 1000000 5000 50000 1000000 A Y CX 1553069 10/19/2016 10/19/2017 USLI Fort Collins CO 80521 2250 Bellwether Lane Stilwell Consulting LLC rshuster@insuranceaai.com Thornton CO 80233 2090 E. 104th Avenue, Suite 100 AAI_Central 10/24/2016 DocuSign Envelope ID: 2B55E422-9627-4472-9E76-885662BAB2ED