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HomeMy WebLinkAbout2021-192 PO 20210241-Moonlight BPO LLC - replaced by doc # 2021-196 CA r RECORueztri • Purchase Order • Fiscal Year 2021 Page: 1 of: 2 B City of Ashland wIjszoglgilEANrag__ wo�. ATTN:Accounts Payable Purchase f /� Ashland, OR 97520 Order# 2 V 21 0241 T Phone: 541/552-2010 O Email: payabie@ashland.or.us V H C/O Utility Billing Division E MOONLIGHT SPO LLC i 20 East Main St N 2491 NE TWIN KNOLLS DR p Ashland, OR 97520 O BEND, OR 97701 Phone: 541/488-6004 R T Fax: 541/552-2059 I , f.[ _ ___ -•-If)if=__l�nv=):)_:Ir!: Bryn Morrison _�r•((:=.�jEz�:):)al= -rF:)€)E w_ta a 5t ol: —--fl _-{_ �- cit= __ - __)1=_al�ll-- I,s.• - — ——_ L -lke-. 01/11/2021 5850 City Accounts Payable -- PZ UB Printing&Mailing Services . 1 US Printing &Mailing Services 1.0 $14,656.25 $14,656.25 FY 2021 December 1,2020 to June 30,2021 Estimate$25,125.00 per fiscal year • Goods &Services Agreement Completion date: December 1, 2025 • Project Account: • 2 UB Printing&Mailing Services 1.0 $0.01 $0.01 FY 2022 July 1,2021 to June 30,2022 Amount$25,125.00 Project Account: • 3 US Printing &Mailing Services ' 1.0 $0.01 $0.01 FY 2023 July 1, 2022 to June 30, 2023 Amount$25,125.00 Project Account: • 4 UB Printing &Mailing Services 1.0 ' $0.01 $0.01 FY 2024 July 1,2023 to June 30,2024 Amount$25,125.00 Project Account: 5 US Printing &Mailing Services 1.0 $0.01 $0.01 FY 2025 July 1,2024 to June 30, 2025 Amount$25,125.00 • Project Account: 6 UB Printing &Mailing Services ` 1.0 $0.01 $0.01 FY 2026 July 1,2022 to December 1, 2Q25 Amount$10,468.75 Project Account: • . CONTINUED ON NEXT PAGE Fr Purchase Order ,aft Fiscal Year 2021 Page: 2 of:2 • �EE���t`�=E,al6 11 3r��Bf=_�1v1,E��=:.'�fi�'.�1a�Pn1'-il-� (,1 r t(� �i� yalN'ML'�t�t�,`ftftl�`� B City of Ashland ! _ — ATTN:Accounts Payable L 20 E. Main Purchase 20210241 Ashland, OR 97520 Order# T Phone:541/552-2010 O Email:payable@ashland.or.us EV H C/O Utility Billing Division N MOONLIGHT BPO LLC I 20 East Main St 2491 NE TWIN KNOLLS DR p Ashland, OR 97520 ' BEND, OR 97701 Phone:541/488-6004 RO Fax:541/552-2059 t:hiiMi_I- 7�de 1;�=_ ii�e =_��ir=1_1 r=t,- - Bryn Morrison E! Lien =t 01/11/2021 5850 City - f— Accounts Payable (=e5t - t=[s._ l p� ^- — - Lc _€0.= [ri,FZ(llA!rE a= 3 ***k*A*k*******GL SUMMARY*********k***** • 030700-604160 $14,656.30 By: Dater �� / -_ Authorized Signature - '.14 656.30 FORM #3 .: CITY OF :". ,/ASH LAND A request fora Purchase )r 7-a -/ 0 a - REQUISITION Date of request: 12/17/2020 Required date for delivery: asiti Vendor Name Moonlight BPO Address,City,State,Zip 2491 NE Twin Knolls Drive Bend OR 97701 Contact Name&Telephone Number , Pete Nye(541)382-8402 Email address pete@moonlightbpo.com SOURCING METHOD ❑ Exempt from Competitive Bidding 0 Emergency ❑ Reason for exemption: ❑ Invitation to Bid 0 Form#13,Written findings and Authorization ❑ AMC 2.50 ) Date approved by Council: • ❑ Written quote or proposal attached • El Written quote or proposal attached _(Attach copy of council communication) (If council approval required,attach copy of CC) ❑ Small Procurement I] Request for Proposal, Cooperative Procurement Not exceeding$5,000 Date approved by Council: 11/17/2020 0 State of Oregon ❑ Direct Award U(Attach copy of council communication) Contract# ❑ VerballNritten hid(s)or proposal(s) El Request for Qualifications(Public Works) 0 State of Washington ' Date approved by Council: Contract# (Attach copy of council communication) El Other government agency contract Intermediate Procurement ❑ Sole Source Agency GOODS&SERVICES 0 Applicable Form(#5,6,7 or 8) Contract# Greater than$5,000 and less than$100,000 El Written quote or proposal attached .Intergovernmental Agreement ❑ (3)Written bids&solicitation attached ❑ Form#4,Personal Services$5K to$75K Agency PERSONAL SERVICES El Special Procurement ❑ Annual cost to City does not exceed$25,000. Greater than$5,000 and less than$75,000 ❑ Form#9,Request for Approval Agreement approved by Legal and approvedisigned by ❑ Less than$35,000,by direct appointment 0 Written quote or proposal attached City Administrator.AMC 2.50.070(4) ❑ (3)Written proposals&solicitation attached Date approved by Council: ❑ Annual cost to City exceeds$25,000,Council El Form#4,Personal Services$5K to$75K Valid until: (Date) approval required.(Attach copy of council communication) Description of SERVICES Total Cost Fees for utility bills,print,stuff,mail 5 year contract until December 1,2025,$25,125 per year , $ 125,625.00 Item# Quantity Unit Description of MATERIALS Unit Price Total Cost ❑ Per attachedquotelproposal TOTAL•COST, $. • Project Number • Account Number 0 3 0 7 0 0.6 0 4160 1'2 625 Account Number • , Account Number - 'Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures. IT Director in collaboration with department to approve all hardware and software purchases: • ITDIpk. Date upport-Yes/No By signing this requisition form,I certify that the City's public contracting requirements have been satisfied. / f .. "411"..7-Employee:`��^L Department Head: � ` 1 /%AL ''qual to or greater than$5,01 i) Department Manager/Supervisor: City Administrator: - �� (Equal to or,; eater than$25,000) Funds appropriated for current fiscal year: E81 NO _� t, / /' /' Fin. ce D•:ctor(Equal to or greater than 5,'' Date I l Comments: Form#3-Requisition Council Business Meeting November 17, 2020 Agenda Item Approval of a Public Contract for Utility Billing Printing & Mailing Services From: Bryn Morrison Financial Systems Manager Contact Bryn.morrison@ashland.or.us (541) 552-2002 SUMMARY Approval is being requested to enter into a public contract for.Utility Billing,Printing&Mailing Services. The intent is for the City to partner with one contractor that can provide all of the goods and services that are required to produce and distribute utility billing statements for customers that have chosen to receive a hard copy of their utility billing statement. The City's intent is to award the public contract to the highest ranked proposer,Moonlight BPO (Moonlight Business Process Outsourcing,LLC),for a team of five(5)years. POLICIES,PLANS& GOALS SUPPORTED Section 2: E.Analyze various departments/programs with the goal of gaining efficiencies,reducing costs,and improving City .services. PREVIOUS COUNCIL ACTION N/A- BACKGROUND AND ADDITIONAL INFORMATION Up until a-year ago,Utility Billing printed the hard copies of utility billing statements in house and the only local vendor(Valley Web Printing) capable of physically picking up the printed utility billing statements 1-2x per week provided the mailing services(sort,insert,apply metered postage,and mail utility bills). For the last year,Utility Billing has been able to email the billing data files to the vendor and have the vendor also print the utility billing data on the preprinted shells of utility billing statements provided by the City at a reduced cost. Being able to email the billing data files tothe vendor allows the City to combine all of the printing services with the mailing services and solicit bids from multiple vendors that can perform the printing services within the State of Oregon,per ORS 282.210, and provide all of the goods and services required to produce and distribute utility billing statements. The sourcing method used to obtain proposals for Utility Billing Printing&Mailing Services is a formal Competitive Sealed Proposal(Request for Proposal).The City received five(5)proposals in response to this RFP.The proposals must be evaluated in accordance with the evaluation process and criteria set forth in the RFP. A three-person evaluation conuri ittee evaluated the proposals and the evaluation summary is attached for your review. Page 1 of 2 CITY OF ASHLAND • FISCAL IMPACTS The City spent$31,654 for mailing services in FY 2020.The yearly contract for Moonlight BPO will reduce the printing cost down.to$25,125 per year. • STAFF RECOMMENDATION Staff recommends the public contract for Utility Billing Printing&Mailing Services be awarded to Moonlight BPO. ACTIONS,OPTIONS &POTENTIAL MOTIONS 1. I move to approve the award of a public contract to Moonlight BPO for Utility Billing Printing& Mailing Services. ATTACHMENTS Evaluation Summary Goods& Services Agreement • • • • • Page 2 of 2 CITY OF ASHLAND • • GOODS &SERVICES AGREEMENT PROVIDER: Moonlight Business Process Outsourcing • CITY O F PROVIDER'S CONTACT: Pete Nye,Client Solutions Manager ASHLAND 20 East Main Street ADDRESS: 2491 NE Twin Knolls Drive,Bend,OR 97701 Ashland,Oregon 97520 Telephone: 5411488-5587 TELEPHONE: (541)3828402, (866)348-9791 Fax: 541/488-6006 EMAIL:pete{r moonlightbpo.com This Goods and Services Agreement (hereinafter "Agreement") is entered into by and between the City of Ashland, an Oregon municipal corporation (hereinafter "City") and MOONLIGHT BUSINESS PROCESS OUTSOURCING, an assumed business name of MOONLIGHT BPO, LLC, a foreign limited liability company("hereinafter"Provider")for UTILITY BILLING PRINTING&MAILING SERVICES: 1. PROVIDER'S OBLIGATIONS 1.1 Provide all of the goods and services required to produce and distribute hard copies of utility billing statements as set forth in the "SUPPORTING DOCUMENTS" attached hereto and, by this reference, incorporated herein. Provider expressly acknowledges that time is of the essence of any completion date set forth in the SUPPORTING DOCUMENTS,and that no waiver or extension of such deadline may be authorized except in the same mariner as herein provided for authority to exceed the maximum compensation. The goods and services defined and described in the "SUPPORTING DOCUMENTS"shall hereinafter be collectively referred to as"Work." 1.2 Provider shall obtain and maintain during the term of this Agreement and until City's final acceptance of all Work received Hereunder,a policy or policies of liability insurance including commercial general liability insurance with a combined single limit, or the equivalent, of not less than $2,000,000 (two million dollars)per occurrence for Bodily Injury and Property Damage. 1.2.1 The insurance required in this Article shall include the following coverages: • Comprehensive General or Commercial General Liability, including personal injury, contractual liability,and products/completed operations coverage; and • Automobile Liability • Workers' Compensation 1,2.2 Each policy of such insurance shall be on an "occurrence" and not a"claims made"form; and shall: e Name as additional insured "the City of Ashland, Oregon, its officers, agents and employees" with respect to claims arising out of the provision of Work under this Agreement; e Apply to each named and additional named insured as though a separate policy had been issued to each,provided that the policy'limits shall not be increased thereby; o . Apply as primary coverage for each additional named insured except to the extent that two or more such policies are intended to "layer" coverage and, taken together, they provide total coverage from the first dollar of liability; • Provider shall immediately notify the City of any change in insurance coverage Page i of 6: 'Goods and Services Agreement between the City of Ashlanci•and Moonlight BPO • • Provider shall supply an endorsement naming the City,its officers,employees and agents as additional insureds by the Effective Date of this Agree€rent; and • Be evidenced by a certificate or certificates of such insurance approved by the City. 1.3 All subject employers working-under this Agreement are either employers that will comply with ORS 656.017 or employers that are exempt under ORS 656.126. As evidence of the insurance required by this Agreement,the Provider shall furnish an acceptable insurance certificate prior to commencing any Work under this Agreement, 1.4 Provider agrees that no person shall, on the grounds of race, color, religion, creed, sex, Marital status, familial status or domestic partnership, national origin, age; 'mental or physical disability, sexual orientation, gender identity or source of income, suffer discrimination in the performance of this Agreement when employed by Provider, Provider agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. Further, Provider agrees not to discriminate against a disadvantaged business enterprise,minority-owned business,woman-owned business, a business that .a service-disabled veteran owns or an emerging small business enterprise certified under ORS 200:055, in awarding subcontracts as required by ORS 279A,110. 1.5 In all solicitations either by competitive bidding or negotiation made by Provider for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Providers of the Provider's obligations under - this Agreement and Title VI of the Civil Rights Act of 1964 and other federal nondiscrimination laws. 1.6 Living Wage Requirements: If the amount of this Agreement is $22,002.43 or more, Provider is required to comply with Chapter 3.12 of the Ashland Municipal Code by paying a living wage,as defined in that chapter, to all employees performing Work under this Agreement and to any Subcontractor who performs 50% or more of the Work under this Agreement. Provider is also required to post the notice attached hereto as"Exhibit A"predominantly in areas where it will be seen by all employees, • 2, CITY'S OBLIGATIONS • 2.1 City shall pay Provider the fees as- set forth in the SUPPORTING DOCUMENTS, specifically Provider's Cost Proposals, attached hereto, as full compensation for the Work to be provided pursuant to the Agreement. 2,2 In no event shall Provider's total of all compensation and reimbursement under this Agreement exceed the sum of$133,000.00(one hundred and thirty-three thousand dollars)without the express,written approval from the City official whose signature appears below, or such official's successor in office. This amount is the maximum, not to exceed amount for the entire Term of this Agreement. Provider expressly acknowledges that no other person has authority to order or authorize additional Work which would cause this maximum stem to be exceeded and that any authorization from the responsible official must be in writing. Provider further acknowledges that any Work delivered or expenses incurred without authorization as provided herein is done at Provider's own risk and as a volunteer without expectation of compensation or reimbursement. • 3. GENERAL PROVISIONS. 3.1 This is a non-exclusive Agreement. City is not obligated to procure any specific amount of Work from Provider and is free to procure similar types of goods and services from other providers in its sole discretion. - - 3.2 Provider is an independent contractor and not an employee or agent of the City for any.purpose. Page 2 of 6: Goods and Services Agreement between the City'of Ashland and Moonlight i3PO • • 3.3 Provider is not entitled to,and expressly waives all claims to City benefits such as health and disability insurance,paid leave,and retirement. • 3.4 Provider shall not assign this Agreement or subcontract any portion of the Work to be provided hereunder without the prior written consent of the City. Any attempted assignment or subcontract without written consent of the City shall be void. Provider shall be fully responsible for the acts or omissions of any assigns.or subcontractors and of all persons employed by them, and the approval by the City of any assignment or subcontract shall not create any contractual relation between the assignee or subcontractor and the City. 3.5 This Agreement embodies the full and complete understanding of the parties respecting the subject matter hereof. It supersedes all prior agreements,negotiations,and representations between the parties, whether written or oral. 3.6 This Agreement may be amended only by written instrument executed with the same formalities as this Agreement. • 3.7 The following laws of the State of Oregon are hereby-incorporated by reference into this Agreement: ORS 27913.220,279B.230 and 279B.235. 3.8 This Agreement shall be,governed by the laws of the State of Oregon without regard to conflict of-laws principles. Exclusive venue for litigation of any action arising under this Agreement shall be in the Circuit Court of the State of Oregon for Jackson County unless exclusive jurisdiction is in federal court, in which case exclusive venue shall be in the federal district court for the district of Oregon. Each party expressly waives any and all rights to maintain an action under this Agreement in any other venue, and expressly consents that, upon motion of the other party, any case may be dismissed or its venue transferred,as appropriate,so as to effectuate this choice of venue. 3.9 Provider shall defend,save,hold harmless and indemnify the City and its officers,employees and agents from and against any and all claims, suits, actions, losses, damages, liabilities, costs, and expenses of any nature resulting from, arising out of, or relating to the activities of Provider or its officers, employees,contractors,;or agents under this Agreement. - 3.10 Neither party to this Agreement shall hold the other responsible for damages or delay in performance caused by acts of God,strikes,lockouts,accidents,or other events beyond the control of the other or the other's officers,employees or agents.- 3.11 If any provision of this Agreement is found by a court•of competent jurisdiction to be unenforceable, such provision shall not affect the other provisions,but such unenforceable provision shall be deemed modified to the extent necessary to render it enforceable, preserving to the fullest extent permitted the intent of Provider and the City set forth in this Agreement. 3.12 Deliveries will be F.O.B destination.Provider shall pay all transportation and handling charges for the Goods.Provider is responsible and liable for loss or damage until final inspection and acceptance of the Goods by the City. Provider remains liable for latent defects,fraud,and warranties. Page 3 of 6: Goods and Services Agreement between the City of Ashland and Moonlight Bl'D • • 3.13 The City may inspect and test the Goods. The City may reject non-conforming Goods and require Provider to correct them without charge or deliver them at a reduced price, as negotiated. If Provider does not cure any defects within a reasonable time, the City may reject the Goods and cancel this Agreement in whole or in part. This paragraph does not affect or limit the City's rights, including its rights under the Uniform.Commercial Code,ORS Chapter 72(UCC). 3.14 Provider represents and warrants that the Goods are new, current, and fully warranted by the manufacturer. Delivered Goods will comply with SUPPORTING DOCUMENTS and be free from defects in labor,material and manufacture.Provider shall transfer all warranties to the City. 4. SUPPORTING DOCUMENTS 4.1 The following documents are attached hereto and, by this reference, expressly incorporated into this Agreement,and are collectively referred to herein as the "SUPPORTING DOCUMENTS": o The City's written Request for Proposals for Utility Billing Printing and Mailing Services released on August 21,2020. • The Provider's complete written Proposal dated September 22,2020. • The Provider's complete Cost Proposal dated October 13,2020. • The Provider's complete Cost Proposal dated September 22,2020, 4.2 The Agreement and the SUPPORTING DOCUMENTS shall be construed to be mutually complimentary and supplementary wherever possible. In the event of a conflict which cannot be so resolved, the provisions of this Agreement itself shall control over any conflicting provisions in any of the SUPPORTING DOCUMENTS. In the event of conflict between provisions of two of the SUPPORTING DOCUMENTS,the several supporting documents shall be given precedence in the order listed in Subsection 4.1,above. 5. REMEDIES 5.1 In the event Provider is in default of this Agreement, City may, at its option, pursue any or all of the remedies available to it under this Agreement and at law or in equity,including,but not limited to: 5.1.1 Termination of this Agreement; 5.1.2 Withholding all monies due for the Work that Provider has failed to deliver within any scheduled completion dates or any Work that have been delivered inadequately or defectively; 5.1.3 initiation of an action or proceeding for damages, specific performance, or declaratory or injunctive relief; 5.1.4 These remedies are cumulative to the extent the remedies are not inconsistent,and City may pursue any remedy or remedies singly,collectively,successively or in any order whatsoever. 5.2 In no event shall City be liable to Provider for any expenses related to termination of this Agreement or for anticipated profits, If previous amounts paid to Provider exceed the amount due,Provider shall pay immediately any excess to City upon written demand provided. 6. TERM AND TERMINATION 6.1 Term This Agreement shall be effective from the date of execution on behalf of the City as set forth below (the"Effective Date")and shall continue in full force and effect until December 1,2025,unless sooner terminated as provided in Subsection 6.2. Page 4 of 6: Goods and Services Agreement between the City of Ashland and Moonlight APO 6.2 Termination 6.2.1 The City and•Provider may terminate this Agreement by mutual agreement at any time. 6.2.2 The City may, upon not less than thirty(30) days' prior written notice,terminate this Agreement for any reason deethed appropriate in its sole discretion. 6.2.3 Either•party may terminate this Agreement,with cause,by not less than fourteen(14) days' prior written notice if the cause is not cured within that fourteen (14) day period after written notice, Such termination is in addition to and not in lieu of any other remedy at law or equity. 7. NOTICE Whenever notice is required or permitted to be given under this,Agreement, such notice shall be given in writing to the other party by personal delivery, by sending via a reputable commercial overnight courier, 6r by mailing using registered or certified United States mail, return receipt requested, postage prepaid, to the address set forth below: If to the City: City of Ashland ; • Utility Billing Attention: Bryn Morrison 20 E.Main Street Ashland,Oregon 97520 Phone: (541) 552-2003 With a copy to: City of Ashland—Legal Department • 20 E.Main Street Ashland,Oregon 97520 Phone: (541)488-5350 If to Provider•: Moonlight BPO Attention: Pete Nye • 2491 NE Twin Knolls Drive Bend,Oregon 97701 Phone: (541)382-8402, (866)348-9791 8. WAIVER OF BREACH One or more waivers or failures to object by either party to the other's breath of any provision,term,condition, or covenant contained in this Agreement shall not be construed as a waiver of any subsequent breach,whether or not of the same nature. 9. PROVIDER'S COMPLIANCE WITH TAX LAWS 9.1 Provider represents and warrants to the City that: 9.1.1 Provider shall, throughout the term of this Agreement, including any extensions hereof, comply with: (I) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316,317,and 318; (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider; and Page 5 of 6: Goods and Services Agreement between the City of Ashland and Moonlight 13P0 • • • (iii) \ Any rules,regulations,charter provisions,or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9;1.2 Provider, for a period of no fewer than six(6)calendar years preceding the Effective Date of this Agreement, has faithfully complied with: (i) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317,and 318; (ii)' Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider;and (iii) Any rules,regulations,charter provisions,or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9.2 Provider's failure to comply with the tax laws of the State of Oregon and all applicable tax laws of any political subdivision of the State of Oregon shall constitute a material breath of this Agreement. Further, any violation of Provider's warranty, as set forth in this Article 9,shall constitute a material breach of this Agreement. Any material breach of this Agreement shall entitle the City to terminate this Agreement and to seek damages and any other relief available tinder this Agreement,at law,or in equity. IN WITNESS WHEREOF the parties have caused this Agreement to be signed in their respective names by their duly authorized representatives as of the dates set forth below. CITY OF ASHLAND: MOONLIGHT BUSINESS PROCESS OUTSOURCING: By: Z By: 7 Adam Hanks,Interim City Administrator Signature Brian Yarbrough /.2h/ao Printed Name Date •• General Manager Title • November 24,2020 • Date Purchase Order No. (W-9 is to be submitted with this signed Agreement) APPROVED AS TO FORM: Assistant City Attorney //e)y-fk,14.-1 r.-90? v242 0 . Date Page 6 of 6: Goods and Services Agreement between the City of Ashland and Moonlight BPO 7 ® DATE(MMIDDIYYYY) ARD CERTIFICATE OF LIABILITY INSURANCE 11/1812020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELYAMEND,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). PRODUCER CONTACT Temple Christensen CenturyIns GroupLLC • PHONE (541)382-4211 FAX (541),382-7468 faro No,Ext1: ' (Arc,No): 572 SW Bluff Dr. a'AL OSS: temple@centurylns.com Suite 100 INSURER(S)AFFORDING COVERAGE NAM 8 Bend OR 97702 INSURERA: Continental Casualty Company 20443 INSURED INSURERB: SAIF Moonlight BPO LLCINSURER c: Hiscox Insurance Company 2491 NE Twin Knolls Dr,Suite INSURER D: , INSURER E: BEND OR 97701 INSURERF: ' COVERAGES CERTIFICATE NUMBER: Master 20/21 REVISION NUMBER: THIS IS TO CERTIFYTHAT 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. INSR AODL BR POLICY EFF POLICY EXP Luaus TYPE OF INSURANCE IMO WVD POLICY NUMBER (MV,IIDD!YYYY) (MMIDDIYYYY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2, 00000 ••0 , DAMAGE TO RENTED 300 000 CLAIMS-MADE X OCCUR . PREMISES(Ea occurrence) S MED EXP(Any one person) _s 10,000 — A Y Y 6025480068 01(10/2020 01/10/2021PERSONALSADVINJURY $ 2,000,000 GEN'LAGGREGATE LIMITAPPLIESPER: GENERAL AGGREGATE 4,000000, POLICY r--:IPC- - LOC OTHER: 0000 PRODUCTS-COhP/OPAGG g 4,00 DATA BREACH S 2,000,000 AUTOMOBILE LIABILITY \ COMjgALiBIN nD1SINGLELIMIT $ 1,000,000 X ANYAUTO BODILY INJURY(Per person) $ A OWNED !SCHEDULED Y' 8080288076 01/10/2020 01/10/2021 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS PROPERTY DAMAGE HIRED v NON-OWNED $ X ^ AUTOS ONLY (Per accident) AUTOS ONLY S X UMBRELLA UAB X OCCUR EACH OCCURRENCE S 3,000,000 A E:(CESSLIAB CLAIMS.MAOE 6074618838 01110/2020 01/1012021 AGGREGATEs 3,000,000 DED RETENTION S 10,000 s WORKERS COMPENSATION PEATl1TE ER AND EMPLOYERS'LIABIUTY ANY PROPRW IETOR/PARTNEEXECUTIVE Y/N E.L.EACH ACCIDENT S 1,000'000 B OFFICER/MEMBEREXCLUDED? I Y I N/A Y 100020303 01/10/2020 01/01/2021 (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1.000,000 If yes,describe under 1000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ , C ERRORS&OMISSIONS MPL4359668 01/10/2020 01/10/2021 2,000,000 I DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) City of Ashland,Oregon,its officers,agents and employees Is an Additional Insured with respects to claims arising out of the provision of work In the agreement.Coverage is Primary and Non-Contributory.VValver of Subrogation Applies. I ICERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Ashland ACCORDANCE WITH THE POLICY PROVISIONS. 20 East Main Street AUTHORIZED REPRESENTATIVE E Ashland OR 97520l +��n I ©lik _1. ON 988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) , The ACORD name and logo are registered marks of ACORD I . , SB146932F CNA (Ed.6-16) BLANKET ADDITIONAL INSURED AND LIABILITY EXTENSION ENDORSEMENT This endorsement modifies Insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE FORM BUSINESSOWNERS COMMON POLICY CONDITIONS • TABLE OF CONTENTS I. Blanket Additional Insured Provisions A. Additional Insured—Blanket Vendors B. Miscellaneous Additional insureds C. Additional Provisions Pertinent to Additional Insured Coverage 1. Primary—Noncontributory provision 2. Definition of"written contract." II. Liability Extension Coverages . A. Bodily Injury—Expanded Definition • B. Broad Knowledge of Occurrence C. Estates,Legal Representatives and Spouses • D. Legal Liability—Damage to Premises E. Personal and Advertising Iniury—Discrimination or Humiliation F. Personal and Advertising Iniury—Broadened Eviction G. Waiver of Subrogation-Blanket I.• BLANKET ADDITIONAL INSURED PROVISIONS. A. ADDITIONAL INSURED--BLANKET VENDORS Who Is An Insured is amended to include as an additional insured any person or organization (referred to below • as vendor)with whom you agreed under a"written contract"to provide insurance, but only with respect to"bodily Injury"or"property damage"arising out of"your products"which are distributed or sold in the regular course of the vendor's business,subject to the following additional exclusions: • 1. The insurance afforded the vendor does not apply to: a. "Bodily injury"or"property damage"for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and thenrepackaged in the original container; SB146932F(6-16) Page 1 of 7 • Copyright,CNA All Rights Reserved. SB146932F CNA (Ed.6-16) e. Any failure to make such inspections, adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products; f. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premisesin connection with the sale of the product; g. Products which,after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor;or h. "Bodily injury"or"property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However,this exclusion does not apply to: _ • (1) The exceptions contained in Subparagraphs d.or f.;or (2) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. 2. This insurance does not apply to any insured person or organization, from whom you have acquired such products,or any ingredient,part or container,entering into,accompanying or containing such products. 3. This provision 2.does not apply to any vendor included as an insured by art endorsement issued by us and made a part of this Policy. • 4. This provision 2. does not apply if "bodily injury" or "property damage" included within the "products- completed operations hazard"is excluded either by the provisions of the Policy or by endorsement. B. MISCELLANEOUS ADDITIONAL INSUREDS. 1. Who Is An Insured is amended to include as an insured any person or organization (called additional insured) described in paragraphs 3.a. through 3.1. below whom you are required to add as an additional insured on this policy under a"written contract.": 2. However, subject always to the terms and conditions of this policy,including the limits of insurance, we will not provide the additional insured with: a. A higher limit of insurance than required by such"written contract"; b. Coverage broader than required by such"written contract"and In no event greater than that described by the applicable paragraph a.through k.below;or c. Coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard." But this paragraph c. does not apply to the extent coverage for such liability is provided by paragraph 3.j.below. Any coverage granted by this endorsement shall apply only to the extent permitted by law. 3. Only the following persons or organizations can qualify as additional insureds under this endorsement: a. Controlling Interest • Any persons or organizations with a controlling interest in you but only with respect to their liability arising out of: (1) such person or organization's financial control of you;or (2) Premises such person or organization owns,maintains or controls while you lease or occupy these premises; provided that the coverage granted to such additional insureds does not apply to structural alterations, new construction or demolition operations performed by or for such additional Insured. SB146932F(6.16) Page 2 of 7 Copyright,CNA All Rights Reserved. SB146932F CNA (Ed,6-16) b. Co-owner of Insured Premises A co-owner of a premises co-owned by you and covered under this insurance but only with respect to the co-owners liability for"bodily injury","property damage"or"personal and advertising injury"as co-owner of such premises. c. Grantor of Franchise Any person or organization that has granted a franchise to you, but only with respect to such person or organization's liability for "bodily injury", "property damage", or "personal and advertising Injury" as grantor of a franchise to you. d, Lessor of Equipment Any person or organization from whom you lease equipment, but only with respect to liability for"bodily injury",'"property damage" or "personal and advertising injury" caused in whole or in part by your maintenance, operation or use of such equipment, provided that the "occurrence" giving rise to such "bodily injury"or"property damage" or the offense giving rise to such "personal and advertising injury" takes place prior to the termination of such lease. e, Lessor of Land Any person or organization from whom you lease land,but only with respect to liability for"bodily Injury", "property damage"or"personal and advertising injury"arising out of the ownership, maintenance or use of that specific part of the land leased to you, provided that the"occurrence"giving rise to such "bodily injury"'or "property damage" or the offense giving rise to such "personal-and advertising injury", takes place prior to the termination of such lease.The insurance hereby afforded to the additional insured does not apply to structural alterations,new construction or demolition operations performed by,on behalf of or for such additional insured. f. Lessor of Premises An owner or lessor of premises leased to you,or such owner or lessor's real estate manager, but only with respect to liability for"bodily injury", "property damage" or"personal and advertising injury"arising out of the ownership, maintenance or use of such part of the premises leased to you,and provided that the"occurrence"giving rise to such"bodily injury"or"property damage"or the offense giving rise to such "personal and advertising injury",takes place prior to the termination of such lease.The insurance hereby afforded to the additional insured does not apply to structural alterations, new construction or demolition operations performed by,on behalf of or for such additional insured. g. Mortgagee,Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee, or receiver's liability for"bodily injury","property damage"or"personal and advertising injury"arising out of the ownership,maintenance,or use of a premises by you. This insurance does not apply to structural alterations, new construction or demolition operations performed by,on behalf of or for such additional insured. h. State or Political Subdivisions A state or government agency or subdivision or political subdivision'that has issued a permit or authorization, but only with respect to such government agency or subdivision or political subdivision's liability for"bodily injury","property damage"or"personal and advertising injury"arising out of: (1) The following hazards in connection with premises you own, rent, or control and to which this =NMI_ insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways; manholes, marquees, hoistaway openings,sidewalk vaults,street banners, or decorations and similar exposures;or (b) The construction,erection,or removal of elevators;or (c) The ownership,maintenance or use of any elevators covered by this insurance;or SB146932F(6-16) Page 3 of 7 Copyright,CNA Ali Rights Reserved. SB146932F CNA • (Ed.6-16) (2) The permitted or authorized operations performed by you or on your behalf.But the coverage granted by this paragraph does not apply to: (a) "Bodily injury", "property damage"or"personal and advertising injury" arising out of operations performed for the state or government agency or subdivision or political subdivision;or (b) "Bodily injury"or"property damage"Included within the"products-completed operations hazard." With respect to this provision's requirement that additional insured status must be requested under a "written contract",we will treat as a "written contract" any governmental permit that requires you to add the governmental entity as an additional insured. i. Trade Show Event Lessor With respect to your participation in a trade show event as an exhibitor, presenter or displayer, any person or organization,whom you are required to include as an additional insured, but only with respect to such person or organization's liability for "bodily injury", "property damage", or "personal and advertising injury"cause by: a. Your acts or omissions;or b. Acts or omissions of those acting on your behalf; in the performance of your ongoing operations at the trade show premises during the trade show event. j. Other Person or Organization Any person or organization who is not an additional insured under paragraphs a.through I. above.Such additional insured is an insured solely for"bodily injury","property damage"or"personal and advertising injury"for which such additional insured Is liable because of your acts or omissions. The coverage granted by this paragraph does not apply to any person or organization: (1) For"bodily injury,""property damage,"or"personal and advertising injury"arising out of the rendering or failure to render any professional services; (2) For"bodily injury"or"property damage" Included in the "products-completed operations hazard."But this provision(2)does not apply to such"bodily injury"or"property damage"if: (a) It is entirely due to your negligence and specifically results from your work for the additional insured which is the subject to the"written contract";and (b) The"written contract" requires you to make the person or organization an additional•insured for such"bodily injury"or"property damage";or (3) Who is afforded additional insured coverage under another endorsement attached to this policy. C. ADDITIONAL PROVISIONS PERTINENT TO ADDITIONAL INSURED COVERAGE With respect only to additional insured coverage provided under paragraphs A,and B.above: 1. The BUSINESSOWNERS COMMON POLICY CONDITIONS are amended to add the following to the Condition entitled Other Insurance: This insurance Is excess of all other insurance available to an additional Insured whether primary, excess, contingent or on any other basis.However,if a"written contract"requires that this insurance be either primary or primary and noncontributing, then this insurance will be primary and non-contributory relative solely to Insurance on which the additional Insured Is a named insured. 2. Under.Liability and Medical Expense Definitions,the following definition is added: "Written contract"means a written contract or agreement that requires you to make a person or organization an additional insured on this policy,provided the contract or agreement: a. Is currently in effect or becomes effective during the term of this policy;and • ' b. Was executed prior to: SB146932F(6-16) • Page 4 of 7 Copyright,CNA A6 Rights Reserved. • SB146932F CNA • • (Ed.6-16) (1) The"bodily Injury"or"property damage";or (2) The offense that caused the'personal and advertising injury"; for which the additional insured seeks coverage. II. LIABILITY EXTENSION COVERAGES it is understood and agreed that this endorsement amends the Businessowners Liability Coverage Form. If any . other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision,and the changes made by this endorsement to such provision do not apply. A. Bodily Injury—Expanded Definition Under Liability and Medical Expenses Definitions,the definition of"Bodily Injury"is deleted and replaced by the following: "Bodily injury" means physical injury, sickness or disease sustained by a person, including death, humiliation, shock„mental anguish or mental injury by that person at any time which results as a consequence of the physical injury,sickness or disease. 13. Broad Knowledge of Occurrence Under Businessowners Liability Conditions, the Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit Is amended to add the following: Paragraphs a.and b.above apply to you or to any additional insured only when such"occurrence,"offense,claim or"suit"is known to: (1) You or any additional insured that is an individual; (2) Any partner,If you or an additional insured is a partnership; (3) Any manager,if you or an additional Insured is a limited liability company; (4) Any"executive officer"or insurance manager, If you or an additional insured is a corporation; (5) Any trustee,if you or an additional insured is a trust;or (6) Any elected or appointed official,if you or an additional insured is a political subdivision or public entity. This paragraph applies separately to you and any additional insured. C. Estates,Legal Representatives and Spouses The estates, heirs, legal representatives and spouses of any natural person Insured shall also be insured under this policy;provided,however,coverage is afforded to such estates,heirs,legal representatives and spouses only for claims arising solely out of their capacity as such and, in the case of a spouse, where such claim seeks damages from marital common property, jointly held property, or property transferred from such naturalperson insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative or spouse outside the scope of such person's capacity as such,provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are insureds with respect to such spouses'acts,errors or omissions in the conduct of the Named Insured's business. D. Legal Liability—Damage To Premises 1. Under B.Exclusions,1.Applicable to Business Liability Coverage, Exclusion k. Damage To Property,is replaced by the following: k. Damage To Property "Property damage"to: 1. Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of SB146932F(6-16) Page 5 of 7 Copyright,CNA All Rights Reserved, • SNA $(Ed.616) such property for any reason, Including prevention of injury to a person or damage to another's property; 2. Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; 3. Property loaned to you; 4. Personal property in the care,custody or control of the Insured; • 5. That particular,part of any real property on which you or any contractors or subcontractors working directly or indirectly in your behalf are performing operations, If the "property damage"arises out of those operations;or 6. That particular part of any property that must be restored, repaired or replaced because"your work" was incorrectly performed on it. • Paragraph 2 of this exclusion does not apply if the premises are"your work" and were never occupied, rented or held for rentalby you. Paragraphs 1,3,and 4,of this exclusion do not apply to"property damage"(other than damage by fire or • explosion)to premises: (1) rented to you: j (2) temporarily occupied by you with the permission of the owner,or (3) to the contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section D-- Liability and Medical Expenses Limits of insurance. Paragraphs 3,4,5,and 6 of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph 6 of this exclusion does not apply to"property damage" included in the "products-completed operations hazard." 2. Under B.Exclusions,1.Applicable to Business Liability Coverage,the following paragraph.is added,and replaces the similar paragraph, if any, beneath paragraph (14) of the exclusion entitled Personal and Advertising injury: Exclusions c,d,e,f,g,h,I,k,1,m, n,and o,do not apply to damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner or to the contents of premises rented to you for a period of 7 or fewer consecutive days.A separate limit of insurance applies to this coverage as described in Section D.Liability And Medical Expenses Limits Of Insurance. 3. The first Paragraph under item 5.Damage To Premises Rented To You Limit of the section entitled Liability And Medical Expenses Limits Of Insurance is replaced by the following: The most we will pay under Business Liability for damages because of "property damage" to any one premises, while rented to you or temporarily occupied by you with the permission of the owner, including contents of such premises rented to you for a period of 7 or fewer consecutive days, is the Damage to Premises Rented to You limit shown in the Declaration. E. Personal and Advertising Injury—Discrimination or Humiliation 1. Under Liability and Medical Expenses Definitions, the definition of "personal and advertising injury" is amended to add the following: h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person,but only if such discrimination or humiliation is: (1) Not done intentionally by or at the direction of: (a) The insured;or SB146932F(6-16). Page 6 of 7 Copyright,CNA All Rights Reserved. • • SB146932F CNA (Ed.6-16) (b) Any"executive officer," director, stockholder, partner, member or manager(if you are a limited liability company)of the insured;and (2) Not directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person or person by any insured. 2. Under B. Exclusions; 1.Applicable to Business Liability Coverage, the exclusion entitled Personal and Advertising injury is amended to add the following additional exclusions: (15)Discrimination Relating to Room,Dwelling or Premises Caused by discrimination directly or Indirectly related to the sale,rental,lease or sub-lease or prospective sale,rental,lease or sub-lease of any room,dwelling or premises by or at the direction of any insured. (16)Employment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any insured. (17)Fines or Penalties Fines or penalties levied or imposed by a governmental entity because of discrimination. 3. This provision (Personal and Advertising Injury — Discrimination or Humiliation) does not apply if Personal and Advertising Injury Liability is excluded either by the provisions of the Policy or by endorsement. F. Personal and Advertising injury-Broadened Eviction Under Liability and Medical Expenses Definitions, the definition of "Personal and advertising injury" is amended to delete Paragraph c,and replace it with the following: c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room dwelling or premises that a person or organization occupies committed by or on behalf of its owner,landlord or lessor. G. Waiver of Subrogation--Blanket - We waive any right of recovery we may have against: a. Any person or organization with whom you have a written contract that requires such a waiver. S All other terms and conditions of the Policy remain unchanged. • • 11 oO SB146932F(6-16) Page 7 of 7 - Copyright,CNA All Rights Reserved.